1. Value. In this section, “value” has the meaning provided in section 554.3303, subsection 1. 2. Agreement not to assert claim ordefense. 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 isenforceable by an assignee that takes an assignment: a. for value; b. in good faith; c. without notice of a claim of a property or possessory right to the property assigned; and d. 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 554.3305, subsection 1. 3. When subsection 2 not applicable. Subsection 2 does not apply to defenses of a type that may be asserted against a holder in due course ofa negotiable instrument under section 554.3305, subsection 2. 4. Omission of required statement in consumer transaction. In a consumer transaction, ifa record evidences the account debtor’s obligation, law other than this Article 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: a. the record has the same effect as ifthe record included such a statement; and b. the accountdebtor mayassert against an assignee those claimsand defenses thatwould have been available if the record included such a statement. 5. Rule for individualunder other law. This sectionis subject to law otherthanthis Article whichestablishesa different rule for an account debtor who is an individual and who incurred the obligation primarily for personal, family, or household purposes. 6. Other law not displaced. Except as otherwise provided in subsection 4, this section does not displace law other than this Article which gives effect to an agreement by an account debtor not to assert a claim or defense against an assignee.
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