Title 4 — Uniform Commercial Code

Cross references: For offenses relating to this title, see part 5 of article 5 of title 18.

Article 1 General Provisions

Part 1 GENERAL PROVISIONS

§ 4-1-101 Short titles

§ 4-1-102 Scope of article

§ 4-1-103 Construction of act to promote its purposes and policies - applicability of supplemental principles of law

§ 4-1-104 Construction against implied repeal

§ 4-1-105 Severability

§ 4-1-106 Use of singular and plural - gender

§ 4-1-107 Captions

Part 2 GENERAL DEFINITIONS AND PRINCIPLES OF INTERPRETATION

§ 4-1-201 General definitions

§ 4-1-202 Notice - knowledge

§ 4-1-203 Lease distinguished from security interest

§ 4-1-204 Value

§ 4-1-205 Reasonable time - seasonableness

Part 3 TERRITORIAL APPLICABILITY AND GENERAL RULES

§ 4-1-301 Territorial applicability - parties' power to choose applicable law

§ 4-1-302 Variation by agreement

§ 4-1-303 Course of performance, course of dealing, and usage of trade

§ 4-1-304 Obligation of good faith

§ 4-1-305 Remedies to be liberally administered

§ 4-1-306 Waiver or renunciation of claim or right after breach

§ 4-1-307 Prima facie evidence by third-party documents

§ 4-1-308 Performance or acceptance under reservation of rights

§ 4-1-309 Option to accelerate at will

§ 4-1-310 Subordinated obligations

Article 2 Sales

Part 1 SHORT TITLE, GENERAL CONSTRUCTION, AND SUBJECT MATTER

§ 4-2-101 Short title

§ 4-2-102 Scope - certain security and other transactions excluded from this article

§ 4-2-103 Definitions and index of definitions

§ 4-2-104 Definitions: "merchant" - "between merchants" - "financing agency"

§ 4-2-105 Definitions: transferability - "goods" - "future" goods - "lot" - "commercial unit"

§ 4-2-106 Definitions: "contract" - "agreement" - "contract for sale" - "sale" - "present sale" - "conforming" - "termination" - "cancellation" - "hybrid transaction"

§ 4-2-107 Goods to be severed from realty - recording

Part 2 FORM, FORMATION, AND READJUSTMENT OF CONTRACT

§ 4-2-201 Formal requirements - statute of frauds

§ 4-2-202 Final expression - parol or extrinsic evidence

§ 4-2-203 Seals inoperative

§ 4-2-204 Formation in general

§ 4-2-205 Firm offers

§ 4-2-206 Offer and acceptance in formation of contract

§ 4-2-207 Additional terms in acceptance or confirmation

§ 4-2-208 Course of performance or practical construction

§ 4-2-209 Modification, rescission, and waiver

§ 4-2-210 Delegation of performance - assignment of rights

Part 3 GENERAL OBLIGATION AND CONSTRUCTION OF CONTRACT

§ 4-2-301 General obligations of parties

§ 4-2-302 Unconscionable contract or clause

§ 4-2-303 Allocation or division of risks

§ 4-2-304 Price payable in money, goods, realty, or otherwise

§ 4-2-305 Open price term

§ 4-2-306 Output, requirements, and exclusive dealings

§ 4-2-307 Delivery in single lot or several lots

§ 4-2-308 Absence of specified place for delivery

§ 4-2-309 Absence of specific time provisions - notice of termination

§ 4-2-310 Open time for payment or running of credit - authority to ship under reservation

§ 4-2-311 Options and cooperation respecting performance

§ 4-2-312 Warranty of title and against infringement - buyer's obligation against infringement

§ 4-2-313 Express warranties by affirmation, promise, description, sample

§ 4-2-314 Implied warranty - merchantability - usage of trade

§ 4-2-315 Implied warranty - fitness for particular purpose

§ 4-2-316 Exclusion or modification of warranties

§ 4-2-317 Cumulation and conflict of warranties express or implied

§ 4-2-318 Third party beneficiaries of warranties express or implied

§ 4-2-319 F.O.B. and F.A.S. terms

§ 4-2-320 C.I.F. and C. & F. terms

§ 4-2-321 C.I.F. or C. & F. - "net landed weights" - "payment on arrival" - warranty of condition on arrival

§ 4-2-322 Delivery "ex-ship"

§ 4-2-323 Form of bill of lading required in overseas shipment - "overseas"

§ 4-2-324 "No arrival, no sale" term

§ 4-2-325 "Letter of credit" - "confirmed credit"

§ 4-2-326 Sale on approval and sale or return - rights of creditors

§ 4-2-327 Special incidents of sale on approval and sale or return

§ 4-2-328 Sale by auction

Part 4 TITLE, CREDITORS, AND GOOD FAITH PURCHASERS

§ 4-2-401 Passing of title - reservation for security - limited application of this section

§ 4-2-402 Rights of seller's creditors against sold goods

§ 4-2-403 Power to transfer - good faith purchase of goods - "entrusting"

Part 5 PERFORMANCE

§ 4-2-501 Insurable interest in goods - manner of identification of goods

§ 4-2-502 Buyer's right to goods on seller's insolvency - repudiation - failure to deliver

§ 4-2-503 Manner of seller's tender of delivery

§ 4-2-504 Shipment by seller

§ 4-2-505 Seller's shipment under reservation

§ 4-2-506 Rights of financing agency

§ 4-2-507 Effect of seller's tender - delivery on condition

§ 4-2-508 Cure by seller of improper tender or delivery - replacement

§ 4-2-509 Risk of loss in the absence of breach

§ 4-2-510 Effect of breach on risk of loss

§ 4-2-511 Tender of payment by buyer; payment by check; certification of payment in livestock transactions

