Title 45 — Trade and Commerce
49 chapters · 1,288 sections in this title.
AS 45.29.331 Priority of rights of purchasers of instruments, documents, and securities under other chapters; priority of interests in financial assets and security entitlements under AS 45.08.
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(a) This chapter does not limit the rights of a holder in due course of a negotiable instrument, a holder to which a negotiable document of title has been duly negotiated, or a protected purchaser of a security. These holders or purchasers take priority over an earlier security i…
AS 45.29.332 Transfer of money; transfer of funds from deposit account.
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[Repealed or reserved.]
AS 45.29.333 Priority of certain liens arising by operation of law.
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(a) In this section, “possessory lien” means an interest, other than a security interest or an agricultural lien, (1) that secures payment or performance of an obligation for services or materials furnished with respect to goods by a person in the ordinary course of the person's …
AS 45.29.334 Priority of security interests in fixtures and crops.
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(a) A security interest under this chapter may be created in goods that are fixtures or may continue in goods that become fixtures. A security interest does not exist under this chapter in ordinary building materials incorporated into an improvement on land. (b) This chapter does…
AS 45.29.335 Accessions.
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(a) A security interest may be created in an accession and continues in collateral that becomes an accession. (b) If a security interest is perfected when the collateral becomes an accession, the security interest remains perfected in the collateral. (c) Except as otherwise provi…
AS 45.29.336 Commingled goods.
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(a) In this section, “commingled goods” means goods that are physically united with other goods in a manner so that their identity is lost in a product or mass. (b) A security interest does not exist in commingled goods as such. However, a security interest may attach to a produc…
AS 45.29.337 Priority of security interests in goods covered by certificate of title.
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If, while a security interest in goods is perfected by a method under the law of another jurisdiction, this state issues a certificate of title that does not show that the goods are subject to the security interest or contain a statement that the goods may be subject to security …
AS 45.29.338 Priority of security interest or agricultural lien perfected by filed financing statement providing certain incorrect information.
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If a security interest or agricultural lien is perfected by a filed financing statement providing information described in AS 45.29.516(b)(5) that is incorrect at the time the financing statement is filed, (1) the security interest or agricultural lien is subordinate to a conflic…
AS 45.29.339 Priority subject to subordination.
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This chapter does not preclude subordination by agreement by a person entitled to priority.
AS 45.29.340 Effectiveness of right of recoupment or setoff against deposit account.
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(a) Except as otherwise provided in (c) of this section, a bank with which a deposit account is maintained may exercise a right of recoupment or setoff against a secured party that holds a security interest in the deposit account. (b) Except as otherwise provided in (c) of this s…
AS 45.29.341 Bank's rights and duties with respect to deposit account.
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Except as otherwise provided in AS 45.29.340(c), and unless the bank otherwise agrees in an authenticated record, a bank's rights and duties with respect to a deposit account maintained with the bank are not terminated, suspended, or modified by (1) the creation, attachment, or p…
AS 45.29.342 Bank's right to refuse to enter into or disclose existence of control agreement.
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Article 4. Rights of Third Parties. This chapter does not require a bank to enter into an agreement of the kind described in AS 45.29.104(a)(2), even if its customer so requests or directs. A bank that has entered into such an agreement is not required to confirm the existence of…
AS 45.29.401 Alienability of debtor's rights.
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(a) Except as otherwise provided in (b) of this section and AS 45.29.406 — 45.29.409, whether a debtor's rights in collateral may be voluntarily or involuntarily transferred is governed by law other than this chapter. (b) An agreement between the debtor and secured party that pro…
AS 45.29.402 Secured party not obligated on contract of debtor or in tort.
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The existence of a security interest, agricultural lien, or authority given to a debtor to dispose of or use collateral, without more, does not subject a secured party to liability in contract or tort for the debtor's acts or omissions.
AS 45.29.403 Agreement not to assert defenses against assignee.
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(a) In this section, the issue of whether an assignment is taken for value is governed by the provisions of AS 45.03.303(a). (b) Except as otherwise provided in this section, an agreement between an account debtor and an assignor not to assert against an assignee a claim or defen…
AS 45.29.404 Rights acquired by assignee; claims and defenses against assignee.
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(a) Unless an account debtor has made an enforceable agreement not to assert defenses or claims, and subject to (b) — (e) of this section, the rights of an assignee are subject to (1) all terms of the agreement between the account debtor and assignor and a defense or claim in rec…
AS 45.29.405 Modification of assigned contract.
