Title 12A, Title 12A: COMMERCIAL TRANSACTIONS

12A:9-105 Control of electronic chattel paper. 12A:9-105. Control of Electronic Chattel Paper. (a) A secured party has control of electronic chattel paper if a system employed for evidencing the transfer of interests in the chattel paper reliably establishes the secured party as …

12A:9-106 Control of investment property. 12A:9-106. Control of Investment Property. (a) Control under 12A:8-106. A person has control of a certificated security, uncertificated security, or security entitlement as provided in 12A:8-106. (b) Control of commodity contract. A secur…

12A:9-107. Control of letter-of-credit right 12A:9-107. Control of Letter-of-Credit Right. 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 cons…

12A:9-108 Sufficiency of description. 12A:9-108. Sufficiency of Description. (a) Sufficiency of description. Except as otherwise provided in subsections (c), (d), (e) and (f), a description of personal or real property is sufficient, whether or not it is specific, if it reasonabl…

12A:9-109 Scope. 12A:9-109. Scope. (a) General scope of chapter. Except as otherwise provided in subsections (c) and (d), this chapter applies to: (1) a transaction, regardless of its form, that creates a security interest in personal property or fixtures by contract; (2) an agri…

12A:9-110. Security interests arising under Chapter 2 or 2A 12A:9-110. Security Interests Arising under Chapter 2 or 2A. A security interest arising under 12A:2-401, 12A:2-505, 12A:2-711(3), or 12A:2A-508(5) is subject to this chapter. However, until the debtor obtains possession…

12A:9-201 General effectiveness of security agreement. 12A:9-201. General Effectiveness of Security Agreement. (a) General effectiveness. Except as otherwise provided in the Uniform Commercial Code, a security agreement is effective according to its terms between the parties, aga…

12A:9-202. Title to collateral immaterial 12A:9-202. Title to Collateral Immaterial. Except as otherwise provided with respect to consignments or sales of accounts, chattel paper, payment intangibles, or promissory notes, the provisions of this chapter with regard to rights and o…

12A:9-203 Attachment and enforceability of security interest; proceeds; supporting obligations; formal requisites. 12A:9-203. Attachment and Enforceability of Security Interest; Proceeds; Supporting Obligations; Formal Requisites. (a) Attachment. A security interest attaches to c…

12A:9-204 After-acquired property, future advances. 12A:9-204. After-acquired Property; Future Advances. (a) After-acquired collateral. Except as otherwise provided in subsection (b), a security agreement may create or provide for a security interest in after-acquired collateral.…

12A:9-205 Use or disposition of collateral permissible. 12A:9-205. Use or Disposition of Collateral Permissible. (a) When security interest not invalid or fraudulent. A security interest is not invalid or fraudulent against creditors solely because: (1) the debtor has the right o…

12A:9-206 Security interest arising in purchase or delivery of financial asset. 12A:9-206. Security Interest Arising in Purchase or Delivery of Financial Asset. (a) Security interest when person buys through securities intermediary. A security interest in favor of a securities in…

12A:9-207 Rights and duties of secured party having possession or control of collateral. 12A:9-207. Rights and Duties of Secured Party Having Possession or Control of Collateral. (a) Duty of care when secured party in possession. Except as otherwise provided in subsection (d), a …

12A:9-208 Additional duties of secured party having control of collateral. 12A:9-208. Additional Duties of Secured Party Having Control of Collateral. (a) Applicability of section. This section applies to cases in which there is no outstanding secured obligation and the secured p…

12A:9-209 Duties of secured party if account debtor has been notified of assignment. 12A:9-209. Duties of Secured Party If Account Debtor Has Been Notified of Assignment. (a) Applicability of section. Except as otherwise provided in subsection (c), this section applies if: (1) th…

12A:9-210 Request for accounting; request regarding list of collateral or statement of account. 12A:9-210. Request for Accounting; Request Regarding List of Collateral or Statement of Account. (a) Definitions. In this section: (1) "Request" means a record of a type described in p…

12A:9-301 Law governing perfection and priority of security interests. 12A:9-301. Law Governing Perfection and Priority of Security Interests. Except as otherwise provided in sections 12A:9-303 through 12A:9-306, the following rules determine the law governing perfection, the eff…

12A:9-302. Law governing perfection and priority of agricultural liens 12A:9-302. Law Governing Perfection and Priority of Agricultural Liens. While farm products are located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or non…

12A:9-303 Law governing perfection and priority of security interests in goods covered by a certificate of title. 12A:9-303. Law Governing Perfection and Priority of Security Interests in Goods Covered by a Certificate of Title. (a) Applicability of section. This section applies …

12A:9-304 Law governing perfection and priority of security interests in deposit accounts. 12A:9-304. Law Governing Perfection and Priority of Security Interests in Deposit Accounts. (a) Law of bank's jurisdiction governs. The local law of a bank's jurisdiction governs perfection…

12A:9-305 Law governing perfection and priority of security interests in investment property. 12A:9-305. Law Governing Perfection and Priority of Security Interests in Investment Property. (a) Governing law: general rules. Except as otherwise provided in subsection (c), the follo…

12A:9-306 Law governing perfection and priority of security interests in letter-of-credit rights. 12A:9-306. Law Governing Perfection and Priority of Security Interests in Letter-of-Credit Rights. (a) Governing law: issuer's or nominated person's jurisdiction. Subject to subsecti…

12A:9-307 Location of debtor. 12A:9-307. Location of Debtor. (a) "Place of business." In this section, "place of business" means a place where a debtor conducts its affairs. (b) Debtor's location: general rules. Except as otherwise provided in this section, the following rules de…

