Title 6A — Uniform Commercial Code

title-6aR.I. Gen. Laws tit. 6ACodeJan 1, 1900

Chapter 6A-1 General Provisions

Part 1 Short Title, Construction, Application and Subject Matter of the Act.

§ 6A-1-101 Short titles.
§ 6A-1-102 Scope of chapter.
§ 6A-1-103 Construction of Uniform Commercial Code to promote its purposes and policies — Applicability of supplemental principles of law.
§ 6A-1-104 Construction against implied repeal.
§ 6A-1-105 Severability.
§ 6A-1-106 Use of singular and plural — Gender.
§ 6A-1-107 Section captions.
§ 6A-1-108 Relation to Electronic Signatures in Global and National Commerce Act.
§ 6A-1-109 Repealed.

Part 2 General Definitions and Principles of Interpretation

§ 6A-1-201 General definitions.
§ 6A-1-202 Notice — Knowledge.
§ 6A-1-203 Lease distinguished from security interest.
§ 6A-1-204 Value.
§ 6A-1-205 Reasonable time — Seasonableness.
§ 6A-1-206 Presumptions.
§ 6A-1-207 Repealed.
§ 6A-1-208 Repealed.

Part 3 Territorial Applicability and General Rules

§ 6A-1-301 Territorial applicability — Parties’ power to choose applicable law.
§ 6A-1-302 Variation by agreement.
§ 6A-1-303 Course of performance, course of dealing and usage of trade.
§ 6A-1-304 Obligation of good faith.
§ 6A-1-305 Remedies to be liberally administered.
§ 6A-1-306 Waiver or renunciation of claim or right after breach.
§ 6A-1-307 Prima facie evidence by third-party documents.
§ 6A-1-308 Performance or acceptance under reservation of rights.
§ 6A-1-309 Option to accelerate at will.
§ 6A-1-310 Subordinated obligations.

Chapter 6A-2 Sales

Part 1 Short Title, General Construction and Subject Matter

§ 6A-2-101 Short title.
§ 6A-2-102 Scope — Certain security and other transactions excluded from this chapter.
§ 6A-2-103 Definitions and index of definitions.
§ 6A-2-104 Definitions — “Merchant” — “Between merchants” — “Financing agency”.
§ 6A-2-105 Definitions — Transferability — “Goods” — “Future” goods — “Lot” — “Commercial unit”.
§ 6A-2-106 Definitions — “Contract” — “Agreement” — “Contract for sale” — “Sale” — “Present sale” — “Conforming” to contract — “Termination” — “Cancellation” — “Hybrid Transaction”.
§ 6A-2-107 Goods to be severed from realty — Recording.

Part 2 Form, Formation and Readjustment of Contracts

§ 6A-2-201 Formal requirements — Statute of frauds.
§ 6A-2-202 Final expression — Parol or extrinsic evidence.
§ 6A-2-203 Seals inoperative.
§ 6A-2-204 Formation in general.
§ 6A-2-205 Firm offers.
§ 6A-2-206 Offer and acceptance in formation of contract.
§ 6A-2-207 Additional terms in acceptance or confirmation.
§ 6A-2-208 Repealed.
§ 6A-2-209 Modification, rescission, and waiver.
§ 6A-2-210 Delegation of performance — Assignment of rights.

Part 3 General Obligation and Construction of Contract

§ 6A-2-301 General obligations of parties.
§ 6A-2-302 Unconscionable contract or clause.
§ 6A-2-303 Allocation or division of risks.
§ 6A-2-304 Price payable in money, goods, realty, or otherwise.
§ 6A-2-305 Open price term.
§ 6A-2-306 Output, requirements, and exclusive dealings.
§ 6A-2-307 Delivery in single lot or several lots.
§ 6A-2-308 Absence of specified place for delivery.
§ 6A-2-309 Absence of specific time provisions — Notice of termination.
§ 6A-2-310 Open time for payment or running of credit — Authority to ship under reservation.
§ 6A-2-311 Options and cooperation respecting performance.
§ 6A-2-312 Warranty of title and against infringement — Buyer’s obligation against infringement.
§ 6A-2-313 Express warranties by affirmation, promise, description, or sample.
§ 6A-2-314 Implied warranty — Merchantability — Usage of trade.
§ 6A-2-315 Implied warranty — Fitness for particular purpose.
§ 6A-2-316 Exclusion or modification of warranties.
§ 6A-2-317 Cumulation and conflict of warranties express or implied.
§ 6A-2-318 Third party beneficiaries of warranties express or implied.
§ 6A-2-319 F.O.B. and F.A.S. terms.
§ 6A-2-320 C.I.F. and C. & F. terms.
§ 6A-2-321 C.I.F. or C. & F. — “Net landed weights” — “Payment on arrival” — Warranty of condition on arrival.
§ 6A-2-322 Delivery “ex-ship”.
§ 6A-2-323 Form of bill of lading required in overseas shipment — “Overseas”.
§ 6A-2-324 “No arrival, no sale” term.
§ 6A-2-325 “Letter of credit” term — “Confirmed credit”.
§ 6A-2-326 Sale on approval and sale or return — Rights of creditors.
§ 6A-2-327 Special incidents of sale on approval and sale or return.
§ 6A-2-328 Sale by auction.
§ 6A-2-329 Servicing of warranties.

Part 4 Title, Creditors and Good Faith Purchases

§ 6A-2-401 Passing of title — Reservation for security — Limited application of this section.
§ 6A-2-402 Rights of seller’s creditors against sold goods.
§ 6A-2-403 Power to transfer — Good faith purchase of goods — “Entrusting”.

