West Virginia Code § 46-9-404

Rights acquired by assignee; claims and defenses against assignee
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(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), inclusive, of this section, 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 that 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 assignmeunt authenticated by the
assignor or the assignee.
(b) Account debtor's claim reduces amount owed to assignee. Subject to subsection (c) of
this section and except as otherwise provided in subseaction (d) of this section, the claim of
an account debtor against an assignor may be asserted against an assignee under subsection
(a) of this section only to reduce the amount the aclcount debtor owes.
(c) Rule for individual under other law. This section is subject to law other than this article
which establishes a different rule for an acicount 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 article 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 exten t to which a claim of an account debtor against the assignor may be
asserted againVst 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.

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