2012 Pennsylvania Consolidated Statutes
Title 13 - COMMERCIAL CODE
Chapter 94 - Rights of Third Parties
Section 9404 - Rights acquired by assignee; claims and defenses against assignee

     § 9404.  Rights acquired by assignee; claims and defenses
                against assignee.
        (a)  Assignee's rights subject to terms, claims and defenses;
     exceptions.--Unless an account debtor has made an enforceable
     agreement not to assert defenses or claims, and subject to
     subsections (b) through (e), the rights of an assignee are
     subject to:
            (1)  all terms of the agreement between the account
        debtor and assignor and any defense or claim in recoupment
        arising from the transaction which gave rise to the contract;
        and
            (2)  any other defense or claim of the account debtor
        against the assignor which accrues before the account debtor
        receives a notification of the assignment authenticated by
        the assignor or the assignee.
        (b)  Account debtor's claim reduces amount owed to
     assignee.--Subject to subsection (c) and except as otherwise
     provided in subsection (d), the claim of an account debtor
     against an assignor may be asserted against an assignee under
     subsection (a) only to reduce the amount the account debtor
     owes.
        (c)  Rule for individual under other law.--This section is
     subject to law other than this division 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.
        (d)  Omission of required statement in consumer
     transaction.--In a consumer transaction, if a record evidences
     the account debtor's obligation, law other than this division
     requires that the record include a statement to the effect that
     the account debtor's recovery against an assignee with respect
     to claims and defenses against the assignor may not exceed
     amounts paid by the account debtor under the record, and the
     record does not include such a statement, the extent to which a
     claim of an account debtor against the assignor may be asserted
     against an assignee is determined as if the record included such
     a statement.
        (e)  Inapplicability to health-care-insurance receivable.--
     This section does not apply to an assignment of a health-care-
     insurance receivable.

        Cross References.  Section 9404 is referred to in section
     9109 of this title.