Arizona Laws 47-9403. Agreement not to assert defenses against assignee
A. In this section, "value" has the meaning provided in section 47-3303, subsection A.
Terms Used In Arizona Laws 47-9403
- Account debtor: means a person obligated on an account, chattel paper or general intangible but does not include persons obligated to pay a negotiable instrument, even if the instrument constitutes part of chattel paper. See Arizona Laws 47-9102
- Consumer transaction: means a transaction in which an individual incurs an obligation primarily for personal, family or household purposes, a security interest secures the obligation and the collateral is held or acquired primarily for personal, family or household purposes. See Arizona Laws 47-9102
- Debtor: means :
(a) A person having an interest, other than a security interest or other lien, in the collateral, whether or not the person is an obligor;
(b) A seller of accounts, chattel paper, payment intangibles or promissory notes; or
(c) A consignee. See Arizona Laws 47-9102
- Good faith: means honesty in fact and the observance of reasonable commercial standards of fair dealing. See Arizona Laws 47-9102
- Instrument: means a negotiable instrument or any other writing that evidences a right to the payment of a monetary obligation, is not itself a security agreement or lease and is of a type that in the ordinary course of business is transferred by delivery with any necessary indorsement or assignment. See Arizona Laws 47-9102
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
- Property: includes both real and personal property. See Arizona Laws 1-215
B. Except as otherwise provided in this section, an agreement between an account debtor and an assignor not to assert against an assignee any claim or defense that the account debtor may have against the assignor is enforceable by an assignee that takes an assignment:
1. For value;
2. In good faith;
3. Without notice of a claim of a property or possessory right to the property assigned; and
4. Without notice of a defense or claim in recoupment of the type that may be asserted against a person entitled to enforce a negotiable instrument under section 47-3305, subsection A.
C. Subsection B of this section does not apply to defenses of a type that may be asserted against a holder in due course of a negotiable instrument under section 47-3305, subsection B.
D. In a consumer transaction, if a record evidences the account debtor’s obligation, law other than this chapter requires that the record include a statement to the effect that the rights of an assignee are subject to claims or defenses that the account debtor could assert against the original obligee, and the record does not include such a statement:
1. The record has the same effect as if the record included such a statement; and
2. The account debtor may assert against an assignee those claims and defenses that would have been available if the record included such a statement.
E. This section is subject to law other than this chapter that establishes a different rule for an account debtor who is an individual and who incurred the obligation primarily for personal, family or household purposes.
F. Except as otherwise provided in subsection D of this section, this section does not displace law other than this chapter that gives effect to an agreement by an account debtor not to assert a claim or defense against an assignee.