Nevada Code § 104.9406

Discharge of account debtor; notification of assignment; identification and proof of assignment; restrictions on assignment of accounts, chattel paper, payment intangibles and promissory notes ineffective
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1. Subject to subsections 2 to 8,
inclusive, and 11, 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, signed 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.
2. Subject to subsections 8 and 11,
notification is ineffective under subsection 1:
(a) If it does not reasonably identify the rights
assigned;
(b) To the extent that an agreement between an
account debtor and a seller of a payment intangible limits the account debtors
duty to pay a person other than the seller and the limitation is effective
under law other than this article; or
(c) 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:
(1) Only a portion of the account, chattel
paper or payment intangible has been assigned to that assignee;
(2) A portion has been assigned to another
assignee; or
(3) The account debtor knows that the
assignment to that assignee is limited.
3. Subject to subsections 8 and 11, 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 1.
4. Except as otherwise provided in
subsections 5 and 10 and NRS 104.9407 and 104A.2303 , and subject to
subsection 8, a term in an agreement between an account debtor and an assignor
or in a promissory note is ineffective to the extent that it:
(a) 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
(b) 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.
As used in
this subsection, the term promissory note includes a negotiable instrument
that evidences chattel paper.
5. Subsection 4 does not apply to the sale
of a payment intangible or promissory note, other than a sale pursuant to a
disposition under NRS 104.9610 or an
acceptance of collateral under NRS 104.9620 .
6. Except as otherwise provided in
subsection 10 and NRS 104.9407 and 104A.2303 and subject to subsections 7
and 8, a rule of law, statute, or regulation, that prohibits, restricts, or
requires the consent of a government, governmental body or official, or account
debtor to the assignment or transfer of, or creation of a security interest in,
an account or chattel paper is ineffective to the extent that the rule of law,
statute or regulation:
(a) Prohibits, restricts, or requires the consent
of the government, governmental body or official, or account debtor to the
assignment or transfer of, or the creation, attachment, perfection, or
enforcement of a security interest in, the account or chattel paper; or
(b) 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 or chattel
paper.
7. Subject to subsections 8 and 11, an
account debtor may not waive or vary its option under paragraph (c) of subsection
2.
8. This section is subject to law other
than this article which establishes a different rule for an account debtor who
is a natural person and who incurred the obligation primarily for personal,
family or household purposes.
9. This section does not apply to an
assignment of a health-care-insurance receivable or to a transfer of a right to
receive payments pursuant to NRS 42.200 to 42.400 , inclusive.
10. Subsections 4 and 6 do not apply to a
security interest in an ownership interest in a general partnership, limited
partnership or limited-liability company.
11. Subsections 1, 2, 3 and 7 do not apply
to a controllable account or controllable payment intangible.

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