Title 8

NRS 104.7307 Lien of carrier. 1. A carrier has a lien on the goods covered by a bill of lading or on the proceeds thereof in its possession for charges after the date of the carrier’s receipt of the goods for storage or transportation, including demurrage and terminal charges, an…

NRS 104.7308 Enforcement of carrier’s lien. 1. A carrier’s lien on goods may be enforced by public or private sale of the goods, in bulk or in packages, at any time or place and on any terms that are commercially reasonable, after notifying all persons known to claim an interest …

NRS 104.7309 Duty of care; contractual limitation of carrier’s liability. 1. A carrier that issues a bill of lading, whether negotiable or nonnegotiable, shall exercise the degree of care in relation to the goods which a reasonably careful person would exercise under similar circ…

NRS 104.7401 Irregularities in issue of receipt or bill or conduct of issuer. The obligations imposed by this Article on an issuer apply to a document of title even if: 1. The document does not comply with the requirements of this Article or of any other statute, rule or regulati…

NRS 104.7402 Duplicate document of title; overissue. A duplicate or any other document of title purporting to cover goods already represented by an outstanding document of the same issuer does not confer any right in the goods, except as provided in the case of tangible bills of …

NRS 104.7403 Obligation of bailee to deliver; excuse. 1. A bailee shall deliver the goods to a person entitled under a document of title if the person complies with subsections 2 and 3, unless and to the extent that the bailee establishes any of the following: (a) Delivery of the…

NRS 104.7404 No liability for good-faith delivery pursuant to document of title. A bailee that in good faith has received goods and delivered or otherwise disposed of the goods according to the terms of a document of title or pursuant to this Article is not liable for the goods e…

NRS 104.7501 Form of negotiation and requirements of due negotiation. 1. The following rules apply to a negotiable tangible document of title: (a) If the document’s original terms run to the order of a named person, the document is negotiated by the named person’s endorsement and…

NRS 104.7502 Rights acquired by due negotiation. 1. Subject to NRS 104.7205 and 104.7503, a holder to whom a negotiable document of title has been duly negotiated acquires thereby: (a) Title to the document; (b) Title to the goods; (c) All rights accruing under the law of agency …

NRS 104.7503 Document of title to goods defeated in certain cases. 1. A document of title confers no right in goods against a person that before issuance of the document had a legal interest or a perfected security interest in the goods and that did not: (a) Deliver or entrust th…

NRS 104.7504 Rights acquired in absence of due negotiation; effect of diversion; stoppage of delivery. 1. A transferee of a document of title, whether negotiable or nonnegotiable, to whom the document has been delivered but not duly negotiated, acquires the title and rights that …

NRS 104.7505 Endorser not guarantor for other parties. The endorsement of a tangible document of title issued by a bailee does not make the endorser liable for any default by the bailee or previous endorsers. (Added to NRS by 2005, 846)

NRS 104.7506 Delivery without endorsement; right to compel endorsement. The transferee of a negotiable tangible document of title has a specifically enforceable right to have its transferor supply any necessary endorsement, but the transfer becomes a negotiation only as of the ti…

NRS 104.7507 Warranties on negotiation or delivery of document of title. If a person negotiates or delivers a document of title for value, otherwise than as a mere intermediary under NRS 104.7508, unless otherwise agreed, the transferor, in addition to any warranty made in sellin…

NRS 104.7508 Warranties of collecting bank as to documents of title. A collecting bank or other intermediary known to be entrusted with documents of title on behalf of another or with collection of a draft or other claim against delivery of documents warrants by the delivery of t…

NRS 104.7509 Adequate compliance with commercial contract. Whether a document of title is adequate to fulfill the obligations of a contract for sale, a contract for lease, or the conditions of a letter of credit is determined by Article 2, 5 or 2A. (Added to NRS by 2005, 847) Par…

NRS 104.7601 Lost, stolen or destroyed documents of title. 1. If a document of title is lost, stolen or destroyed, a court may order delivery of the goods or issuance of a substitute document and the bailee may without liability to any person comply with the order. If the documen…

NRS 104.7602 Judicial process against goods covered by negotiable document of title. Unless a document of title was originally issued upon delivery of the goods by a person that did not have power to dispose of them, a lien does not attach by virtue of any judicial process to goo…

NRS 104.7603 Conflicting claims; interpleader. If more than one person claims title to or possession of the goods, the bailee is excused from delivery until the bailee has a reasonable time to ascertain the validity of the adverse claims or to commence an action for interpleader.…

NRS 104.8101 Short title. This article may be cited as Uniform Commercial Code—Investment Securities. (Added to NRS by 1965, 876; A 1997, 384)

NRS 104.8102 Definitions and index of definitions. 1. In this Article: (a) “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 fin…

