Western Oil Sales Corporation v. Bliss & Wetherbee

MS&D contracted to sell crude oil to Western Oil (defendant), and after several months of deliveries, Western Oil assigned its rights and obligations to American Oil, notified MS&D, and disclaimed any further liability under the contract; MS&D refused to deliver to American Oil and treated the contract as terminated. MS&D later assigned its claim against Western Oil to Bliss & Wetherbee (plaintiff), who sued for breach and won below; Western Oil appealed.

Whether a party to a contract that provides it is binding on the parties' assigns, but says nothing else about assignment, may assign its rights and obligations and be excused from further liability without the other party's consent.