Chapter 173

2011 -- S 0520 SUBSTITUTE A

Enacted 06/30/11

 

A N A C T

RELATING TO THE UNIFORM COMMERCIAL CODE - SECURED TRANSACTIONS

          

     Introduced By: Senators Miller, and Bates

     Date Introduced: March 10, 2011

 

It is enacted by the General Assembly as follows:

 

     SECTION 1. Section 6A-2.1-103 of the General Laws in Chapter 6A-2.1 entitled

"Leases" is hereby amended to read as follows:

 

Part 1

General Provisions

 

     6A-2.1-103. Definitions and index of definitions. -- (1) In this chapter unless the

context otherwise requires:

      (a) "Buyer in ordinary course of business" means a person who in good faith and without

knowledge that the sale to him or her is in violation of the ownership rights or security interest or

leasehold interest of a third party in the goods buys in ordinary course from a person in the

business of selling goods of that kind but does not include a pawnbroker. "Buying" may be for

cash or by exchange of other property or on secured or unsecured credit and includes acquiring

goods or documents of title under a preexisting contract for sale but does not include a transfer in

bulk or as security for or in total or partial satisfaction of a money debt.

      (b) "Cancellation" occurs when either party puts an end to the lease contract for default

by the other party.

      (c) "Commercial unit" means such a unit of goods as by commercial usage is a single

whole for purposes of lease and division of which materially impairs its character or value on the

market or in use. A commercial unit may be a single chapter, as a machine, or a set of chapters, as

a suite of furniture or a line of machinery, or a quantity, as a gross or carload, or any other unit

treated in use or in the relevant market as a single whole.

      (d) "Conforming" goods or performance under a lease contract means goods or

performance that are in accordance with the obligations under the lease contract.

      (e) "Consumer lease" means a lease that a lessor regularly engaged in the business of

leasing or selling makes to a lessee who is an individual and who takes under the lease primarily

for a personal, family, or household purpose.

      (f) "Fault" means wrongful act, omission, breach, or default.

      (g) "Finance lease" means a lease with respect to which:

      (i) The lessor does not select, manufacture, or supply the goods;

      (ii) The lessor acquires the goods or the right to possession and use of the goods in

connection with the lease; and

      (iii) One of the following occurs:

      (A) The lessee receives a copy of the contract by which the lessor acquired the goods or

the right to possession and use of the goods before signing the lease contract;

      (B) The lessee's approval of the contract by which the lessor acquired the goods or the

right to possession and use of the goods is a condition to effectiveness of the lease contract;

      (C) The lessee, before signing the lease contract, receives an accurate and complete

statement designating the promises and warranties, and any disclaimers of warranties, limitations

or modifications of remedies, or liquidated damages, including those of a third party, such as the

manufacturer of the goods, provided to the lessor by the person supplying the goods in connection

with or as part of the contract by which the lessor acquired the goods or the right to possession

and use of the goods; or

      (D) If the lease is not a consumer lease, the lessor, before the lessee signs the lease

contract, informs the lessee in writing (a) of the identity of the person supplying the goods to the

lessor, unless the lessee has selected that person and directed the lessor to acquire the goods or the

right to possession and use of the goods from that person, (b) that the lessee is entitled under this

chapter to the promises and warranties, including those of any third party, provided to the lessor

by the person supplying the goods in connection with or as part of the contract by which the

lessor acquired the goods or the right to possession and use of the goods, and (c) that the lessee

may communicate with the person supplying the goods to the lessor and receive an accurate and

complete statement of those promises and warranties, including any disclaimers and limitations of

them or of remedies.

      (h) "Goods" means all things that are movable at the time of identification to the lease

contract, or are fixtures (section 6A-2.1-309), but the term does not include money, documents,

instruments, accounts, chattel paper, general intangibles, or minerals or the like, including oil and

gas, before extraction. The term also includes the unborn young of animals.

      (i) "Installment lease contract" means a lease contract that authorizes or requires the

delivery of goods in separate lots to be separately accepted, even though the lease contract

contains a clause "each delivery is a separate lease" or its equivalent.

      (j) "Lease" means a transfer of the right to possession and use of goods for a term in

return for consideration, but a sale, including a sale on approval or a sale or return, or retention or

creation of a security interest is not a lease. Unless the context clearly indicates otherwise, the

term includes a sublease.

      (k) "Lease agreement" means the bargain, with respect to the lease, of the lessor and the

lessee in fact as found in their language or by implication from other circumstances including

course of dealing or usage of trade or course of performance as provided in this chapter. Unless

the context clearly indicates otherwise, the term includes a sublease agreement.

      (l) "Lease contract" means the total legal obligation that results from the lease agreement

as affected by this chapter and any other applicable rules of law. Unless the context clearly

indicates otherwise, the term includes a sublease contract.

      (m) "Leasehold interest" means the interest of the lessor or the lessee under a lease

contract.

      (n) "Lessee" means a person who acquires the right to possession and use of goods under

a lease. Unless the context clearly indicates otherwise, the term includes a sublessee.

      (o) "Lessee in ordinary course of business" means a person who in good faith and

without knowledge that the lease to him or her is in violation of the ownership rights or security

interest or leasehold interest of a third party in the goods leases in ordinary course from a person

in the business of selling or leasing goods of that kind but does not include a pawnbroker.

"Leasing" may be for cash or by exchange of other property or on secured or unsecured credit and

includes acquiring goods or documents of title under a preexisting lease contract but does not

include a transfer in bulk or as security for or in total or partial satisfaction of a money debt.

      (p) "Lessor" means a person who transfers the right to possession and use of goods under

a lease. Unless the context clearly indicates otherwise, the term includes a sublessor.

      (q) "Lessor's residual interest" means the lessor's interest in the goods after expiration,

termination, or cancellation of the lease contract.

      (r) "Lien" means a charge against or interest in goods to secure payment of a debt or

performance of an obligation, but the term does not include a security interest.

      (s) "Lot" means a parcel or a single chapter that is the subject matter of a separate lease

or delivery, whether or not it is sufficient to perform the lease contract.

      (t) "Merchant lessee" means a lessee that is a merchant with respect to goods of the kind

subject to the lease.

      (u) "Present value" means the amount as of a date certain of one or more sums payable in

the future, discounted to the date certain. The discount is determined by the interest rate specified

by the parties if the rate was not manifestly unreasonable at the time the transaction was entered

into; otherwise, the discount is determined by a commercially reasonable rate that takes into

account the facts and circumstances of each case at the time the transaction was entered into.

      (v) "Purchase" includes taking by sale, lease, mortgage, security interest, pledge, gift, or

any other voluntary transaction creating an interest in goods.

      (w) "Sublease" means a lease of goods the right to possession and use of which was

acquired by the lessor as a lessee under an existing lease.

      (x) "Supplier" means a person from whom a lessor buys or leases goods to be leased

under a finance lease.

      (y) "Supply contract" means a contract under which a lessor buys or leases goods to be

leased.

      (z) "Termination" occurs when either party pursuant to a power created by agreement or

law puts an end to the lease contract otherwise than for default.

      (2) Other definitions applying to this chapter and the sections in which they appear are:

      "Accessions". section 6A-2.1-310(1).

      "Construction mortgage". section 6A-2.1-309(1)(d).

      "Encumbrance". section 6A-2.1-309(1)(e).

      "Fixtures". section 6A-2.1-309(1)(a).

      "Fixture filing". section 6A-2.1-309(1)(b).

      "Purchase money lease". section 6A-2.1-309(1)(c).

      (3) The following definitions in other chapters apply to this Chapter:

      "Account". section 6A-9-102(a)(2).

      "Between merchants". section 6A-2-104(3).

      "Buyer". section 6A-2-103(1)(a).

      "Chattel paper". section 6A-9-102(a)(11).

      "Consumer goods". section 6A-9-102(a)(23).

      "Document". section 6A-9-102(a)(30).

      "Entrusting". section 6A-2-403(3).

      "General intangibles". section 6A-9-102(a)(42).

