Title COM, California Com. Code

In this division: (1) “Bank” means a person engaged in the business of banking, including a savings bank, savings and loan association, credit union, or trust company. (2) “Depositary bank” means the first bank to take an item even though it is also the payor bank, unless the ite…

(a) If an item states that it is “payable through” a bank identified in the item, (1) the item designates the bank as a collecting bank and does not by itself authorize the bank to pay the item, and (2) the item may be presented for payment only by or through the bank. (b) If an …

A branch or separate office of a bank is a separate bank for the purpose of computing the time within which and determining the place at or to which action may be taken or notice or orders shall be given under this division and under Division 3 (commencing with Section 3101). (Ad…

(a) For the purpose of allowing time to process items, prove balances, and make the necessary entries on its books to determine its position for the day, a bank may fix an afternoon hour of 2 p.m. or later as a cutoff hour for the handling of money and items and the making of ent…

(a) Unless otherwise instructed, a collecting bank in a good faith effort to secure payment of a specific item drawn on a payor other than a bank, and with or without the approval of any person involved, may waive, modify, or extend time limits imposed or permitted by this code f…

(a) “Agreement for electronic presentment” means an agreement, clearing house rule, or Federal Reserve regulation or operating circular, providing that presentment of an item may be made by transmission of an image of an item or information describing the item (“presentment notic…

An action to enforce an obligation, duty, or right arising under this division shall be commenced within three years after the cause of action accrues. (Added by Stats. 1992, Ch. 914, Sec. 17. Effective January 1, 1993.)

This division may be cited as the Uniform Commercial Code—Documents of Title. (Repealed and added by Stats. 2006, Ch. 254, Sec. 49. Effective January 1, 2007.)

(a) In this division, unless the context otherwise requires: (1) “Bailee” means a person that by a warehouse receipt, bill of lading, or other document of title acknowledges possession of goods and contracts to deliver them. (2) “Carrier” means a person that issues a bill of ladi…

(a) This division is subject to any treaty or statute of the United States or regulatory statute of this state to the extent the treaty, statute, or regulatory statute is applicable. (b) This division does not modify or repeal any law prescribing the form or content of a document…

(a) Except as otherwise provided in subdivision (c), a document of title is negotiable if by its terms the goods are to be delivered to bearer or to the order of a named person. (b) A document of title other than one described in subdivision (a) is nonnegotiable. A bill of lading…

(a) Upon request of a person entitled under an electronic document of title, the issuer of the electronic document may issue a tangible document of title as a substitute for the electronic document if: (1) the person entitled under the electronic document surrenders control of th…

(a) A person has control of an electronic document of title if a system employed for evidencing the transfer of interests in the electronic document reliably establishes that person as the person to which the electronic document was issued or transferred. (b) A system satisfies s…

This division may be cited as Uniform Commercial Code—Investment Securities. (Repealed and added by Stats. 1996, Ch. 497, Sec. 9. Effective January 1, 1997.)

(a) In this division: (1) “Adverse claim” means a claim that a claimant has a property interest in a financial asset and that it is a violation of the rights of the claimant for another person to hold, transfer, or deal with the financial asset. (2) “Bearer form,” as applied to a…

(a) A share or similar equity interest issued by a corporation, business trust, joint stock company, or similar entity is a security. (b) An “investment company security” is a security. “Investment company security” means a share or similar equity interest issued by an entity tha…

(a) A person acquires a security or an interest therein, under this division, if either of the following applies: (1) The person is a purchaser to whom a security is delivered pursuant to Section 8301; or (2) The person acquires a security entitlement to the security pursuant to …

(a) A person has notice of an adverse claim if any of the following applies: (1) The person knows of the adverse claim. (2) The person is aware of facts sufficient to indicate that there is a significant probability that the adverse claim exists and deliberately avoids informatio…

(a) A purchaser has “control” of a certificated security in bearer form if the certificated security is delivered to the purchaser. (b) A purchaser has “control” of a certificated security in registered form if the certificated security is delivered to the purchaser, and either o…

(a) “Appropriate person” means any of the following: (1) With respect to an endorsement, the person specified by a security certificate or by an effective special endorsement to be entitled to the security. (2) With respect to an instruction, the registered owner of an uncertific…

(a) A person who transfers a certificated security to a purchaser for value warrants to the purchaser, and an endorser, if the transfer is by endorsement, warrants to any subsequent purchaser, all of the following: (1) The certificate is genuine and has not been materially altere…

(a) A person who originates an entitlement order to a securities intermediary warrants all of the following to the securities intermediary: (1) The entitlement order is made by an appropriate person, or if the entitlement order is by an agent, the agent has actual authority to ac…

