Chapter 403, UNIFORM COMMERCIAL CODE — NEGOTIABLE INSTRUMENTS

403.102 Subject matter. (1) This chapter applies to negotiable instruments. It does not apply to money, to payment orders governed by ch. 410 or to securities governed by ch. 408. (2) If there is a conflict between this chapter and ch. 404 or 409, chs. 404 and 409 govern. (3) Reg…

403.103 Definitions. (1) In this chapter: (a) “Acceptor” means a drawee who has accepted a draft. (b) “Drawee” means a person ordered in a draft to make payment. (c) “Drawer” means a person who signs or is identified in a draft as a person ordering payment. (d) “Good faith” means…

403.104 Negotiable instrument. (1) Except as provided in subs. (3) and (4), “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 all of the following apply: …

403.105 Issue of instrument. (1) “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. (2) An unissued instrument, or an unissued incomplete instrument that is …

403.106 Unconditional promise or order. (1) (a) Except as otherwise provided in this section, for the purposes of s. 403.104 (1), a promise or order is unconditional unless it states any of the following: 1. An express condition to payment. 2. That the promise or order is subject…

403.107 Instrument payable in foreign money. 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 th…

403.108 Payable on demand or at definite time. (1) A promise or order is payable on demand if any of the following applies: (a) It states that it is payable on demand or at sight, or otherwise indicates that it is payable at the will of the holder. (b) It does not state any time …

403.109 Payable to bearer or to order. (1) A promise or order is payable to bearer if any of the following applies: (a) It states that it is payable to bearer or to the order of bearer or otherwise indicates that the person in possession of the promise or order is entitled to pay…

403.110 Identification of person to whom instrument is payable. (1) The person to whom an instrument is initially payable is determined by the intent of the person, whether or not authorized, signing as, or in the name or behalf of, the issuer of the instrument. The instrument is…

403.111 Place of payment. Except as otherwise provided for items in ch. 404, an instrument is payable at the place of payment stated in the instrument. If no place of payment is stated, an instrument is payable at the address of the drawee or maker stated in the instrument. If no…

403.112 Interest. (1) Unless otherwise provided in the instrument, an instrument is not payable with interest, and interest on an interest-bearing instrument is payable from the date of the instrument. (2) Interest may be stated in an instrument as a fixed or variable amount of m…

403.113 Date of instrument. (1) An instrument may be antedated or postdated. The date stated determines the time of payment if the instrument is payable at a fixed period after date. Except as provided in s. 404.401 (3), an instrument payable on demand is not payable before the d…

403.114 Contradictory terms of instrument. If an instrument contains contradictory terms, typewritten terms prevail over printed terms, handwritten terms prevail over both and words prevail over numbers. History: 1995 a. 449.

403.115 Incomplete instrument. (1) “Incomplete instrument” means a signed writing, whether or not issued by the signer, the contents of which show at the time of signing that it is incomplete but that the signer intended it to be completed by the addition of words or numbers. (2)…

403.116 Joint and several liability; contribution. (1) Except as otherwise provided in the instrument, 2 or more persons who have the same liability on an instrument as makers, drawers, acceptors, endorsers who endorse as joint payees or anomalous endorsers are jointly and severa…

403.117 Other agreements affecting instrument. Subject to applicable law regarding exclusion of proof of contemporaneous or previous agreements, the obligation of a party to an instrument to pay the instrument may be modified, supplemented or nullified by a separate agreement of …

403.118 Statute of limitations. (1) Except as provided in sub. (5), an action to enforce the obligation of a party to pay a note payable at a definite time shall be commenced within 6 years after the due date or dates stated in the note or, if a due date is accelerated, within 6 …

403.119 Notice of right to defend action. In an action for breach of an obligation for which a 3rd person is answerable over under this chapter or ch. 404, the defendant may give the 3rd person written notice of the litigation, and the person notified may then give similar notice…

403.201 Negotiation. (1) “Negotiation” means a transfer of possession, whether voluntary or involuntary, of an instrument by a person other than the issuer to a person who thereby becomes its holder. (2) Except for negotiation by a remitter, if an instrument is payable to an iden…

403.202 Negotiation subject to rescission. (1) Negotiation is effective even if obtained in any of the following ways: (a) From an infant, a corporation exceeding its powers or a person without capacity. (b) By fraud, duress or mistake. (c) In breach of duty or as part of an ille…

403.203 Transfer of instrument; rights acquired by transfer. (1) An instrument is transferred when it is delivered by a person other than its issuer for the purpose of giving to the person receiving delivery the right to enforce the instrument. (2) Transfer of an instrument, whet…

403.204 Endorsement. (1) “Endorsement” means a signature, other than that of a signer as maker, drawer or acceptor, that alone or accompanied by other words is made on an instrument for the purpose of negotiating the instrument, restricting payment of the instrument or incurring …

403.205 Special endorsement; blank endorsement; anomalous endorsement. (1) If an endorsement is made by the holder of an instrument, whether payable to an identified person or payable to bearer, and the endorsement identifies a person to whom it makes the instrument payable, it i…

403.206 Restrictive endorsement. (1) An endorsement limiting payment to a particular person or otherwise prohibiting further transfer or negotiation of the instrument is not effective to prevent further transfer or negotiation of the instrument. (2) An endorsement stating a condi…

403.207 Reacquisition. Reacquisition of an instrument occurs if it is transferred to a former holder, by negotiation or otherwise. A former holder who reacquires the instrument may cancel endorsements made after the reacquirer first became a holder of the instrument. If the cance…

403.301 Person entitled to enforce instrument. “Person entitled to enforce” an instrument means the holder of the instrument, a nonholder in possession of the instrument who has the rights of a holder, or a person not in possession of the instrument who is entitled to enforce the…