      "Good faith". section 6A-2-103(1)(b).

      "Instrument". section 6A-9-102(2)(47).

      "Merchant". section 6A-2-104(1).

      "Mortgage". section 6A-9-102(a)(55).

      "Pursuant to commitment". section 6A-9-102(a)(68)(69)

      "Receipt". section 6A-2-103(1)(c).

      "Sale". section 6A-2-106(1).

      "Sale on approval". section 6A-2-326.

      "Sale or return". section 6A-2-326.

      "Seller". section 6A-2-103(1)(d).

      (4) In addition, chapter 1 of this title contains general definitions and principles of

construction and interpretation applicable throughout this chapter.

 

     SECTION 2. Sections 6A-9-102, 6A-9-105, 6A-9-307, 6A-9-311, 6A-9-316, 6A-9-317,

6A-9-326, 6A-9-406, 6A-9-408, 6A-9-502, 6A-9-503, 6A-9-507, 6A-9-515, 6A-9-516, 6A-9-518,

6A-9-521, 6A-9-607, 6A-9-625 and 6A-9-710 of the General Laws in Chapter 6A-9 entitled

"Secured Transactions" are hereby amended to read as follows:

 

     6A-9-102. Definitions. -- (a) Chapter 9 definitions. - In this chapter:

      (1) "Accession" means goods that are physically united with other goods in such a

manner that the identity of the original goods is not lost.

      (2) "Account", except as used in "account for", means a right to payment of a monetary

obligation, whether or not earned by performance, (i) for property that has been or is to be sold,

leased, licensed, assigned, or otherwise disposed of, (ii) for services rendered or to be rendered,

(iii) for a policy of insurance issued or to be issued, (iv) for a secondary obligation incurred or to

be incurred, (v) for energy provided or to be provided, (vi) for the use or hire of a vessel under a

charter or other contract, (vii) arising out of the use of a credit or charge card or information

contained on or for use with the card, or (viii) as winnings in a lottery or other game of chance

operated or sponsored by a State, governmental unit of a State, or person licensed or authorized to

operate the game by a State or governmental unit of a State. The term includes health-care-

insurance receivables. The term does not include (i) rights to payment evidenced by chattel paper

or an instrument, (ii) commercial tort claims, (iii) deposit accounts, (iv) investment property, (v)

letter-of-credit rights or letters of credit, or (vi) rights to payment for money or funds advanced or

sold, other than rights arising out of the use of a credit or charge card or information contained on

or for use with the card.

      (3) "Account debtor" means a person obligated on an account, chattel paper, or general

intangible. The term does not include persons obligated to pay a negotiable instrument, even if

the instrument constitutes part of chattel paper.

      (4) "Accounting", except as used in "accounting for", means a record:

      (i) Authenticated by a secured party;

      (ii) Indicating the aggregate unpaid secured obligations as of a date not more than 35

days earlier or 35 days later than the date of the record; and

      (iii) Identifying the components of the obligations in reasonable detail.

      (5) "Agricultural lien" means an interest in farm products:

      (i) Which secures payment or performance of an obligation for:

      (A) Goods or services furnished in connection with a debtor's farming operation; or

      (B) Rent on real property leased by a debtor in connection with its farming operation;

      (ii) Which is created by statute in favor of a person that:

      (A) In the ordinary course of its business furnished goods or services to a debtor in

connection with a debtor's farming operation; or

      (B) Leased real property to a debtor in connection with the debtor's farming operation;

and

      (iii) Whose effectiveness does not depend on the person's possession of the personal

property.

      (6) "As-extracted collateral" means:

      (i) Oil, gas, or other minerals that are subject to a security interest that:

      (A) Is created by a debtor having an interest in the minerals before extraction; and

      (B) Attaches to the minerals as extracted; or

      (ii) Accounts arising out of the sale at the wellhead or minehead of oil, gas, or other

minerals in which the debtor had an interest before extraction.

      (7) "Authenticate" means:

      (i) To sign; or

      (ii) To execute or otherwise adopt a symbol, or encrypt or similarly process a record in

whole or in part, with the present intent of the authenticating person to identify the person and

adopt or accept a record With present intent to adopt or accept a record, to attach to or logically

associate with the record an electronic sound, symbol, or process.

      (8) "Bank" means an organization that is engaged in the business of banking. The term

includes savings banks, savings and loan associations, credit unions, and trust companies.

      (9) "Cash proceeds" means proceeds that are money, checks, deposit accounts, or the

like.

      (10) "Certificate of title" means a certificate of title with respect to which a statute

provides for the security interest in question to be indicated on the certificate as a condition or

result of the security interest's obtaining priority over the rights of a lien creditor with respect to

the collateral. The term includes another record maintained as an alternative to a certificate of title

by the governmental unit that issues certificates of title if a statute permits the security interest in

question to be indicated on the record as a condition or result of the security interest's obtaining

priority over the rights of a lien creditor with respect to the collateral.

      (11) "Chattel paper" means a record or records that evidence both a monetary obligation

and a security interest in specific goods, a security interest in specific goods and software used in

the goods, a security interest in specific goods and license of software used in the goods, a lease

of specific goods, or a lease of specific goods and license of software used in the goods. In this

paragraph, "monetary obligation" means a monetary obligation secured by the goods or owed

under a lease of the goods and includes a monetary obligation with respect to software used in the

goods. The term does not include (i) charters or other contracts involving the use or hire of a

vessel or (ii) records that evidence a right to payment arising out of the use of a credit or charge

card or information contained on or for use with the card. If a transaction is evidenced by records

that include an instrument or series of instruments, the group of records taken together constitutes

chattel paper.

      (12) "Collateral" means the property subject to a security interest or agricultural lien. The

term includes:

      (i) Proceeds to which a security interest attaches;

      (ii) Accounts, chattel paper, payment intangibles, and promissory notes that have been

sold; and

      (iii) Goods that are the subject of a consignment.

      (13) "Commercial tort claim" means a claim arising in tort with respect to which:

      (i) The claimant is an organization; or

      (ii) The claimant is an individual and the claim:

      (A) Arose in the course of the claimant's business or profession; and

      (B) Does not include damages arising out of personal injury to or the death of an

individual.

      (14) "Commodity account" means an account maintained by a commodity intermediary

in which a commodity contract is carried for a commodity customer.

      (15) "Commodity contract" means a commodity futures contract, an option on a

commodity futures contract, a commodity option, or another contract if the contract or option is:

      (i) Traded on or subject to the rules of a board of trade that has been designated as a

contract market for such a contract pursuant to federal commodities laws; or

      (ii) Traded on a foreign commodity board of trade, exchange, or market, and is carried

on the books of a commodity intermediary for a commodity customer.

      (16) "Commodity customer" means a person for which a commodity intermediary carries

a commodity contract on its books.

      (17) "Commodity intermediary" means a person that:

      (i) Is registered as a futures commission merchant under federal commodities law; or

      (ii) In the ordinary course of its business provides clearance or settlement services for a

board of trade that has been designated as a contract market pursuant to federal commodities law.

      (18) "Communicate" means:

      (i) To send a written or other tangible record;

      (ii) To transmit a record by any means agreed upon by the persons sending and receiving

the record; or

      (iii) In the case of transmission of a record to or by a filing office, to transmit a record by

any means prescribed by filing-office rule.

      (19) "Consignee" means a merchant to which goods are delivered in a consignment.

      (20) "Consignment" means a transaction, regardless of its form, in which a person

delivers goods to a merchant for the purpose of sale and:

      (i) The merchant:

      (A) Deals in goods of that kind under a name other than the name of the person making

delivery;

      (B) Is not an auctioneer; and

      (C) Is not generally known by its creditors to be substantially engaged in selling the

goods of others;

      (ii) With respect to each delivery, the aggregate value of the goods is $1,000 or more at

the time of delivery;

      (iii) The goods are not consumer goods immediately before delivery; and

      (iv) The transaction does not create a security interest that secures an obligation.

      (21) "Consignor" means a person that delivers goods to a consignee in a consignment.