§ 4-2-512 Payment by buyer before inspection

§ 4-2-513 Buyer's right to inspection of goods

§ 4-2-514 When documents deliverable on acceptance - when on payment

§ 4-2-515 Preserving evidence of goods in dispute

Part 6 BREACH, REPUDIATION, AND EXCUSE

§ 4-2-601 Buyer's rights on improper delivery

§ 4-2-602 Manner and effect of rightful rejection

§ 4-2-603 Merchant buyer's duties as to rightfully rejected goods

§ 4-2-604 Buyer's options as to salvage of rightfully rejected goods

§ 4-2-605 Waiver of buyer's objections by failure to particularize

§ 4-2-606 What constitutes acceptance of goods

§ 4-2-607 Effect of acceptance - notice of breach - burden of establishing breach after acceptance - notice of claim or litigation to person answerable over

§ 4-2-608 Revocation of acceptance in whole or in part

§ 4-2-609 Right to adequate assurance of performance

§ 4-2-610 Anticipatory repudiation

§ 4-2-611 Retraction of anticipatory repudiation

§ 4-2-612 "Installment contract" - breach

§ 4-2-613 Casualty to identified goods

§ 4-2-614 Substituted performance

§ 4-2-615 Excuse by failure of presupposed conditions

§ 4-2-616 Procedure on notice claiming excuse

Part 7 REMEDIES

§ 4-2-701 Remedies for breach of collateral contracts not impaired

§ 4-2-702 Seller's remedies on discovery of buyer's insolvency

§ 4-2-703 Seller's remedies in general

§ 4-2-704 Seller's right to identify goods to the contract notwithstanding breach or to salvage unfinished goods

§ 4-2-705 Seller's stoppage of delivery in transit or otherwise

§ 4-2-706 Seller's resale including contract for resale

§ 4-2-707 "Person in the position of a seller"

§ 4-2-708 Seller's damages for nonacceptance or repudiation

§ 4-2-709 Action for the price

§ 4-2-710 Seller's incidental damages

§ 4-2-711 Buyer's remedies in general - buyer's security interest in rejected goods

§ 4-2-712 "Cover" - buyer's procurement of substitute goods

§ 4-2-713 Buyer's damages for nondelivery or repudiation

§ 4-2-714 Buyer's damages for breach in regard to accepted goods

§ 4-2-715 Buyer's incidental and consequential damages

§ 4-2-716 Buyer's right to specific performance or replevin

§ 4-2-717 Deduction of damages from the price

§ 4-2-718 Liquidation or limitation of damages - deposits

§ 4-2-719 Contractual modification or limitation of remedy

§ 4-2-720 Effect of "cancellation" or "rescission" on claims for antecedent breach

§ 4-2-721 Remedies for fraud

§ 4-2-722 Who can sue third parties for injury to goods

§ 4-2-723 Proof of market price - time and place

§ 4-2-724 Admissibility of market quotations

§ 4-2-725 Statute of limitations in contracts for sale

Article 2.5 Leases

Part 1 GENERAL PROVISIONS

§ 4-2.5-101 Short title

§ 4-2.5-102 Scope

§ 4-2.5-103 Definitions and index of definitions

§ 4-2.5-104 Leases subject to other law

§ 4-2.5-105 Territorial application of article to goods covered by certificate of title

§ 4-2.5-106 Limitation on power of parties to consumer lease to choose applicable law and judicial forum

§ 4-2.5-107 Waiver or renunciation of claim or right after default

§ 4-2.5-108 Unconscionability

§ 4-2.5-109 Option to accelerate at will

Part 2 FORMATION AND CONSTRUCTION OF LEASE CONTRACT

§ 4-2.5-201 Statute of frauds

§ 4-2.5-202 Final written expression: Parol or extrinsic evidence

§ 4-2.5-203 Seals inoperative

§ 4-2.5-204 Formation in general

§ 4-2.5-205 Firm offers

§ 4-2.5-206 Offer and acceptance in formation of lease contract

§ 4-2.5-207 Course of performance or practical construction

§ 4-2.5-208 Modification, rescission, and waiver

§ 4-2.5-209 Lessee under finance lease as beneficiary of supply contract

§ 4-2.5-210 Express warranties

§ 4-2.5-211 Warranties against interference and against infringement; lessee's obligation against infringement

§ 4-2.5-212 Implied warranty of merchantability

§ 4-2.5-213 Implied warranty of fitness for particular purpose

§ 4-2.5-214 Exclusion or modification of warranties

§ 4-2.5-215 Cumulation and conflict of warranties express or implied

§ 4-2.5-216 Third-party beneficiaries of express and implied warranties

§ 4-2.5-217 Identification

§ 4-2.5-218 Insurance and proceeds

§ 4-2.5-219 Risk of loss

§ 4-2.5-220 Effect of default on risk of loss

§ 4-2.5-221 Casualty to identified goods

Part 3 EFFECT OF LEASE CONTRACT

§ 4-2.5-301 Enforceability of lease contract

§ 4-2.5-302 Title to and possession of goods

§ 4-2.5-303 Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights

§ 4-2.5-304 Subsequent lease of goods by lessor

§ 4-2.5-305 Sale or sublease of goods by lessee

§ 4-2.5-306 Priority of certain liens arising by operation of law

§ 4-2.5-307 Priority of liens arising by attachment or levy on, security interests in, and other claims to goods

