§ 9-408 — Restrictions on Assignment of Promissory Notes, Health-care-insurance Receivables, and Certain General Intangibles Ineffective

New York § 9-408

• Jurisdiction: New York
• Law UCC: Uniform Commercial Code
• Part 4: Rights of Third Parties
• Art. 9: Secured Transactions

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Section 9--408. Restrictions on Assignment of Promissory Notes,\n Health-care-insurance Receivables, and Certain General\n Intangibles Ineffective.\n (a) Term restricting assignment generally ineffective. Except as\notherwise provided in subsection (b), a term in a promissory note or in\nan agreement between an account debtor and a debtor which relates to a\nhealth-care-insurance receivable or a general intangible, including a\ncontract, permit, license, or franchise, and which term prohibits,\nrestricts, or requires the consent of the person obligated on the\npromissory note or the account debtor to, the assignment or transfer of,\nor creation, attachment, or perfection of a security interest in, the\npromissory note, health-care-insurance receivable, or general\nintangible, is ineffective to the extent that the term:\n (1) would impair the creation, attachment, or perfection of a\n security interest; or\n (2) provides that the assignment or transfer or the creation,\n attachment, or perfection of the security interest may give\n rise to a default, breach, right of recoupment, claim,\n defense, termination, right of termination, or remedy under\n the promissory note, health-care-insurance receivable, or\n general intangible.\n (b) Applicability of subsection (a) to sales of certain rights to\npayment. Subsection (a) applies to a security interest in a payment\nintangible or promissory note only if the security interest arises out\nof a sale of the payment intangible or promissory note.\n (c) Limitation on ineffectiveness under subsection (a). To the extent\nthat a term in a promissory note or in an agreement between an account\ndebtor and a debtor which relates to a health-care-insurance receivable\nor general intangible would be effective under law other than this\narticle but is ineffective under subsection (a), the creation,\nattachment, or perfection of a security interest in the promissory note,\nhealth-care-insurance receivable, or general intangible:\n (1) is not enforceable against the person obligated on the\n promissory note or the account debtor;\n (2) does not impose a duty or obligation on the person obligated\n on the promissory note or the account debtor;\n (3) does not require the person obligated on the promissory note\n or the account debtor to recognize the security interest, pay\n or render performance to the secured party, or accept payment\n or performance from the secured party;\n (4) does not entitle the secured party to use or assign the\n debtor's rights under the promissory note,\n health-care-insurance receivable, or general intangible,\n including any related information or materials furnished to\n the debtor in the transaction giving rise to the promissory\n note, health-care-insurance receivable, or general\n intangible;\n (5) does not entitle the secured party to use, assign, possess,\n or have access to any trade secrets or confidential\n information of the person obligated on the promissory note or\n the account debtor; and\n (6) does not entitle the secured party to enforce the security\n interest in the promissory note, health-care-insurance\n receivable, or general intangible.\n (d) Inapplicability. This section does not apply to:\n (1) a claim or right to receive compensation for injuries or\n sickness as described in 26 U.S.C. § 104(a)(1) and (2), as\n amended from time to time, or\n (2) a claim or right to receive benefits under a special needs\n trust as described in 42 U.S.C. § 1396p (d)(4), as amended\n from time to time.\n * (e) "Promissory note". In this section, "promissory note"\n includes a negotiable instrument that evidences chattel paper.\n * NB Effective June 3, 2026\n