      (22) "Consumer debtor" means a debtor in a consumer transaction.

      (23) "Consumer goods" means goods that are used or bought for use primarily for

personal, family, or household purposes.

      (24) "Consumer-goods transaction" means a consumer transaction in which:

      (i) An individual incurs an obligation primarily for personal, family, or household

purposes; and

      (ii) A security interest in consumer goods secures the obligation.

      (25) "Consumer obligor" means an obligor who is an individual and who incurred the

obligation as part of a transaction entered into primarily for personal, family, or household

purposes.

      (26) "Consumer transaction" means a transaction in which (i) an individual incurs an

obligation primarily for personal, family, or household purposes, (ii) a security interest secures

the obligation, and (iii) the collateral is held or acquired primarily for personal, family, or

household purposes. The term includes consumer-goods transactions.

      (27) "Continuation statement" means an amendment of a financing statement which:

      (i) Identifies, by its file number, the initial financing statement to which it relates; and

      (ii) Indicates that it is a continuation statement for, or that it is filed to continue the

effectiveness of, the identified financing statement.

      (28) "Debtor" means:

      (i) A person having an interest, other than a security interest or other lien, in the

collateral, whether or not the person is an obligor;

      (ii) A seller of accounts, chattel paper, payment intangibles, or promissory notes; or

      (iii) A consignee.

      (29) "Deposit account" means a demand, time, savings, passbook, or similar account

maintained with a bank. The term does not include investment property or accounts evidenced by

an instrument.

      (30) "Document" means a document of title or a receipt of the type described in

subsection 6A-7-201(b).

      (31) "Electronic chattel paper" means chattel paper evidenced by a record or records

consisting of information stored in an electronic medium.

      (32) "Encumbrance" means a right, other than an ownership interest, in real property.

The term includes mortgages and other liens on real property.

      (33) "Equipment" means goods other than inventory, farm products, or consumer goods.

      (34) "Farm products" means goods, other than standing timber, with respect to which the

debtor is engaged in a farming operation and which are:

      (i) Crops grown, growing, or to be grown, including:

      (A) Crops produced on trees, vines, and bushes; and

      (B) Aquatic goods, including seaweeds, produced in aquacultural operations;

      (ii) Livestock, born or unborn, including fish, shellfish and other aquatic goods produced

in aquacultural operations;

      (iii) Supplies used or produced in a farming operation; or

      (iv) Products of crops or livestock in their unmanufactured states.

      (35) "Farming operation" means raising, cultivating, propagating, fattening, grazing, or

any other farming, livestock, or aquacultural operation.

      (36) "File number" means the number assigned to an initial financing statement pursuant

to section 6A-9-519(a).

      (37) "Filing office" means an office designated in section 6A-9-501 as the place to file a

financing statement.

      (38) "Filing-office rule" means a rule adopted pursuant to section 6A-9-526.

      (39) "Financing statement" means a record or records composed of an initial financing

statement and any filed record relating to the initial financing statement.

      (40) "Fixture filing" means the filing of a financing statement covering goods that are or

are to become fixtures and satisfying section 6A-9-502(a) and (b). The term includes the filing of

a financing statement covering goods of a transmitting utility which are or are to become fixtures.

      (41) "Fixtures" means goods that have become so related to particular real property that

an interest in them arises under real property law.

      (42) "General intangible" means any personal property, including things in action, other

than accounts, chattel paper, commercial tort claims, deposit accounts, documents, goods,

instruments, investment property, letter-of-credit rights, letters of credit, money, and oil, gas, or

other minerals before extraction. The term includes payment intangibles and software.

      (43) "Good faith" means honesty in fact and the observance of reasonable commercial

standards of fair dealing.

      (44) "Goods" means all things that are movable when a security interest attaches. The

term includes (i) fixtures, (ii) standing timber that is to be cut and removed under a conveyance or

contract for sale, (iii) the unborn young of animals, (iv) crops grown, growing, or to be grown,

even if the crops are produced on trees, vines, or bushes, and (v) manufactured homes. The term

also includes a computer program embedded in goods and any supporting information provided

in connection with a transaction relating to the program if (i) the program is associated with the

goods in such a manner that it customarily is considered part of the goods, or (ii) by becoming the

owner of the goods, a person acquires a right to use the program in connection with the goods.

The term does not include a computer program embedded in goods that consist solely of the

medium in which the program is embedded. The term also does not include accounts, chattel

paper, commercial tort claims, deposit accounts, documents, general intangibles, instruments,

investment property, letter-of-credit rights, letters of credit, money, or oil, gas, or other minerals

before extraction.

      (45) "Governmental unit" means a subdivision, agency, department, county, parish,

municipality, or other unit of the government of the United States, a State, or a foreign country.

The term includes an organization having a separate corporate existence if the organization is

eligible to issue debt on which interest is exempt from income taxation under the laws of the

United States.

      (46) "Health-care-insurance receivable" means an interest in or claim under a policy of

insurance which is a right to payment of a monetary obligation for health-care goods or services

provided or to be provided.

      (47) "Instrument" means a negotiable instrument or any other writing that evidences a

right to the payment of a monetary obligation, is not itself a security agreement or lease, and is of

a type that in ordinary course of business is transferred by delivery with any necessary

indorsement assignment. The term does not include (i) investment property, (ii) letters of credit,

or (iii) writings that evidence a right to payment arising out of the use of a credit or charge card or

information contained on or for use with the card.

      (48) "Inventory" means goods, other than farm products, which:

      (i) Are leased by a person as lessor;

      (ii) Are held by a person for sale or lease or to be furnished under a contract of service;

      (iii) Are furnished by a person under a contract of service; or

      (iv) Consist of raw materials, work in process, or materials used or consumed in a

business.

      (49) "Investment property" means a security, whether certificated or uncertificated,

security entitlement, securities account, commodity contract, or commodity account.

      (50) "Jurisdiction of organization", with respect to a registered organization, means the

jurisdiction under whose law the organization is formed or organized.

      (51) "Letter-of-credit right" means a right to payment or performance under a letter of

credit, whether or not the beneficiary has demanded or is at the time entitled to demand payment

or performance. The term does not include the right of a beneficiary to demand payment or

performance under a letter of credit.

      (52) "Lien creditor" means:

      (i) A creditor that has acquired a lien on the property involved by attachment, levy, or

the like;

      (ii) An assignee for benefit of creditors from the time of assignment;

      (iii) A trustee in bankruptcy from the date of the filing of the petition; or

      (iv) A receiver in equity from the time of appointment.

      (53) "Manufactured home" means a structure, transportable in one or more sections,

which, in the traveling mode, is eight body feet or more in width or 40 body feet or more in

length, or, when erected on site, is 320 or more square feet, and which is built on a permanent

chassis and designed to be used as a dwelling with or without a permanent foundation when

connected to the required utilities, and includes the plumbing, heating, air-conditioning, and

electrical systems contained therein. The term includes any structure that meets all of the

requirements of this paragraph except the size requirements and with respect to which the

manufacturer voluntarily files a certification required by the United States Secretary of Housing

and Urban Development and complies with the standards established under Title 42 of the United

States Code.

      (54) "Manufactured-home transaction" means a secured transaction:

      (i) That creates a purchase-money security interest in a manufactured home, other than a

manufactured home held as inventory; or

      (ii) In which a manufactured home, other than a manufactured home held as inventory, is

the primary collateral.

      (55) "Mortgage" means a consensual interest in real property, including fixtures, which

secures payment or performance of an obligation.

      (56) "New debtor" means a person that becomes bound as debtor under section 6A-9-

203(d) by a security agreement previously entered into by another person.

      (57) "New value" means (i) money, (ii) money's worth in property, services, or new

credit, or (iii) release by a transferee of an interest in property previously transferred to the

transferee. The term does not include an obligation substituted for another obligation.

      (58) "Noncash proceeds" means proceeds other than cash proceeds.

