Title 11 — Commercial Code

(1) In this section: (a) Goods are “fixtures” when they become so related to particular real estate that an interest in them arises under real estate law; (b) A “fixture filing” is the filing, in the office where a record of a mortgage on the real estate would be filed or recorded, of…

(1) Goods are “accessions” when they are installed in or affixed to other goods. (2) The interest of a lessor or a lessee under a lease contract entered into before the goods became accessions is superior to all interests in the whole except as stated in subsection (4). (3) The i…

Irrevocable promises, §11-2A-407. Purchase money lease. Perfected interest of lessor in fixtures, priority, §11-2A-309. Rejection of goods. Accepted goods. Rejection precluded, §11-2A-516. UNIFORM COMMERCIAL CODE —Cont’d Leases —Cont’d Rejection of goods —Cont’d Cure by lessor, §1…

(1) A lease contract imposes an obligation on each party that the other’s expectation of receiving due performance will not be impaired. (2) If reasonable grounds for insecurity arise with respect to the 287 11-2A-402 performance of either party, the insecure party may demand in …

If either party repudiates a lease contract with respect to a performance not yet due under the lease contract, the loss of which performance will substantially impair the value of the lease contract to the other, the aggrieved party may: (a) For a commercially reasonable time, a…

(1) Until the repudiating party’s next performance is due, the repudiating party can retract the repudiation unless, since the repudiation, the aggrieved party has canceled the lease contract or materially changed the aggrieved party’s position or otherwise indicated that the agg…

(1) If without fault of the lessee, the lessor and the supplier, the agreed berthing, loading, or unloading facilities fail or the agreed type of carrier becomes unavailable or the agreed manner of delivery otherwise becomes commercially impracticable, but a commercially reasonab…

Subject to Code Section 11-2A-404 on substituted performance, the following rules apply: (a) Delay in delivery or nondelivery in whole or in part by a lessor or a supplier who complies with paragraphs (b) and (c) is not a default under the lease contract if performance as agreed …

(1) If the lessee receives notification of a material or indefinite delay or an allocation justified under Code Section 11-2A-405, the lessee may by written notification to the lessor as to any goods involved, and with respect to all of the goods if under an installment lease contrac…

(1) In the case of a finance lease that is not a consumer lease the lessee’s promises under the lease contract become irrevocable and independent upon the lessee’s acceptance of the goods. (2) A promise that has become irrevocable and independent under subsection (1): (a) Is effec…

(1) Whether the lessor or the lessee is in default under a lease contract is determined by the lease agreement and this article. (2) If the lessor or the lessee is in default under the lease contract, the party seeking enforcement has rights and remedies as provided in this artic…

Except as otherwise provided in this article, applicable statutes, or the lease agreement, the lessor or lessee in default under the lease contract is not entitled to notice of default or notice of enforcement from the other party to the lease agreement. History. Code 1981, § 11-…

(1) Except as otherwise provided in this article, the lease agreement may include rights and remedies for default in addition to or in substitution for those provided in this article and may limit or alter the measure of damages recoverable under this article. (2) Resort to a rem…

(1) Damages payable by either party for default, or any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or loss or damage to lessor’s residual interest, may be liquidated in the lease agreement but only at an amount or by a formula tha…

Disposal of goods by lessor, §§11-2A-523, 11-2A-524, 11-2A-527. Identification of goods to lease contract, §11-2A-524. 1080 INDEX UNIFORM COMMERCIAL CODE —Cont’d Leases —Cont’d Rights and remedies —Cont’d Default by lessee —Cont’d Lessor’s remedies generally, §11-2A-523. Possessio…

(1) An action for default under a lease contract, including breach of warranty or indemnity, must be commenced within 4 years after the cause of action accrued. By the original lease contract the parties may reduce the period of limitation to not less than one year. (2) A cause o…

(1) Damages based on market rent (Code Section 11-2A-519 or 11-2A-528) are determined according to the rent for the use of the goods concerned for a lease term identical to the remaining lease term of the original lease agreement and prevailing at the times specified in Code Secti…