Part 5 Performance

§ 6A-2-501 Insurable interest in goods — Manner of identification of goods.
§ 6A-2-502 Buyer’s right to goods on seller’s repudiation, failure to deliver, or insolvency.
§ 6A-2-503 Manner of seller’s tender of delivery.
§ 6A-2-504 Shipment by seller.
§ 6A-2-505 Seller’s shipment under reservation.
§ 6A-2-506 Rights of financing agency.
§ 6A-2-507 Effect of seller’s tender — Delivery on condition.
§ 6A-2-508 Cure by seller of improper tender or delivery — Replacement.
§ 6A-2-509 Risk of loss in the absence of breach.
§ 6A-2-510 Effect of breach on risk of loss.
§ 6A-2-511 Tender of payment by buyer — Payment by check.
§ 6A-2-512 Payment by buyer before inspection.
§ 6A-2-513 Buyer’s right to inspection of goods.
§ 6A-2-514 When documents deliverable on acceptance — When on payment.
§ 6A-2-515 Preserving evidence of goods in dispute.

Part 6 Breach, Repudiation and Excuse

§ 6A-2-601 Buyer’s rights on improper delivery.
§ 6A-2-602 Manner and effect of rightful rejection.
§ 6A-2-603 Merchant buyer’s duties as to rightfully rejected goods.
§ 6A-2-604 Buyer’s options as to salvage of rightfully rejected goods.
§ 6A-2-605 Waiver of buyer’s objections by failure to particularize.
§ 6A-2-606 What constitutes acceptance of goods.
§ 6A-2-607 Effect of acceptance — Notice of breach — Burden of establishing breach after acceptance — Notice of claim or litigation to person answerable over.
§ 6A-2-608 Revocation of acceptance in whole or in part.
§ 6A-2-609 Right to adequate assurance of performance.
§ 6A-2-610 Anticipatory repudiation.
§ 6A-2-611 Retraction of anticipatory repudiation.
§ 6A-2-612 “Installment contract” — Breach.
§ 6A-2-613 Casualty to identified goods.
§ 6A-2-614 Substituted performance.
§ 6A-2-615 Excuse by failure of presupposed conditions.
§ 6A-2-616 Procedure on notice claiming excuse.

Part 7 Remedies

§ 6A-2-701 Remedies for breach of collateral contracts not impaired.
§ 6A-2-702 Seller’s remedies on discovery of buyer’s insolvency.
§ 6A-2-703 Seller’s remedies in general.
§ 6A-2-704 Seller’s right to identify goods to the contract notwithstanding breach or to salvage unfinished goods.
§ 6A-2-705 Seller’s stoppage of delivery in transit or otherwise.
§ 6A-2-706 Seller’s resale including contract for resale.
§ 6A-2-707 “Person in the position of a seller.”
§ 6A-2-708 Seller’s damages for nonacceptance or repudiation.
§ 6A-2-709 Action for the price.
§ 6A-2-710 Seller’s incidental damages.
§ 6A-2-711 Buyer’s remedies in general — Buyer’s security interest in rejected goods.
§ 6A-2-712 “Cover” — Buyer’s procurement of substitute goods.
§ 6A-2-713 Buyer’s damages for nondelivery or repudiation.
§ 6A-2-714 Buyer’s damages for breach in regard to accepted goods.
§ 6A-2-715 Buyer’s incidental and consequential damages.
§ 6A-2-716 Buyer’s right to specific performance or replevin.
§ 6A-2-717 Deduction of damages from the price.
§ 6A-2-718 Liquidation or limitation of damages — Deposits.
§ 6A-2-719 Contractual modification or limitation of remedy.
§ 6A-2-720 Effect of “cancellation” or “rescission” on claims for antecedent breach.
§ 6A-2-721 Remedies for fraud.
§ 6A-2-722 Who can sue third parties for injury to goods.
§ 6A-2-723 Proof of market price — Time and place.
§ 6A-2-724 Admissibility of market quotations.
§ 6A-2-725 Statute of limitations — Contracts for sale — Breach of warranty.

Chapter 6A-2.1 Leases

Part 1 General Provisions

§ 6A-2.1-101 Short title.
§ 6A-2.1-102 Scope.
§ 6A-2.1-103 Definitions and index of definitions.
§ 6A-2.1-104 Leases subject to other law.
§ 6A-2.1-105 Territorial application of chapter to goods covered by certificate of title.
§ 6A-2.1-106 Limitation on power of parties to consumer lease to choose applicable law and judicial forum.
§ 6A-2.1-107 Waiver or renunciation of claim or right after default.
§ 6A-2.1-108 Unconscionability.
§ 6A-2.1-109 Option to accelerate at will.

Part 2 Formation and Construction of Lease Contract

§ 6A-2.1-201 Statute of frauds.
§ 6A-2.1-202 Final expression: Parol or extrinsic evidence.
§ 6A-2.1-203 Seals inoperative.
§ 6A-2.1-204 Formation in general.
§ 6A-2.1-205 Firm offers.
§ 6A-2.1-206 Offer and acceptance in formation of lease contract.
§ 6A-2.1-207 [Reserved.]
§ 6A-2.1-208 Modification, rescission, and waiver.
§ 6A-2.1-209 Lessee under finance lease as beneficiary of supply contract.
§ 6A-2.1-210 Express warranties.
§ 6A-2.1-211 Warranties against interference and against infringement — Lessee’s obligation against infringement.
§ 6A-2.1-212 Implied warranty of merchantability.
§ 6A-2.1-213 Implied warranty of fitness for particular purpose.
§ 6A-2.1-214 Exclusion or modification of warranties.
§ 6A-2.1-215 Cumulation and conflict of warranties express or implied.
§ 6A-2.1-216 Third party beneficiaries of express and implied warranties.
§ 6A-2.1-217 Identification.
§ 6A-2.1-218 Insurance and proceeds.
§ 6A-2.1-219 Risk of loss.
§ 6A-2.1-220 Effect of default on risk of loss.
§ 6A-2.1-221 Casualty to identified goods.
§ 6A-2.1-222 Effect of tax increase on lease payments.

