Title 11

If any provision or clause of this title or application thereof to any person or circumstance is held invalid, such invalidity shall not affect other provisions or applications of this title which can be given effect without the invalid provision or application, and to this end t…

In this title unless the statutory context otherwise requires: (1) Words in the singular number include the plural, and words in the plural include the singular; and (2) Words of any gender also refer to any other gender. History. Code 1933, § 109A-1-106, enacted by Ga. L. 1962, …

Section captions are parts of this title. History. Code 1933, § 109A-1-107, enacted by Ga. L. 1962, p. 156, § 1; Ga. L. 2015, p. 996, § 3A-1/SB 65.

This article modifies, limits, and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001, et seq., but shall not modify, limit, or supersede Section 101(c) of that act, 15 U.S.C. Section 7001(c), or authorize electronic delivery o…

Scope of article. Rules of construction to promote purposes and policies; applicability of supplemental principles of law. Construction against implicit repeal. Severability. Use of singular and plural; gender. Section captions. Relation to Electronic Signatures in Global and Nat…

(a) Unless the context otherwise requires, words or phrases defined in this Code section, or in the additional definitions contained in other articles of this title that apply to particular articles or parts thereof, have the meanings stated. (b) Subject to additional definitions co…

(a) Subject to subsection (f) of this Code section, a person has “notice” of a fact if the person: (1) Has actual knowledge of it; (2) Has received a notice or notification of it; or (3) From all the facts and circumstances known to the person at the time in question, has reason t…

(a) Whether a transaction in the form of a lease creates a security interest is determined by the facts of each case. (b) A transaction in the form of a lease creates a security interest if the consideration that the lessee is to pay to the lessor for the right to possession and …

Except as otherwise provided in Articles 3, 4, 5, and 6 of this title, a person gives value for rights if the person acquires them: (1) In return for a binding commitment to extend credit or for the extension of immediately available credit, whether or not drawn upon and whether …

(a) Whether a time for taking any action required by this title is reasonable depends on the nature, purpose, and circumstances of such action. (b) An action is taken “seasonably” if it is taken at or within the time agreed, or if no time is agreed, at or within a reasonable time…

Whenever this title creates a “presumption” with respect to a fact, or provides that a fact is “presumed,” the trier of fact must find the existence of the fact presumed unless and until evidence is introduced that supports a finding of its nonexistence. History. Code 1933, § 109A-…

(a) Except as otherwise provided in this Code section, when a transaction bears a reasonable relation to this state and also to another state or nation the parties may agree that the law either of this state or of such other state or nation shall govern their rights and duties. (…

(a) Except as otherwise provided in subsection (b) of this Code section or elsewhere in this title, the effect of provisions of this title may be varied by agreement. (b) The obligations of good faith, diligence, reasonableness, and care prescribed by this title may not be discla…

(a) A “course of performance” is a sequence of conduct between the parties to a particular transaction that exists if: (1) The agreement of the parties with respect to the transaction involves repeated occasions for performance by a party; and (2) The other party, with knowledge …

Every contract or duty within this title imposes an obligation of good faith in its performance and enforcement. History. Code 1981, § 11-1-304, enacted by Ga. L. 2015, p. 996, § 3A-1/SB 65.

(a) The remedies provided by this title shall be liberally administered to the end that the aggrieved party may be put in as good a position as if the other party had fully performed but neither consequential or special damages nor penal damages may be had except as specifically p…

A claim or right arising out of an alleged breach may be discharged in whole or in part without consideration by agreement of the aggrieved party in an authenticated record. History. Code 1981, § 11-1-306, enacted by Ga. L. 2015, p. 996, § 3A-1/SB 65.

A document in due form purporting to be a bill of lading, policy or certificate of insurance, official weigher’s or inspector’s certificate, consular invoice, or any other document authorized or required by the contract to be issued by a third party shall be prima-facie evidence of…

(a) A party who, with explicit reservation of rights, performs or promises performance or assents to performance in a manner demanded or offered by the other party does not thereby prejudice the rights reserved. Such words as “without prejudice,” “under protest,” or the like are …

A term providing that one party or that party’s successor in interest may accelerate payment or performance or require collateral or additional collateral “at will” or when the party “deems itself insecure” or words of similar import shall be construed to mean that the party shal…

An obligation may be issued as subordinated to performance of another obligation of the person obligated, or a creditor may subordinate its right to performance of an obligation by agreement with either the person obligated or another creditor of the person obligated. Such a subo…