A creditor may transfer its rights under a contract in whole or part to a third party, except in any of the following circumstances:
- the transfer is not allowed according to the nature of the contract;
- the transfer is not allowed according to the agreement between the parties; or
- the transfer is not allowed according to the provisions of laws.
Any transfer of rights by a creditor shall be notified to the debtor. The transfer shall not bind the debtor without such notification.
A creditor may not revoke the notice of its transfer of rights, except with the consent of the transferee.
Where a creditor transfers its rights, the transferee shall also obtain the accessory rights related to the creditor's rights, except for cases the accessory rights exclusively belonging to the creditor.
After a debtor has received a notice on the transfer of creditor's rights, the debtor may address its plea against the transferor to the transferee.
When a debtor receives a notice on the transfer of creditor's rights, and if the debtor has creditor's rights over the transferee and the creditor's rights of the debtor are matured before or at the same time as the transferred creditor's rights, the debtor may advocate to the transferee an offset.
If a debtor intends to transfer its obligations under a contract in whole or in part to a third party, consent shall be obtained from the creditor.
If a debtor transfers its obligations, the new debtor may advocate the original debtor's plea against the creditor.
If a debtor transfers its obligations, the new debtor shall assume the accessory debts related to the principal debts, except for the accessory debts exclusively assumed by the original debtor.
Where provisions of laws and administrative regulations require the transfer of rights or obligations to go through approval and registration procedures, such provisions shall govern.
Either party may, with the consent of the other party, transfer its rights together with its obligations under the contract to a third party.
When rights together with obligations are transferred, the provisions of Article 79, Articles 81 to 83, and Articles 85 to 87 of this Law shall apply.
Where a party merges after the execution of the contract, the legal person or the organization arising from the merger shall exercise the rights under the contract and fulfill the obligations under the contract. Where a party splits after the execution of the contract, unless the creditor and the debtor stipulate otherwise, the legal persons or the organizations arising from the split shall enjoy joint and several creditor's rights under the contract and assume joint and several liabilities under the contract.