Assignment Of Payment Agreement for the United States

Assignment Of Payment Agreement Template for United States

An Assignment of Payment Agreement is a legal document used in the United States that facilitates the transfer of payment rights from one party (assignor) to another (assignee). This agreement is governed by state contract laws and the Uniform Commercial Code, particularly Articles 2, 3, and 9. It details the terms of the assignment, including the payment amount, schedule, and any conditions attached to the transfer. The document includes provisions for representations and warranties, notice requirements, and remedies in case of default.

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What is a Assignment Of Payment Agreement?

An Assignment of Payment Agreement is commonly used when a party wishes to transfer their right to receive payments to another entity, often for financing or debt settlement purposes. This document is essential in various business contexts, from factoring arrangements to the sale of accounts receivable. Under U.S. law, these agreements must comply with both federal and state regulations, including the UCC and state-specific assignment laws. The agreement typically specifies the exact payment rights being transferred, the consideration given, and the obligations of all parties involved. It's particularly important in securing the assignee's legal right to collect payments directly from the original debtor.

What sections should be included in a Assignment Of Payment Agreement?

1. Parties: Identification of assignor, assignee, and any other relevant parties

2. Background: Context of the original payment obligation and reason for assignment

3. Definitions: Key terms used throughout the agreement including Payment Rights, Assignment Date, and Original Agreement

4. Assignment: Core provision transferring payment rights from assignor to assignee

5. Consideration: Details of payment or other value given for the assignment

6. Representations and Warranties: Assignor's statements about ownership and right to assign

7. Governing Law: Jurisdiction and applicable law

What sections are optional to include in a Assignment Of Payment Agreement?

1. Security Interest: Provisions establishing the assignment as security, including perfection requirements and UCC compliance

2. Notice Requirements: Procedures and obligations for notifying the original debtor of the assignment

3. Collection Procedures: Detailed process for collecting assigned payments and handling defaulted payments

4. Further Assurances: Obligations to execute additional documents or take actions to perfect the assignment

What schedules should be included in a Assignment Of Payment Agreement?

1. Schedule A - Payment Schedule: Detailed list of payment amounts, dates, and terms being assigned

2. Schedule B - Original Agreement: Copy of the agreement creating the payment obligation

3. Schedule C - Notice Forms: Template notices to be sent to relevant parties regarding the assignment

4. Schedule D - UCC Forms: Required UCC filing forms and financing statements if applicable

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

United States

Publisher

Genie AI

Cost

Free to use
Relevant Industries

Financial Services

Real Estate

Construction

Manufacturing

Healthcare

Relevant Teams

Finance

Legal

Accounts Receivable

Treasury

Compliance

Relevant Roles

Chief Financial Officer

Finance Director

Accounts Receivable Manager

Contract Manager

Treasury Manager

Industries

Uniform Commercial Code (UCC): Key sections include Article 9 (secured transactions), Article 2 (sale of goods), and Article 3 (negotiable instruments). UCC provides the fundamental framework for commercial transactions and assignments.

State-Specific Contract Laws: Individual state legislation governing contract formation, enforcement, and assignments, including state-specific Statute of Frauds requirements and assignment restrictions.

Federal Anti-Assignment Act: Federal legislation that restricts the assignment of claims against the United States government, particularly relevant if government contracts are involved.

Fair Debt Collection Practices Act: Federal law governing debt collection practices, must be considered if the assignment involves consumer debt or collection rights.

Federal Assignment of Claims Act: Specific federal legislation governing the assignment of claims in federal contracts and transactions with government entities.

Securities Laws: Federal and state securities regulations that may apply if the payment rights could be characterized as securities, including relevant SEC regulations.

Bankruptcy Code: Federal bankruptcy laws affecting assignment provisions and the treatment of assigned rights in bankruptcy proceedings.

Common Law Principles: Fundamental legal principles governing contract formation, consideration requirements, and notice obligations for assignments.

Consumer Protection Laws: Federal and state consumer protection regulations that may affect assignments involving consumer transactions or consumer rights.

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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