      (59) "Obligor" means a person that, with respect to an obligation secured by a security

interest in or an agricultural lien on the collateral, (i) owes payment or other performance of the

obligation, (ii) has provided property other than the collateral to secure payment or other

performance of the obligation, or (iii) is otherwise accountable in whole or in part for payment or

other performance of the obligation. The term does not include issuers or nominated persons

under a letter of credit.

      (60) "Original debtor," except as used in section 6A-9-310(c), means a person that, as

debtor, entered into a security agreement to which a new debtor has become bound under section

6A-9-203(d).

      (61) "Payment intangible" means a general intangible under which the account debtor's

principal obligation is a monetary obligation.

      (62) "Person related to", with respect to an individual, means:

      (i) The spouse of the individual;

      (ii) A brother, brother-in-law, sister, or sister-in-law of the individual;

      (iii) An ancestor or lineal descendant of the individual or the individual's spouse; or

      (iv) Any other relative, by blood or marriage, of the individual or the individual's spouse

who shares the same home with the individual.

      (63) "Person related to", with respect to an organization, means:

      (i) A person directly or indirectly controlling, controlled by, or under common control

with the organization;

      (ii) An officer or director of, or a person performing similar functions with respect to, the

organization;

      (iii) An officer or director of, or a person performing similar functions with respect to, a

person described in subparagraph (i);

      (iv) The spouse of an individual described in subparagraph (i), (ii), or (iii); or

      (v) An individual who is related by blood or marriage to an individual described in

subparagraph (i), (ii), (iii), or (iv) and shares the same home with the individual.

      (64) "Proceeds," except as used in section 6A-9-609(b), means the following property:

      (i) Whatever is acquired upon the sale, lease, license, exchange, or other disposition of

collateral;

      (ii) Whatever is collected on, or distributed on account of, collateral;

      (iii) Rights arising out of collateral;

      (iv) To the extent of the value of collateral, claims arising out of the loss, nonconformity,

or interference with the use of, defects or infringement of rights in, or damage to, the collateral; or

      (v) To the extent of the value of collateral and to the extent payable to the debtor or the

secured party, insurance payable by reason of the loss or nonconformity of, defects or

infringement of rights in, or damage to, the collateral.

      (65) "Promissory note" means an instrument that evidences a promise to pay a monetary

obligation, does not evidence an order to pay, and does not contain an acknowledgment by a bank

that the bank has received for deposit a sum of money or funds.

      (66) "Proposal" means a record authenticated by a secured party which includes the

terms on which the secured party is willing to accept collateral in full or partial satisfaction of the

obligation it secures pursuant to sections 6A-9-620, 6A-9-621, and 6A-9-622.

      (67) "Public-finance transaction" means a secured transaction in connection with which:

      (i) Debt securities are issued;

      (ii) All or a portion of the securities issued have an initial stated maturity of at least 20

years; and

      (iii) The debtor, obligor, secured party, account debtor or other person obligated on

collateral, assignor or assignee of a secured obligation, or assignor or assignee of a security

interest is a State or a governmental unit of a State.

      (68) "Public organic record" means a record that is available to the public for inspection

and is:

     (i) A record of consisting of the record initially filed with or issued by a state or the

United States to form or organize an organization and any record filed with or issued by the state

of the United States which amends or restates the initial record;

     (ii) An organic record of a business trust consisting of the record initially filed with a

state and any record filed with the state which amends or restates the initial record, if a statute of

the state governing business trusts requires that the record be filed with the state; or

     (iii) A record consisting of legislation enacted by the legislature of a state or the Congress

of the United States which forms or organizes an organization, any record amending the

legislation, and any record filed with or issued by the state or the United States which amends or

restates the name of the organization.

      (68)(69) "Pursuant to commitment", with respect to an advance made or other value

given by a secured party, means pursuant to the secured party's obligation, whether or not a

subsequent event of default or other event not within the secured party's control has relieved or

may relieve the secured party from its obligation.

      (69)(70) "Record", except as used in "for record", "of record", "record or legal title", and

"record owner", means information that is inscribed on a tangible medium or which is stored in

an electronic or other medium and is retrievable in perceivable form.

      (70)(71) "Registered organization" means an organization formed or organized solely

under the law of a single State or the United States and as to which the State or the United States

must maintain a public record showing the organization to have been organized by the filing of a

public organic record with, the issuance of a public organic record by, or the enactment of

legislation by the state or United States. The term includes a business trust that is formed or

organized under the law of a single state if a statute of the state governing business trusts requires

that the business trust's organic record be filed with the state.

      (71)(72) "Secondary obligor" means an obligor to the extent that:

      (i) The obligor's obligation is secondary; or

      (ii) The obligor has a right of recourse with respect to an obligation secured by collateral

against the debtor, another obligor, or property of either.

      (72)(73) "Secured party" means:

      (i) A person in whose favor a security interest is created or provided for under a security

agreement, whether or not any obligation to be secured is outstanding;

      (ii) A person that holds an agricultural lien;

      (iii) A consignor;

      (iv) A person to which accounts, chattel paper, payment intangibles, or promissory notes

have been sold;

      (v) A trustee, indenture trustee, agent, collateral agent, or other representative in whose

favor a security interest or agricultural lien is created or provided for; or

      (vi) A person that holds a security interest arising under section 6A-2-401, 6A-2-505,

6A-2-711(3), 6A-2.1-508(5), 6A-4-210, or 6A-5-118.

      (73)(74) "Security agreement" means an agreement that creates or provides for a security

interest.

      (74)(75) "Send", in connection with a record or notification, means:

      (i) To deposit in the mail, deliver for transmission, or transmit by any other usual means

of communication, with postage or cost of transmission provided for, addressed to any address

reasonable under the circumstances; or

      (ii) To cause the record or notification to be received within the time that it would have

been received if properly sent under subparagraph (i).

      (75)(76) "Software" means a computer program and any supporting information

provided in connection with a transaction relating to the program. The term does not include a

computer program that is included in the definition of goods.

      (76)(77) "State" means a State of the United States, the District of Columbia, Puerto

Rico, the United States Virgin Islands, or any territory or insular possession subject to the

jurisdiction of the United States.

      (77)(78) "Supporting obligation" means a letter-of-credit right or secondary obligation

that supports the payment or performance of an account, chattel paper, a document, a general

intangible, an instrument, or investment property.

      (78)(79) "Tangible chattel paper" means chattel paper evidenced by a record or records

consisting of information that is inscribed on a tangible medium.

      (79)(80) "Termination statement" means an amendment of a financing statement which:

      (i) Identifies, by its file number, the initial financing statement to which it relates; and

      (ii) Indicates either that it is a termination statement or that the identified financing

statement is no longer effective.

      (80)(81) "Transmitting utility" means a person primarily engaged in the business of:

      (i) Operating a railroad, subway, street railway, or trolley bus;

      (ii) Transmitting communications electrically, electromagnetically, or by light;

      (iii) Transmitting goods by pipeline or sewer; or

      (iv) Transmitting or producing and transmitting electricity, steam, gas, or water.

      (b) Definitions in other chapters. - "Control" as provided in section 6A-7-206 and the

following definitions in other chapters apply to this chapter:

     "Applicant" section 6A-5-102.

     "Beneficiary" section 6A-5-102.

     "Broker" section 6A-8-102.

     "Certificated security" section 6A-8-102.

     "Check" section 6A-3-104.

     "Clearing corporation" section 6A-8-102.

     "Contract for sale" section 6A-2-106.

     "Customer" section 6A-4-104.

     "Entitlement holder" section 6A-8-102.

     "Financial asset" section 6A-8-102.

     "Holder in due course" section 6A-3-302.

     "Issuer" (with respect to a letter of section 6A-5-102.

     credit or letter-of-credit right)

     "Issuer" (with respect to a security) section 6A-8-201.

     "Issuer" (with respect to documents of title) section 6A-7-102.

     "Lease" section 6A-2.1-103.

     "Lease agreement" section 6A-2.1-103.

     "Lease contract" section 6A-2.1-103.

