Title 13, COMMERCIAL CODE

An action based on an adverse claim to a financial asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may not be asserted against a person who acquires a security entitlement under section 8501 (relating to securities account; acqui…

(a) General rule.--To the extent necessary for a securities intermediary to satisfy all security entitlements with respect to a particular financial asset, all interests in that financial asset held by the securities intermediary are held by the securities intermediary for the en…

(a) General rule.--A securities intermediary shall promptly obtain and thereafter maintain a financial asset in a quantity corresponding to the aggregate of all security entitlements it has established in favor of its entitlement holders with respect to that financial asset. The …

(a) Duty of securities intermediary to obtain payment or distribution.--A securities intermediary shall take action to obtain a payment or distribution made by the issuer of a financial asset. A securities intermediary satisfies the duty if: (1) the securities intermediary acts w…

A securities intermediary shall exercise rights with respect to a financial asset if directed to do so by an entitlement holder. A securities intermediary satisfies the duty if: (1) the securities intermediary acts with respect to the duty as agreed upon by the entitlement holder…

(a) General rule.--A securities intermediary shall comply with an entitlement order if the entitlement order is originated by the appropriate person, the securities intermediary has had reasonable opportunity to assure itself that the entitlement order is genuine and authorized a…

A securities intermediary shall act at the direction of an entitlement holder to change a security entitlement into another available form of holding for which the entitlement holder is eligible or to cause the financial asset to be transferred to a securities account of the enti…

(a) Compliance with statute, etc., satisfies duty.--If the substance of a duty imposed upon a securities intermediary by sections 8504 (relating to duty of securities intermediary to maintain financial asset) through 8508 (relating to duty of securities intermediary to change ent…

(a) Action based on adverse claim to financial asset or security entitlement.--In a case not covered by the priority rules in Division 9 (relating to secured transactions) or the rules stated in subsection (c), an action based on an adverse claim to a financial asset or security …

(a) General rule.--Except as otherwise provided in subsections (b) and (c), if a securities intermediary does not have sufficient interests in a particular financial asset to satisfy both its obligations to entitlement holders who have security entitlements to that financial asse…

This division shall be known and may be cited as the Uniform Commercial Code, Division 9, Secured Transactions.

(a) Division 9 definitions.--The following words and phrases when used in this division shall have the meanings given to them in this subsection: "Accession." Goods which are physically united with other goods in such a manner that the identity of the original goods is not lost. …

(a) Definitions.--As used in this section, the following words and phrases shall have the meanings given to them in this subsection: "Purchase-money collateral." Goods or software which secures a purchase-money obligation incurred with respect to that collateral. "Purchase-money …

(a) Requirements for control.--A secured party has control of a deposit account if: (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 with instructions or…

(a) General rule; control of electronic copy of record evidencing chattel paper.--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 establi…

(a) Control under section 8106.--A person has control of a certificated security, an uncertificated security or a security entitlement as provided in section 8106 (relating to control). (b) Control of commodity contract.--A secured party has control of a commodity contract if: (1…

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 section 5114(c) (relating …

(a) Control under section 12105.--A secured party has control of a controllable electronic record as provided in section 12105 (relating to control of controllable electronic record). (b) Control of controllable account and controllable payment intangible.--A secured party has co…

(a) Sufficiency of description.--Except as otherwise provided in subsections (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) Examples of reasonable identification.--Excep…

(a) General scope of division.--Except as otherwise provided in subsections (c) and (d), this division applies to: (1) a transaction, regardless of its form, which creates a security interest in personal property or fixtures by contract; (2) an agricultural lien; (3) a sale of ac…

A security interest arising under section 2401 (relating to passing of title; reservation for security; limited application of section), 2505 (relating to shipment by seller under reservation), 2711(c) (relating to security interest of buyer in rejected goods) or 2A508(e) (relati…

(a) General effectiveness.--Except as otherwise provided in this title, a security agreement is effective according to its terms between the parties, against purchasers of the collateral and against creditors. (b) Applicable consumer laws and other law.--A transaction subject to …

Except as otherwise provided with respect to consignments or sales of accounts, chattel paper, payment intangibles or promissory notes, the provisions of this division with regard to rights and obligations apply whether title to collateral is in the secured party or the debtor.…

