Title 09A, Title 09A: Uniform Commercial Code

§ 9—314A. Perfection by possession and control of chattel paper (a) A secured party may perfect a security interest in chattel paper by taking possession of each authoritative tangible copy of the record evidencing the chattel paper and obtaining control of each authoritative ele…

§ 9—315. Secured party’s rights on disposition of collateral and in proceeds (a) Except as otherwise provided in this article and in subsection 2—403(2) of this title: (1) a security interest or agricultural lien continues in collateral notwithstanding sale, lease, license, excha…

§ 9—316. Effect of change in governing law (a) A security interest perfected pursuant to the law of the jurisdiction designated in subdivision 9-301(1) or in subsection 9-305(c), 9—306A(d), or 9—306B(b) of this title remains perfected until the earliest of: (1) the time perfectio…

§ 9—317. Interests that take priority over or take free of security interest or agricultural lien (a) A security interest or agricultural lien is subordinate to the rights of: (1) a person entitled to priority under section 9—322 of this title; and (2) except as otherwise provide…

§ 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 (a) A debtor that has sold an account, chattel paper, payment intangible, or promissory note does not retain a legal or …

§ 9—319. Rights and title of consignee with respect to creditors and purchasers (a) Except as otherwise provided in subsection (b) of this section, for purposes of determining the rights of creditors of, and purchasers for value of goods from, a consignee, while the goods are in …

§ 9—320. Buyer of goods (a) Except as otherwise provided in subsection (e) of this section, a buyer in ordinary course of business, other than a person buying farm products from a person engaged in farming operations, takes free of a security interest created by the buyer’s selle…

§ 9—321. Licensee of general intangible and lessee of goods in ordinary course of business (a) In this section, “licensee in ordinary course of business” means a person that becomes a licensee of a general intangible in good faith, without knowledge that the license violates the …

§ 9—322. Priorities among conflicting security interests in and agricultural liens on same collateral (a) Except as otherwise provided in this section, priority among conflicting security interests and agricultural liens in the same collateral is determined according to the follo…

§ 9—323. Future advances (a) Except as otherwise provided in subsection (c) of this section, for purposes of determining the priority of a perfected security interest under subdivision 9—322(a)(1) of this title, perfection of the security interest dates from the time an advance i…

§ 9—324. Priority of purchase-money security interests (a) Except as otherwise provided in subsection (g) of this section, a perfected purchase money security interest in goods other than inventory or livestock has priority over a conflicting security interest in the same goods, …

§ 9—324A. Priority of production-money security interests and agricultural liens (a) Except as otherwise provided in subsections (c), (d), and (e) of this section, if the requirements of subsection (b) of this section are satisfied, a perfected production-money security interest …

§ 9—325. Priority of security interests in transferred collateral (a) Except as otherwise provided in subsection (b) of this section, a security interest created by a debtor is subordinate to a security interest in the same collateral created by another person if: (1) the debtor …

§ 9—326. Priority of security interests created by new debtor (a) Subject to subsection (b) of this section, a security interest that is created by a new debtor in collateral in which the new debtor has or acquires rights and is perfected solely by a filed financing statement tha…

§ 9—326A. Priority of security interest in controllable account, controllable electronic record, and controllable payment intangible A security interest in a controllable account, controllable electronic record, or controllable payment intangible held by a secured party having co…

§ 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 control of the deposit account under section 9—104 of this title…

§ 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 party having control of investment property under section 9—106 of th…

§ 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 secured party having control of the letter-of-credit right under sectio…

§ 9—330. Priority of purchaser of chattel paper or instrument (a) A purchaser of chattel paper has priority over a security interest in the chattel paper which is claimed merely as proceeds of inventory subject to a security interest if: (1) in good faith and in the ordinary cour…

§ 9—331. Priority of rights of purchasers of controllable accounts, controllable electronic records, controllable payment intangibles, documents, instruments, and securities under other Articles; priority of interests in financial assets and security entitlements and protection a…

§ 9—332. Transfer of money; transfer of funds from deposit account (a) A transferee of tangible money takes the money free of a security interest if the transferee receives possession of the money without acting in collusion with the debtor in violating the rights of the secured …

§ 9—333. Priority of certain liens arising by operation of law (a) In this section, “possessory lien” means an interest, other than a security interest or an agricultural lien: (1) which secures payment or performance of an obligation for services or materials furnished with resp…

§ 9—334. Priority of security interests in fixtures and crops (a) A security interest under this article may be created in goods that are fixtures or may continue in goods that become fixtures. A security interest does not exist under this article in ordinary building materials i…

§ 9—335. Accessions (a) A security interest may be created in an accession and continues in collateral that becomes an accession. (b) If a security interest is perfected when the collateral becomes an accession, the security interest remains perfected in the collateral. (c) Excep…

§ 9—336. Commingled goods (a) In this section, “commingled goods” means goods that are physically united with other goods in such a manner that their identity is lost in a product or mass. (b) A security interest does not exist in commingled goods as such. However, a security int…

§ 9—337. Priority of security interests in goods covered by certificate of title If, while a security interest in goods is perfected by any method under the law of another jurisdiction, this State issues a certificate of title that does not show that the goods are subject to the …

§ 9—338. Priority of security interest or agricultural lien perfected by filed financing statement providing certain incorrect information If a security interest or agricultural lien is perfected by a filed financing statement providing information described in subdivision 9-516(…

§ 9—339. Priority subject to subordination This article does not preclude subordination by agreement by a person entitled to priority. (Added 1999, No. 106 (Adj. Sess.), § 2, eff. July 1, 2001.)