§ 4-2.5-308 Special rights of creditors

§ 4-2.5-309 Lessor's and lessee's rights when goods become fixtures

§ 4-2.5-310 Lessor's and lessee's rights when goods become accessions

§ 4-2.5-311 Priority subject to subordination

Part 4 PERFORMANCE OF LEASE CONTRACT: REPUDIATED, SUBSTITUTED AND EXCUSED

§ 4-2.5-401 Insecurity: Adequate assurance of performance

§ 4-2.5-402 Anticipatory repudiation

§ 4-2.5-403 Retraction of anticipatory repudiation

§ 4-2.5-404 Substituted performance

§ 4-2.5-405 Excused performance

§ 4-2.5-406 Procedure on excused performance

§ 4-2.5-407 Irrevocable promises: Finance leases

Part 5 DEFAULT

Subpart A IN GENERAL

§ 4-2.5-501 Default: Procedure

§ 4-2.5-502 Notice after default

§ 4-2.5-503 Modification or impairment of rights and remedies

§ 4-2.5-504 Liquidation of damages

§ 4-2.5-505 Cancellation and termination and effect of cancellation, termination, rescission, or fraud on rights and remedies

§ 4-2.5-506 Statute of limitations

§ 4-2.5-507 Proof of market rent: time and place

Subpart B DEFAULT BY LESSOR

§ 4-2.5-508 Lessee's remedies

§ 4-2.5-509 Lessee's rights on improper delivery; rightful rejection

§ 4-2.5-510 Installment lease contracts: rejection and default

§ 4-2.5-511 Merchant lessee's duties as to rightfully rejected goods

§ 4-2.5-512 Lessee's duties as to rightfully rejected goods

§ 4-2.5-513 Cure by lessor of improper tender or delivery; replacement

§ 4-2.5-514 Waiver of lessee's objections

§ 4-2.5-515 Acceptance of goods

§ 4-2.5-516 Effect of acceptance of goods; notice of default; burden of establishing default after acceptance; notice of claim or litigation to person answerable over

§ 4-2.5-517 Revocation of acceptance of goods

§ 4-2.5-518 Cover; substitute goods

§ 4-2.5-519 Lessee's damages for nondelivery, repudiation, default and breach of warranty in regard to accepted goods

§ 4-2.5-520 Lessee's incidental and consequential damages

§ 4-2.5-521 Lessee's right to specific performance or replevin

§ 4-2.5-522 Lessee's right to goods on lessor's insolvency

Subpart C DEFAULT BY LESSEE

§ 4-2.5-523 Lessor's remedies

§ 4-2.5-524 Lessor's right to identify goods to lease contract

§ 4-2.5-525 Lessor's right to possession of goods

§ 4-2.5-526 Lessor's stoppage of delivery in transit or otherwise

§ 4-2.5-527 Lessor's rights to dispose of goods

§ 4-2.5-528 Lessor's damages for nonacceptance, failure to pay, repudiation, or other default

§ 4-2.5-529 Lessor's action for the rent

§ 4-2.5-530 Lessor's incidental damages

§ 4-2.5-531 Standing to sue third parties for injury to goods

§ 4-2.5-532 Lessor's rights to residual interest

§ 4-2.5-533 Other measures of damages

Article 3 Negotiable Instruments

Part 1 GENERAL PROVISIONS AND DEFINITIONS

§ 4-3-101 Short title

§ 4-3-102 Subject matter

§ 4-3-103 Definitions

§ 4-3-104 Negotiable instrument

§ 4-3-105 Issue of instrument

§ 4-3-106 Unconditional promise or order

§ 4-3-107 Instrument payable in foreign money

§ 4-3-108 Payable on demand or at definite time

§ 4-3-109 Payable to bearer or to order

§ 4-3-110 Identification of person to whom instrument is payable

§ 4-3-111 Place of payment

§ 4-3-112 Interest

§ 4-3-113 Date of instrument

§ 4-3-114 Contradictory terms of instrument

§ 4-3-115 Incomplete instrument

§ 4-3-116 Joint and several liability; contribution

§ 4-3-117 Other agreements affecting instrument

§ 4-3-118 Statute of limitations

§ 4-3-119 Notice of right to defend action

Part 2 NEGOTIATION, TRANSFER, AND INDORSEMENT

§ 4-3-201 Negotiation

§ 4-3-202 Negotiation subject to rescission

§ 4-3-203 Transfer of instrument; rights acquired by transfer

§ 4-3-204 Indorsement

§ 4-3-205 Special indorsement; blank indorsement; anomalous indorsement

§ 4-3-206 Restrictive indorsement

§ 4-3-207 Reacquisition

Part 3 ENFORCEMENT OF INSTRUMENTS

§ 4-3-301 Person entitled to enforce instrument

§ 4-3-302 Holder in due course

§ 4-3-303 Value and consideration

§ 4-3-304 Overdue instrument

§ 4-3-305 Defenses and claims in recoupment

§ 4-3-306 Claims to an instrument

§ 4-3-307 Notice of breach of fiduciary duty

§ 4-3-308 Proof of signatures and status as holder in due course

§ 4-3-309 Enforcement of lost, destroyed, or stolen instrument

§ 4-3-310 Effect of instrument on obligation for which taken

§ 4-3-311 Accord and satisfaction by use of instrument

§ 4-3-312 Lost, destroyed, or stolen cashier's check, teller's check, or certified check

Part 4 LIABILITY OF PARTIES

§ 4-3-401 Signature necessary for liability on instrument

§ 4-3-402 Signature by representative

§ 4-3-403 Unauthorized signature

§ 4-3-404 Impostors; fictitious payees

§ 4-3-405 Employer's responsibility for fraudulent indorsement by employee

§ 4-3-406 Negligence contributing to forged signature or alteration of instrument