NRS 104.8103 Rules for determining whether certain obligations and interests are securities or financial assets. 1. A share or similar equity interest issued by a corporation, business trust, joint stock company or similar entity is a security. 2. An investment company security i…

NRS 104.8104 Acquisition of security or financial asset or interest therein. 1. A person acquires a security, or an interest therein, under this article, if the person: (a) Is a purchaser to whom a security is delivered pursuant to NRS 104.8301; or (b) Acquires a security entitle…

NRS 104.8105 Notice of adverse claim. 1. A person has notice of an adverse claim if the person: (a) Knows of the adverse claim; (b) Is aware of facts sufficient to indicate that there is a significant probability that the adverse claim exists and deliberately avoids information t…

NRS 104.8106 Control. 1. A purchaser has “control” of a certificated security in bearer form if it is delivered to the purchaser. 2. A purchaser has “control” of a certificated security in registered form if it is delivered to the purchaser and: (a) The certificate is endorsed to…

NRS 104.8107 Whether endorsement, instruction or entitlement order is effective. 1. “Appropriate person” means: (a) With respect to an endorsement, the person specified by a security certificate or by an effective special endorsement to be entitled to the security; (b) With respe…

NRS 104.8108 Warranties in direct holding. 1. 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, that: (a) The certificate is genuine and has …

NRS 104.8109 Warranties in indirect holding. 1. A person who originates an entitlement order to a securities intermediary warrants to the securities intermediary that: (a) The entitlement order is made by an appropriate person, or if the entitlement order is by an agent, the agen…

NRS 104.8110 Applicability; choice of law. 1. The local law of the issuer’s jurisdiction, as specified in subsection 4, governs: (a) The validity of a security; (b) The rights and duties of the issuer with respect to registration of transfer; (c) The effectiveness of registration…

NRS 104.8111 Rules of clearing corporation. 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 the Uniform Commercial Code and affec…

NRS 104.8112 Creditor’s legal process. 1. Except as otherwise provided in subsection 4, 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. However, a cer…

NRS 104.8113 Statute of frauds inapplicable. 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 modi…

NRS 104.8114 Evidentiary rules concerning certificated securities. The following rules apply in an action on a certificated security against an issuer: 1. Unless specifically denied in the pleadings, each signature on a security certificate or in a necessary endorsement is admitt…

NRS 104.8115 Securities intermediary and others not liable to adverse claimant. 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…

NRS 104.8116 Securities intermediary as purchaser for value. 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 int…

NRS 104.8201 “Issuer.” 1. With respect to an obligation on or a defense to a security, an “issuer” includes a person who: (a) Places or authorizes the placing of his or her name on a security certificate, other than as authenticating trustee, registrar, transfer agent or the like…

NRS 104.8202 Issuer’s responsibility and defenses; notice of defect or defense. 1. Even against a purchaser for value and without notice, the terms of a certificated security include the terms stated on the certificate and the terms made part of the security by reference on the c…

NRS 104.8203 Staleness as notice of defect or defense. After an act or event, other than a call that has been revoked, creating a right to immediate performance of the principal obligation represented by a certificated security or setting a date on or after which the security is …

NRS 104.8204 Effect of issuer’s restriction on transfer. A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against any person without actual knowledge of the restriction unless: 1. The security is certificated and the restrict…

NRS 104.8205 Effect of unauthorized signature on security certificate. An unauthorized signature placed on a security certificate before or in the course of issue is ineffective, but the signature is effective in favor of a purchaser for value of the certificated security if the …

NRS 104.8206 Completion or alteration of security certificate. 1. If a security certificate contains the signatures necessary to its issue or transfer but is incomplete in any other respect: (a) Any person may complete it by filling in the blanks as authorized; and (b) Even thoug…

NRS 104.8207 Rights and duties of issuer with respect to registered owners. 1. Before the presentment for registration of transfer of a certificated security in registered form or of an instruction requesting transfer of an uncertificated security, the issuer or indenture trustee…

NRS 104.8208 Effect of signature of authenticating trustee, registrar or transfer agent. 1. A person signing a security certificate as authenticating trustee, registrar, transfer agent or the like warrants to a purchaser for value of the certificated security, if the purchaser is…

NRS 104.8209 Issuer’s lien. A lien in favor of an issuer upon a certificated security is valid against a purchaser only if the right of the issuer to the lien is noted conspicuously on the security certificate. (Added to NRS by 1965, 877; A 1985, 88; 1997, 388)

NRS 104.8210 Overissue. 1. As used in this section, “overissue” means the issue of securities in excess of the amount the issuer has corporate power to issue, but an overissue does not occur if appropriate action has cured the overissue. 2. Except as otherwise provided in subsect…

NRS 104.8301 Delivery. 1. Delivery of a certificated security to a purchaser occurs when: (a) The purchaser acquires possession of the security certificate; (b) Another person, other than a securities intermediary, acquires possession of the security certificate on behalf of the …