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Contracts • Third Parties
K#191
Legal Definition
When there are more than one gratuitous assignments, generally the last assignee wins and revokes prior assignments. When there are multiple assignments for consideration, generally the first assignee for consideration wins, except a subsequent assignee may take priority when they: (1) have no notice of the earlier assignment, and (2) are the first to obtain payment, a judgment, a novation, or indicia of ownership.
Plain English Explanation
Sometimes people get a bit carried away when they are assigning rights and it isn't uncommon for the same rights to be assigned to multiple people (especially over time). Ultimately, the law will only allow one party to enforce rights against an obligor, so determining which party has that right depends on circumstance.
If the rights were gifted to multiple people, then the last person to receive them as a gift will be the legal assignee with actual rights to enforce. In other words, if Grandpa one year assigns his rights to the family beach house to his grandson one year, and then assigns them to his granddaughter the next year, the grandson's assignment no longer exists.
If the rights were sold to multiple people, then the first person to buy them wins. A later assignee can prevail if they aren't aware of the first person and they can get some sort of legal evidence of ownership to the rights assigned.
If the rights were gifted to multiple people, then the last person to receive them as a gift will be the legal assignee with actual rights to enforce. In other words, if Grandpa one year assigns his rights to the family beach house to his grandson one year, and then assigns them to his granddaughter the next year, the grandson's assignment no longer exists.
If the rights were sold to multiple people, then the first person to buy them wins. A later assignee can prevail if they aren't aware of the first person and they can get some sort of legal evidence of ownership to the rights assigned.
Visual Aids
Related Concepts
In a third-party beneficiary situation, who is the third-party beneificiary, who is the promisor, and who is the promisee?
What are the implied warranties of an assignor in an assignment for consideration?
What defenses may a promisor assert against a third-party beneficiary?
What duties are not delegable?
What is a delegatee?
What is a delegator, delegatee, and obligee?
What is an assignee?
What is an assignment?
What is an assignor?
What is an obligee?
What is an obligor?
What is a promisee?
What is a promisor?
What is the difference between an assignment and a delegation?
What is the difference between an incidental and intended beneficiary?
What is the effect of a clause prohibiting assignment?
What is the effect of a contract containing no language about assignment rights?
What is the effect of consideration on assignment rights?
What is the effect of invalidation language on assignment?
What two types of intended beneficiaries are there?
When are modification agreements between the obligor and assignor effective?
When can an assignee sue an obligor for payments to the assignor?
When do a third party's rights to enforce the contract vest?
When does delegation of duties occur?
Who can sue whom in a suit involving beneficiaries, promisees, and promisors?
Who can sue whom in a suit involving the assignment of rights?
Who can sue whom in a suit involving the delegation of duties?
