In the case of assignment of proceeds, as contrasted with transfer, the right to demand payment remains with the original beneficiary, the assignee being given only the right to receive the proceeds of payment, if such payment occurs.

(a) The assignor has received the proceeds under instructions from the assignee to hold the proceeds for the benefit of the assignee and

1. If proceeds are received by the assignee, the assignee is entitled to retain those proceeds to the extent that the assignee's right in the assigned receivable had priority over the right of a competing claimant in the assigned receivable.

(b) If payment in respect of the assigned receivable is made to the assignor, the assignee is entitled to payment of the proceeds and also to goods returned to the assignor in respect of the assigned receivable and

As to the definition of proceeds , language was suggested along the following lines Proceeds includes whatever is received upon the collection or disposition of the receivables or of the proceeds. With regard to the issue of the transfer of rights in proceeds, it was suggested that paragraph (3) should be replaced by wording along the following lines An assignment of receivables also assigns the assignor s rights to their proceeds .

(a) If payment in respect of the assigned receivable is made to the assignee, the assignee is entitled to retain the proceeds and goods returned in respect of the assigned receivable

33. Regarding assignment of proceeds, the beneficiary of the undertaking may, unless otherwise stipulated in the undertaking or elsewhere agreed, assign the proceeds (article 10(1)).

2. If proceeds are received by the assignor, the right of the assignee in those proceeds has priority over the right of a competing claimant in those proceeds to the same extent as the assignee's right had priority over the right in the assigned receivable of that claimant if

(b) The proceeds are held by the assignor for the benefit of the assignee separately and are reasonably identifiable from the assets of the assignor, such as in the case of a separate deposit or securities account containing only proceeds consisting of cash or securities.

(c) it assigns the benefit of insurance of the goods in favour of the carrier or a performing party.

(a) The assignor has the right to assign the receivable

Transfer of rights securing the assigned receivables

(c) If payment in respect of the assigned receivable is made to another person over whom the assignee has priority, the assignee is entitled to payment of the proceeds and also to goods returned to such person in respect of the assigned receivable.

The law should provide that the assignment of receivables that are not specifically identified, future receivables and parts of or undivided interests in receivables is effective as between the assignor and the assignee and as against the account debtor, as long as, at the time of the assignment or, in the case of future receivables, at the time they arise, they can be identified to the assignment to which they relate.

(i) An interest in that real property to the extent that under that law the assignment of a receivable confers such an interest or

(q) Assignor means the person that makes an assignment of a receivable.

It was explained that, in those legal systems, the assignee lacked title in the proceeds it only had a claim against the assignor, and would not have the right to trace the proceeds.

In the case of a subsequent assignment, the person that makes that assignment is the assignor and the person to which that assignment is made is the assignee.

Assignment of receivables

(3) A receivable assigned by the assignee to a subsequent assignee is transferred notwithstanding any agreement limiting in any way the assignor apos s right to assign its receivables.

In order to cover assignments in which the receivable was discharged through the return of goods by the debtor or their recovery by the assignor, it was suggested that after the words quot property rights quot language along the following lines should be included quot including the assignor apos s rights to any goods subject to the original contract that may be returned by the debtor or recovered by the assignor quot .

(2) An assignment may relate to existing or future, one or more, receivables, and to parts of or undivided interests in receivables.

Desiring also to ensure adequate protection of the interests of debtors in assignments of receivables,

quot (2) Without prejudice to the rights of parties in possession of the goods, a right securing payment of the assigned receivables is transferred to the assignee, notwithstanding any agreement between the assignor and the debtor, or the person granting the security right, limiting in any way the assignor apos s right to assign such a security right.

(b) A right securing payment of the assigned receivable may be transferred notwithstanding any agreement between the assignor and the account debtor or other person granting that right, limiting in any way the assignor's right to assign the receivable or the right securing payment of the assigned receivable

(i) Another assignee of the same receivable from the same assignor, including a person who, by operation of law, claims a right in the assigned receivable as a result of its right in other property of the assignor, even if that receivable is not an international receivable and the assignment to that assignee is not an international assignment

quot 3. If a receivable is transferred by operation of law, the beneficiary of that transfer has priority over an assignee asserting a contract of assignment of an earlier date.

(3) An assignment of receivables is effective to transfer the rights to cash received upon collection or other disposition of receivables, provided that the cash may be identified as proceeds of the receivables.

(r) Assignee means the person to which an assignment of a receivable is made.

7. Receivables financing assignment of receivables.

6. Receivables financing assignment of receivables.

V. ASSIGNMENT IN RECEIVABLES FINANCING 252 256 54

Scope of application 125 145 31 Article 2.

3. Assignment in receivables financing

quot (1) Unless otherwise provided by law or by agreement between the assignor and the assignee, any personal or property rights securing payment of the assigned receivables are transferred to the assignee without a new act of transfer.

2. A right securing payment of the assigned receivable is transferred under paragraph 1 of this article notwithstanding any agreement between the assignor and the debtor or other person granting that right, limiting in any way the assignor's right to assign the receivable or the right securing payment of the assigned receivable.

(a) Assignments of international receivables and to international assignments of receivables as defined in this chapter, if, at the time of conclusion of the contract of assignment, the assignor is located in a Contracting State and

(b) The assignor has not previously assigned the receivable to another assignee and

quot (1) A receivable is transferred to the assignee notwithstanding any agreement between the assignor and the debtor limiting in any way the assignor apos s right to assign its receivables.

(b) The conditions under which the assignment of the receivable, the transfer of the negotiable instrument or the transfer of the negotiable document can be invoked against the account debtor, the obligor on the negotiable instrument or the issuer of the negotiable document and

1. An assignment is not ineffective as between the assignor and the assignee or as against the debtor or as against a competing claimant, and the right of an assignee may not be denied priority, on the ground that it is an assignment of more than one receivable, future receivables or parts of or undivided interests in receivables, provided that the receivables are described

1. An assignment of a receivable is effective notwithstanding any agreement between the initial or any subsequent assignor and the debtor or any subsequent assignee limiting in any way the assignor's right to assign its receivables.

(b) The proceeds take the form of money, negotiable instruments, negotiable documents of title or bank accounts

(b) an assignment of receivables that are not specified individually is effective to transfer receivables that can be identified as receivables to which the assignment relates, at the time agreed upon by the assignor and the assignee and, in the absence of such agreement, at the time when the receivables arise.

(a) Assignment means the transfer by agreement from one person ( assignor ) to another person ( assignee ) of all or part of or an undivided interest in the assignor's contractual right to payment of a monetary sum ( receivable ) from a third person ( the debtor ). The creation of rights in receivables as security for indebtedness or other obligation is deemed to be a transfer