(a) Discharge of account
debtor; effect of notification. Subject to subsections (b)
through (j) of this section, an account debtor on an account,
chattel paper, or a payment intangible may discharge its
obligation by paying the assignor until, but not after, the
account debtor receives a notification, authenticated by the
assignor or the assignee, that the amount due or to become due
has been assigned and that payment is to be made to the assignee.
After receipt of the notification, the account debtor may
discharge its obligation by paying the assignee and may not
discharge the obligation by paying the assignor.
(b) When notification ineffective. Subject to subsection
(h) of this section, notification is ineffective under subsection
(a) of this section:
(1) If it does not reasonably identify the rights assigned;
(2) To the extent that an agreement between an account
debtor and a seller of a payment intangible limits the account
debtor's duty to pay a person other than the seller and the
limitation is effective under law other than this Article; or
(3) At the option of an account debtor, if the notification
notifies the account debtor to make less than the full amount of
any installment or other periodic payment to the assignee, even
if:
(A) Only a portion of the account, chattel paper, or payment
intangible has been assigned to that assignee;
(B) A portion has been assigned to another assignee; or
(C) The account debtor knows that the assignment to that
assignee is limited.
(c) Proof of assignment. Subject to subsection (h) of this
section, if requested by the account debtor, an assignee shall
seasonably furnish reasonable proof that the assignment has been
made. Unless the assignee complies, the account debtor may
discharge its obligation by paying the assignor, even if the
account debtor has received a notification under subsection (a)
of this section.
(d) Term restricting assignment generally ineffective.
Except as otherwise provided in subsection (e) of this section
and RCW 62A.2A-303 and 62A.9A-407, and subject to subsections (h)
and (j) of this section, a term in an agreement between an
account debtor and an assignor or in a promissory note is
ineffective to the extent that it:
(1) Prohibits, restricts, or requires the consent of the
account debtor or person obligated on the promissory note to the
assignment or transfer of, or the creation, attachment,
perfection, or enforcement of a security interest in, the
account, chattel paper, payment intangible, or promissory note;
or
(2) Provides that the assignment or transfer or the
creation, attachment, perfection, or enforcement of the security
interest may give rise to a default, breach, right of recoupment,
claim, defense, termination, right of termination, or remedy
under the account, chattel paper, payment intangible, or
promissory note.
(e) Inapplicability of subsection (d) to certain sales.
Subsection (d) of this section does not apply to the sale of a
payment intangible or promissory note.
(f) [Reserved]
(g) Subsection (b)(3) not waivable. Subject to subsection
(h) of this section, an account debtor may not waive or vary its
option under subsection (b)(3) of this section.
(h) Rule for individual under other law. This section is
subject to law other than this Article which establishes a
different rule for an account debtor who is an individual and who
incurred the obligation primarily for personal, family, or
household purposes.
(i) Inapplicability to health-care-insurance receivable.
This section does not apply to an assignment of a
health-care-insurance receivable.
(j)(1) Inapplicability of subsection (d) of this section to
certain transactions. After July 1, 2003, subsection (d) of this
section does not apply to the assignment or transfer of or
creation of a security interest in:
(A) A claim or right to receive compensation for injuries or
sickness as described in 26 U.S.C. Sec. 104(a)(1) or (2); or
(B) A claim or right to receive benefits under a special
needs trust as described in 42 U.S.C. Sec. 1396p(d)(4).
(2) This subsection will not affect a transfer of structured
settlement payment rights under chapter 19.205 RCW.
[2003 c 87 § 1; 2001 c 32 § 34; 2000 c 250 § 9A-406.]
NOTES:
Effective date -- 2003 c 87: "This act is necessary for the immediate preservation of the public peace, health, or safety, or support of the state government and its existing public institutions, and takes effect July 1, 2003." [2003 c 87 § 3.]
Effective date -- 2001 c 32: See note following RCW62A.9A-102 .