Explanation of Article 439
The article addresses the effect of the lessee's assignment of the lease contract to another party, which is that the assignee lessee replaces the assignor lessee in all rights and obligations arising under the assigned lease contract. This is because if the assignor lessee assigns the lease contract to another, his status in the assigned contract, along with his rights and obligations, is transferred, thus establishing the relationship between the assignor's lessor and the assignee lessee.
By assigning the lease contract, the assignor lessee transfers his rights against the assignor's lessor; he is no longer a creditor for the delivery of the leased property, nor for necessary repairs, nor for protection against eviction, nor for the warranty of hidden defects. The creditor of these rights becomes the assignee lessee. The assignor lessee also transfers his obligations towards the assignor's lessor; he is no longer a debtor for paying the rent, maintaining the leased property, performing usual maintenance, using it in the customary manner, or returning it. The debtor of these obligations becomes the assignee lessee.
It should be noted, as stated in Article (256) of the general rules, that if the assignor's lessor agrees to the assignment, the assignor is discharged towards the assignor's lessor concerning the future. However, the obligations that preceded the assignment are not discharged for the assignor lessee, such as the rent for the period before the assignment and any compensations due to the lessor for the lessee's breach of any of his obligations before the assignment.
According to the general rules in Article (257), the assignment of the lease contract results in the assignee lessee being able to invoke defenses related to the debt against the assignor's lessor, such as the defense of debt extinction, nullity, or rescission. However, the assignee lessee cannot invoke defenses specific to the person of the assignor lessee, such as the defense of set-off or merger.
Conversely, the assignor's lessor may invoke all defenses against the assignee lessee that he could have invoked against the assignor lessee. The reason for this is that the assignment of the contract involves the transfer of its provisions and implications between the creditor and the debtor, along with their attributes and defenses.
Related To
Article 439
If the lessee assigns his lease contract, the assignee shall subrogate the lessee with respect to all the rights and obligations arising from the assigned contract.