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(a) A modification of or substitution for an assigned contract is effective against an assignee if made in good faith. The assignee acquires corresponding rights under the modified or substituted contract. The assignment may provide that the modification or substitution is a brea…
AS 45.29.406 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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(a) Subject to (b) — (i) of this section, 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, authenticated by the assignor or the assignee, t…
AS 45.29.407 Restrictions on creation or enforcement of security interest in leasehold interest or in lessor's residual interest.
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(a) Except as otherwise provided in (b) of this section, a term in a lease agreement is ineffective to the extent that it (1) prohibits, restricts, or requires the consent of a party to the lease to the assignment, transfer, creation, attachment, perfection, or enforcement of a s…
AS 45.29.408 Restrictions on assignment of promissory notes, health-care-insurance receivables, and certain general intangibles ineffective.
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(a) Except as otherwise provided in (b) of this section, a term in a promissory note or in an agreement between an account debtor and a debtor that relates to a health care insurance receivable or a general intangible, including a contract, permit, license, or franchise, and that…
AS 45.29.409 Restrictions on assignment of letter-of-credit rights ineffective.
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Article 5. Filing. (a) A term in a letter of credit or a rule of law, statute, regulation, custom, or practice applicable to the letter of credit that prohibits, restricts, or requires the consent of an applicant, issuer, or nominated person to a beneficiary's assignment of or cr…
AS 45.29.501 Filing office.
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(a) Except as otherwise provided in (b) of this section, if the law of this state governs perfection of a security interest or agricultural lien, the office in which to file a financing statement to perfect the security interest or agricultural lien is (1) the office designated f…
AS 45.29.502 Contents of financing statement; mortgage as financing statement; time of filing financing statement.
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(a) Subject to (b) of this section, a financing statement is sufficient only if it (1) provides the name of the debtor; (2) provides the name of the secured party or a representative of the secured party; and (3) indicates the collateral covered by the financing statement. (b) Ex…
AS 45.29.503 Name of debtor and secured party.
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(a) A financing statement sufficiently provides the name of the debtor (1) except as otherwise provided in (3) of this subsection, if the debtor is a registered organization or the collateral is held in a trust that is a registered organization, only if the financing statement pr…
AS 45.29.504 Indication of collateral.
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A financing statement sufficiently indicates the collateral that it covers if the financing statement provides (1) a description of the collateral pursuant to AS 45.29.108; or (2) an indication that the financing statement covers all assets or all personal property.
AS 45.29.505 Filing and compliance with other statutes and treaties for consignments, leases, other bailments, and other transactions.
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(a) A consignor, lessor, or other bailor of goods, a licensor, or a buyer of a payment intangible or promissory note may file a financing statement or may comply with a statute, regulation, or treaty described in AS 45.29.311(a) using the terms “consignor,” “consignee,” “lessor,”…
AS 45.29.506 Effect of errors or omissions.
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(a) A financing statement substantially satisfying the requirements of AS 45.29.501 — 45.29.525 is effective, even if it has minor errors or omissions, unless the errors or omissions make the financing statement seriously misleading. (b) Except as otherwise provided in (c) of thi…
AS 45.29.507 Effect of certain events on effectiveness of financing statement.
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(a) A filed financing statement remains effective with respect to collateral that is sold, exchanged, leased, licensed, or otherwise disposed of and in which a security interest or agricultural lien continues even if the secured party knows of or consents to the disposition. (b) …
AS 45.29.508 Effectiveness of financing statement if new debtor becomes bound by security agreement.
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(a) Except as otherwise provided in this section, a filed financing statement naming an original debtor is effective to perfect a security interest in collateral in which a new debtor has or acquires rights to the extent that the financing statement would have been effective had …
AS 45.29.509 Persons entitled to file a record.
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(a) A person may file an initial financing statement, amendment that adds collateral covered by a financing statement, or amendment that adds a debtor to a financing statement only if (1) the debtor authorizes the filing in an authenticated record or pursuant to (b) or (c) of thi…
AS 45.29.510 Effectiveness of filed record.
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(a) A filed record is effective only to the extent that it was filed by a person who may file it under AS 45.29.509. (b) A record authorized by one secured party of record does not affect the financing statement with respect to another secured party of record. (c) A continuation …
AS 45.29.511 Secured party of record.
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(a) A secured party of record with respect to a financing statement is a person whose name is provided as the name of the secured party or a representative of the secured party in an initial financing statement that has been filed. If an initial financing statement is filed under…
AS 45.29.512 Amendment of financing statement.
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(a) Subject to AS 45.29.509, a person may add or delete collateral covered by, continue or terminate the effectiveness of, or, subject to (e) of this section, otherwise amend the information provided in, a financing statement by filing an amendment that (1) identifies by its file…
AS 45.29.513 Termination statement.
