# “And/or Assigns” in a Real Estate Contract: What It Means for Sellers Source: https://webuyhousesinconnecticut.com/and-or-assigns-real-estate-contract/ Author: Jerryll Noorden, owner of We Buy Houses In Connecticut, LLC ((203) 529-4712) Updated: 2026-10-26 Facts checked: 2026-10-26 ## The short answer "And/or assigns" after the buyer's name means the buyer **may transfer the contract to someone else**, who then buys your house at the same price and terms. It's legal and negotiable: you can strike it or require your consent. Several states require a written warning first. Maryland, for example, requires owner-occupants to be told in writing that the buyer **"may assign the contract"** (Real Prop. § 10-715). Key takeaways - **"And/or assigns" after the buyer's name means the buyer may transfer the contract to someone else,** who then buys your house on the same terms. It's the wording that makes [real estate wholesaling](/what-is-real-estate-wholesaling/) possible. - **It isn't a scam by itself.** Investors use it for ordinary reasons too, like buying in a different company name. What matters is whether they told you plainly that they might not be the buyer. - **Your price and terms don't change when a contract is assigned.** The person who shows up at closing does. - **It's negotiable.** You can strike it, require your written consent, limit who it can go to, or require the buyer to tell you the assignment fee. - **Several states now require a written warning** before you sign a contract that may be assigned, including Arizona, Maryland, Tennessee and Connecticut. Some let you cancel if you didn't get it. ## What does "and/or assigns" mean in a real estate contract? "And/or assigns" in a real estate contract means the named buyer, or anyone they transfer the contract to, may complete the purchase. When a contract says "ABC Homes LLC and/or assigns", ABC can close on your house itself, or assign its right to buy to another person or company, who then closes with you on the same price and terms. The word "assigns" is old legal shorthand for "the people this right is assigned to". "And/or" means either or both: the buyer, the people they assign to, or some combination. So the line tells you, in four words, that the person whose name is on the contract may not be the person whose name ends up on the deed. You'll see the same idea written other ways: - "[Buyer] or assigns" - "[Buyer] and/or nominee" or "or designee" - "[Buyer], its successors and assigns" - A clause in the body: "Buyer may assign this Agreement without Seller's consent." All of them do roughly the same thing. The last one is the most important to look for, because it is easy to miss in a long contract. Have your attorney read the whole agreement, not just the buyer's name. ## What is an assignable contract in real estate? An assignable contract in real estate is a purchase agreement that lets the buyer transfer their right to buy the property to someone else before closing. The new buyer, called the assignee, steps into the original buyer's place and must honor the same price, deadlines and conditions. Whether a contract is assignable depends on its wording and your state's law. As a general rule of contract law in most states, a contract right can be assigned unless the contract says it can't, or the contract is personal in nature. That's why the wording matters so much. A contract that says nothing about assignment may still be assignable. A contract that says "this agreement may not be assigned without Seller's written consent" usually isn't, without your yes. In real estate wholesaling, the assignable contract is the product. The wholesaler signs it with you, then sells it to an investor. What the investor buys is the wholesaler's equitable interest: their right under the contract to buy your house. Several state laws describe exactly this. Iowa, for example, defines wholesaling as entering into an assignable contract with a homeowner to market and sell that equitable interest ([Iowa Code § 543B.6A](https://www.legis.iowa.gov/docs/code/543B.6A.pdf)). More on that in [what an equitable interest is](/equitable-interest-real-estate/). ## Why do buyers put "and/or assigns" in a contract? Buyers put "and/or assigns" in a contract so they can transfer it before closing. Wholesalers need it to sell the contract to an end buyer. But many investors who do buy houses use it for ordinary reasons too: to close in a different company name, to bring in a partner, or to keep options open. The clause alone doesn't tell you which kind of buyer you have. - **Wholesaling.** The buyer plans to assign the contract to another investor for a fee. This is the reason most sellers need to know about. - **A different company name.** Many investors buy each house in a separate LLC, often one that doesn't exist yet when you sign. "And/or assigns" lets them close in the new company's name. - **A partner or lender.