ASSIGNEE - The Law Mind Legal Dictionary

See encyclopedia: Assignment of Rights -- General Principles and Limitations →

ASSIGNEEAuthored

The Law Mind • 1077 words

Definition

An assignee is a person to whom an assignment has been made — that is, someone who receives a transferred right, interest, claim, or property from another party (the assignor). The term most commonly applies to personal property and contractual rights, though it extends to real property interests as well (for example, an "assignee of the reversion" in landlord-tenant contexts).

Two distinct categories define how assignee status is acquired:

Assignee in fact: One to whom an assignment has been voluntarily made by the party who held the right. The transfer arises from an express act — a deed, contract, or other instrument of assignment.

Assignee in law: One in whom the law itself vests the right by operation of legal rules, without any voluntary act of transfer. Executors and administrators are the classic examples — they become assignees in law of a decedent's personal estate by virtue of their appointment, not by any act of the decedent.

Common Language

Modern common usage (Wiktionary): One to whom a thing is assigned; one to whom a right or property is being transferred; one appointed to act or speak in place of another, as an agent.
Historical common usage (Webster's 1913): A person to whom an assignment is made; a person appointed or deputed by another to do some act, perform some business, or enjoy some right, privilege, or property. May be created by special deed or by law, as an executor.

The common-language definitions are reasonably close to the legal meaning, but they do not capture the legally significant distinction between assignees in fact and assignees in law. The common usage also elides the difference between an assignee — who takes an interest in their own right — and an agent, who acts on behalf of another and acquires no interest of their own.

Common Confusion

ASSIGNEE VS. BENEFICIARY
In trust and estate contexts, an assignee and a beneficiary both receive property through another's act, but the mechanism differs. A beneficiary's interest arises from the terms of a trust or will; an assignee's interest arises from a voluntary transfer of a pre-existing right. The distinction affects what defenses and encumbrances attach to the received interest.

Why It Matters in Research

The assignee concept is the receiving end of one of the most pervasive mechanisms in commercial law, and researchers encounter it across contract, property, bankruptcy, and estate law sources. Several navigational points matter:

Historical sources treat assignment primarily as a personal property doctrine. When researching real property assignment — particularly assignments of leasehold interests, mortgages, or reversions — historical dictionaries may not fully reflect the applicable rules, which often lived in distinct bodies of real property law rather than in the contract-assignment literature.

The assignee-in-law category is easily overlooked in modern research because it encompasses figures (executors, administrators, receivers in bankruptcy) who are now typically treated under their own doctrinal headings. In historical sources, the same person may appear indexed under "executor," "assignee in law," or "assignee in bankruptcy," depending on the source and era. Bankruptcy assignees were a distinct and heavily litigated category in nineteenth-century American practice, and older case law on "assignee" often means specifically a bankruptcy assignee rather than a voluntary-transfer assignee.

The central research issue for assignees in contract law is the rights-and-defenses problem: an assignee takes the assigned right subject to any defenses the obligor could have raised against the assignor at the time of assignment. This principle — closely connected to the encyclopedia entry on Rights of Assignee Against Obligor — means that the value and enforceability of an assigned right cannot be assessed without examining the underlying obligor relationship. Historical sources vary in how explicitly they state this rule.

Researchers should also note that some historical sources use "assigns" as both a noun (plural of assignee) and a term of art in conveyancing language ("heirs and assigns"), where it signals successors-in-interest generally rather than any specific person.

Historical Dictionary Support

The four shelf sources are in close agreement on the core definition and on the in-fact/in-law distinction. Black's (1st Ed.) and Bouvier's offer nearly identical formulations, both defining assignee as the recipient of an assignment and distinguishing the voluntary from the legally-vested categories using executors and administrators as the paradigm case. Black's (2nd Ed.) adds the only case citations in the group, though those citations support the basic definition rather than any contested point.

Rapalje & Lawrence's entry retrieved here does not directly define "assignee" — the excerpt addresses "assets by descent" — suggesting either a cross-reference structure or a gap in the retrieved text. This is consistent with Rapalje & Lawrence's treatment of assignment-related terms being distributed across multiple headings rather than consolidated.

None of the historical sources directly address the rights-and-defenses framework in the assignee entry itself, though Bouvier's signals more through its cross-reference to ASSIGNMENT. Webster's 1913 is notably useful in confirming that assignee-in-law status (the executor example) was understood in ordinary educated usage, not only as specialist legal doctrine.

Jurisdictional Note

Modern statutory law in most U.S. jurisdictions has codified assignment rules in commercial contexts under Article 2 (sales) and Article 9 (secured transactions) of the Uniform Commercial Code, and under Article 2A for leases. These provisions govern the rights and limitations of assignees in commercial settings and may supersede common-law rules that historical sources reflect. Bankruptcy law creates a distinct federal assignee-in-law framework under the Bankruptcy Code, replacing the older state-law assignment-for-benefit-of-creditors regime that dominates nineteenth-century sources.