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(a) A secured party shall cause the secured party of record for a financing statement to file a termination statement for the financing statement if the financing statement covers consumer goods and (1) there is no obligation secured by the collateral covered by the financing sta…
AS 45.29.514 Assignment of powers of secured party of record.
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(a) Except as otherwise provided in (c) of this section, an initial financing statement may reflect an assignment of all of the secured party's power to authorize an amendment to the financing statement by providing the name and mailing address of the assignee as the name and add…
AS 45.29.515 Duration and effectiveness of financing statement; effect of lapsed financing statement.
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(a) Except as otherwise provided in (b) and (e) — (g) of this section, a filed financing statement is effective for a period of five years after the date of filing. (b) Except as otherwise provided in (e) — (g) of this section, an initial financing statement filed in connection w…
AS 45.29.516 What constitutes filing; effectiveness of filing.
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(a) Except as otherwise provided in (b) of this section, communication of a record to a filing office and tender of the filing fee or acceptance of the record by the filing office constitutes filing. (b) Filing does not occur with respect to a record that a filing office refuses …
AS 45.29.517 Effect of indexing errors.
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The failure of the filing office to index a record correctly does not affect the effectiveness of the filed record.
AS 45.29.518 Claim concerning inaccurate or wrongfully filed record.
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(a) A person may file in the filing office an information statement with respect to a record indexed there under the person's name if the person believes that the record is inaccurate or was wrongfully filed. (b) An information statement under (a) of this section must (1) identif…
AS 45.29.519 Numbering, maintaining, and indexing records; communicating information provided in records.
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(a) For each record filed in a filing office, the filing office shall (1) assign a unique number to the filed record; (2) create a record that bears the number assigned to the filed record and the date and time of filing; (3) maintain the filed record for public inspection; and (…
AS 45.29.520 Acceptance and refusal to accept record.
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(a) A filing office shall refuse to accept a record for filing for a reason set out in AS 45.29.516(b) and may refuse to accept a record for filing only for a reason set out in AS 45.29.516(b). (b) If a filing office refuses to accept a record for filing, the filing office shall …
AS 45.29.521 Uniform form of written financing statement and amendment. [Repealed, § 5 ch 76 SLA 2008.]
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[Repealed or reserved.]
AS 45.29.522 Maintenance and destruction of records.
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(a) The filing office shall maintain a record of the information provided in a filed financing statement for at least one year after the effectiveness of the financing statement has lapsed under AS 45.29.515 with respect to all secured parties of record. The record must be retrie…
AS 45.29.523 Information from filing office; sale or license of records.
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(a) If a person who files a written record requests an acknowledgment of the filing, the filing office shall send to the person an image of the record showing the number assigned to the record under AS 45.29.519(a)(1) and the date and time of the filing of the record. However, if…
AS 45.29.524 Delay by filing office.
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Delay by the filing office beyond a time limit prescribed by AS 45.29.501 — 45.29.525 is excused if (1) the delay is caused by interruption of communication or computer facilities, war, emergency conditions, failure of equipment, or other circumstances beyond control of the filin…
AS 45.29.525 Fees.
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The Department of Natural Resources shall adopt regulations that set the fees for (1) recording or filing and indexing a document under AS 45.29.501 — 45.29.525; and (2) responding to a request for information or copies from the filing office, including for communicating whether …
AS 45.29.530 Accounting; appropriations.
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Article 6. Default. Under AS 37.05.146(c), fees for services for recording and related services of the Department of Natural Resources for secured transactions under AS 45.29 (Uniform Commercial Code — Secured Transactions) shall be accounted for separately, and appropriations fr…
AS 45.29.601 Rights after default; judicial enforcement; consignor or buyer of accounts, chattel paper, payment intangibles, or promissory notes.
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(a) After default, a secured party has the rights provided in AS 45.29.601 — 45.29.628 and, except as otherwise provided in AS 45.29.602, those provided by agreement of the parties. A secured party (1) may reduce a claim to judgment, foreclose, or otherwise enforce the claim, sec…
AS 45.29.602 Waiver and variance of rights and duties.
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Except as otherwise provided in AS 45.29.624, to the extent that they give rights to a debtor or obligor and impose duties on a secured party, the debtor or obligor may not waive or vary the rules stated in the following sections: (1) AS 45.29.207(b)(4)(C), which deals with use a…
AS 45.29.603 Agreement on standards concerning rights and duties.
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(a) The parties may determine by agreement the standards measuring the fulfillment of the rights of a debtor or obligor and the duties of a secured party under a rule stated in AS 45.29.602 if the standards are not manifestly unreasonable. (b) The provisions of (a) of this sectio…