Assignment of Contract Template for Netherlands

An Assignment of Contract lets you transfer your rights and obligations under an existing contract to someone else. Under Dutch law (specifically Article 6:159 of the Civil Code), this transfer requires agreement from all parties involved - the original contract parties and the new party taking over.

Think of it like passing the baton in a relay race - you're handing over both the benefits and responsibilities of your contract position. Common in Dutch business practice for situations like selling a company, transferring lease agreements, or restructuring business relationships. The original contract terms stay the same, but the new party steps into your shoes legally.

Use an Assignment of Contract when you need to transfer your contractual position to another party in the Netherlands. This commonly happens during business acquisitions, when selling property with ongoing lease agreements, or transferring service contracts during company restructuring. It's especially valuable when you can't terminate the original contract but need someone else to take over.

The timing matters - execute the Assignment before the actual transfer of business assets or responsibilities. Dutch courts look closely at proper documentation of these transfers, particularly in commercial real estate and major business deals. Getting it right protects all parties and ensures a clean handover of rights and obligations.

• Assignment Agreement: Basic template for transferring contract rights and obligations, suitable for most business situations
• Debt Assignment Agreement: Specifically for transferring debt obligations and collection rights between parties
• Assignment Of Service Contract: Used when transferring ongoing service obligations to a new provider
• Assignment And Transfer Agreement: Comprehensive version covering both rights transfer and physical asset handover
• Employee Proprietary Information And Inventions Agreement: Focuses on transferring intellectual property rights from employees to employers

• Business Owners: Often initiate Assignment of Contract during company sales, mergers, or restructuring to transfer existing contracts to new owners
• Corporate Lawyers: Draft and review the assignments to ensure compliance with Dutch contract law and protect client interests
• Property Managers: Handle assignments of lease agreements when properties change ownership or management companies
• Contract Administrators: Manage the practical aspects of transferring contractual obligations and maintain documentation
• Third-Party Contractors: Must consent to the assignment when their service agreements are being transferred to new parties
• Dutch Notaries: Often required to authenticate assignments involving real estate or major business transactions

• Original Contract Review: Gather the complete original contract and verify it allows for assignment under Dutch law
• Party Details: Collect legal names, addresses, and registration numbers of all parties involved - assignor, assignee, and original contract parties
• Consent Documentation: Secure written approval from the non-assigning party as required by Article 6:159 BW
• Transfer Scope: Define exactly which rights and obligations are being transferred
• Effective Date: Determine when the assignment takes effect and any conditions that must be met first
• Supporting Documents: Prepare proof of authority to sign, company registration excerpts, and relevant permits
• Draft Generation: Use our platform to create a legally-sound assignment document that includes all required elements

• Party Identification: Full legal names, addresses, and registration numbers of assignor, assignee, and original contract parties
• Original Contract Reference: Date, parties, and subject matter of the contract being assigned
• Assignment Scope: Clear description of rights and obligations being transferred under Article 6:159 BW
• Consent Statement: Express agreement from all involved parties to the assignment
• Effective Date: Specific date when the transfer takes effect
• Representations: Statements confirming assignor's authority and contract validity
• Governing Law: Explicit reference to Dutch law application
• Signature Block: Space for dated signatures of all parties, including witnesses if required

An Assignment of Contract differs significantly from a Contract Amendment in Dutch law, though they're often confused. While both modify existing agreements, they serve distinct purposes and have different legal effects.

• Transfer vs. Modification: Assignment transfers rights and obligations to a new party, while amendments change terms between existing parties
• Party Requirements: Assignments need consent from all parties plus the new assignee; amendments only need original parties' approval
• Legal Effect: Assignments create a new contractual relationship with the assignee, while amendments maintain the original contract structure
• Documentation: Assignments require specific transfer language under Article 6:159 BW; amendments focus on describing changes to existing terms
• Timing Impact: Assignments typically mark a clear handover date, while amendments usually modify terms going forward or retroactively