     "Leasehold interest" section 6A-2.1-103.

     "Lessee" section 6A-2.1-103.

     "Lessee in ordinary course of business" section 6A-2.1-103.

     "Lessor" section 6A-2.1-103.

     "Lessor's residual interest" section 6A-2.1-103.

     "Letter of credit" section 6A-5-102.

     "Merchant" section 6A-2-104.

     "Negotiable instrument" section 6A-3-104.

     "Nominated person" section 6A-5-102.

     "Note" section 6A-3-104.

     "Proceeds of a letter of credit" section 6A-5-114.

     "Prove" section 6A-3-103.

     "Sale" section 6A-2-106.

     "Securities account" section 6A-8-501.

     "Securities intermediary" section 6A-8-102.

     "Security" section 6A-8-102.

     "Security certificate" section 6A-8-102.

     "Security entitlement" section 6A-8-102.

     "Uncertificated security" section 6A-8-102.

      (c) Chapter 1 definitions and principles. - Chapter 1 of this title contains general

definitions and principles of construction and interpretation applicable throughout this chapter.

 

     6A-9-105. Control of electronic chattel paper. (a) General rule: control of electronic

chattel paper. A secured party has control of electronic chattel paper if the record or records

comprising the chattel paper are created, stored, and assigned in such a manner that: A secured

party has control of an electronic chattel paper if a system employed for evidencing the transfer of

interests in the chattel paper reliably establishes the secured party as the person to which the

chattel paper was assigned.

     (b) Specific facts giving control. A system satisfies subsection (a) if the record or records

comprising the chattel paper are created, stored, and assigned in such a manner that:

      (1) A single authoritative copy of the record or records exists which is unique,

identifiable and, except as otherwise provided in paragraphs (4), (5), and (6), unalterable;

      (2) The authoritative copy identifies the secured party as the assignee of the record or

records;

      (3) The authoritative copy is communicated to and maintained by the secured party or its

designated custodian;

      (4) Copies or revisions amendments that add or change an identified assignee of the

authoritative copy can be made only with the participation consent of the secured party;

      (5) Each copy of the authoritative copy and any copy of a copy is readily identifiable as a

copy that is not the authoritative copy; and

      (6) Any revision amendment of the authoritative copy is readily identifiable as an

authorized or unauthorized revision.

 

     6A-9-307. Location of debtor. -- (a) "Place of business." - In this section, "place of

business" means a place where a debtor conducts its affairs.

      (b) Debtor's location: general rules. - Except as otherwise provided in this section, the

following rules determine a debtor's location:

      (1) A debtor who is an individual is located at the individual's principal residence.

      (2) A debtor that is an organization and has only one place of business is located at its

place of business.

      (3) A debtor that is an organization and has more than one place of business is located at

its chief executive office.

      (c) Limitation of applicability of subsection (b). - Subsection (b) applies only if a

debtor's residence, place of business, or chief executive office, as applicable, is located in a

jurisdiction whose law generally requires information concerning the existence of a

nonpossessory security interest to be made generally available in a filing, recording, or

registration system as a condition or result of the security interest's obtaining priority over the

rights of a lien creditor with respect to the collateral. If subsection (b) does not apply, the debtor

is located in the District of Columbia.

      (d) Continuation of location: cessation of existence, etc. - A person that ceases to exist,

have a residence, or have a place of business continues to be located in the jurisdiction specified

by subsections (b) and (c).

      (e) Location of registered organization organized under State law. - A registered

organization that is organized under the law of a State is located in that State.

      (f) Location of registered organization organized under federal law; bank branches and

agencies. - Except as otherwise provided in subsection (i), a registered organization that is

organized under the law of the United States and a branch or agency of a bank that is not

organized under the law of the United States or a State are located:

      (1) In the State that the law of the United States designates, if the law designates a State

of location;

      (2) In the State that the registered organization, branch, or agency designates, if the law

of the United States authorizes the registered organization, branch, or agency to designate its

State of location including by designating its main office, home office or other comparable office;

or

      (3) In the District of Columbia, if neither paragraph (1) nor paragraph (2) applies.

      (g) Continuation of location: change in status of registered organization. - A registered

organization continues to be located in the jurisdiction specified by subsection (e) or (f)

notwithstanding:

      (1) The suspension, revocation, forfeiture, or lapse of the registered organization's status

as such in its jurisdiction of organization; or

      (2) The dissolution, winding up, or cancellation of the existence of the registered

organization.

      (h) Location of United States. - The United States is located in the District of Columbia.

      (i) Location of foreign bank branch or agency if licensed in only one state. - A branch or

agency of a bank that is not organized under the law of the United States or a State is located in

the State in which the branch or agency is licensed, if all branches and agencies of the bank are

licensed in only one State.

      (j) Location of foreign air carrier. - A foreign air carrier under the Federal Aviation Act

of 1958, as amended, is located at the designated office of the agent upon which service of

process may be made on behalf of the carrier.

      (k) Section applies only to this part. - This section applies only for purposes of this part.

 

     6A-9-311. Perfection of security interests in property subject to certain statutes,

regulations, and treaties. -- (a) Security interest subject to other law. - Except as otherwise

provided in subsection (d), the filing of a financing statement is not necessary or effective to

perfect a security interest in property subject to:

      (1) A statute, regulation, or treaty of the United States whose requirements for a security

interest's obtaining priority over the rights of a lien creditor with respect to the property preempt

section 6A-9-310(a);

      (2) A statute of this State, which provides for a security interest to be indicated on the a

certificate as a condition or result of perfection, including chapter 3.1 of Title 31 and chapter 22.1

of Title 46; or

      (3) A certificate-of-title statute of another jurisdiction which provides for a security

interest to be indicated on the a certificate of title as a condition or result of the security interest's

obtaining priority over the rights of a lien creditor with respect to the property.

      (b) Compliance with other law. - Compliance with the requirements of a statute,

regulation, or treaty described in subsection (a) for obtaining priority over the rights of a lien

creditor is equivalent to the filing of a financing statement under this chapter. Except as otherwise

provided in subsection (d) and section 6A-9-313 and section 6A-9-316(d) and (e) for goods

covered by a certificate of title, a security interest in property subject to a statute, regulation, or

treaty described in subsection (a) may be perfected only by compliance with those requirements,

and a security interest so perfected remains perfected notwithstanding a change in the use or

transfer of possession of the collateral.

      (c) Duration and renewal of perfection. - Except as otherwise provided in subsection (d)

and section 6A-9-316(d) and (e), duration and renewal of perfection of a security interest

perfected by compliance with the requirements prescribed by a statute, regulation, or treaty

described in subsection (a) are governed by the statute, regulation, or treaty. In other respects, the

security interest is subject to this chapter.

      (d) Inapplicability to certain inventory. - During any period in which collateral subject to

a statute specified in subsection (a)(2) is inventory held for sale or lease by a person or leased by

that person as lessor and that person is in the business of selling or leasing goods of that kind, this

section does not apply to a security interest in that collateral created by that person.

 

     6A-9-316. Continued perfection of security interest following change in governing

law. – Effect of change in governing law. -- (a) General rule: effect on perfection of change in

governing law. - A security interest perfected pursuant to the law of the jurisdiction designated in

section 6A-9-301(1) or 6A-9-305(c) remains perfected until the earliest of:

      (1) The time perfection would have ceased under the law of that jurisdiction;

      (2) The expiration of four months after a change of the debtor's location to another

jurisdiction; or

      (3) The expiration of one year after a transfer of collateral to a person that thereby

becomes a debtor and is located in another jurisdiction.

      (b) Security interest perfected or unperfected under law of new jurisdiction. - If a

security interest described in subsection (a) becomes perfected under the law of the other

jurisdiction before the earliest time or event described in that subsection, it remains perfected

thereafter. If the security interest does not become perfected under the law of the other

jurisdiction before the earliest time or event, it becomes unperfected and is deemed never to have

been perfected as against a purchaser of the collateral for value.