§ 4-3-407 Alteration

§ 4-3-408 Drawee not liable on unaccepted draft

§ 4-3-409 Acceptance of draft; certified check

§ 4-3-410 Acceptance of varying draft

§ 4-3-411 Refusal to pay cashier's checks, teller's checks, and certified checks

§ 4-3-412 Obligation of issuer of note or cashier's check

§ 4-3-413 Obligation of acceptor

§ 4-3-414 Obligation of drawer

§ 4-3-415 Obligation of indorser

§ 4-3-416 Transfer warranties

§ 4-3-417 Presentment warranties

§ 4-3-418 Payment or acceptance by mistake

§ 4-3-419 Instruments signed for accommodation

§ 4-3-420 Conversion of instrument

Part 5 DISHONOR

§ 4-3-501 Presentment

§ 4-3-502 Dishonor

§ 4-3-503 Notice of dishonor

§ 4-3-504 Excused presentment and notice of dishonor

§ 4-3-505 Evidence of dishonor

§ 4-3-506 Recording credit card or social security numbers prohibited

Part 6 DISCHARGE AND PAYMENT

§ 4-3-601 Discharge and effect of discharge

§ 4-3-602 Payment

§ 4-3-603 Tender of payment

§ 4-3-604 Discharge by cancellation or renunciation

§ 4-3-605 Discharge of indorsers and accommodation parties

Article 4 Bank Deposits and Collections

Part 1 GENERAL PROVISIONS AND DEFINITIONS

§ 4-4-101 Short title

§ 4-4-102 Applicability

§ 4-4-103 Variation by agreement - measure of damages - action constituting ordinary care

§ 4-4-104 Definitions and index of definitions

§ 4-4-105 "Bank" - "depositary bank" - "intermediary bank" - "collecting bank" - "payor bank" - "presenting bank"

§ 4-4-106 Payable through or payable at bank - collecting bank

§ 4-4-107 Separate office of bank

§ 4-4-108 Time of receipt of items

§ 4-4-109 Delays

§ 4-4-110 Electronic presentment

§ 4-4-111 Statute of limitations

Part 2 COLLECTION OF ITEMS - DEPOSITARY AND COLLECTING BANKS

§ 4-4-201 Status of collecting banks as agent and provisional status of credits - applicability of article - item indorsed "pay any bank"

§ 4-4-202 Responsibility for collection or return - when action timely

§ 4-4-203 Effect of instructions

§ 4-4-204 Methods of sending and presenting - sending directly to payor bank

§ 4-4-205 Depositary bank holder of unindorsed item

§ 4-4-206 Transfer between banks

§ 4-4-207 Transfer warranties

§ 4-4-208 Presentment warranties

§ 4-4-209 Encoding and retention warranties

§ 4-4-210 Security interest of collecting bank in items, accompanying documents, and proceeds

§ 4-4-211 When bank gives value for purposes of holder in due course

§ 4-4-212 Presentment by notice of item not payable by, through, or at a bank - liability of drawer or indorser

§ 4-4-213 Medium and time of settlement by bank

§ 4-4-214 Right of charge-back or refund - liability of collecting bank - return of item

§ 4-4-215 Final payment of item by payor bank - when provisional debits and credits become final - when certain credits become available for withdrawal

§ 4-4-216 Insolvency and preference

Part 3 COLLECTION OF ITEMS - PAYOR BANKS

§ 4-4-301 Deferred posting - recovery of payment by return of items - time of dishonor - return of items by payor bank

§ 4-4-302 Payor bank's responsibility for late return of item

§ 4-4-303 When items subject to notice, stop-payment order, legal process, or setoff - order in which items may be charged or certified

Part 4 RELATIONSHIP BETWEEN PAYOR BANK AND ITS CUSTOMER

§ 4-4-401 When bank may charge customer's account

§ 4-4-402 Bank's liability to customer for wrongful dishonor - time of determining insufficiency of account

§ 4-4-403 Customer's right to stop payment - burden of proof of loss

§ 4-4-404 Bank not obligated to pay check more than six months old

§ 4-4-405 Death or incompetence of customer

§ 4-4-406 Customer's duty to discover and report unauthorized signature or alteration

§ 4-4-407 Payor bank's right to subrogation on improper payment

Part 5 COLLECTION OF DOCUMENTARY DRAFTS

§ 4-4-501 Handling of documentary drafts - duty to send for presentment and to notify customer of dishonor

§ 4-4-502 Presentment of "on arrival" drafts

§ 4-4-503 Responsibility of presenting bank for documents and goods - report of reason for dishonor - referee in case of need

§ 4-4-504 Privilege of presenting bank to deal with goods - security interest for expenses

Article 4.5 Funds Transfers

Part 1 SUBJECT MATTER AND DEFINITIONS

§ 4-4.5-101 Short title

§ 4-4.5-102 Subject matter

§ 4-4.5-103 Payment order - definitions

§ 4-4.5-104 Funds transfer - definitions

§ 4-4.5-105 Other definitions

§ 4-4.5-106 Time payment order is received

§ 4-4.5-107 Federal reserve regulations and operating circulars

§ 4-4.5-108 Relationship to federal "Electronic Fund Transfer Act of 1978"

Part 2 ISSUE AND ACCEPTANCE OF PAYMENT ORDER

§ 4-4.5-201 Security procedure

§ 4-4.5-202 Authorized and verified payment orders

§ 4-4.5-203 Unenforceability of certain verified payment orders

§ 4-4.5-204 Refund of payment and duty of customer to report with respect to unauthorized payment order

§ 4-4.5-205 Erroneous payment orders

§ 4-4.5-206 Transmission of payment order through funds-transfer or other communication system

§ 4-4.5-207 Misdescription of beneficiary

§ 4-4.5-208 Misdescription of intermediary bank or beneficiary's bank

§ 4-4.5-209 Acceptance of payment order

§ 4-4.5-210 Rejection of payment order

§ 4-4.5-211 Cancellation and amendment of payment order

§ 4-4.5-212 Liability and duty of receiving bank regarding unaccepted payment order