(1) If a lessor fails to deliver the goods in conformity to the lease contract (Code Section 11-2A-509) or repudiates the lease contract (Code Section 11-2A-402), or a lessee rightfully rejects the goods (Code Section 11-2A-509) or justifiably revokes acceptance of the goods (Code…

(1) Subject to the provisions of Code Section 11-2A-510 on default in installment lease contracts, if the goods or the tender or delivery fail in any respect to conform to the lease contract, the lessee may reject or accept the goods or accept any commercial unit or units and rej…

(1) Under an installment lease contract a lessee may reject any delivery that is nonconforming if the nonconformity substantially impairs the value of that delivery and cannot be cured or the nonconformity is a defect in the required documents; but if the nonconformity does not f…

Lessor’s remedies, §11-2A-523. Rent. Action by lessor for rent, §11-2A-529. Proof of market rent, §11-2A-507. Replevy of goods, §§11-2A-508, 11-2A-521. Repudiation.

(1) Except as otherwise provided with respect to goods that threaten to decline in value speedily (Code Section 11-2A-511) and subject to any security interest of a lessee (Code Section 11-2A-508(5)): (a) The lessee, after rejection of goods in the lessee’s possession, shall hold…

(1) If any tender or delivery by the lessor or the supplier is rejected because nonconforming and the time for performance has not yet expired, the lessor or the supplier may seasonably notify the lessee of 301 11-2A-514 the lessor’s or the supplier’s intention to cure and may th…

(1) In rejecting goods, a lessee’s failure to state a particular defect that is ascertainable by reasonable inspection precludes the lessee from relying on the defect to justify rejection or to establish default: (a) If, stated seasonably, the lessor or the supplier could have cu…

(1) Acceptance of goods occurs after the lessee has had a reasonable opportunity to inspect the goods and (a) The lessee signifies or acts with respect to the goods in a manner that signifies to the lessor or the supplier that the goods are conforming or that the lessee will take o…

Lessee’s rights. Installment lease contracts, §11-2A-510. Notice of default after acceptance of goods, §11-2A-516. Objection by lessee. Waiver, §11-2A-514. Notice of default. Accepted goods, §11-2A-516. Rejection of goods. Accepted goods. Rejection precluded, §11-2A-516. Cure by …

(1) A lessee may revoke acceptance of a lot or commercial unit whose nonconformity substantially impairs its value to the lessee if the lessee has accepted it: 304 11-2A-518 (a) Except in the case of a finance lease, on the reasonable assumption that its nonconformity would be cur…

(1) After a default by a lessor under the lease contract of the type described in Code Section 11-2A-508(1) or, if agreed, after other default by the lessor, the lessee may cover by making any purchase or lease of or contract to purchase or lease goods in substitution for those d…

Breach of warranty, §§11-2A-508, 11-2A-519. UNIFORM COMMERCIAL CODE —Cont’d Leases —Cont’d Default. Anticipatory repudiation, §§11-2A-402, 11-2A-403. Cover. Right of lessor, §11-2A-518. Installment lease contracts. Lessee’s rights and remedies, §11-2A-508. Rejection and default, …

(1) Incidental damages resulting from a lessor’s default include expenses reasonably incurred in inspection, receipt, transportation, and care and custody of goods rightfully rejected or goods the acceptance of which is justifiably revoked, any commercially reasonable charges, exp…

Default by lessee. Disposal of goods by lessor, §§11-2A-523, 11-2A-524, 11-2A-527. Identification of goods to lease contract, §11-2A-524. Possession of goods, §§11-2A-523, 11-2A-525. Rent action by lessor, §11-2A-529. Residual interest, lessor’s right’s to, §11-2a-532. Default by …

(1) Subject to subsection (2) and even though the goods have not been shipped, a lessee who has paid a part or all of the rent and security for goods identified to a lease contract (Code Section 11-2A-217) on making and keeping good a tender of any unpaid portion of the rent and s…

(1) If a lessee wrongfully rejects or revokes acceptance of goods or fails to make a payment when due or repudiates with respect to a part or the whole, then, with respect to any goods involved, and with respect to all of the goods if under an installment lease contract the value…

