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Do Rights , title and interest mean the transfer of only ownership or also obligations and responsibilities?
<p>We have a Master service agreement with a telecommunication provider, we received a notice of assignment where it's mentioned that they assign all of their rights, title, and interest to another entity. I would like to know if this means that even their obligations and responsibilities under the MSA are being assigned or not?</p>

<p>Generally speaking, an assignment of a party's entire interest in a contract can not sever the obligations of the contract from the benefits of the contract.</p>
<p>This said, in an assignment different from the one described, it is often permissible to assign payment on a contract owed to the assignor to a third-party assignee even though the original assignor retains the obligation to perform the contract - but that doesn't seem to be the nature of an &quot;all right, title and interest&quot; assignment.</p>
<p>There is a rather elaborate body of law governing when this can be done in a manner that relieves the previous party to the contract from serving as a guarantor of the assignee with residual contractual liability (the default rule is that the assignor guarantees the obligations of the assignee, but there are exceptions to the general rule), when the contract can be assigned at all (often yes if expressly authorized by the contract if it is not for personal services calling on an individual's human beings's special expertise), and when pre-transfer liabilities can be assigned (usually not without retaining liability for them).</p>