Part 3 EXECUTION OF SENDER'S PAYMENT ORDER BY RECEIVING BANK

§ 4-4.5-301 Execution and execution date

§ 4-4.5-302 Obligations of receiving bank in execution of payment order

§ 4-4.5-303 Erroneous execution of payment order

§ 4-4.5-304 Duty of sender to report erroneously executed payment order

§ 4-4.5-305 Liability for late or improper execution or failure to execute payment order

Part 4 PAYMENT

§ 4-4.5-401 Payment date

§ 4-4.5-402 Obligation of sender to pay receiving bank

§ 4-4.5-403 Payment by sender to receiving bank

§ 4-4.5-404 Obligation of beneficiary's bank to pay and give notice to beneficiary

§ 4-4.5-405 Payment by beneficiary's bank to beneficiary

§ 4-4.5-406 Payment by originator to beneficiary; discharge of underlying obligation

Part 5 MISCELLANEOUS PROVISIONS

§ 4-4.5-501 Variation by agreement and effect of funds-transfer system rule

§ 4-4.5-502 Creditor process served on receiving bank; setoff by beneficiary's bank

§ 4-4.5-503 Injunction or restraining order with respect to funds transfer

§ 4-4.5-504 Order in which items and payment orders may be charged to account; order of withdrawals from account

§ 4-4.5-505 Preclusions of objection to debit of customer's account

§ 4-4.5-506 Rate of interest

§ 4-4.5-507 Choice of law

Article 5 Letters of Credit

§ 4-5-101 Short title

§ 4-5-102 Definitions

§ 4-5-103 Scope

§ 4-5-104 Formal requirements

§ 4-5-105 Consideration

§ 4-5-106 Issuance, amendment, cancellation, and duration

§ 4-5-107 Confirmer, nominated person, and adviser

§ 4-5-108 Issuer's rights and obligations

§ 4-5-109 Fraud and forgery

§ 4-5-110 Warranties

§ 4-5-111 Remedies

§ 4-5-112 Transfer of letter of credit

§ 4-5-113 Transfer by operation of law

§ 4-5-114 Assignment of proceeds

§ 4-5-115 Statute of limitations

§ 4-5-116 Choice of law and forum

§ 4-5-117 Subrogation of issuer, applicant, and nominated person

§ 4-5-117.5 Security interest of issuer or nominated person

§ 4-5-118 Applicability

§ 4-5-119 Saving clause

Article 6 Bulk Transfers

§ 4-6-112 Savings clause

Article 7 Documents of Title

Part 1 GENERAL

§ 4-7-101 Short title

§ 4-7-102 Definitions and index of definitions

§ 4-7-103 Relation of article to treaty or statute

§ 4-7-104 Negotiable and nonnegotiable document of title

§ 4-7-105 Reissuance in alternative medium

§ 4-7-106 Control of electronic document of title

§ 4-7-107 Relation to federal "Electronic Signatures in Global and National Commerce Act"

Part 2 WAREHOUSE RECEIPTS - SPECIAL PROVISIONS

§ 4-7-201 Person that may issue a warehouse receipt - storage under bond

§ 4-7-202 Form of warehouse receipt - effect of omission

§ 4-7-203 Liability for nonreceipt or misdescription

§ 4-7-204 Duty of care - contractual limitation of warehouse's liability

§ 4-7-205 Title under warehouse receipt defeated in certain cases

§ 4-7-206 Termination of storage at warehouse's option

§ 4-7-207 Goods must be kept separate - fungible goods

§ 4-7-208 Altered warehouse receipts

§ 4-7-209 Lien of warehouse

§ 4-7-210 Enforcement of warehouse's lien

Part 3 BILLS OF LADING - SPECIAL PROVISIONS

§ 4-7-301 Liability for nonreceipt or misdescription - "said to contain" - "shipper's weight, load, and count" - improper handling

§ 4-7-302 Through bills of lading and similar documents of title

§ 4-7-303 Diversion - reconsignment - change of instructions

§ 4-7-304 Tangible bills of lading in a set

§ 4-7-305 Destination bills

§ 4-7-306 Altered bills of lading

§ 4-7-307 Lien of carrier

§ 4-7-308 Enforcement of carrier's lien

§ 4-7-309 Duty of care - contractual limitation of carrier's liability

Part 4 WAREHOUSE RECEIPTS AND BILLS OF LADING - GENERAL OBLIGATIONS

§ 4-7-401 Irregularities in issue of receipt or bill or conduct of issuer

§ 4-7-402 Duplicate document of title - overissue

§ 4-7-403 Obligation of bailee to deliver - excuse

§ 4-7-404 No liability for good-faith delivery pursuant to document of title

Part 5 WAREHOUSE RECEIPTS AND BILLS OF LADING - NEGOTIATION AND TRANSFER

§ 4-7-501 Form of negotiation and requirements of due negotiation

§ 4-7-502 Rights acquired by due negotiation

§ 4-7-503 Document of title to goods defeated in certain cases

§ 4-7-504 Rights acquired in absence of due negotiation - effect of diversion - stoppage of delivery

§ 4-7-505 Indorser not guarantor for other parties

§ 4-7-506 Delivery without indorsement - right to compel indorsement

§ 4-7-507 Warranties on negotiation or delivery of document of title

§ 4-7-508 Warranties of collecting bank as to documents of title

§ 4-7-509 Adequate compliance with commercial contract

Part 6 WAREHOUSE RECEIPTS AND BILLS OF LADING - MISCELLANEOUS PROVISIONS

§ 4-7-601 Lost, stolen, or destroyed documents of title

§ 4-7-602 Attachment of goods covered by negotiable document of title

§ 4-7-603 Conflicting claims - interpleader

Part 7 TRANSITION PROVISIONS

§ 4-7-701 Effective date

§ 4-7-702 Applicability

§ 4-7-703 Saving clause

Article 8 Investment Securities

Part 1 SHORT TITLE AND GENERAL MATTERS

§ 4-8-101 Short title

§ 4-8-102 Definitions

§ 4-8-103 Rules for determining whether certain obligations and interests are securities or financial assets