** A private lender or partner may require the house to be bought in a joint company. - **A family member or trust.** A buyer may want a relative or a trust to take title. So the question to ask isn't "why is this here?" in an accusing tone. It's simply: "Do you plan to assign this contract to someone outside your own company?" An honest buyer answers in one sentence. You can then write that answer into the contract, which is the next part of this guide. ## Is "and/or assigns" a red flag? "And/or assigns" isn't a red flag on its own. It becomes one when the buyer told you they were buying the house themselves, or when it comes with other warning signs: a tiny deposit, a long inspection period, a far-off closing date, permission to market or show your house, or a right to record the contract against your title. Look at the combination. "And/or assigns" plus a $100 deposit plus a 30-day "inspection period" plus "Buyer may market the property" adds up to a buyer who has locked up your house cheaply and can walk away free if nobody else wants it. That isn't illegal everywhere. It is a contract written for the buyer, not for you. The bigger red flag is a mismatch between words and paper. If someone says "we're the buyer, we have the cash" and the contract says "and/or assigns", ask which is true. Regulators have flagged this exact gap. Connecticut's Department of Consumer Protection warned in 2026 that sellers often may not know they are dealing with a wholesaler. ## What happens when a buyer assigns your contract? When a buyer assigns your contract, the new buyer takes over the original buyer's right to purchase your house on the same terms: same price, same closing date, same conditions. You still sell to whoever holds the contract at closing. In many states, the assignment also triggers notice rules, and the original buyer generally stays responsible unless you agree to release them. What changes and what doesn't: | Stays the same | Changes | | --- | --- | | Your price | Who signs the closing papers as buyer | | Your closing date and deadlines | Whose money pays you at closing | | Your inspection, access and repair terms | Who may walk through the house before closing | | Your deposit terms (unless the assignment adds one) | Whose name goes on the deed | **Is the original buyer still on the hook?** As a general rule, a party who assigns a contract stays liable to the other side unless that other side agrees to release them, which turns the assignment into a substitution of buyers, sometimes called a novation. In plain terms: if the new buyer doesn't close, you may still have a claim against the original one. How much that's worth depends on whether they have anything beyond a small deposit. Ask your attorney before you agree to release anyone. **The fee.** The new buyer usually pays the original buyer an assignment fee, on top of your price. See [what an assignment fee is and who pays it](/assignment-fee-real-estate/). ## What do state laws say about assignable contracts? State laws don't ban assignable contracts, but a growing number require a written warning before a homeowner signs one. As of October 2026, Arizona, Maryland, Tennessee, Wisconsin and Connecticut, among others, require the buyer to disclose in writing that they are a wholesaler or may assign the contract. Several let the seller cancel before closing if that warning was missing. | State | What the buyer must tell you about assignment | If they don't | | --- | --- | --- | | Arizona | Before any binding agreement, in writing: that they are a wholesale buyer, meaning one who assigns the contract. | You may cancel before close of escrow and keep the earnest money (A.R.S. § 44-5101). | | Maryland | Before the contract, for owner-occupied homes: in writing, that the buyer "may assign the contract". | If they then assign it, you may rescind before closing (Real Prop. § 10-715). | | Tennessee | Before the contract, in bold, large print: the intent to market the contract; and at least 3 business days before any assignment, its date. | Lawsuit within 2 years (Pub. Ch. 72). | | Alabama | Single-family homes: the intent to market before marketing, and the assignment date at least 3 business days ahead. | Misdemeanor, plus 3x the fee (SB 228). | | Wisconsin | No later than signing, in writing: that the buyer is a wholesaler intending to assign. | You may rescind before closing and keep deposits (Wis. Stat. § 710.13). | | Texas | In writing, to the owner: that the person intends to assign the contract, and the nature of their interest. | Assigning without disclosure is unlicensed brokerage (Occ. Code § 1101.0045). | | Connecticut | Before you sign, the state disclosure report: the wholesaler may not be the buyer, and you may be granting them the