§ 9—340. Effectiveness of right of recoupment or set-off against deposit account (a) Except as otherwise provided in subsection (c) of this section, a bank with which a deposit account is maintained may exercise any right of recoupment or set-off against a secured party that hold…

§ 9—341. Bank’s rights and duties with respect to deposit account Except as otherwise provided in subsection 9—340(c) of this title, and unless the bank otherwise agrees in a signed record, a bank’s rights and duties with respect to a deposit account maintained with the bank are …

§ 9—342. Bank’s right to refuse to enter into or disclose existence of control agreement This article does not require a bank to enter into an agreement of the kind described in subdivision 9—104(a)(2) of this title, even if its customer so requests or directs. A bank that has en…

§ 9—401. Alienability of debtor’s rights (a) Except as otherwise provided in subsection (b) of this section and sections 9—406 through 9—409 of this title, whether a debtor’s rights in collateral may be voluntarily or involuntarily transferred is governed by law other than this a…

§ 9—402. Secured party not obligated on contract of debtor or in tort The existence of a security interest, agricultural lien, or authority given to a debtor to dispose of or use collateral, without more, does not subject a secured party to liability in contract or tort for the d…

§ 9—403. Agreement not to assert defenses against assignee (a) In this section, “value” has the meaning provided in subsection 3—303(a) of this title. (b) Except as otherwise provided in this section, an agreement between an account debtor and an assignor not to assert against an…

§ 9—404. Rights acquired by assignee; claims and defenses against assignee (a) Unless an account debtor has made an enforceable agreement not to assert defenses or claims, and subject to subsections (b) through (e) of this section, the rights of an assignee are subject to: (1) al…

§ 9—405. Modification of assigned contract (a) A modification of or substitution for an assigned contract is effective against an assignee if made in good faith. The assignee acquires corresponding rights under the modified or substituted contract. The assignment may provide that…

§ 9—406. Discharge of account debtor; notification of assignment; identification and proof of assignment; restrictions on assignment of accounts, chattel paper, payment intangibles, and promissory notes ineffective (a) Subject to subsections (b) through (i) and (l) of this sectio…

§ 9—407. Restrictions on creation or enforcement of security interest in leasehold interest or in lessor’s residual interest (a) Except as otherwise provided in subsection (b) of this section, a term in a lease agreement is ineffective to the extent that it: (1) prohibits, restri…

§ 9—408. Restrictions on assignment of promissory notes, health care insurance receivables, and certain general intangibles ineffective (a) Except as otherwise provided in subsections (b) and (f) of this section, a term in a promissory note or in an agreement between an account d…

§ 9—409. Restrictions on assignment of letter-of-credit rights ineffective (a) A term in a letter of credit or a rule of law, statute, regulation, custom, or practice applicable to the letter of credit which prohibits, restricts, or requires the consent of an applicant, issuer, o…

§ 9—501. Filing office (a) Except as otherwise provided in subsection (b) of this section, if the local law of this State governs perfection of a security interest or agricultural lien, the office in which to file a financing statement to perfect the security interest or agricult…

§ 9—502. Contents of financing statement; record of mortgage as financing statement; time of filing financing statement (a) Subject to subsection (b) of this section, a financing statement is sufficient only if it: (1) provides the name of the debtor; (2) provides the name of the…

§ 9—503. Name of debtor and secured party (a) A financing statement sufficiently provides the name of the debtor: (1) except as otherwise provided in subdivision (3) of this subsection, if the debtor is a registered organization or the collateral is held in a trust that is a regi…

§ 9—504. Indication of collateral A financing statement sufficiently indicates the collateral that it covers if the financing statement provides: (1) a description of the collateral pursuant to section 9—108 of this title; or (2) an indication that the financing statement covers …

§ 9—505. Filing and compliance with other statutes and treaties for consignments, leases, other bailments, and other transactions (a) A consignor, lessor, or other bailor of goods or a buyer of a payment intangible or promissory note may file a financing statement, or may comply …

§ 9—506. Effect of errors or omissions (a) A financing statement substantially satisfying the requirements of this part is effective, even if it has minor errors or omissions, unless the errors or omissions make the financing statement seriously misleading. (b) Except as otherwis…