(a) Attachment.--A security interest attaches to collateral when it becomes enforceable against the debtor with respect to the collateral unless an agreement expressly postpones the time of attachment. (b) Enforceability.--Except as otherwise provided in subsections (c) through (…

(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. (b) When after-acquired property clause not effective.--Subject to subsection (b.1), a security interes…

(a) When security interest not invalid or fraudulent.--A security interest is not invalid or fraudulent against creditors solely because any of the following apply: (1) The debtor has the right or ability to: (i) use, commingle or dispose of all or part of the collateral, includi…

(a) Security interest when person buys through securities intermediary.--A security interest in favor of a securities intermediary attaches to a person's security entitlement if: (1) the person buys a financial asset through the securities intermediary in a transaction in which t…

(a) Duty of care when secured party in possession.--Except as otherwise provided in subsection (d), a secured party shall use reasonable care in the custody and preservation of collateral in the secured party's possession. In the case of chattel paper or an instrument, reasonable…

(a) Applicability of section.--This section applies to cases in which there is no outstanding secured obligation and the secured party is not committed to make advances, incur obligations or otherwise give value. (b) Duties of secured party after receiving demand from debtor.--Wi…

(a) Applicability of section.--Except as otherwise provided in subsection (c), this section applies if: (1) there is no outstanding secured obligation; and (2) the secured party is not committed to make advances, incur obligations or otherwise give value. (b) Duties of secured pa…

(a) Definitions.--As used in this section, the following words and phrases shall have the meanings given to them in this subsection: "Request." A: (1) request for an accounting; (2) request regarding a list of collateral; or (3) request regarding a statement of account. "Request …

(a) General rule; location of debtor.--Except as otherwise provided in this section, while a debtor is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of a security interest in collateral…

While farm products are located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of an agricultural lien on the farm products.

(a) Applicability of section.--This section applies to goods covered by a certificate of title even if there is no other relationship between the jurisdiction under whose certificate of title the goods are covered and the goods or the debtor. (b) When goods covered by certificate…

(a) Law of bank's jurisdiction governs.--The local law of a bank's jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of a security interest in a deposit account maintained with that bank even if the transaction does not bear any relation …

(a) Governing law; general rules.--Except as otherwise provided in subsection (c), the following rules apply: (1) While a security certificate is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection and the pr…

(a) Governing law; issuer's or nominated person's jurisdiction.--Subject to subsection (c), the local law of the issuer's jurisdiction or a nominated person's jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of a security interest in a l…

(a) Chattel paper evidenced by authoritative electronic copy.--Except as provided in subsection (d), if chattel paper is evidenced only by an authoritative electronic copy of the chattel paper or is evidenced by an authoritative electronic copy and an authoritative tangible copy,…

(a) General rule.--Except as provided in subsection (b), the local law of the controllable electronic record's jurisdiction specified in section 12107(c) and (d) (relating to governing law) governs perfection, the effect of perfection or nonperfection and the priority of a securi…

(a) Place of business.--As used in this section, the term "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 determine a debtor's location: (1) A debtor wh…

(a) Perfection of security interest.--Except as otherwise provided in this section and section 9309 (relating to security interest perfected upon attachment), a security interest is perfected if it has attached and all of the applicable requirements for perfection in sections 931…

The following security interests are perfected when they attach: (1) A purchase-money security interest in consumer goods, except as otherwise provided in section 9311(b) (relating to perfection of security interests in property subject to certain statutes, regulations and treati…

(a) General rule: perfection by filing.--Except as otherwise provided in subsection (b) and section 9312(b) (relating to perfection of security interests in chattel paper, controllable accounts, controllable electronic records, controllable payment intangibles, deposit accounts, …

(a) Security interest subject to other law.--Except as otherwise provided in subsection (d), the filing of a financing statement is not necessary or effective to perfect a security interest in property subject to: (1) a statute, regulation or treaty of the United States whose req…

(a) Perfection by filing permitted.--A security interest in chattel paper, controllable accounts, controllable electronic records, controllable payment intangibles, instruments, investment property or negotiable documents may be perfected by filing. (b) Control or possession of c…

(a) Perfection by possession or delivery.--Except as otherwise provided in subsection (b), a secured party may perfect a security interest in goods, instruments, negotiable tangible documents or money by taking possession of the collateral. A secured party may perfect a security …