(1) After default by the lessee under the lease contract of the type described in Code Section 11-2A-523(1) or Code Section 11-2A-523(3)(a) or, if agreed, after other default by the lessee, the lessor may: (a) Identify to the lease contract conforming goods not already identified …

(1) If a lessor discovers the lessee to be insolvent, the lessor may refuse to deliver the goods. (2) After a default by the lessee under the lease contract of the type described in Code Section 11-2A-523(1) or 11-2A-523(3)(a) or, if agreed, after other default by the lessee, the…

(1) A lessor may stop delivery of goods in the possession of a carrier or other bailee if the lessor discovers the lessee to be insolvent and may stop delivery of carload, truckload, planeload, or larger shipments of express or freight if the lessee repudiates or fails to make a …

(1) After a default by a lessee under the lease contract of the type described in Code Section 11-2A-523(1) or 11-2A-523(3)(a) or after the lessor refuses to deliver or takes possession of goods (Code Section 11-2A-525 or 11-2A-526), or, if agreed, after other default by a lessee…

Nonconforming goods or delivery of goods, §11-2A-509. Notice of default, §11-2A-516. Revocation of acceptance, §11-2A-517. Damages, §11-2A-519. Justifiable revocation, §11-2A-517. Lessee’s rights and remedies, §11-2A-508. Wrongful revocation, §11-2A-523.

(1) After default by the lessee under the lease contract of the type described in Code Section 11-2A-523(1) or 11-2A-523(3)(a) or, if agreed, after other default by the lessee, if the lessor complies with subsection (2), the lessor may recover from the lessee as damages: (a) For …

Incidental damages to an aggrieved lessor include any commercially reasonable charges, expenses, or commissions incurred in stopping delivery, in the transportation, care and custody of goods after the lessee’s default, in connection with return or disposition of the goods, or ot…

(1) If a third party so deals with goods that have been identified to a lease contract as to cause actionable injury to a party to the lease contract (a) the lessor has a right of action against the third party, and (b) the lessee also has a right of action against the third party…

Effective date. Ga. L. 1993, p. 633, § 5, provides: “This [article] shall become effective on July 1, 1993, for all lease contracts that are first made or that first become effective between the parties on or after that date. This [article] shall not apply to any lease first made or…

This article may be cited as “Uniform Commercial Code — Negotiable Instruments.” History. Code 1981, § 11-3-101, enacted by Ga. L. 1996, p. 1306, § 3.

(a) This article applies to negotiable instruments. It does not apply to money, to payment orders governed by Article 4A of this title, or to securities governed by Article 8 of this title. (b) If there is conflict between this article and Article 4 or 9 of this title, Articles 4 …

(a) In this article: (1) “Acceptor” means a drawee who has accepted a draft. (2) “Drawee” means a person ordered in a draft to make payment. (3) “Drawer” means a person who signs or is identified in a draft as a person ordering payment. (4) Reserved. 322 11-3-103 (5) “Maker” means…

(a) Except as provided in subsections (c) and (d) of this Code section, “negotiable instrument” means an unconditional promise or order to pay a fixed amount of money, with or without interest or other charges described in the promise or order, if it: (1) Is payable to bearer or t…

(a) “Issue” means the first delivery of an instrument by the maker or drawer, whether to a holder or nonholder, for the purpose of giving rights on the instrument to any person. (b) An unissued instrument, or an unissued incomplete instrument that is completed, is binding on the m…

(a) Except as provided in this Code section, for the purposes of subsection (a) of Code Section 11-3-104, a promise or order is unconditional unless it states (i) an express condition to payment; (ii) that the promise or order is subject to or governed by another writing; or (iii…

Unless the instrument otherwise provides, an instrument that states the amount payable in foreign money may be paid in the foreign money or in an equivalent amount in dollars calculated by using the current bank offered spot rate at the place of payment for the purchase of dollar…

(a) A promise or order is “payable on demand” if it (i) states that it is payable on demand or at sight, or otherwise indicates that it is payable at the will of the holder; or (ii) does not state any time of payment. (b) A promise or order is “payable at a definite time” if it is…