Encyclopedia Cross-Reference

Contracts — Assignment of Rights — Rights of Assignee Against Obligor (Defenses, Set-Offs)

ASSIGNEEmain

Black's Law Dictionary • 1891

A person to whom an as- signment is made. The term is commonly used in reference to personal property; but it is not incorrect, in some cases, to apply it to realty, e. g., "assignee of the reversion." Assignee in fact is one to whom an assign- ment has been made in fact by the party hav- ing the right. Assignee in law is one in whom the law vests the right; as an executor or administra- tor. G H The word has a special and distinctive use as employed to designate one to whom, un- der an insolvent or bankrupt law, the whole J estate of a debtor is transferred to be admin- istered for the benefit of creditors. In old law. A person deputed or ap- pointed by another to do any act, or perform any business. Blount. An assignee, how- ever, was distinguished from a deputy, being said to occupy a thing in his own right, while a deputy acted in right of another. Cowell.

ASSIGNEEmain

Bouvier's Law Dictionary • 1928

One to whom an assign- ment has been made. Assignee in fact is one to whom an assign- ment has been made in fact by the party having the right. Assignee in law is one in whom the law vests the right: as, an executor or admin- istrator. See ASSIGNMENT. ASSIGNMENT (Law Lat. assignatio, from assigno, -ad and signum, -to mark for; to appoint to one; to appropriate to). In Contracts. A transfer or making over to another of the whole of any prop- erty, real or personal, in possession or in action, or of any estate or right therein. A transfer by writing, as distinguished from one by delivery. The transfer of the interest one has in lands and tenements, and more particularly applied to the unexpired residue of a term or estate for life or years; Cruise, Dig. tit. xxxii. (Deed) c. vii. § 15; 2 Woodd. Lect. 170, 171; 1 Steph. Com. 11th ed. 507. The deed by which the transfer is made is also called an assignment; Comyns, Dig.; Bacon, Abr.; Viner, Abr.; La. Civ. Code, art. 2612; Angell, Assign.; 1 Am. Lead. Cas. 78, 85; 4 Cruise, Dig. 160. What may be assigned. Every demand connected with a right of property, real or personal, is assignable. Every estate and interest in lands and tenements may be as- signed, as also every present and certain estate or interest in incorporeal heredita- ments, even though the interest be future, including a term of years to commence at a subsequent period; for the interest is vested in præsenti, though only to take effect in futuro; Perkins s. 91; Čo. Litt. 46 b; rent to grow due (but not that in arrear, 8 Cow. 206); a right of entry where the breach of the condition ipso facto terminates the estate; 2 G. & J. 173; 4 Pick. 1; a right to betterments; 9 Me. 62; the right to cut trees, which have been sold on the grantor's land; Hob. 173; 1 Greenl. Ev. § 27; Cruise, Dig. tit. 1, § 45, n.; 7 N. H. 522; 6 Me. 81, 200; 18 Pick. 569; 9 Leigh 548; 11 Ad. & E. 34; a cause of action for cutting timber on another's land; 46 Wis. 118; a right in lands which may be perfected by occupa- tion; 4 Yerg. 1; 1 Cooke 67. But no right of entry or re-entry can be assigned; 2 Yerg. 84; Littleton § 347; 2 Johns. 1;1 Cra. 423; 1 Dev. & B. 319; nor a naked power; though it is otherwise where it is coupled with an interest; 2 Mod. 317. To make an assignment valid at law, the subject of it must have an existence, actual or potential, at the time of the assignment; 7 Ohio St. 432; 15 Mees. & W. 110; 18 Metc. 17; 42 Ala 255. But courts of equity. will support an assignment not only of interests in action and contingency, but of things which have no present, actual, or potential existence, but rest in mere possi- bility only; 2 Story, Eq. Jur. 18th ed. SS 1040 b, 1055; Fearne, Cont. Rem. 527; 20 Johns. 380; as an heir's possibility of inherit- ance; 4 Sneed 258; see 1 Ch. Rep. 29; 33 N. J. Eq. 614; 91 Pa. 96; 5 Wheat. 283. The assignment of personal property is chiefly interesting in regard to choses in action and as to its effect in cases of insol- vency and bankruptcy. Assignments by debtors for the benefit of creditors are regulated by statute in nearly all the states of the United States. See collection of statutes in Moses, Insolv. Laws. A chose in action cannot be transferred at common law: 10 Co. 48; Litt. 266a; Chit. Bills 6; Comyns, Dig. Chancery (2H); 3 Cow. 623; 2 Johns. 1; 15 Mass. 388; 1 Cra. 367;5 Wis. 17; 5 Halst. 20. But the assignee may sue in the assignor's name, and the assignment will be considered valid in equity. See infra. In equity, as well as law, some choses in action are not assignable: for example, an officer's pay, or commission; 2 Anstr. 533 ; 1 Ball. & B. Ch. 387; 1 Swanst. 74; 3 Turn. & R. 459; see 13 Mass. 290; 15 Ves. Ch. 189; or the salary of a judge; 10 Humphr. 342; 5 Moore, P. C. C. 219; or claims for fishing or other bounties from the government; or rights of action for fraud ortort as a right of action for assault; or in trover; 12 Wend. 297 (aliter of a right of action in replevin; 24 Barb. 382); or of the sale of fish not yet caught; 108 Mass. 350; a cause of action for deceit is assignable; 44 Mo. App. 338; and it seems that all rights of action which would survive to the per- sonal representatives, may be assigned; 22 Barb. 110; 7 How. 492; 34 Pa. 299;44 N. H. 424; 7 Misc. Rep. 663; so if a right of action against a common carrier for not delivering goods; 44 N. H. 424; or for injury to goods; 87 Va. 185. An assignment of wages to be earned in the future will be upheld in equity; 80 Me. 367; but see 1 Gray 105; 2 Pa. Co. C. Rep. 465; but the assignment by a master in chancery of his