right to sell your property to someone else. | Unfair trade practice; plus a 3-business-day cancel right in every wholesale contract (CGS 20-329ccc, 20-329eee). | Connecticut's disclosure report has one more line worth knowing. It warns that the contract may let the wholesaler accept or reject offers on your house "without your knowledge or consent". That's what a broad assignment and marketing clause can mean in practice. Read your contract for it. ## Can a seller refuse or strike "and/or assigns"? Yes, a seller can refuse or strike "and/or assigns". It's a negotiable term, like the price or the closing date. You can cross it out, require your written consent to any assignment, allow assignment only to the buyer's own company, or require the buyer to tell you the assignee and the fee. The buyer can accept, counter or walk away. Here are the main options, from strictest to most flexible. Have your own attorney draft the exact words. | Option | Sample wording (for your attorney to adapt) | Best when | | --- | --- | --- | | No assignment | "Buyer may not assign this Agreement. Any attempted assignment is void." | You want the person you met to be the buyer, full stop | | Your consent required | "Buyer may not assign this Agreement without Seller's prior written consent." | You're open to it, but want to approve the new buyer | | Own company only | "Buyer may assign only to an entity Buyer controls, with written notice to Seller." | The buyer just needs to close in a new LLC | | Notice and disclosure | "Buyer shall give Seller written notice of any assignment, the assignee's name and any assignment consideration at least five business days before closing." | You'll accept a wholesale deal but want full transparency | | Buyer stays liable | "Any assignment does not release Buyer from its obligations under this Agreement." | Any time assignment is allowed | | Proof of funds | "Before closing, any assignee shall provide Seller written proof of funds sufficient to close." | You want to know the money is real | Two more protections help whatever you decide: a deposit held by an attorney, title company or escrow agent, and a clause that says the buyer won't record the contract or any memorandum of it. Recorded memorandums are how a dead deal ends up clouding your title. See [memorandums of contract and how to remove them](/memorandum-of-contract-real-estate/). ## What is a non-assignable contract, and does it stop wholesaling? A non-assignable contract is a purchase agreement that forbids the buyer from transferring it to anyone else. It stops an assignment, but not every kind of wholesaling. A buyer who can't assign may still buy your house and resell it the same day in a double closing. So a no-assignment clause works best alongside proof of funds and a real deposit. If assignment is banned, the buyer has three choices: close with their own money, find a way to fund a quick purchase and resale, or not close. The first is what you want. The second is a [double closing](/double-closing-real-estate/), which is legal, but hides the buyer's profit and depends on the buyer actually having funds for your closing. The third is why the deposit and the inspection period matter. That's why "no assignment" isn't a magic shield. The best protection is a set of clauses that line up: a buyer who has shown proof of funds, a deposit that costs them something to lose, a short inspection period and a firm closing date. ## How do you change the assignment clause before you sign? To change the assignment clause before you sign, find every place the contract mentions assigning, ask the buyer plainly whether they plan to assign, decide which option fits you, and have your attorney write it into the contract. Then make sure the deposit, inspection period and no-recording terms back it up. Never sign first and plan to fix it later. - ### Find every assignment term Look at the buyer's name line ("and/or assigns", "or nominee") and search the body for "assign", "transfer", "designee" and "successor". Note each place. - ### Ask the buyer one question "Do you plan to assign this contract to anyone outside your own company?" Write down the answer, and the date. - ### Pick the option that fits No assignment, your consent, own company only, or notice and disclosure. Use the table above as a starting point. - ### Line up the other terms A deposit held in escrow, a short inspection period, a firm closing date, "Buyer stays liable after assignment", proof of funds, and a ban on recording the contract or any memorandum. - ### Have your attorney write it in Ask your own attorney, not the buyer's, to draft the changes. In Connecticut, closings are handled by attorneys anyway, and a wholesale contract gives you three business days to have one review it. - ### Get the state disclosure, if your state requires one If the buyer says they'll assign and your state requires a written wholesaler disclosure, get it before you sign. In Connecticut, it's the DCP disclosure report. ## What if you already signed a contract that says "and/or assigns"? If you already signed a contract that says "and/or assigns", check right away whether your state gives you a cancel period, and whether the buyer gave you any required wholesaler disclosure. If either applies, you may be able to cancel. If not, read the contract's inspection, deadline and default terms with an attorney, and ask the buyer in writing whether they plan to assign. - **Count the days.