N.Y. State Finance Law Section 138
State contracts not to be assigned without consent

A clause shall be inserted in all specifications or contracts hereafter made or awarded by the state, or any public department or official thereof, prohibiting any contractor, to whom any contract shall be let, granted or awarded, as required by law, from assigning, transferring, conveying, sub-letting or otherwise disposing of the same, or of his right, title or interest therein, or his power to execute such contract to any other person, company or corporation, without the previous consent in writing of the department or official awarding the same. If any contractor, to whom any contract is hereafter let, granted or awarded, as required by law, by the state, or by any public department or official thereof, shall, without the previous written consent specified in the first paragraph of this section, assign, transfer, convey, sublet or otherwise dispose of the same, or his right, title or interest therein, or his power to execute such contract, to any other person, company or other corporation, the state, public department or official, as the case may be, which let, made, granted or awarded said contract, shall revoke and annul such contract, and the state, public department or officer, as the case may be, shall be relieved and discharged from any and all liability and obligations growing out of said contract to such contract, and to the person, company, or corporation to whom he shall assign, transfer, convey, sublet or otherwise dispose of the same, and said contractor, and his assignee, transferee, or sub-lessee, shall forfeit and lose all moneys, theretofore earned under said contract except so much as may be required to pay his employees; provided that nothing herein contained shall be construed to hinder, prevent or affect an assignment by such contract for the benefit of his creditors, made pursuant to the statutes of this state. Notwithstanding the provisions of this section, the commissioner of general services and state agencies may, with concurrence of the office of state comptroller when the original contract was subject to the office of state comptroller approval, waive prior written consent of an assignment, transfer, conveyance, sublease or other disposition of contracts or monies under a contract let pursuant to article 11 (State Purchasing)article eleven of this chapter. Such waiver may be granted under circumstances where the contractor verifies to the commissioner of general services or state agency, as applicable, that the assignment, transfer, conveyance, sublease or other disposition is due to but not necessarily limited to, a reorganization, merger or consolidation of the contractor’s business entity or enterprise. The commissioner of general services and state agencies retain the right, as provided herein, to accept or reject an assignment, transfer, conveyance, sublease or other disposition by the contractor.

Source: Section 138 — State contracts not to be assigned without consent, https://www.­nysenate.­gov/legislation/laws/STF/138 (updated Sep. 22, 2014; accessed Feb. 15, 2025).

135
Separate specifications for contract work for the state 135‑A
Definitions 136
Contracts in pursuance of appropriations 136‑A
Contracts for architectural, engineering, geological, landscape architecture and surveying services 136‑B
Selection of underwriters by state agencies 136‑C
Contracts for employee training and organizational development services 136‑D
Contracts involving industrial painting and industrial coatings 136‑D*2
Contracts involving low embodied carbon concrete 137
Bond to secure payment of certain claims arising from a public improvement 138
State contracts not to be assigned without consent 138‑A
Commencement of actions on state public works contracts 139
Retained percentages 139‑A
Ground for cancellation of contract by state 139‑B
Disqualification to contract with state 139‑C
Removal of disqualification of public contractors by petition 139‑D
Statement of non-collusion in bids to the state 139‑E
Security bonds 139‑F
Payment on public work projects 139‑G
Obligations to make contracts available to small and certified women and minority-owned business concerns 139‑H
Participation in an international boycott prohibited 139‑I
Obligations with respect to procurement contracts with New York state and foreign business enterprises 139‑J
Restrictions on contacts during the procurement process 139‑K
Disclosure of contacts and responsibility of offerers 139‑L
Statement on sexual harassment, in bids 140
Disposition of deposit accompanying bid 141
Claims against contractors 142
Workmen’s compensation insurance on public works 143
Deposits on plans and specifications for contracts for public work 144
Opening and reading of bids for contracts for public work 145
Acceptance of final payment under a state contract 146
Certain construction contracts involving steel 147
Mentor-protege program 148
Certain contracts involving personal protective equipment and medical supplies
Green check means up to date. Up to date

Accessed:
Feb. 15, 2025

Last modified:
Sep. 22, 2014

§ 138’s source at nysenate​.gov

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