ASSIGNEEmain

Rapalje & Lawrence • 1888

(87) assets by descent, i. e. to the value of the land which descended to him. (Wms. Real Prop. 80.) Now, that all the land left by a deceased person is liable for his debts, the term "assets by descent" has been supplanted by "real assets." 5. Assets entre mains.-Assets in hand. Assets in the hands of a personal representative or trustee, applicable to the payment of claims against the estate. Termes de la Ley; 2 Bl. Com. 510. ASSETS, (defined). 2 Sandf. (N. Y.) 202, 219; Lovel. Wills 45. (a reversion is). 1 Salk. 354; 2 Wils. 49. (a reversion in fee left in the mortgagor, legal). 2 Atk. 294. (by descent). 2 Saund. 8d, n. (g.) (debt of executor to estate is). Coxe (N. J.) 153. 396. Reg. 351. 8.) 407. 531. (immediate). 2 Ld. Raym. 783. (in a plea). 1 Cro. 23, 55. (in hands of executor). 1 Salk. 79. (lands out of State are not). 9 Mass. (of bankrupt, what are). 16 Bankr. (of deceased debtor). 2 Cranch. (U. of deceased person). 1 Stor. Eq. Jur. ASSETS IN HAND, (what are). 1 Chit. Gen. Pr. 532. -A person to whom an assignment is made, and the term is therefore usually applied to personal property; it is, however, sometimes applied to realty; thus, we speak of the assignee of a reversion. (1 Davids. Con. 125.) Assignees of personal property may be divided into three classes-(1) those to whom property is transferred by an ordinary assignment inter partes, either in writing or by parol; (2) assignees for the benefit of creditors, to whom property is assigned by a debtor, for distribution among his creditors under State laws; and (3) assignees in bankruptcy, appointed or chosen under the provisions of a general bankrupt law.* * In the old English bankruptcy law, assignees called "assignees," or "creditors' assignees." filled a similar place to that now occupied by (Robs. Bankr. 4.) By Stat. 1 and 2 Will. IV. trustees. By Stat. 6 Geo. IV. c. 16, the estates c. 56, official assignees were introduced; they of bankrupts were administered by persons were permanent officials, who, before their apchosen by the creditors, and to whom the bankpointment, must have been engaged in commerce, rupts' property was assigned by the commission- &c., and one of them acted in each bankruptcy ers for that purpose; they were hence, usually jointly with the creditors' assignees. Id. 5 ASSIGNEЕ.

ASSIGNEEn.

Websters Unabridged Dictionary (1913) • 1913

A person to whom an assignment is made; a person appointed or deputed by another to do some act, perform some business, or enjoy some right, privilege, or property; as, an assignee of a bankrupt. See Assignment (c). An assignee may be by special appointment or deed, or be created by jaw; as an executor. Cowell. Blount. (b) pl. In England, the persons appointed, under a commission of bankruptcy, to manage the estate of a bankrupt for the benefit of his creditors.

assigneenoun

Wiktionary (English) • 2026

Wiktionary contributors • CC BY-SA 4.0 • via Kaikki
Extracted and formatted for display by Law Mind. Source link opens the current Wiktionary page and its contributor history; it is not a frozen copy of this extract.

One to whom a thing is assigned. | One to whom a right or property is being transferred. | One who is appointed to act or speak in place of another; an agent.

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