      (c) Possessory security interest in collateral moved to new jurisdiction. - A possessory

security interest in collateral, other than goods covered by a certificate of title and as-extracted

collateral consisting of goods, remains continuously perfected if:

      (1) The collateral is located in one jurisdiction and subject to a security interest perfected

under the law of that jurisdiction;

      (2) Thereafter the collateral is brought into another jurisdiction; and

      (3) Upon entry into the other jurisdiction, the security interest is perfected under the law

of the other jurisdiction.

      (d) Goods covered by certificate of title from this state. - Except as otherwise provided in

subsection (e), a security interest in goods covered by a certificate of title which is perfected by

any method under the law of another jurisdiction when the goods become covered by a certificate

of title from this State remains perfected until the security interest would have become

unperfected under the law of the other jurisdiction had the goods not become so covered.

      (e) When subsection (d) security interest becomes unperfected against purchasers. - A

security interest described in subsection (d) becomes unperfected as against a purchaser of the

goods for value and is deemed never to have been perfected as against a purchaser of the goods

for value if the applicable requirements for perfection under section 6A-9-311(b) or 6A-9-313 are

not satisfied before the earlier of:

      (1) The time the security interest would have become unperfected under the law of the

other jurisdiction had the goods not become covered by a certificate of title from this State; or

      (2) The expiration of four months after the goods had become so covered.

      (f) Change in jurisdiction of bank, issuer, nominated person, securities intermediary, or

commodity intermediary. - A security interest in deposit accounts, letter-of-credit rights, or

investment property which is perfected under the law of the bank's jurisdiction, the issuer's

jurisdiction, a nominated person's jurisdiction, the securities intermediary's jurisdiction, or the

commodity intermediary's jurisdiction, as applicable, remains perfected until the earlier of:

      (1) The time the security interest would have become unperfected under the law of that

jurisdiction; or

      (2) The expiration of four months after a change of the applicable jurisdiction to another

jurisdiction.

      (g) Subsection (f) security interest perfected or unperfected under law of new

jurisdiction. - If a security interest described in subsection (f) becomes perfected under the law of

the other jurisdiction before the earlier of the time or the end of the period described in that

subsection, it remains perfected thereafter. If the security interest does not become perfected

under the law of the other jurisdiction before the earlier of that time or the end of that period, it

becomes unperfected and is deemed never to have been perfected as against a purchaser of the

collateral for value.

     (h) Effect on filed financing statement of change in governing law. The following rules

apply to collateral to which a security interest attaches within four (4) months after the debtor

changes its location to another jurisdiction:

     (1) A financing statement filed before the change pursuant to the law of the jurisdiction

designated in subdivision 6A-9-301(1) or subsection 6A-9-305(c) is effective to perfect a security

interest in the collateral if the financing statement would have been effective to perfect a security

interest in the collateral had the debtor not changed its location.

     (2) If a security interest perfected by a financing statement that is effective under

subdivision (1) becomes perfected under the law of the other jurisdiction before the earlier of the

time the financing statement would have become ineffective under the law of the jurisdiction

designated in subdivision 6A-9-301(1) or subsection 6A-9-305(c) or the expiration of the four (4)

month period, it remains perfected thereafter. If the security interest does not become perfected

under the law of the other jurisdiction before the earlier time or event, it becomes unperfected and

is deemed never to have been perfected as against a purchaser of the collateral for value.

     (i) Effect of change in governing law on financing statement filed against original debtor.

If a financing statement naming an original debtor is filed pursuant to the law of the jurisdiction

designated in subdivision 6A-9-301(1) or subsection 6A-9-305(c) and the new debtor is located in

another jurisdiction, the following rules apply:

     (1) The financing statement is effective to perfect a security interest in collateral acquired

by the new debtor before, and within four (4) months after, the new debtor becomes bound under

subsection 6A-9‑203(d), if the financing statement would have been effective to perfect a security

interest in the collateral had the collateral been acquired by the original debtor.

     (2) A security interest perfected by the financing statement and which becomes perfected

under the law of the other jurisdiction before the earlier of the time the financing statement would

have become ineffective under the law of the jurisdiction designated in subdivision 6A-9-301(1)

or subsection 6A-9-305(c) or the expiration of the four (4) month period remains perfected

thereafter. A security interest that is perfected by the financing statement but which does not

become perfected under the law of the other jurisdiction before the earlier time or event becomes

unperfected and is deemed never to have been perfected as against a purchaser of the collateral

for value.

 

     6A-9-317. Interests that take priority over or take free of security interest or

agricultural lien. -- (a) Conflicting security interests and rights of lien creditors. - A security

interest or agricultural lien is subordinate to the rights of:

      (1) A person entitled to priority under section 6A-9-322; and

      (2) Except as otherwise provided in subsection (e), a person that becomes a lien creditor

before the earlier of the time: (i) the security interest or agricultural lien is perfected; or (ii) one of

the conditions specified in section 6A-9-203(b)(3) is met and a financing statement covering the

collateral is filed.

      (b) Buyers that receive delivery. - Except as otherwise provided in subsection (e), a

buyer, other than a secured party, of tangible chattel paper, tangible documents, goods,

instruments, or a security certificate certificated security takes free of a security interest or

agricultural lien if the buyer gives value and receives delivery of the collateral without knowledge

of the security interest or agricultural lien and before it is perfected.

      (c) Lessees that receive delivery. - Except as otherwise provided in subsection (e), a

lessee of goods takes free of a security interest or agricultural lien if the lessee gives value and

receives delivery of the collateral without knowledge of the security interest or agricultural lien

and before it is perfected.

      (d) Licensees and buyers of certain collateral. - A licensee of a general intangible or a

buyer, other than a secured party, of accounts, electronic chattel paper, electronic documents,

general intangibles, or investment property collateral other than tangible chattel papers, tangible

documents, goods, instruments, or a certificated security takes free of a security interest if the

licensee or buyer gives value without knowledge of the security interest and before it is perfected.

      (e) Purchase-money security interest. - Except as otherwise provided in sections 6A-9-

320 and 6A-9-321, if a person files a financing statement with respect to a purchase-money

security interest before or within 20 days after the debtor receives delivery of the collateral, the

security interest takes priority over the rights of a buyer, lessee, or lien creditor which arise

between the time the security interest attaches and the time of filing.

 

     6A-9-326. Priority of security interests created by new debtor. -- (a) Subordination of

security interest created by new debtor. - Subject to subsection (b), a security interest that is

created by a new debtor which is in collateral in which the new debtor has or acquires rights and

is perfected solely by a filed financing statement that is effective solely under section 6A-9-508 in

collateral in which a new debtor has or acquires rights would be ineffective to perfect the security

interest but for the application of subdivision 6A-9-316-(i)(1) or section 6A-9-508 is subordinate

to a security interest in the same collateral which is perfected other than by such a filed financing

statement that is effective solely under section 6A-9-508.

      (b) Priority under other provisions; multiple original debtors. - The other provisions of

this part determine the priority among conflicting security interests in the same collateral

perfected by filed financing statements that are effective solely under section 6A-9-508 described

in subsection (a). However, if the security agreements to which a new debtor became bound as

debtor were not entered into by the same original debtor, the conflicting security interests rank

according to priority in time of the new debtor's having become bound.

 

     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. -- (a) Discharge of account debtor; effect of

notification. - Subject to subsections (b) through (i), an account debtor on an account, chattel

paper, or a payment intangible may discharge its obligation by paying the assignor until, but not

after, the account debtor receives a notification, authenticated by the assignor or the assignee, that

the amount due or to become due has been assigned and that payment is to be made to the

assignee. After receipt of the notification, the account debtor may discharge its obligation by

paying the assignee and may not discharge the obligation by paying the assignor.