Part 3 Effect of Lease Contract

§ 6A-2.1-301 Enforceability of lease contract.
§ 6A-2.1-302 Title to and possession of goods.
§ 6A-2.1-303 Alienability of party’s interest under lease contract or of lessor’s residual interest in goods — Delegation of performance — Transfer of rights.
§ 6A-2.1-304 Subsequent lease of goods by lessor.
§ 6A-2.1-305 Sale or sublease of goods by lessee.
§ 6A-2.1-306 Priority of certain liens arising by operation of law.
§ 6A-2.1-307 Priority of liens arising by attachment or levy on, security interests in, and other claims to goods.
§ 6A-2.1-308 Special rights of creditors.
§ 6A-2.1-309 Lessor’s and lessee’s rights when goods become fixtures.
§ 6A-2.1-310 Lessor’s and lessee’s rights when goods become accessions.
§ 6A-2.1-311 Priority subject to subordination.

Part 4 Performance of Lease Contract: Repudiated, Substituted, and Excused

§ 6A-2.1-401 Insecurity: Adequate assurance of performance.
§ 6A-2.1-402 Anticipatory repudiation.
§ 6A-2.1-403 Retraction of anticipatory repudiation.
§ 6A-2.1-404 Substituted performance.
§ 6A-2.1-405 Excused performance.
§ 6A-2.1-406 Procedure on excused performance.
§ 6A-2.1-407 Irrevocable promises: Finance leases.

Subpart A In General

§ 6A-2.1-501 Default: Procedure.
§ 6A-2.1-502 Notice after default.
§ 6A-2.1-503 Modification or impairment of rights and remedies.
§ 6A-2.1-504 Liquidation of damages.
§ 6A-2.1-505 Cancellation and termination and effect of cancellation, termination, rescission, or fraud on rights and remedies.
§ 6A-2.1-506 Statute of limitations.
§ 6A-2.1-507 Proof of market rent: Time and place.

Subpart B Default by Lessor

§ 6A-2.1-508 Lessee’s remedies.
§ 6A-2.1-509 Lessee’s rights on improper delivery — Rightful rejection.
§ 6A-2.1-510 Installment lease contracts: Rejection and default.
§ 6A-2.1-511 Merchant lessee’s duties as to rightfully rejected goods.
§ 6A-2.1-512 Lessee’s duties as to rightfully rejected goods.
§ 6A-2.1-513 Cure by lessor of improper tender or delivery — Replacement.
§ 6A-2.1-514 Waiver of lessee’s objections.
§ 6A-2.1-515 Acceptance of goods.
§ 6A-2.1-516 Effect of acceptance of goods; notice of default; Burden of establishing default after acceptance; Notice of claim or litigation to person answerable over.
§ 6A-2.1-517 Revocation of acceptance of goods.
§ 6A-2.1-518 Cover — Substitute goods.
§ 6A-2.1-519 Lessee’s damages for nondelivery, repudiation, default, and breach of warranty in regard to accepted goods.
§ 6A-2.1-520 Lessee’s incidental and consequential damages.
§ 6A-2.1-521 Lessee’s right to specific performance or replevin.
§ 6A-2.1-522 Lessee’s right to goods on lessor’s insolvency.

Subpart C Default by Lessee

§ 6A-2.1-523 Lessor’s remedies.
§ 6A-2.1-524 Lessor’s right to identify goods to lease contract.
§ 6A-2.1-525 Lessor’s right to possession of goods.
§ 6A-2.1-526 Lessor’s stoppage of delivery in transit or otherwise.
§ 6A-2.1-527 Lessor’s rights to dispose of goods.
§ 6A-2.1-528 Lessor’s damages for nonacceptance, failure to pay, repudiation, or other default.
§ 6A-2.1-529 Lessor’s action for the rent.
§ 6A-2.1-530 Lessor’s incidental damages.
§ 6A-2.1-531 Standing to sue third parties for injury to goods.
§ 6A-2.1-532 Lessor’s rights to residual interest.

Chapter 6A-3 Negotiable Instruments

Part 1 General Provisions and Definitions

§ 6A-3-101 Short title.
§ 6A-3-102 Subject matter.
§ 6A-3-103 Definitions.
§ 6A-3-104 Negotiable instrument.
§ 6A-3-105 Issue of instrument.
§ 6A-3-106 Unconditional promise or order.
§ 6A-3-107 Instrument payable in foreign money.
§ 6A-3-108 Payable on demand or at definite time.
§ 6A-3-109 Payable to bearer or to order.
§ 6A-3-110 Identification of person to whom instrument is payable.
§ 6A-3-111 Place of payment.
§ 6A-3-112 Interest.
§ 6A-3-113 Date of instrument.
§ 6A-3-114 Contradictory terms of instrument.
§ 6A-3-115 Incomplete instrument.
§ 6A-3-116 Joint and several liability — Contribution.
§ 6A-3-117 Other agreements affecting instrument.
§ 6A-3-118 Statute of limitations.
§ 6A-3-119 Notice of right to defend action.

Part 2 Negotiation, Transfer, and Indorsement

§ 6A-3-201 Negotiation.
§ 6A-3-202 Negotiation subject to rescission.
§ 6A-3-203 Transfer of instrument — Rights acquired by transfer.
§ 6A-3-204 Indorsement.
§ 6A-3-205 Special indorsement — Blank indorsement — Anomalous indorsement.
§ 6A-3-206 Restrictive indorsement.
§ 6A-3-207 Reacquisition.

Part 3 Enforcement of Instruments

§ 6A-3-301 Person entitled to enforce instrument.
§ 6A-3-302 Holder in due course.
§ 6A-3-303 Value and consideration.
§ 6A-3-304 Overdue instrument.
§ 6A-3-305 Defenses and Claims in Recoupment.
§ 6A-3-306 Claims to an instrument.
§ 6A-3-307 Notice of breach of fiduciary duty.
§ 6A-3-308 Proof of signatures and status as holder in due course.
§ 6A-3-309 Enforcement of lost, destroyed, or stolen instrument.
§ 6A-3-310 Effect of instrument on obligation for which taken.
§ 6A-3-311 Accord and satisfaction by use of instrument.
§ 6A-3-312 Lost, destroyed, or stolen cashier’s check, teller’s check, or certified check.