** Oklahoma gives 2 business days, Connecticut 3 business days, Louisiana at least 5 days, Delaware 21 days and Pennsylvania 30 days to cancel for any reason. - **Check the disclosure.** In Arizona, Iowa, Maryland, Missouri, North Dakota, Ohio, Oregon and Wisconsin, a missing disclosure can let you cancel before closing. - **Ask for details in writing.** "Will this contract be assigned? To whom? For what fee? When will the new buyer show proof of funds?" - **Don't sign anything new** (a deed, an extension, an addendum) without your attorney reading it. - **Check your land records** for any memorandum or affidavit filed against your house. The full guide to exits is [can you back out of a contract with a wholesaler?](/cancel-wholesale-real-estate-contract/) How I'd handle itI've worked in Connecticut real estate since 2016, and I started as a wholesaler, so I know why buyers want this clause. The words aren't the problem. Hiding them is. If you're going to assign, say so before the seller signs, in plain English, and let them decide. If a buyer won't say it out loud, I'd want that clause out of my contract. ## When is it better to list than sign an assignable contract? It's better to list your house with an agent than sign an assignable contract when the house is updated, you have a few months, buyers with mortgages can buy it as it is, and getting top price matters most. On that kind of house, an assignable investor contract usually leaves money on the table. It makes more sense when repairs, tenants or a deadline make a normal sale hard. #### An investor contract can fit if… - The house needs repairs a lender won't accept - You face foreclosure, probate or a move - There are tenants in place - You want privacy and a set date - Several investors have already passed #### List with an agent if… - The house is in good condition - You have three to six months - You can handle showings - Your area has more buyers than houses - The highest price matters most Comparing all the routes? See [cash buyer vs. realtor in Connecticut](/cash-buyer-vs-realtor-connecticut/). ## How do assignable contracts work in Connecticut? In Connecticut, an assignable contract used by a wholesaler is a "real estate wholesale contract" under the 2026 law. The wholesaler must be registered with DCP and give you the state disclosure report before you sign, the contract must let you cancel within three business days, and the closing date can't be more than 90 days out (CGS 20-329aaa to 20-329hhh). Before assigning, a Connecticut wholesaler must also give the new buyer written notice of their rights under your contract and of the fact that the wholesaler holds a future interest but not title, along with your property condition report (CGS 20-329ccc(c)). And nobody may record the contract or a notice of it on your land records (CGS 20-329fff). You can verify any registration on [DCP's verify-a-license page](https://portal.ct.gov/dcp/verify-a-license). For the full Connecticut picture, read [selling a house to a wholesaler in Connecticut](/what-to-expect-when-selling-your-house-to-a-wholesaler-in-naugatuck-ct/). We're We Buy Houses In Connecticut, LLC. We've bought Connecticut houses since 2016, about 10 a year, with a typical close of about two weeks. When we buy a house ourselves, we tell you so in writing. When a house doesn't fit us and you'd like us to bring you a buyer, we tell you that in writing too, before you sign, and any assignment in Connecticut is handled by a registered wholesaler. Every way we buy is on [the ways we buy houses in Connecticut](/ways-we-buy-houses-connecticut/). If you're selling with tenants or an inherited house, see [selling a rental with tenants](/sell-rental-property-with-tenants-connecticut/) or [selling an inherited house](/sell-inherited-house-connecticut/). And you can check us out first on our [company page](/legitimate-house-buyers-in-ct/). ## "And/or assigns" questions homeowners ask **Q: What does "and/or assigns" mean?** "And/or assigns" after a buyer's name means the buyer, or anyone they transfer the contract to, may complete the purchase. It lets the buyer assign their right to buy your house to another person or company on the same terms. **Q: Is "and/or assigns" legal?