§ 4-8-104 Acquisition of security or financial asset or interest therein

§ 4-8-105 Notice of adverse claim

§ 4-8-106 Control

§ 4-8-107 Whether indorsement, instruction, or entitlement order is effective

§ 4-8-108 Warranties in direct holding

§ 4-8-109 Warranties in indirect holding

§ 4-8-110 Applicability - choice of law

§ 4-8-111 Clearing corporation rules

§ 4-8-112 Creditor's legal process

§ 4-8-113 Statute of frauds inapplicable

§ 4-8-114 Evidentiary rules concerning certificated securities

§ 4-8-115 Securities intermediary and others not liable to adverse claimant

§ 4-8-116 Securities intermediary as purchaser for value

Part 2 ISSUE AND ISSUER

§ 4-8-201 Issuer

§ 4-8-202 Issuer's responsibility and defenses - notice of defect or defense

§ 4-8-203 Staleness as notice of defect or defense

§ 4-8-204 Effect of issuer's restriction on transfer

§ 4-8-205 Effect of unauthorized signature on security certificate

§ 4-8-206 Completion or alteration of security certificate

§ 4-8-207 Rights and duties of issuer with respect to registered owners

§ 4-8-208 Effect of signature of authenticating trustee, registrar, or transfer agent

§ 4-8-209 Issuer's lien

§ 4-8-210 Overissue

Part 3 TRANSFER OF CERTIFICATED AND UNCERTIFICATED SECURITIES

§ 4-8-301 Delivery

§ 4-8-302 Rights of purchaser

§ 4-8-303 Protected purchaser

§ 4-8-304 Indorsement

§ 4-8-305 Instruction

§ 4-8-306 Effect of guaranteeing signature, indorsement, or instruction

§ 4-8-307 Purchaser's right to requisites for registration of transfer

Part 4 REGISTRATION

§ 4-8-401 Duty of issuer to register transfer

§ 4-8-402 Assurance that indorsement or instruction is effective

§ 4-8-403 Demand that issuer not register transfer

§ 4-8-404 Wrongful registration

§ 4-8-405 Replacement of lost, destroyed, or wrongfully taken security certificate

§ 4-8-406 Obligation to notify issuer of lost, destroyed, or wrongfully taken security certificate

§ 4-8-407 Authenticating trustee, transfer agent, and registrar

Part 5 SECURITY ENTITLEMENTS

§ 4-8-501 Securities account - acquisition of security entitlement from securities intermediary

§ 4-8-502 Assertion of adverse claim against entitlement holder

§ 4-8-503 Property interest of entitlement holder in financial asset held by securities intermediary

§ 4-8-504 Duty of securities intermediary to maintain financial asset

§ 4-8-505 Duty of securities intermediary with respect to payments and distributions

§ 4-8-506 Duty of securities intermediary to exercise rights as directed by entitlement holder

§ 4-8-507 Duty of securities intermediary to comply with entitlement order

§ 4-8-508 Duty of securities intermediary to change entitlement holder's position to other form of security holding

§ 4-8-509 Specification of duties of securities intermediary by other statute or regulation - manner of performance of duties of securities intermediary and exercise of rights of entitlement holder

§ 4-8-510 Rights of purchaser of security entitlement from entitlement holder

§ 4-8-511 Priority among security interests and entitlement holders

Article 8

§ 4-8-601 Effective date

§ 4-8-602 Repeals

§ 4-8-603 Saving clause

Article 9 Secured Transactions

Part 1 GENERAL PROVISIONS

§ 4-9-101 Short title

§ 4-9-102 Definitions and index of definitions

§ 4-9-103 Purchase-money security interest - application of payments - burden of establishing - definitions

§ 4-9-104 Control of deposit account

§ 4-9-105 Control of electronic copy of record evidencing chattel paper

§ 4-9-106 Control of investment property

§ 4-9-107 Control of letter-of-credit right

§ 4-9-107.5 Control of controllable electronic record, controllable account, or controllable payment intangible

§ 4-9-108 Sufficiency of description

§ 4-9-109 Scope

§ 4-9-110 Security interests arising under article 2 or 2.5

Part 2 EFFECTIVENESS OF SECURITY AGREEMENT; ATTACHMENT OF SECURITY INTEREST; RIGHTS OF PARTIES TO SECURITY AGREEMENT

§ 4-9-201 General effectiveness of security agreement

§ 4-9-202 Title to collateral immaterial

§ 4-9-203 Attachment and enforceability of security interest; proceeds; supporting obligations; formal requisites

§ 4-9-204 After-acquired property - future advances

§ 4-9-205 Use or disposition of collateral permissible

§ 4-9-206 Security interest arising in purchase or delivery of financial asset

§ 4-9-207 Rights and duties of secured party having possession or control of collateral

§ 4-9-208 Additional duties of secured party having control of collateral

§ 4-9-209 Duties of secured party if account debtor has been notified of assignment

§ 4-9-210 Request for accounting - request regarding list of collateral or statement of account - definitions

Part 3 PERFECTION AND PRIORITY

§ 4-9-301 Law governing perfection and priority of security interests

§ 4-9-302 Law governing perfection and priority of agricultural liens

§ 4-9-303 Law governing perfection and priority of security interests in goods covered by a certificate of title

