Title 10, Courts and Judicial Procedure

§ 7305A. Effect of assignment; when assignment agreement effective. (a) An assignee obtains the rights, title, and interests of the assignor in the assigned assets. (b) If the assignor is an organization, an assignee obtains the rights, title, and interests of the assignor in ass…

§ 7306A. Filing, recording, and title transfer requirements. (a) In this section, “financing statement” has the meaning in § 9-102(a) of Title 6. (b) An assignee of a legal or equitable interest in personal property may file a financing statement in the filing office of: (1) This…

§ 7307A. Notification to creditors. (a) Unless a creditor waives in a signed record the right to notification, an assignee shall send a notification of the assignment to each creditor known to the assignee, including those holding disputed, contingent, or unliquidated claims, ind…

§ 7308A. Duties of assignor. (a) Subject to § 7323A of this title, an assignor has a duty to take all reasonable actions necessary for the assignee to administer the assignment, the assigned assets, and the assignment estate. (b) In furtherance of the duty under subsection (a) of…

§ 7309A. Duties of assignee. (a) Subject to § 7323A of this title, an assignee has a fiduciary duty to the assignment estate for the benefit of creditors: (1) Of loyalty, including the duty to manage the assignment in good faith; (2) To use reasonable care to maximize distributio…

§ 7310A. Powers of assignee. (a) An assignee has the powers necessary or appropriate to perform the assignee’s duties. (b) Unless the assignment agreement expressly provides otherwise, the assignee has power to: (1) Operate an existing business that uses an assigned asset, includ…

§ 7311A. Allowed claim. (a) An assignee shall allow a creditor’s claim if: (1) The creditor submits a proof of claim in compliance with § 7313A of this title; and (2) The assignee does not dispute the claim under § 7312A of this title before final distribution. (b) An assignee ma…

§ 7312A. Disputed and disallowed claims. (a) An assignee may dispute a creditor’s claim before final distribution by sending notification in a record stating the nature of the assignee’s dispute to the creditor. (b) (1) The assignee may commence a proceeding under § 7321A of this…

§ 7313A. Proof of claim. (a) A proof of claim must: (1) State the name, address, and other contact information reasonably necessary to communicate with the creditor; (2) State the amount of the claim; (3) Briefly state the nature of the claim; (4) Identify any asset of the assign…

§ 7314A. Rights of transferees. (a) An assignee’s disposition of an asset: (1) Transfers to a transferee for value all of the assignee’s rights in the asset; (2) Discharges the assignee’s lien and, to the extent the assignment created a security interest in favor of the assignee,…

§ 7315A. Distributions. (a) In this section, “protected secured creditor” means a secured creditor whose lien: (1) Is a perfected lien; (2) Cannot be avoided by the assignee under § 7310A(b)(12) of this title; and (3) Is not subordinate to the assignee’s lien. (b) Except as provi…

§ 7316A. Claim subordination. (a) A subordination agreement is enforceable under this chapter to the same extent the agreement is enforceable under other law. (b) Subject to subsection (c) of this section, the following claims are subordinate to a claim or interest that is senior…

§ 7317A. Liability. (a) An assignor is not personally liable for an act or omission by the assignee. (b) An assignee is not personally liable for an act or omission by the assignor. (c) A representative designated by an assignor under § 7308A(b)(4) of this title is exculpated to …

§ 7318A. Assignee removal; successor assignee. (a) The assignor or a creditor may request the Court of Chancery to remove the assignee, if the assignor or creditor has a reasonable belief grounds for removal exist under subsection (b) of this section. (b) After a request under su…

§ 7319A. Winding up. (a) On completion of an assignee’s duties, the assignee shall send a creditor whose claim is allowed under § 7311A of this title, and not satisfied in full, a final accounting sufficient to inform the creditor of all material aspects of the assignment, includ…

§ 7320A. Interstate matters; choice of law. (a) Subject to subsection (b) of this section, an assignment made under the law of another state must be recognized and enforced on an issue if the result for the issue would be substantially similar to the result for the issue if the a…

§ 7321A. Court action; rebuttable presumption of notice. (a) (1) Within 14 days of entry into an assignment agreement, the assignee shall file a petition with the Court of Chancery. (2) The Court of Chancery may hear and resolve a matter involving the administration of an assignm…

§ 7322A. Ancillary assignee. (a) Subject to other law of this State governing a person from another state serving as a fiduciary in this State, the Court of Chancery may appoint a person serving as an assignee in an assignment in another state, or the person’s nominee, as an anci…

§ 7323A. Provisions variable by agreement. (a) Except as provided in this section and § 7310A(b) of this title, the provisions of this chapter may not be varied by agreement. (b) The duties under §§ 7308A(a) and 7309(a) of this title may not be disclaimed by agreement. An assigno…

§ 7324A. Uniformity of application and construction. In applying and construing this uniform act, a court shall consider the promotion of uniformity of the law among states that enact it.85 Del. Laws, c. 291, § 1;