403.302 Holder in due course. (1) Subject to sub. (3) and s. 403.106 (4), “holder in due course” means the holder of an instrument if all of the following apply: (a) The instrument when issued or negotiated to the holder does not bear such apparent evidence of forgery or alterati…

403.303 Value and consideration. (1) An instrument is issued or transferred for value if any of the following applies: (a) The instrument is issued or transferred for a promise of performance, to the extent that the promise has been performed. (b) The transferee acquires a securi…

403.304 Overdue instrument. (1) An instrument payable on demand becomes overdue at the earliest of the following times: (a) On the day after the day on which demand for payment is duly made. (b) If the instrument is a check, 90 days after its date. (c) If the instrument is not a …

403.305 Defenses and claims in recoupment. (1) Except as stated in sub. (2), the right to enforce the obligation of a party to pay an instrument is subject to the following: (a) A defense of the obligor based on any of the following: 1. Infancy of the obligor to the extent that i…

403.306 Claims to an instrument. A person taking an instrument, other than a person having rights of a holder in due course, is subject to a claim of a property or possessory right in the instrument or its proceeds, including a claim to rescind a negotiation and to recover the in…

403.307 Notice of breach of fiduciary duty. (1) In this section: (a) “Fiduciary” means an agent, trustee, partner, corporate officer or director or other representative owing a fiduciary duty with respect to an instrument. (b) “Represented person” means the principal, beneficiary…

403.308 Proof of signatures and status as holder in due course. (1) In an action with respect to an instrument, the authenticity of, and authority to make, each signature on the instrument is admitted unless specifically denied in the pleadings. If the validity of a signature is …

403.309 Enforcement of lost, destroyed or stolen instrument. (1) A person not in possession of an instrument is entitled to enforce the instrument if all of the following apply: (a) The person was in possession of the instrument and entitled to enforce it when loss of possession …

403.310 Effect of instrument on obligation for which taken. (1) Unless otherwise agreed, if a certified check, cashier’s check or teller’s check is taken for an obligation, the obligation is discharged to the same extent that discharge would result if an amount of money equal to …

403.311 Accord and satisfaction by use of instrument. (1) Subsections (2) to (4) apply if a person against whom a claim is asserted proves that all of the following conditions have been met: (a) That person in good faith tendered an instrument to the claimant as full satisfaction…

403.312 Lost, destroyed or stolen cashier’s check, teller’s check or certified check. (1) In this section: (a) “Check” means a cashier’s check, teller’s check or certified check. (b) “Claimant” means a person who claims the right to receive the amount of a check that was lost, de…

403.401 Signature. (1) A person is not liable on an instrument unless the person signed the instrument, or the person is represented by an agent or representative who signed the instrument and the signature is binding on the represented person under s. 403.402. (2) A signature ma…

403.402 Signature by representative. (1) If a person acting, or purporting to act, as a representative signs an instrument by signing either the name of the represented person or the name of the signer, the represented person is bound by the signature to the same extent that the …

403.403 Unauthorized signature. (1) Unless otherwise provided in this chapter or ch. 404, an unauthorized signature is ineffective except as the signature of the unauthorized signer in favor of a person who in good faith pays the instrument or takes it for value. An unauthorized …

403.404 Impostors; fictitious payees. (1) If an impostor, by use of the mails or otherwise, induces the issuer of an instrument to issue the instrument to the impostor, or to a person acting in concert with the impostor, by impersonating the payee of the instrument or a person au…

403.405 Employer’s responsibility for fraudulent endorsement by employee. (1) In this section: (a) “Employee” includes an independent contractor and employee of an independent contractor retained by the employer. (b) “Fraudulent endorsement” means, in the case of an instrument pa…

403.406 Negligence contributing to forged signature or alteration of instrument. (1) A person whose failure to exercise ordinary care substantially contributes to an alteration of an instrument or to the making of a forged signature on an instrument is precluded from asserting th…

403.407 Alteration. (1) “Alteration” means an unauthorized change in an instrument that purports to modify in any respect the obligation of a party or an unauthorized addition of words or numbers or other change to an incomplete instrument relating to the obligation of a party. (…

403.408 Drawee not liable on unaccepted draft. A check or other draft does not of itself operate as an assignment of funds in the hands of the drawee available for its payment, and the drawee is not liable on the instrument until the drawee accepts it. History: 1995 a. 449.

403.409 Acceptance of draft; certified check. (1) “Acceptance” means the drawee’s signed agreement to pay a draft as presented. The acceptance shall be written on the draft and may consist of the drawee’s signature alone. Acceptance may be made at any time and becomes effective w…

403.410 Acceptance varying draft. (1) If the terms of a drawee’s acceptance vary from the terms of the draft as presented, the holder may refuse the acceptance and treat the draft as dishonored. In that case, the drawee may cancel the acceptance. (2) The terms of a draft are not …

403.411 Refusal to pay cashier’s checks, teller’s checks and certified checks. (1) In this section, “obligated bank” means the acceptor of a certified check or the issuer of a cashier’s check or teller’s check bought from the issuer. (2) If the obligated bank wrongfully refuses t…

403.412 Obligation of issuer of note or cashier’s check. The issuer of a note or cashier’s check or other draft drawn on the drawer is obliged to pay the instrument according to its terms at the time that it was issued or, if not issued, at the time that it first came into posses…

403.413 Obligation of acceptor. (1) The acceptor of a draft is obliged to pay the draft according to its terms at the time that it was accepted, even though the acceptance states that the draft is payable “as originally drawn” or equivalent terms, if the acceptance varies the ter…