** Yes, "and/or assigns" is legal in every state we checked. Several states, including Arizona, Maryland, Tennessee, Wisconsin and Connecticut, require the buyer to disclose in writing that they may assign or are a wholesaler, and some let you cancel if they didn't. **Q: Does "and/or assigns" mean my buyer is a wholesaler?** Not necessarily. Wholesalers rely on it, but many investors who buy houses use it to close in a different company name or with a partner. Ask directly whether they plan to assign the contract to anyone outside their own company, and put the answer in writing. **Q: Can I cross out "and/or assigns"?** Yes, you can cross out "and/or assigns" or replace it with a clause requiring your written consent to any assignment. It's a negotiable term. The buyer can accept, counter or walk away. Have your attorney write the change. **Q: Does my price change if the contract is assigned?** No. When a contract is assigned, the new buyer takes it over on the same price and terms. The new buyer usually pays the original buyer an assignment fee on top of your price, not out of it. **Q: Is the original buyer still responsible after assigning the contract?** Generally yes. As a rule of contract law, a buyer who assigns a contract stays liable to the seller unless the seller agrees to release them. Your contract can confirm this. Ask your attorney before releasing anyone. **Q: Do I have to be told before my contract is assigned?** In some states, yes. Alabama and Tennessee require written notice of the assignment date at least three business days ahead. Elsewhere, you can require notice in the contract itself. **Q: What is the difference between "or assigns" and "and/or assigns"?** In practice, little. Both let the buyer transfer the contract. "And/or" just makes clear that the buyer and the people they assign to can both be involved. A body clause saying the buyer "may assign without Seller's consent" matters more than either. **Q: Can a buyer assign a contract that says nothing about assignment?** Often, yes. As a general rule in most states, contract rights can be assigned unless the contract forbids it or is personal. If you don't want assignment, say so in writing. **Q: Does a no-assignment clause stop wholesaling?** A no-assignment clause stops an assignment, but a buyer can still buy your house and resell it the same day in a double closing. Pair the clause with proof of funds, a real deposit in escrow and a short inspection period. **Q: Can a Connecticut wholesale contract be assigned?** Yes. Connecticut's 2026 law regulates assignment rather than banning it. The wholesaler must be DCP-registered, give you the disclosure report before you sign, let you cancel within three business days and close within 90 days (CGS 20-329ccc). ## Related wholesaling guides - [What real estate wholesaling is, from the seller's side](/what-is-real-estate-wholesaling/) - [What an assignment fee is, and who pays it](/assignment-fee-real-estate/) - [Double closing: what it means for the seller](/double-closing-real-estate/) - [What an equitable interest is](/equitable-interest-real-estate/) - [Can you back out of a contract with a wholesaler?](/cancel-wholesale-real-estate-contract/) - [How to check a cash home buyer in Connecticut](/how-to-check-a-cash-home-buyer-connecticut/) Want an offer that says plainly who's buying? [Get your written offer](/sell-your-house-in-connecticut/), or call Jerryll at [(203) 529-4712](tel:+12035294712). ## Sources - [Connecticut General Statutes chapter 392a, §§ 20-329aaa to 20-329hhh](https://www.cga.ct.gov/2026/sup/chap_392a.htm) (disclosure report text in § 20-329eee). - [Connecticut DCP: real estate wholesaling](https://portal.ct.gov/dcp/knowledge-base/articles/real-estate-wholesaling). - [DCP news release: real estate wholesalers required to register](https://portal.ct.gov/dcp/news-releases-from-the-department-of-consumer-protection/2026-news-releases/real-estate-wholesalers-required-to-register-with-dcp) (2026). - [DCP: verify a license or registration](https://portal.ct.gov/dcp/verify-a-license). - [Arizona Revised Statutes § 44-5101](https://www.azleg.gov/ars/44/05101.htm). - [Maryland Real Property § 10-715](https://mgaleg.maryland.gov/mgawebsite/Laws/StatuteText?article=grp§ion=10-715). - [Tennessee Public Chapter 72 (2025)](https://publications.tnsosfiles.com/acts/114/pub/pc0072.pdf). - [Alabama SB 228 (2023), enrolled](https://alison.legislature.state.al.us/files/pdf/SearchableInstruments/2023RS/SB228-enr.pdf). - [2023 Wisconsin Act 208](https://docs.legis.wisconsin.gov/2023/related/acts/208) (Wis. Stat. § 710.13). - [Texas SB 1577 (2023), enrolled](https://capitol.texas.gov/tlodocs/88R/billtext/html/SB01577F.HTM) (Occ. Code § 1101.0045; Prop. Code § 5.0205). - [Iowa Code § 543B.6A](https://www.legis.iowa.gov/docs/code/543B.6A.pdf).