Einde inhoudsopgave
Unidroit Principles of International Commercial Contracts 2010
Officiële Toelichting
Geldend
Geldend vanaf 01-05-2011
- Redactionele toelichting
De datum van inwerkingtreding is de datum van afkondiging.
- Bronpublicatie:
10-05-2011, Internet 2011, www.unidroit.org (uitgifte: 10-05-2011, kamerstukken/regelingnummer: -)
- Inwerkingtreding
01-05-2011
- Bronpublicatie inwerkingtreding:
10-05-2011, Internet 2011, www.unidroit.org (uitgifte: 10-05-2011, kamerstukken/regelingnummer: -)
- Vakgebied(en)
Internationaal privaatrecht / Algemeen
Verbintenissenrecht / Algemeen
Verbintenissenrecht / Overeenkomst
1. Agreement between assignor and assignee
The first requirement for the assignment of a contract is that the assignor and the assignee agree on the operation.
2. Other party's consent required
This agreement does not however suffice to transfer the contract. It is also necessary for the other party to give its consent.
If it were only for the assignment of the rights involved, such a consent would in principle not be needed (see Article 9.1.7). However, the assignment of a contract also involves a transfer of obligations, which cannot be effective without the obligee's consent (see Article 9.2.3). The assignment of a contract can thus only occur with the other party's consent.
Illustration
Office space is let by owner X to company A. The contract expires only six years from the date of the contract. Due to the development of its business, A wants to move to larger premises. Company B would be interested in taking over the lease. The contract can be assigned by an agreement between A and B, but the operation also requires X's consent.
3. Assignor not necessarily discharged of its obligations
With the other party's consent, the assignee becomes bound by the assignor's obligations under the assigned contract. It does not necessarily follow that the assignor is discharged (see Article 9.3.5).