Explain the transfer of nonnegotiable contracts by assignment

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An assignment is the transfer of rights under a contract. It transfers the rights of the transferor to the transferee. Because normal contract principles apply, the assignee acquires only the rights that the assignor possessed. Thus, any defenses to the enforcement of the contract that could have been raised against the assignor can also be raised against the assignee. A nonnegotiable contract is a contract that lacks one or more of the requirements to be a negotiable instrument. An assignment occurs when a nonnegotiable contract is transferred. In the case of a negotiable instrument, assignment occurs when the instrument is transferred but the transfer fails to qualify as a negotiation under Article 3 of the Uniform Commercial Code (UCC). In this case, the transferee is an assignee rather than a holder.