(a) The local law of the issuer’s jurisdiction, as specified in subdivision (d), governs the following: (1) The validity of a security. (2) The rights and duties of the issuer with respect to registration of transfer. (3) The effectiveness of registration of transfer by the issue…

A rule adopted by a clearing corporation governing rights and obligations among the clearing corporation and its participants in the clearing corporation is effective even if the rule conflicts with this division and affects another party who does not consent to the rule. (Added …

(a) The interest of a debtor in a certificated security may be reached by a creditor only by actual seizure of the security certificate by the officer making the attachment or levy, except as otherwise provided in subdivision (d). However, a certificated security for which the ce…

A contract or modification of a contract for the sale or purchase of a security is enforceable whether or not there is a writing signed or record authenticated by a party against whom enforcement is sought, even if the contract or modification is not capable of performance within…

The following rules apply in an action on a certificated security against the issuer: (a) Unless specifically denied in the pleadings, each signature on a security certificate or in a necessary endorsement is admitted. (b) If the effectiveness of a signature is put in issue, the …

A securities intermediary that has transferred a financial asset pursuant to an effective entitlement order, or a broker or other agent or bailee that has dealt with a financial asset at the direction of its customer or principal, is not liable to a person having an adverse claim…

A securities intermediary that receives a financial asset and establishes a security entitlement to the financial asset in favor of an entitlement holder is a purchaser for value of the financial asset. A securities intermediary that acquires a security entitlement to a financial…

This division may be cited as the Uniform Commercial Code-Secured Transactions. (Repealed and added by Stats. 1999, Ch. 991, Sec. 35. Effective January 1, 2000. Operative July 1, 2001, by Sec. 75 of Ch. 991 and Section 9701.)

(a) In this division: (1) “Accession” means goods that are physically united with other goods in such a manner that the identity of the original goods is not lost. (2) “Account,” except as used in “account for,” “account statement,” “account to,” “commodity account” in paragraph …

(a) In this section: (1) “Purchase money collateral” means goods or software that secures a purchase money obligation incurred with respect to that collateral. (2) “Purchase money obligation” means an obligation of an obligor incurred as all or part of the price of the collateral…

(a) A secured party has control of a deposit account if any of the following conditions is satisfied: (1) The secured party is the bank with which the deposit account is maintained. (2) The debtor, secured party, and bank have agreed in a signed record that the bank will comply w…

(a) A purchaser has control of an authoritative electronic copy of a record evidencing chattel paper if a system employed for evidencing the assignment of interests in the chattel paper reliably establishes the purchaser as the person to which the authoritative electronic copy wa…

(a) A person has control of electronic money if each of the following conditions is satisfied: (1) The electronic money, a record attached to or logically associated with the electronic money, or a system in which the electronic money is recorded gives the person all of the follo…

(a) A person has control of a certificated security, uncertificated security, or security entitlement as provided in Section 8106. (b) A secured party has control of a commodity contract if either of the following conditions is satisfied: (1) The secured party is the commodity in…

A secured party has control of a letter-of-credit right to the extent of any right to payment or performance by the issuer or any nominated person if the issuer or nominated person has consented to an assignment of proceeds of the letter of credit under subdivision (c) of Section…

(a) A secured party has control of a controllable electronic record as provided in Section 12105. (b) A secured party has control of a controllable account or controllable payment intangible if the secured party has control of the controllable electronic record that evidences the…

(a) A person that has control under Section 9104, 9105, or 9105.1 is not required to acknowledge that it has control on behalf of another person. (b) If a person acknowledges that it has or will obtain control on behalf of another person, unless the person otherwise agrees or law…

(a) Except as otherwise provided in subdivisions (c), (d), and (e), a description of personal or real property is sufficient, whether or not it is specific, if it reasonably identifies what is described. (b) Except as otherwise provided in subdivision (d), a description of collat…

(a) Except as otherwise provided in subdivisions (c) and (d), this division applies to each of the following: (1) A transaction, regardless of its form, that creates a security interest in personal property or fixtures by contract. (2) An agricultural lien. (3) A sale of accounts…

A security interest arising under Section 2401 or 2505, or under subdivision (3) of Section 2711, or subdivision (e) of Section 10508 is subject to this division. However, until the debtor obtains possession of the goods, all of the following apply: (1) The security interest is e…

(a) A lease contract is not enforceable by way of action or defense unless: (1) In a lease contract that is not a consumer lease, the total payments to be made under the lease contract, excluding payments for options to renew or buy, are less than one thousand dollars ($1,000); o…

Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a record intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of any …

(a) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of a lease contract. (b) An agreement sufficient to constitute a lease contract may be found although the moment of its making is undeterm…

An offer by a merchant to lease goods to or from another person in a signed record that by its terms gives assurance it will be held open is not revocable, for lack of consideration, during the time stated or, if no time is stated, for a reasonable time, but in no event may the p…