Part 4 Liability of Parties

§ 6A-3-401 Signature necessary for liability on instrument.
§ 6A-3-402 Signature by representative.
§ 6A-3-403 Unauthorized signature.
§ 6A-3-404 Impostors — Fictitious payees.
§ 6A-3-405 Employer’s responsibility for fraudulent indorsement by employee.
§ 6A-3-406 Negligence contributing to forged signature or alteration of instrument.
§ 6A-3-407 Alteration.
§ 6A-3-408 Drawee not liable on unaccepted draft.
§ 6A-3-409 Acceptance of draft — Certified check.
§ 6A-3-410 Acceptance varying draft.
§ 6A-3-411 Refusal to pay cashier’s checks, teller’s checks, and certified checks.
§ 6A-3-412 Obligation of issuer of note or cashier’s check.
§ 6A-3-413 Obligation of acceptor.
§ 6A-3-414 Obligation of drawer.
§ 6A-3-415 Obligation of indorser.
§ 6A-3-416 Transfer warranties.
§ 6A-3-417 Presentment warranties.
§ 6A-3-418 Payment or acceptance by mistake.
§ 6A-3-419 Instruments signed for accommodation.
§ 6A-3-420 Conversion of instrument.

Part 5 Dishonor

§ 6A-3-501 Presentment.
§ 6A-3-502 Dishonor.
§ 6A-3-503 Notice of dishonor.
§ 6A-3-504 Excused presentment and notice of dishonor.
§ 6A-3-505 Evidence of dishonor.

Part 6 Discharge and Payment

§ 6A-3-601 Discharge and effect of discharge.
§ 6A-3-602 Payment.
§ 6A-3-603 Tender of payment.
§ 6A-3-604 Discharge by cancellation or renunciation.
§ 6A-3-605 Discharge of indorsers and accommodation parties.
§ 6A-3-606 Official Comments.

Chapter 6A-4 Bank Deposits and Collections

Part 1 General Provisions and Definitions

§ 6A-4-101 Short title.
§ 6A-4-102 Applicability.
§ 6A-4-103 Variation by agreement — Measure of damages — Action constituting ordinary care.
§ 6A-4-104 Definitions and index of definitions.
§ 6A-4-105 “Bank” — “Depositary bank” — “Payor bank” — “Intermediary bank” — “Collecting bank” — “Presenting bank”.
§ 6A-4-106 Payable through or payable at bank: collecting bank.
§ 6A-4-107 Separate office of bank.
§ 6A-4-108 Time of receipt of items.
§ 6A-4-109 Delays.
§ 6A-4-110 Electronic presentment.
§ 6A-4-111 Statute of limitations.

Part 2 Collection of Items: Depositary and Collecting Banks

§ 6A-4-201 Status of collecting bank as agent and provisional status of credits — Applicability of article — Item indorsed “Pay Any Bank”.
§ 6A-4-202 Responsibility for collection or return — When action timely.
§ 6A-4-203 Effect of instructions.
§ 6A-4-204 Methods of sending and presenting — Sending directly to payor bank.
§ 6A-4-205 Depositary bank holder of unindorsed item.
§ 6A-4-206 Transfer between banks.
§ 6A-4-207 Transfer warranties.
§ 6A-4-208 Presentment warranties.
§ 6A-4-209 Encoding and retention warranties.
§ 6A-4-210 Security interest of collecting bank in items, accompanying documents and proceeds.
§ 6A-4-211 When bank gives value for purposes of holder in due course.
§ 6A-4-212 Presentment by notice of item not payable by, through, or at bank — Liability of drawer or indorser.
§ 6A-4-213 Medium and time of settlement by bank.
§ 6A-4-214 Right of charge-back or refund — Liability of collecting bank — Return of item.
§ 6A-4-215 Final payment of item by payor bank — When provisional debits and credits become final — When certain credits become available for withdrawal.
§ 6A-4-216 Insolvency and preference.

Part 3 Collection of Items: Payor Banks

§ 6A-4-301 Deferred posting — Recovery of payment by return of items — Time of dishonor — Return of items by payor bank.
§ 6A-4-302 Payor bank’s responsibility for late return of item.
§ 6A-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 It’s Customer

§ 6A-4-401 When bank may charge customer’s account.
§ 6A-4-402 Bank’s liability to customer for wrongful dishonor — Time of determining insufficiency of account.
§ 6A-4-403 Customer’s right to stop payment — Burden of proof of loss.
§ 6A-4-404 Bank not obliged to pay check more than six months old.
§ 6A-4-405 Death or incompetence of customer.
§ 6A-4-406 Customer’s duty to discover and report unauthorized signature or alteration.
§ 6A-4-407 Payor bank’s right to subrogation on improper payment.

Part 5 Collection of Documentary Drafts

§ 6A-4-501 Handling of documentary drafts — Duty to send for presentment and to notify customer of dishonor.
§ 6A-4-502 Presentment of “on arrival” drafts.
§ 6A-4-503 Responsibility of presenting bank for documents and goods — Report of reasons for dishonor — Referee in case of need.
§ 6A-4-504 Privilege of presenting bank to deal with goods — Security interest for expenses.
§ 6A-4-505 Official Comments.

Chapter 6A-4.1 Funds Transfers

Part 1 Subject Matter and Definitions

§ 6A-4.1-101 Short title.
§ 6A-4.1-102 Subject matter.
§ 6A-4.1-103 Payment order — Definitions.
§ 6A-4.1-104 Funds transfer — Definitions.
§ 6A-4.1-105 Other definitions.
§ 6A-4.1-106 Time payment order is received.
§ 6A-4.1-107 Federal reserve regulations and operating circulars.
§ 6A-4.1-108 Exclusion of consumer transactions governed by federal law.