      (b) When notification ineffective. - Subject to subsection (h), notification is ineffective

under subsection (a):

      (1) If it does not reasonably identify the rights assigned;

      (2) To the extent that an agreement between an account debtor and a seller of a payment

intangible limits the account debtor's duty to pay a person other than the seller and the limitation

is effective under law other than this chapter; or

      (3) At the option of an account debtor, if the notification notifies the account debtor to

make less than the full amount of any installment or other periodic payment to the assignee, even

if:

      (i) Only a portion of the account, chattel paper, or payment intangible has been assigned

to that assignee;

      (ii) A portion has been assigned to another assignee; or

      (iii) The account debtor knows that the assignment to that assignee is limited.

      (c) Proof of assignment. - Subject to subsection (h), if requested by the account debtor,

an assignee shall seasonably furnish reasonable proof that the assignment has been made. Unless

the assignee complies, the account debtor may discharge its obligation by paying the assignor,

even if the account debtor has received a notification under subsection (a).

      (d) Term restricting assignment generally ineffective. - Except as otherwise provided in

subsection (e) and section 6A-2.1-303 and section 6A-9-407, and subject to subsection (h), a term

in an agreement between an account debtor and an assignor or in a promissory note is ineffective

to the extent that it:

      (1) Prohibits, restricts, or requires the consent of the account debtor or person obligated

on the promissory note to the assignment or transfer of, or the creation, attachment, perfection, or

enforcement of a security interest in, the account, chattel paper, payment intangible, or

promissory note; or

      (2) Provides that the assignment or transfer or the creation, attachment, perfection, or

enforcement of the security interest may give rise to a default, breach, right of recoupment, claim,

defense, termination, right of termination, or remedy under the account, chattel paper, payment

intangible, or promissory note.

      (e) Inapplicability of subsection (d) to certain sales. - Subsection (d) does not apply to

the sale of a payment intangible or promissory note, other than a sale pursuant to a disposition

under section 6A-9-610 or an acceptance of collateral under section 6A-9-620.

      (f) Legal restrictions on assignment generally ineffective. - Except as otherwise provided

in sections 6A-2.1-303 and 6A-9-407 and subject to subsections (h) and (i), a rule of law, statute,

or regulation that prohibits, restricts, or requires the consent of a government, governmental body

or official, or account debtor to the assignment or transfer of, or creation of a security interest in,

an account or chattel paper is ineffective to the extent that the rule of law, statute, or regulation:

      (1) Prohibits, restricts, or requires the consent of the government, governmental body or

official, or account debtor to the assignment or transfer of, or the creation, attachment, perfection,

or enforcement of a security interest in the account or chattel paper; or

      (2) Provides that the assignment or transfer or the creation, attachment, perfection, or

enforcement of the security interest may give rise to a default, breach, right of recoupment, claim,

defense, termination, right of termination, or remedy under the account or chattel paper.

      (g) Subsection (b)(3) not waivable. - Subject to subsection (h), an account debtor may

not waive or vary its option under subsection (b)(3).

      (h) Rule for individual under other law. - This section is subject to law other than this

chapter which establishes a different rule for an account debtor who is an individual and who

incurred the obligation primarily for personal, family, or household purposes.

      (i) Inapplicability to health-care-insurance receivable. - This section does not apply to an

assignment of a health-care-insurance receivable.

      (j) Section prevails over inconsistent law. - This section prevails over any statutes, rules,

and regulations inconsistent with this section.

 

     6A-9-408. Restrictions on assignment of promissory notes, health-care insurance

receivables, and certain general intangibles ineffective. -- (a) Term restricting assignment

generally ineffective. - Except as otherwise provided in subsection (b), a term in a promissory

note or in an agreement between an account debtor and a debtor which relates to a health-care-

insurance receivable or a general intangible, including a contract, permit, license, or franchise,

and which term prohibits, restricts, or requires the consent of the person obligated on the

promissory note or the account debtor to, the assignment or transfer of, or creation, attachment, or

perfection of a security interest in, the promissory note, health-care-insurance receivable, or

general intangible, is ineffective to the extent that the term:

      (1) Would impair the creation, attachment, or perfection of a security interest; or

      (2) Provides that the assignment or transfer or the creation, attachment, or perfection of

the security interest may give rise to a default, breach, right of recoupment, claim, defense,

termination, right of termination, or remedy under the promissory note, health-care-insurance

receivable, or general intangible.

      (b) Applicability of subsection (a) to sales of certain rights to payment. - Subsection (a)

applies to a security interest in a payment intangible or promissory note only if the security

interest arises out of a sale of the payment intangible or promissory note, other than a sale

pursuant to a disposition under section 6A-9-610 or an acceptance of collateral under section 6A-

9-620.

      (c) Legal restrictions on assignment generally ineffective. - A rule of law, statute, or

regulation that prohibits, restricts, or requires the consent of a government, governmental body or

official, person obligated on a promissory note, or account debtor to the assignment or transfer of,

or creation of a security interest in, a promissory note, health-care-insurance receivable, or

general intangible, including a contract, permit, license, or franchise between an account debtor

and a debtor, is ineffective to the extent that the rule of law, statute, or regulation:

      (1) Would impair the creation, attachment, or perfection of a security interest; or

      (2) Provides that the assignment or transfer or the creation, attachment, or perfection of

the security interest may give rise to a default, breach, right of recoupment, claim, defense,

termination, right of termination, or remedy under the promissory note, health-care-insurance

receivable, or general intangible.

      (d) Limitation on ineffectiveness under subsections (a) and (c). - To the extent that a

term in a promissory note or in an agreement between an account debtor and a debtor which

relates to a health-care-insurance receivable or general intangible or a rule of law, statute, or

regulation described in subsection (c) would be effective under law other than this chapter but is

ineffective under subsection (a) or (c), the creation, attachment, or perfection of a security interest

in the promissory note, health-care-insurance receivable, or general intangible:

      (1) Is not enforceable against the person obligated on the promissory note or the account

debtor;

      (2) Does not impose a duty or obligation on the person obligated on the promissory note

or the account debtor;

      (3) Does not require the person obligated on the promissory note or the account debtor to

recognize the security interest, pay or render performance to the secured party, or accept payment

or performance from the secured party;

      (4) Does not entitle the secured party to use or assign the debtor's rights under the

promissory note, health-care-insurance receivable, or general intangible, including any related

information or materials furnished to the debtor in the transaction giving rise to the promissory

note, health-care-insurance receivable, or general intangible;

      (5) Does not entitle the secured party to use, assign, possess, or have access to any trade

secrets or confidential information of the person obligated on the promissory note or the account

debtor; and

      (6) Does not entitle the secured party to enforce the security interest in the promissory

note, health-care-insurance receivable, or general intangible.

      (e) Section prevails over inconsistent law. - This section prevails over any statutes, rules,

and regulations inconsistent with this section.

 

     6A-9-502. Contents of financing statement; record of mortgage as financing

statement; time of filing financing statement. -- (a) Sufficiency of financing statement. -

Subject to subsection (b), a financing statement is sufficient only if it:

      (1) Provides the name of the debtor;

      (2) Provides the name of the secured party or a representative of the secured party; and

      (3) Indicates the collateral covered by the financing statement.

      (b) Real-property-related financing statements. - Except as otherwise provided in section

6A-9-501(b), to be sufficient, a financing statement that covers as-extracted collateral or timber to

be cut, or which is filed as a fixture filing and covers goods that are or are to become fixtures,

must satisfy subsection (a) and also:

      (1) Indicate that it covers this type of collateral;

      (2) Indicate that it is to be filed in the real property records;

      (3) Provide a description of the real property to which the collateral is related; and

      (4) If the debtor does not have an interest of record in the real property, provide the name

of a record owner.

      (c) Record of mortgage as financing statement. - A record of a mortgage is effective,

from the date of recording, as a financing statement filed as a fixture filing or as a financing

statement covering as-extracted collateral or timber to be cut only if:

      (1) The record indicates the goods or accounts that it covers;

      (2) The goods are or are to become fixtures related to the real property described in the

record or the collateral is related to the real property described in the record and is as-extracted

collateral or timber to be cut;

      (3) The record satisfies the requirements for a financing statement in this section, other

than an indication that it is to be filed in the real property records; and but:

     (i) The record need not indicate that it is to be filed in the real property records; and

     (ii) The record sufficiently provides the name of a debtor who is an individual if it

provides the individual name of the debtor or the surname and first personal name of the debtor,

even if the debtor is an individual to whom subdivision 6A-9-503-(a)(4) applies; and

      (4) The record is duly recorded.