§ 4-9-304 Law governing perfection and priority of security interests in deposit accounts

§ 4-9-305 Law governing perfection and priority of security interests in investment property

§ 4-9-306 Law governing perfection and priority of security interests in letter-of-credit rights

§ 4-9-306.5 Law governing perfection and priority of security interests in chattel paper

§ 4-9-306.7 Law governing perfection and priority of security interests in controllable accounts, controllable electronic records, and controllable payment intangibles

§ 4-9-307 Location of debtor

§ 4-9-308 When security interest or agricultural lien is perfected - continuity of perfection

§ 4-9-309 Security interest perfected upon attachment

§ 4-9-310 When filing required to perfect security interest or agricultural lien - security interests and agricultural liens to which filing provisions do not apply

§ 4-9-311 Perfection of security interests in property subject to certain statutes, regulations, and treaties

§ 4-9-312 Perfection of security interests in chattel paper, controllable accounts, controllable electronic records, controllable payment intangibles, 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 possession

§ 4-9-313 When possession by or delivery to secured party perfects security interest without filing

§ 4-9-314 Perfection by control

§ 4-9-314.5 Perfection by possession and control of chattel paper

§ 4-9-315 Secured party's rights on disposition of collateral and in proceeds

§ 4-9-316 Continued perfection of security interest following change in governing law

§ 4-9-317 Interests that take priority over or take free of security interest or agricultural lien

§ 4-9-318 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

§ 4-9-319 Rights and title of consignee with respect to creditors and purchasers

§ 4-9-320 Buyer of goods

§ 4-9-321 Licensee of general intangible and lessee of goods in ordinary course of business

§ 4-9-322 Priorities among conflicting security interests in and agricultural liens on same collateral

§ 4-9-323 Future advances

§ 4-9-324 Priority of purchase-money security interests

§ 4-9-325 Priority of security interests in transferred collateral

§ 4-9-326 Priority of security interests created by new debtor

§ 4-9-326.5 Priority of security interest in controllable account, controllable electronic record, and controllable payment intangible

§ 4-9-327 Priority of security interests in deposit account

§ 4-9-328 Priority of security interests in investment property

§ 4-9-329 Priority of security interests in letter-of-credit right

§ 4-9-330 Priority of purchaser of chattel paper or instrument

§ 4-9-331 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 against assertion of claim under articles 8 and 12

§ 4-9-332 Transfer of money - transfer of funds from deposit account

§ 4-9-333 Priority of certain liens arising by operation of law

§ 4-9-334 Priority of security interests in fixtures and crops

§ 4-9-335 Accessions

§ 4-9-336 Commingled goods

§ 4-9-337 Priority of security interests in goods covered by certificate of title

§ 4-9-338 Priority of security interest or agricultural lien perfected by filed financing statement providing certain incorrect information

§ 4-9-339 Priority subject to subordination

§ 4-9-340 Effectiveness of right of recoupment or set-off against deposit account

§ 4-9-341 Bank's rights and duties with respect to deposit account

§ 4-9-342 Bank's right to refuse to enter into or disclose existence of control agreement

Part 4 RIGHTS OF THIRD PARTIES

§ 4-9-401 Alienability of debtor's rights

§ 4-9-402 Secured party not obligated on contract of debtor or in tort

§ 4-9-403 Agreement not to assert defenses against assignee

§ 4-9-404 Rights acquired by assignee; claims and defenses against assignee

§ 4-9-405 Modification of assigned contract

§ 4-9-406 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

§ 4-9-407 Restrictions on creation or enforcement of security interest in leasehold interest or in lessor's residual interest

§ 4-9-408 Restrictions on assignment of promissory notes, health-care-insurance receivables, and certain general intangibles ineffective

§ 4-9-409 Restrictions on assignment of letter-of-credit rights ineffective

Part 5 FILING

§ 4-9-501 Filing office

§ 4-9-502 Contents of financing statement - record of mortgage as financing statement - time of filing financing statement

§ 4-9-503 Name of debtor and secured party

§ 4-9-504 Indication of collateral

§ 4-9-505 Filing and compliance with other statutes and treaties for consignments, leases, other bailments, and other transactions

§ 4-9-506 Effect of errors or omissions

§ 4-9-507 Effect of certain events on effectiveness of financing statement

§ 4-9-508 Effectiveness of financing statement if new debtor becomes bound by security agreement

§ 4-9-509 Persons entitled to file a record

§ 4-9-510 Effectiveness of filed record

§ 4-9-511 Secured party of record

§ 4-9-512 Amendment of financing statement

§ 4-9-513 Termination statement

§ 4-9-514 Assignment of powers of secured party of record

§ 4-9-515 Duration and effectiveness of financing statement - effect of lapsed financing statement

§ 4-9-516 What constitutes filing - effectiveness of filing

§ 4-9-517 Effect of indexing errors

§ 4-9-518 Claim concerning inaccurate or wrongfully filed record

§ 4-9-519 Numbering, maintaining, and indexing records - communicating information provided in records

§ 4-9-520 Acceptance and refusal to accept record

§ 4-9-521 Uniform form of written financing statement and amendment

§ 4-9-522 Maintenance and destruction of records

§ 4-9-523 Information from filing office - sale or license of records

§ 4-9-524 Delay by filing office

§ 4-9-525 Fees

§ 4-9-526 Filing-office rules

§ 4-9-527 Duty to report

§ 4-9-528 Refiling required

§ 4-9-529 Electronic and other filings

§ 4-9-530 Proper office to file certain amendments

§ 4-9-531 Removal of social security numbers from financing statements in the custody of the secretary of state

Part 6 DEFAULT

§ 4-9-601 Rights after default - judicial enforcement - consignor or buyer of accounts, chattel paper, payment intangibles, or promissory notes