Part 2 Issue and Acceptance of Payment Order

§ 6A-4.1-201 Security procedure.
§ 6A-4.1-202 Authorized and verified payment orders.
§ 6A-4.1-203 Unenforceability of certain verified payment orders.
§ 6A-4.1-204 Refund of payment and duty of customer to report with respect to unauthorized payment order.
§ 6A-4.1-205 Erroneous payment orders.
§ 6A-4.1-206 Transmission of payment order through funds transfer or other communication system.
§ 6A-4.1-207 Misdescription of beneficiary.
§ 6A-4.1-208 Misdescription of intermediary bank or beneficiary’s bank.
§ 6A-4.1-209 Acceptance of payment order.
§ 6A-4.1-210 Rejection of payment order.
§ 6A-4.1-211 Cancellation and amendment of payment order.
§ 6A-4.1-212 Liability and duty of receiving bank regarding unaccepted payment order.

Part 3 Execution of Sender’s Payment Order by Receiving Bank

§ 6A-4.1-301 Execution and execution date.
§ 6A-4.1-302 Obligations of receiving bank in execution of payment order.
§ 6A-4.1-303 Erroneous execution of payment order.
§ 6A-4.1-304 Duty of sender to report erroneously executed payment order.
§ 6A-4.1-305 Liability for late or improper execution or failure to execute payment order.

Part 4 Payment

§ 6A-4.1-401 Payment date.
§ 6A-4.1-402 Obligation of sender to pay receiving bank.
§ 6A-4.1-403 Payment by sender to receiving bank.
§ 6A-4.1-404 Obligation of beneficiary’s bank to pay and give notice to beneficiary.
§ 6A-4.1-405 Payment by beneficiary’s bank to beneficiary.
§ 6A-4.1-406 Payment by originator to beneficiary — Discharge of underlying obligation.

Part 5 Miscellaneous Provisions

§ 6A-4.1-501 Variation by agreement and effect of funds transfer system rule.
§ 6A-4.1-502 Creditor process served on receiving bank — Set off by beneficiary’s bank.
§ 6A-4.1-503 Injunction or restraining order with respect to funds transfer.
§ 6A-4.1-504 Order in which items and payment orders may be charged to account — Order of withdrawals from account.
§ 6A-4.1-505 Preclusion of objection to debit of customer’s account.
§ 6A-4.1-506 Rate of interest.
§ 6A-4.1-507 Choice of law.

Chapter 6A-5 Letters of Credit

§ 6A-5-101 Short title.
§ 6A-5-102 Definitions.
§ 6A-5-103 Scope.
§ 6A-5-104 Formal requirements.
§ 6A-5-105 Consideration.
§ 6A-5-106 Issuance, amendment, cancellation, and duration.
§ 6A-5-107 Confirmer, nominated person, and adviser.
§ 6A-5-108 Issuer’s rights and obligations.
§ 6A-5-109 Fraud and forgery.
§ 6A-5-110 Warranties.
§ 6A-5-111 Remedies.
§ 6A-5-112 Transfer of letter of credit.
§ 6A-5-113 Transfer by operation of law.
§ 6A-5-114 Assignment of proceeds.
§ 6A-5-115 Statute of limitations.
§ 6A-5-116 Choice of law and forum.
§ 6A-5-117 Subrogation of issuer, applicant, and nominated person.
§ 6A-5-118 Security interest of issuer or nominated person.
§ 6A-5-119 Transition.
§ 6A-5-120 Official comments.

Chapter 6A-6 Bulk Transfers [Repealed.]

§ 6A-6-101 — 6A-6-110 Repealed.

Chapter 6A-7 Documents of Title

Part 1 In General

§ 6A-7-101 Short title.
§ 6A-7-102 Definitions and index of definitions.
§ 6A-7-103 Relation of chapter to treaty or statute.
§ 6A-7-104 Negotiable and nonnegotiable document of title.
§ 6A-7-105 Reissuance in alternative medium.
§ 6A-7-106 Control of electronic document of title.

Part 2 Warehouse Receipts: Special Provisions

§ 6A-7-201 Person that may issue a warehouse receipt — Storage under bond.
§ 6A-7-202 Form of warehouse receipt — Effect of omission.
§ 6A-7-203 Liability for nonreceipt or misdescription.
§ 6A-7-204 Duty of care — Contractual limitation of warehouse’s liability.
§ 6A-7-205 Title under warehouse receipt defeated in certain cases.
§ 6A-7-206 Termination of storage at warehouse’s option.
§ 6A-7-207 Goods must be kept separate — Fungible goods.
§ 6A-7-208 Altered warehouse receipts.
§ 6A-7-209 Lien of warehouse.
§ 6A-7-210 Enforcement of warehouse’s liens.

Part 3 Bills of Lading: Special Provisions

§ 6A-7-301 Liability for nonreceipt or misdescription — “Said to contain” — “Shipper’s weight, load and count” — Improper handling.
§ 6A-7-302 Through bills of lading and similar documents of title.
§ 6A-7-303 Diversion — Reconsignment — Change of instructions.
§ 6A-7-304 Tangible bills of lading in a set.
§ 6A-7-305 Destination of bills.
§ 6A-7-306 Altered bills of lading.
§ 6A-7-307 Lien of carrier.
§ 6A-7-308 Enforcement of carrier’s lien.
§ 6A-7-309 Duty of care — Contractual limitation of carrier’s liability.

Part 4 Warehouse Receipts and Bills of Lading: General Obligations

§ 6A-7-401 Irregularities in issue of receipt or bill or conduct of issuer.
§ 6A-7-402 Duplicate document of title — Overissue.
§ 6A-7-403 Obligation of bailee to deliver — Excuse.
§ 6A-7-404 No liability for good-faith delivery pursuant to document of title.

