KEN KIRSCHENBAUM, ESQ ALARM - SECURITY INDUSTRY LEGAL EMAIL NEWSLETTER / THE ALARM EXCHANGE You can read all of our articles on our website. Having trouble getting our emails? Change your spam controls and whitelist ken@kirschenbaumesq.com ****************************** Selling your contracts without consent December 18, 2025 ************************* Selling your contracts without consent ************************* Ken On both your Residential All in One and Commercial All in One contracts, are there provisions to sell the contract without consent of the contracted party, in case of a sale of the business? Tom ************************ Response ************************ All Kirschenbaum Contracts TM specifically provide that you can assign them to another. Assign can mean you sold the account. At the same time the subscriber is not permitted to assign the contract without your consent. An assignment by the subscriber, for example to a new owner of the property, would violate the terms of the agreement resulting in a default, a breach, of the agreement. There is one exception, when the subscriber let's you know that it is no longer using the contract, that you can terminate service, and the subscriber will continue to pay you for the remaining terms. That obviously is not a common scenario. Buyers of alarm or RMR contracts do look for a right to assign provision; I'm not sure why because contracts, with few exceptions that do not apply here, are assignable without consent unless the agreement specifically provides that it is not assignable. Most buy-sell agreements do require the seller to represent and warrant that all contracts being sold are assignable. You can make that representation if the contract is silent on assignment. Keep in mind that when you sign the customer's form agreement it will likely prohibit assignment, sometimes without the customer's consent. Be careful entering into contracts that prohibit assignment and certainly be aware of them if you are selling your accounts. There is actually a reason the Kirschenbaum Contracts TM specifically provide for you to assign the contract. You won't find it in another alarm contracts unless they copied from the Kirschenbaum Contracts TM. When you assign [sell] the contracts you actually remain liable on that contract unless the contract specifically relieves the Assignor [seller] of liability, which the Kirschenbaum Contracts TM do. If you decide to permit your subscriber to assign the contract use the Assignment and Assumption Agreement, or require the new owner [customer] to sign a new contract. *********************** STANDARD FORM AGREEMENTS: To order up to date Standard Form Alarm / Security / Fire and related Agreements click here: www.alarmcontracts.com *************************** CONCIERGE LAWYER SERVICE PROGRAM FOR THE ALARM INDUSTRY - You can check out the program and sign up here: https://www.kirschenbaumesq.com/page/concierge or contact our Program Coordinator Stacy Spector, Esq at 516 747 6700 x 304. *********************** WEBINARS: https://www.kirschenbaumesq.com/page/alarm-webinars *********************** ALARM ARTICLES: You can always read our Articles on our website at www.kirschenbaumesq.com/page/alarm-articles updated daily ******************** Wondering how much your alarm company is worth? Click here: https://www.kirschenbaumesq.com/page/what-is-my-alarm-company-worth *********************** THE ALARM EXCHANGE - the alarm industries leading classified and business exchange - updated daily ************************* PODCASTS: https://podcasts.apple.com/us/podcast/ken-kirschenbaum-presents/id1794851477 ************************* Getting on our email list / Articles archived: Many of you are forwarding these emails to friends or asking that others be added to the list. Sign up for our daily newsletter here: Sign Up. ************************** Ken Kirschenbaum,Esq Kirschenbaum & Kirschenbaum PC Attorneys at Law 200 Garden City Plaza Garden City, NY 11530 516 747 6700 x 301 ken@kirschenbaumesq.com www.KirschenbaumEsq.com