12A:9-308 When security interest or agricultural lien is perfected; continuity of perfection. 12A:9-308. When Security Interest or Agricultural Lien Is Perfected; Continuity of Perfection. (a) Perfection of security interest. Except as otherwise provided in this section and 12A:9…

12A:9-309 Security interest perfected upon attachment. 12A:9-309. Security Interest Perfected upon Attachment. The following security interests are perfected when they attach: (1) a purchase-money security interest in consumer goods, except as otherwise provided in 12A:9-311 (b) …

12A:9-310 When filing required to perfect security interest or agricultural lien; security interests and agricultural liens to which filing provisions do not apply. 12A:9-310. When Filing Required to Perfect Security Interest or Agricultural Lien; Security Interests and Agricultu…

12A:9-311 Perfection of security interests in property subject to certain statutes, regulations, and treaties. 12A:9-311. Perfection of Security Interests in Property Subject to Certain Statutes, Regulations, and Treaties. (a) Security interest subject to other law. Except as oth…

12A:9-312 Perfection of security interests in chattel paper, deposit accounts, documents, goods covered by documents, instruments, investment property, letter-of-credit rights, and money; perfection by permissive filing; temporary perfection without filing or transfer of possessi…

12A:9-313 When possession by or delivery to secured party perfects security interest without filing. 12A:9-313. When Possession by or Delivery to Secured Party Perfects Security Interest Without Filing. (a) Perfection by possession or delivery. Except as otherwise provided in sub…

12A:9-314 Perfection by control. 12A:9-314. Perfection by Control. (a) Perfection by control. A security interest in investment property, deposit accounts, letter-of-credit rights, electronic chattel paper, or electronic documents may be perfected by control of the collateral und…

12A:9-315 Secured party's rights on disposition of collateral and in proceeds. 12A:9-315. Secured Party's Rights on Disposition of Collateral and in Proceeds. (a) Disposition of collateral: continuation of security interest or agricultural lien; proceeds. Except as otherwise prov…

12A:9-316 Effect of change in governing law. 12A:9-316. Effect of Change in Governing Law. (a) General rule: effect on perfection of change in governing law. A security interest perfected pursuant to the law of the jurisdiction designated in 12A:9-301(1) or 12A:9-305(c) remains p…

12A:9-317 Interests that take priority over or take free of security interest or agricultural lien. 12A:9-317. Interests That Take Priority Over or Take Free of Security Interest or Agricultural Lien. (a) Conflicting security interests and rights of lien creditors. A security int…

12A:9-318 No Interest retained in right to payment that is sold; rights and title of seller of account or chattel paper with respect to creditors and purchasers. 12A:9-318. No Interest Retained in Right to Payment That Is Sold; Rights and Title of Seller of Account or Chattel Pap…

12A:9-319 Rights and title of consignee with respect to creditors and purchasers. 12A:9-319. Rights and Title of Consignee with Respect to Creditors and Purchasers. (a) Consignee has consignor's rights. Except as otherwise provided in subsection (b), for purposes of determining t…

12A:9-320 Buyer of goods. 12A:9-320. Buyer of Goods. (a) Buyer in ordinary course of business. Except as otherwise provided in subsection (e), a buyer in ordinary course of business, other than a person buying farm products from a person engaged in farming operations, takes free …

12A:9-321 Licensee of general intangible and lessee of goods in ordinary course of business. 12A:9-321. Licensee of General Intangible and Lessee of Goods in Ordinary Course of Business. (a) "Licensee in ordinary course of business." In this section, "licensee in ordinary course …

12A:9-322 Priorities among conflicting security interests in and agricultural liens on same collateral. 12A:9-322. Priorities Among Conflicting Security Interests in and Agricultural Liens on Same Collateral. (a) General priority rules. Except as otherwise provided in this sectio…

12A:9-323 Future advances. 12A:9-323. Future Advances. (a) When priority based on time of advance. Except as otherwise provided in subsection (c), for purposes of determining the priority of a perfected security interest under 12A:9-322 (a) (1), perfection of the security interes…

12A:9-324 Priority of purchase-money security interests. 12A:9-324. Priority of Purchase-Money Security Interests. (a) General rule: purchase-money priority. Except as otherwise provided in subsection (g), a perfected purchase-money security interest in goods other than inventory…

12A:9-325 Priority of security interests in transferred collateral. 12A:9-325. Priority of Security Interests in Transferred Collateral. (a) Subordination of security interest in transferred collateral. Except as otherwise provided in subsection (b), a security interest created b…

12A:9-326 Priority of security interests created by new debtor. 12A:9-326. Priority of Security Interests Created by New Debtor. (a) Subordination of security interest created by new debtor. Subject to subsection (b), a security interest that is created by a new debtor in collate…

12A:9-327 Priority of security interests in deposit account. 12A:9-327. Priority of Security Interests in Deposit Account. The following rules govern priority among conflicting security interests in the same deposit account: (1) A security interest held by a secured party having …

12A:9-328 Priority of security interests in investment property. 12A:9-328. Priority of Security Interests in Investment Property. The following rules govern priority among conflicting security interests in the same investment property: (1) A security interest held by a secured p…

12A:9-329 Priority of security interests in letter-of-credit right. 12A:9-329. Priority of Security Interests in Letter-of-Credit Right. The following rules govern priority among conflicting security interests in the same letter-of-credit right: (1) A security interest held by a …

12A:9-330 Priority of purchaser of chattel paper or instrument. 12A:9-330. Priority of Purchaser of Chattel Paper or Instrument. (a) Purchaser's priority: security interest claimed merely as proceeds. A purchaser of chattel paper has priority over a security interest in the chatt…