Part 5 Warehouse Receipts and Bills of Lading: Negotiation and Transfer

§ 6A-7-501 Form of negotiation and requirements of due negotiation.
§ 6A-7-502 Rights acquired by due negotiation.
§ 6A-7-503 Document of title to goods defeated in certain cases.
§ 6A-7-504 Rights acquired in absence of due negotiation — Effect of diversion — Stoppage of delivery.
§ 6A-7-505 Indorser not guarantor for other parties.
§ 6A-7-506 Delivery without indorsement — Right to compel indorsement.
§ 6A-7-507 Warranties on negotiation or delivery of document of title.
§ 6A-7-508 Warranties of collecting bank as to documents of title.
§ 6A-7-509 Adequate compliance with commercial contract.

Part 6 Warehouse Receipts and Bills of Lading: Miscellaneous Provisions

§ 6A-7-601 Lost, stolen or destroyed documents of title.
§ 6A-7-602 Judicial process against goods covered by negotiable document of title.
§ 6A-7-603 Conflicting claims — Interpleader.

Part 7 Miscellaneous Provisions

§ 6A-7-701 Effective date.
§ 6A-7-702 [Reserved.]
§ 6A-7-703 Applicability.
§ 6A-7-704 Savings clause.
§ 6A-7-705 Official comments.

Chapter 6A-8 Investment Securities

Part 1 Short Title and General Matters

§ 6A-8-101 Short title.
§ 6A-8-102 Definitions.
§ 6A-8-103 Rules for determining whether certain obligations and interests are securities or financial assets.
§ 6A-8-104 Acquisition of security or financial asset or interest therein.
§ 6A-8-105 Notice of adverse claim.
§ 6A-8-106 Control.
§ 6A-8-107 Whether indorsement, instruction, or entitlement order is effective.
§ 6A-8-108 Warranties in direct holding.
§ 6A-8-109 Warranties in indirect holding.
§ 6A-8-110 Applicability — Choice of law.
§ 6A-8-111 Clearing corporation rules.
§ 6A-8-112 Creditor’s legal process.
§ 6A-8-113 Statute of frauds inapplicable.
§ 6A-8-114 Evidentiary rules concerning certificated securities.
§ 6A-8-115 Securities intermediary and others not liable to adverse claimant.
§ 6A-8-116 Securities intermediary as purchaser for value.

Part 2 Issue and Issuer

§ 6A-8-201 Issuer.
§ 6A-8-202 Issuer’s responsibility and defenses — Notice of defect or defense.
§ 6A-8-203 Staleness as notice of defect or defense.
§ 6A-8-204 Effect of issuer’s restriction on transfer.
§ 6A-8-205 Effect of unauthorized signature on security certificate.
§ 6A-8-206 Completion of alteration of security certificate.
§ 6A-8-207 Rights and duties of issuer with respect to registered owners.
§ 6A-8-208 Effect of signature of authenticating trustee, registrar, or transfer agent.
§ 6A-8-209 Issuer’s lien.
§ 6A-8-210 Overissue.

Part 3 Transfer of Certificated and Uncertificated Securities

§ 6A-8-301 Delivery.
§ 6A-8-302 Rights of purchaser.
§ 6A-8-303 Protected purchaser.
§ 6A-8-304 Indorsement.
§ 6A-8-305 Instruction.
§ 6A-8-306 Effect of guaranteeing signature, indorsement, or instruction.
§ 6A-8-307 Purchaser’s right to requisites for registration of transfer.

Part 4 Registration

§ 6A-8-401 Duty of issuer to register transfer.
§ 6A-8-402 Assurance that indorsement or instruction is effective.
§ 6A-8-403 Demand that issuer not register transfer.
§ 6A-8-404 Wrongful registration.
§ 6A-8-405 Replacement of lost, destroyed, or wrongfully taken security certificate.
§ 6A-8-406 Obligation to notify issuer of lost, destroyed, or wrongfully taken security certificate.
§ 6A-8-407 Authenticating trustee, transfer agent, and registrar.

Part 5 Security Entitlements

§ 6A-8-501 Securities account — Acquisition of security entitlement from securities intermediary.
§ 6A-8-502 Assertion of adverse claim against entitlement holder.
§ 6A-8-503 Property interest of entitlement holder in financial asset held by securities intermediary.
§ 6A-8-504 Duty of securities intermediary to maintain financial asset.
§ 6A-8-505 Duty of securities intermediary with respect to payments and distributions.
§ 6A-8-506 Duty of securities intermediary to exercise rights as directed by entitlement holder.
§ 6A-8-507 Duty of securities intermediary to comply with entitlement order.
§ 6A-8-508 Duty of securities intermediary to change entitlement holder’s position to other form of security holding.
§ 6A-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.
§ 6A-8-510 Rights of purchaser of security entitlement from entitlement holder.
§ 6A-8-511 Priority among security interests and entitlement holders.

Part 6 Transition Provisions

§ 6A-8-601 Savings clause.
§ 6A-8-602 Official comments.

Chapter 6A-9 Secured Transactions

Subpart 1 Short Title, Definitions, and General Concepts

§ 6A-9-101 Short title.
§ 6A-9-102 Definitions.
§ 6A-9-103 Purchase-money security interest; application of payments; burden of establishing.
§ 6A-9-104 Control of deposit account.
§ 6A-9-105 Control of electronic copy of record evidencing chattel paper.
§ 6A-9-105.1 Control of electronic money.
§ 6A-9-106 Control of investment property.
§ 6A-9-107 Control of letter-of-credit.
§ 6A-9-107.1 Control of controllable electronic record, controllable account, or controllable payment intangible.
§ 6A-9-107.2 No requirement to acknowledge or confirm — No duties.
§ 6A-9-108 Sufficiency of description.

Subpart 2 Applicability of Chapter

§ 6A-9-109 Scope.
§ 6A-9-110 Security interests arising under chapter 2 or 2.1.