§ 4-9-602 Waiver and variance of rights and duties

§ 4-9-603 Agreement on standards concerning rights and duties

§ 4-9-604 Procedure if security agreement covers real property or fixtures

§ 4-9-605 Unknown debtor or secondary obligor

§ 4-9-606 Time of default for agricultural lien

§ 4-9-607 Collection and enforcement by secured party

§ 4-9-608 Application of proceeds of collection or enforcement - liability for deficiency and right to surplus

§ 4-9-609 Secured party's right to take possession after default

§ 4-9-610 Disposition of collateral after default

§ 4-9-611 Notification before disposition of collateral - definition

§ 4-9-612 Timeliness of notification before disposition of collateral

§ 4-9-613 Contents and form of notification before disposition of collateral: general

§ 4-9-614 Contents and form of notification before disposition of collateral: consumer-goods transaction

§ 4-9-615 Application of proceeds of disposition; liability for deficiency and right to surplus

§ 4-9-616 Explanation of calculation of surplus or deficiency - definitions

§ 4-9-617 Rights of transferee of collateral

§ 4-9-618 Rights and duties of certain secondary obligors

§ 4-9-619 Transfer of record or legal title

§ 4-9-620 Acceptance of collateral in full or partial satisfaction of obligation - compulsory disposition of collateral

§ 4-9-621 Notification of proposal to accept collateral

§ 4-9-622 Effect of acceptance of collateral

§ 4-9-623 Right to redeem collateral

§ 4-9-624 Waiver

§ 4-9-625 Remedies for secured party's failure to comply with article

§ 4-9-626 Action in which deficiency or surplus is in issue

§ 4-9-627 Determination of whether conduct was commercially reasonable

§ 4-9-628 Nonliability and limitation on liability of secured party - liability of secondary obligor

§ 4-9-629 Secured party's liability when taking possession after default - legislative declaration - fund

Part 7 TRANSITION

§ 4-9-701 Effective date

§ 4-9-702 Saving clause

§ 4-9-703 Security interest perfected before effective date

§ 4-9-704 Security interest unperfected before effective date

§ 4-9-705 Effectiveness of action taken before effective date

§ 4-9-706 When initial financing statement suffices to continue effectiveness of financing statement

§ 4-9-707 Amendment of pre-effective-date financing statement

§ 4-9-708 Persons entitled to file initial financing statement or continuation statement

§ 4-9-709 Priority

§ 4-9-710 Effectiveness of filing in clerk and recorders' offices

Part 8 TRANSITION PROVISIONS FOR 2010 AMENDMENTS

§ 4-9-801 Effective date

§ 4-9-802 Saving clause

§ 4-9-803 Security interest perfected before effective date

§ 4-9-804 Security interest unperfected before effective date

§ 4-9-805 Effectiveness of action taken before effective date

§ 4-9-806 When initial financing statement suffices to continue effectiveness of financing statement

§ 4-9-807 Amendment of pre-effective-date financing statement

§ 4-9-808 Person entitled to file initial financing statement or continuation statement

§ 4-9-809 Priority

Article 9.5 Central Filing of Effective Financing Statements

§ 4-9.5-101 Short title

§ 4-9.5-102 Legislative declaration

§ 4-9.5-103 Definitions

§ 4-9.5-104 Central filing system

§ 4-9.5-104.5 Master list

§ 4-9.5-105 Confirmations

§ 4-9.5-105.3 Effective financing statements

§ 4-9.5-105.7 Amendment of effective financing statements

§ 4-9.5-106 Continuation statements

§ 4-9.5-107 Termination statement

§ 4-9.5-108 Filings generally

§ 4-9.5-108.5 Forms

§ 4-9.5-109 "Food Security Act of 1985"

§ 4-9.5-110 Fees - rules - federal certification

§ 4-9.5-111 Penalties

§ 4-9.5-112 Severability of provisions

§ 4-9.5-112.5 Immunity

§ 4-9.5-113 Repeal of article

Article 9.7 Colorado Statutory Lien Registration Act

§ 4-9.7-101 Short title

§ 4-9.7-102 Scope

§ 4-9.7-103 Definitions

§ 4-9.7-104 Contents of a notice of lien or notice of amendment

§ 4-9.7-105 Acceptance and refusal to accept for filing

§ 4-9.7-106 Duties of filing officer

§ 4-9.7-107 Fees

§ 4-9.7-108 Effect of filing

§ 4-9.7-109 Filing office - rules

Article 12 Controllable Electronic Records

§ 4-12-101 Title

§ 4-12-102 Definitions

§ 4-12-103 Relation to article 9 and consumer laws

§ 4-12-104 Rights in controllable account, controllable electronic record, and controllable payment intangible

§ 4-12-105 Control of controllable electronic record

§ 4-12-106 Discharge of account debtor on controllable account or controllable payment intangible

§ 4-12-107 Governing law

Article 13 Transitional Provisions for Uniform Commercial Code Amendments (2022)

Part 1 GENERAL PROVISIONS AND DEFINITIONS

§ 4-13-101 Short title

§ 4-13-102 Definitions

Part 2 GENERAL TRANSITIONAL PROVISION

§ 4-13-201 Saving clause

Part 3 TRANSITIONAL PROVISIONS FOR ARTICLES 9 AND 12 OF THIS TITLE 4

§ 4-13-301 Saving clause

§ 4-13-302 Security interest perfected before effective date

§ 4-13-303 Security interest unperfected before effective date

§ 4-13-304 Effectiveness of actions taken before effective date

§ 4-13-305 Priority

§ 4-13-306 Priority of claims when priority rules of article 9 do not apply

Full text is available per section.