Subpart 1 Effectiveness and Attachment

§ 6A-9-201 General effectiveness of security agreement.
§ 6A-9-202 Title to collateral immaterial.
§ 6A-9-203 Attachment and enforceability of security interest — Proceeds — Supporting obligations — Formal requisites.
§ 6A-9-204 After-acquired property — Future advances.
§ 6A-9-205 Use or disposition of collateral permissible.
§ 6A-9-206 Security interest arising in purchase or delivery of financial asset.

Subpart 2 Rights and Duties

§ 6A-9-207 Rights and duties of secured party having possession or control of collateral.
§ 6A-9-208 Additional duties of secured party having control of collateral.
§ 6A-9-209 Duties of secured party if account debtor has been notified of assignment.
§ 6A-9-210 Request for accounting — Request regarding list of collateral or statement of account.

Subpart 1 Law Governing Perfection and Priority

§ 6A-9-301 Law governing perfection and priority of security interests.
§ 6A-9-302 Law governing perfection and priority of agricultural liens.
§ 6A-9-303 Law governing perfection and priority of security interests in goods covered by a certificate of title.
§ 6A-9-304 Law governing perfection and priority of security interests in deposit accounts.
§ 6A-9-305 Law governing perfection and priority of security interests in investment property.
§ 6A-9-306 Law governing perfection and priority of security interests in letter-of-credit rights.
§ 6A-9-306.1 Law governing perfection and priority of security interests in chattel paper.
§ 6A-9-306.2 Law governing perfection and priority of security interests in controllable accounts, controllable electronic records, and controllable payment intangibles.
§ 6A-9-307 Location of debtor.

Subpart 2 Perfection

§ 6A-9-308 When security interest or agricultural lien is perfected; continuity of perfection.
§ 6A-9-309 Security interest perfected upon attachment.
§ 6A-9-310 When filing required to perfect security interest or agricultural lien — Security interests and agricultural liens to which filing provisions do not apply.
§ 6A-9-311 Perfection of security interests in property subject to certain statutes, regulations, and treaties.
§ 6A-9-312 Perfection of security interests in chattel paper, controllable accounts, controllable electronic records, controllable payment intangibles, deposit accounts, negotiable 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.
§ 6A-9-313 When possession by or delivery to secured party perfects security interest without filing.
§ 6A-9-314 Perfection by control.
§ 6A-9-314.1 Perfection by possession and control of chattel paper.
§ 6A-9-315 Secured party’s rights on disposition of collateral and in proceeds.
§ 6A-9-316 Effect of change in governing law.

Subpart 3 Priority

§ 6A-9-317 Interests that take priority over or take free of security interest or agricultural lien.
§ 6A-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.
§ 6A-9-319 Rights and title of consignee with respect to creditors and purchasers.
§ 6A-9-320 Buyer of goods.
§ 6A-9-321 Licensee of general intangible and lessee of goods in ordinary course of business.
§ 6A-9-322 Priorities among conflicting security interests in and agricultural liens on same collateral.
§ 6A-9-323 Future advances.
§ 6A-9-324 Priority of purchase-money security interests.
§ 6A-9-325 Priority of security interests in transferred collateral.
§ 6A-9-326 Priority of security interests created by new debtor.
§ 6A-9-326.1 Priority of security interest in controllable account, controllable electronic record, and controllable payment intangible.
§ 6A-9-327 Priority of security interests in deposit account.
§ 6A-9-328 Priority of security interests in investment property.
§ 6A-9-329 Priority of security interests in letter-of-credit right.
§ 6A-9-330 Priority of purchaser of chattel paper or instrument.
§ 6A-9-331 Priority of rights of purchasers of controllable accounts, controllable electronic records, controllable payment intangibles, documents, instruments, and securities under other chapters — Priority of interests in financial assets and security entitlements and protection against assertion of claim under chapters 8 and 12.
§ 6A-9-332 Transfer of tangible money — Transfer of funds from deposit account.
§ 6A-9-333 Priority of certain liens arising by operation of law.
§ 6A-9-334 Priority of security interests in fixtures and crops.
§ 6A-9-335 Accessions.
§ 6A-9-336 Commingled goods.
§ 6A-9-337 Priority of security interests in goods covered by certificate of title.
§ 6A-9-338 Priority of security interest or agricultural lien perfected by filed financing statement providing certain incorrect information.
§ 6A-9-339 Priority subject to subordination.

Subpart 4 Rights of Bank

§ 6A-9-340 Effectiveness of right of recoupment or set-off against deposit account.
§ 6A-9-341 Bank’s rights and duties with respect to deposit account.
§ 6A-9-342 Bank’s right to refuse to enter into or disclose existence of control agreement.

Part 4 Rights of Third Parties

§ 6A-9-401 Alienability of debtor’s rights.
§ 6A-9-402 Secured party not obligated on contract of debtor or in tort.
§ 6A-9-403 Agreement not to assert defenses against assignee.
§ 6A-9-404 Rights acquired by assignee — Claims and defenses against assignee.
§ 6A-9-405 Modification of assigned contract.
§ 6A-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.
§ 6A-9-407 Restrictions on creation or enforcement of security interest in leasehold interest or in lessor’s residual interest.
§ 6A-9-408 Restrictions on assignment of promissory notes, health-care-insurance receivables, and certain general intangibles ineffective.
§ 6A-9-409 Restrictions on assignment of letter-of-credit rights ineffective.

Subpart 1 Filing Office; Contents and Effectiveness of Financing Statement

§ 6A-9-501 Filing office.
§ 6A-9-502 Contents of financing statement; record of mortgage as financing statement; time of filing financing statement.
§ 6A-9-503 Name of debtor and secured party.
§ 6A-9-504 Indication of collateral.
§ 6A-9-505 Filing and compliance with other statutes and treaties for consignments, leases, other bailments, and other transactions.
§ 6A-9-506 Effect of errors or omissions.
§ 6A-9-507 Effect of certain events on effectiveness of financing statement.
§ 6A-9-508 Effectiveness of financing statement if new debtor becomes bound by security agreement.
§ 6A-9-509 Persons entitled to file a record.
§ 6A-9-510 Effectiveness of filed record.
§ 6A-9-511 Secured party of record.
§ 6A-9-512 Amendment of financing statement.
§ 6A-9-513 Termination statement.
§ 6A-9-514 Assignment of powers of secured party of record.
§ 6A-9-515 Duration and effectiveness of financing statement; effect of lapsed financing statement.
§ 6A-9-516 What constitutes filing; effectiveness of filing.
§ 6A-9-517 Effect of indexing errors.
§ 6A-9-518 Claim concerning inaccurate or wrongfully filed record.

Subpart 2 Duties and Operation of Filing Office

§ 6A-9-519 Numbering, maintaining, and indexing records; communicating information provided in records.
§ 6A-9-520 Acceptance and refusal to accept record.
§ 6A-9-521 Uniform form of written financing statement and amendment.
§ 6A-9-522 Maintenance and destruction of records.
§ 6A-9-523 Information from filing office; sale or license of records.
§ 6A-9-524 Delay by filing office.
§ 6A-9-525 Fees.
§ 6A-9-526 Filing-office rules.
§ 6A-9-527 Duty to report.

Subpart 1 Default and Enforcement of Security Interest

§ 6A-9-601 Rights after default — Judicial enforcement — Consignor or buyer of accounts, chattel paper, payment intangibles, or promissory notes.
§ 6A-9-602 Waiver and variance of rights and duties.
§ 6A-9-603 Agreement on standards concerning rights and duties.
§ 6A-9-604 Procedure if security agreement covers real property or fixtures.
§ 6A-9-605 Unknown debtor or secondary obligor.
§ 6A-9-606 Time of default for agricultural lien.
§ 6A-9-607 Collection and enforcement by secured party.
§ 6A-9-608 Application of proceeds of collection or enforcement — Liability for deficiency and right to surplus.
§ 6A-9-609 Secured party’s right to take possession after default.
§ 6A-9-610 Disposition of collateral after default.
§ 6A-9-611 Notification before disposition of collateral.
§ 6A-9-612 Timeliness of notification before disposition of collateral.
§ 6A-9-613 Contents and form of notification before disposition of collateral — General.
§ 6A-9-614 Contents and form of notification before disposition of collateral — Consumer-goods transaction.
§ 6A-9-615 Application of proceeds of disposition — Liability for deficiency and right to surplus.
§ 6A-9-615.1 Security interests — Cross collateral.
§ 6A-9-616 Explanation of calculation of surplus or deficiency.
§ 6A-9-617 Rights of transferee of collateral.
§ 6A-9-618 Rights and duties of certain secondary obligors.
§ 6A-9-619 Transfer of record or legal title.
§ 6A-9-620 Acceptance of collateral in full or partial satisfaction of obligation — Compulsory disposition of collateral.
§ 6A-9-621 Notification of proposal to accept collateral.
§ 6A-9-622 Effect of acceptance of collateral.
§ 6A-9-623 Right to redeem collateral.
§ 6A-9-624 Waiver.

Subpart 2 Noncompliance with Chapter

§ 6A-9-625 Remedies for secured party’s failure to comply with chapter.
§ 6A-9-626 Action in which deficiency or surplus is in issue.
§ 6A-9-627 Determination of whether conduct was commercially reasonable.
§ 6A-9-628 Nonliability and limitation on liability of secured party — Liability of secondary obligor.

Part 7 Transition

§ 6A-9-701 Effective date.
§ 6A-9-702 Savings clause.
§ 6A-9-703 Security interest perfected before effective date.
§ 6A-9-704 Security interest unperfected before effective date.
§ 6A-9-705 Effectiveness of action taken before effective date.
§ 6A-9-706 When initial financing statement suffices to continue effectiveness of financing statement.
§ 6A-9-707 Amendment of pre-effective-date financing statement.
§ 6A-9-708 Persons entitled to file initial financing statement or continuation statement.
§ 6A-9-709 Priority.
§ 6A-9-710 Official comments.
§ 6A-9-801 Effective date.
§ 6A-9-802 Savings clause.
§ 6A-9-803 Security interest perfected before effective date.
§ 6A-9-804 Security interest unperfected before effective date.
§ 6A-9-805 Effectiveness of action taken before effective date.
§ 6A-9-806 When initial financing statement suffices to continue effectiveness of financing statement.
§ 6A-9-807 Amendment of pre-effective-date financing statement.
§ 6A-9-808 Person entitled to file initial financing statement or continuation statement.
§ 6A-9-809 Priority.

Chapter 6A-11 Transitional Provisions for Uniform Commercial Code Amendments (2022)

Part 1 General Provisions and Definitions

§ 6A-11-101 Short title.
§ 6A-11-102 Definitions.

Part 2 General Transitional Provision

§ 6A-11-201 Saving clause.

Part 3 Transitional Provisions for Chapters 9 and 12

§ 6A-11-301 Saving clause.
§ 6A-11-302 Security interest perfected before effective date.
§ 6A-11-303 Security interest unperfected before effective date.
§ 6A-11-304 Effectiveness of actions taken before effective date.
§ 6A-11-305 Priority.
§ 6A-11-306 Priority of claims when priority rules of chapter 9 do not apply.

Part 4 Official Comments

§ 6A-11-401 Official comments.

Chapter 6A-12 Controllable Electronic Records

§ 6A-12-101 Short title.
§ 6A-12-102 Definitions.
§ 6A-12-103 Relation to chapter 9 and consumer laws.
§ 6A-12-104 Rights in controllable account, controllable electronic record, and controllable payment intangible.
§ 6A-12-105 Control of controllable electronic record.
§ 6A-12-106 Discharge of account debtor on controllable account or controllable payment intangible.
§ 6A-12-107 Governing law.

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