      (d) Filing before security agreement or attachment. - A financing statement may be filed

before a security agreement is made or a security interest otherwise attaches.

 

     6A-9-503. Name of debtor and secured party. -- (a) Sufficiency of debtor's name. - A

financing statement sufficiently provides the name of the debtor:

      (1) If Except as otherwise provided in subdivision (3), if the debtor is a registered

organization or the collateral is held in a trust that is a registered organization, and only if the

financing statement provides the name of the debtor indicated that is stated to be the registered

organization's name on the public organic record of most recently filed with or issued or enacted

by the debtor's registered organization's jurisdiction of organization which shows the debtor to

have been organized purports to state, amend, or restate the registered organization's name;

      (2) If Subject to subsection (f) if, the debtor is a decedent's estate collateral is being

administered by the personal representative of a decedent, only if the financing statement

provides, as the name of the debtor, the name of the decedent and, in a separate part of the

financing statement, indicates that the debtor is an estate collateral is being administered by a

personal representative;

      (3) If the debtor is a trust or a trustee acting with respect to property held in trust, only if

the financing statement: collateral is held in a trust that is not a registered organization, only if the

financing statement:

     (i) Provides, as the name of the debtor:

     (A) If the organic record of the trust specifies a name for the trust, the name specified; or

     (B) If the organic record of the trust does not specify a name for the trust, the name of the

settler or testator; and

     (ii) In a separate part of the financing statement:

     (A) If the name is provided in accordance with subparagraph (i)(A), indicates that the

collateral is held in a trust; or

     (B) If the name is provided in accordance with subparagraph (ii)(A), provides additional

information sufficient to distinguish the trust from other trusts having one or more the same

settlors or the same testator and indicates that the collateral is held in a trust, unless the additional

information so indicates;

     (4) Subject to subsection (g), if the debtor is an individual to whom this state has issued a

driver’s license, or in lieu of such a driver’s license a personal identification card issued by the

same office of this state that issues driver’s licenses, that has not expired, only if the financing

statement provides the name of the individual which is indicated on the driver’s license or

personal identification card;

     (5) If the debtor is an individual to whom paragraph (4) does not apply, only if the

financing statement provides the individual name of the debtor or the surname and first personal

name of the debtor; and

     (i) Provides the name specified for the trust in its organic documents or, if no name is

specified, provides the name of the settlor and additional information sufficient to distinguish the

debtor from other trusts having one or more of the same settlors; and

      (ii) Indicates, in the debtor's name or otherwise, that the debtor is a trust or is a trustee

acting with respect to property held in trust; and

     (4)(6) In other cases:

      (i) If the debtor has a name, only if it the financing statement provides the individual or

organizational name of the debtor; and

      (ii) If the debtor does not have a name, only if it provides the names of the partners,

members, associates, or other persons comprising the debtor, in a manner that each name

provided would be sufficient if the person named were the debtor.

      (b) Additional debtor-related information. - A financing statement that provides the

name of the debtor in accordance with subsection (a) is not rendered ineffective by the absence

of:

      (1) A trade name or other name of the debtor; or

      (2) Unless required under subsection (a)(4)(B) (a)(6)(ii), names of partners, members,

associates, or other persons comprising the debtor.

      (c) Debtor's trade name insufficient. - A financing statement that provides only the

debtor's trade name does not sufficiently provide the name of the debtor.

      (d) Representative capacity. - Failure to indicate the representative capacity of a secured

party or representative of a secured party does not affect the sufficiency of a financing statement.

      (e) Multiple debtors and secured parties. - A financing statement may provide the name

of more than one debtor and the name of more than one secured party.

     (f) Name of decedent. The name of the decedent indicated on the order appointing the

personal representative of the decedent issued by the court having jurisdiction over the collateral

is sufficient as the “name of the decedent” under subdivision (a)(2).

      (g) Multiple drivers' licenses. If this state has issued to an individual more than one

driver's license or personal identification card of a kind described in paragraph (a)(4), the one that

was issued most recently is the one to which paragraph (a)(4) refers.

     (h) Definition. In this section, the “name of the settlor or testator” means:

     (1) If the settlor is a registered organization, the name that is stated to be the settlor’s

name on the public organic record most recently filed with or issued or enacted by the settlor’s

jurisdiction of organization which purports to state, amend, or restate the settlor’s name; or

     (2) In other cases, the name of the settlor or testator indicated in the trust’s organic

record.

 

     6A-9-507. Effect of certain events on effectiveness of financing statement. -- (a)

Disposition. - A filed financing statement remains effective with respect to collateral that is sold,

exchanged, leased, licensed, or otherwise disposed of and in which a security interest or

agricultural lien continues, even if the secured party knows of or consents to the disposition.

      (b) Information becoming seriously misleading. - Except as otherwise provided in

subsection (c) and section 6A-9-508, a financing statement is not rendered ineffective if, after the

financing statement is filed, the information provided in the financing statement becomes

seriously misleading under section 6A-9-506.

      (c) Change in debtor's name. - If a debtor so changes it’s the name that a filed financing

statement provides for a debtor becomes insufficient as the name of the debtor under subsection

6-A-9-503(a) so that the financing statement becomes seriously misleading under section 6A-9-

506:

      (1) The financing statement is effective to perfect a security interest in collateral

acquired by the debtor before, or within four months after, the change filed financing statement

becomes seriously misleading; and

      (2) The financing statement is not effective to perfect a security interest in collateral

acquired by the debtor more than four months after the change filed financing statement becomes

seriously misleading, unless an amendment to the financing statement which renders the

financing statement not seriously misleading is filed within four months after the change

financing statement becomes seriously misleading.

 

     6A-9-515. Duration and effectiveness of financing statement; effect of lapsed

financing statement. -- (a) Five-year effectiveness. - Except as otherwise provided in subsections

(b), (e), (f), and (g), a filed financing statement is effective for a period of five years after the date

of filing.

      (b) Public-finance or manufactured-home transaction. - Except as otherwise provided in

subsections (e), (f), and (g), an initial financing statement filed in connection with a public-

finance transaction or manufactured-home transaction is effective for a period of 30 years after

the date of filing if it indicates that it is filed in connection with a public-finance transaction or

manufactured-home transaction.

      (c) Lapse and continuation of financing statement. - The effectiveness of a filed

financing statement lapses on the expiration of the period of its effectiveness unless before the

lapse a continuation statement is filed pursuant to subsection (d). Upon lapse, a financing

statement ceases to be effective and any security interest or agricultural lien that was perfected by

the financing statement becomes unperfected, unless the security interest is perfected otherwise.

If the security interest or agricultural lien becomes unperfected upon lapse, it is deemed never to

have been perfected as against a purchaser of the collateral for value.

      (d) When continuation statement may be filed. - A continuation statement may be filed

only within six months before the expiration of the five-year period specified in subsection (a) or

the 30-year period specified in subsection (b), whichever is applicable.

      (e) Effect of filing continuation statement. - Except as otherwise provided in section 6A-

9-510, upon timely filing of a continuation statement, the effectiveness of the initial financing

statement continues for a period of five years commencing on the day on which the financing

statement would have become ineffective in the absence of the filing. Upon the expiration of the

five-year period, the financing statement lapses in the same manner as provided in subsection (c),

unless, before the lapse, another continuation statement is filed pursuant to subsection (d).

Succeeding continuation statements may be filed in the same manner to continue the

effectiveness of the initial financing statement.

      (f) Transmitting utility financing statement. - If a debtor is a transmitting utility and a

filed initial financing statement so indicates, the financing statement is effective until a

termination statement is filed.

      (g) Record of mortgage as financing statement. - A record of a mortgage that is effective

as a financing statement filed as a fixture filing under section 6A-9-502(c) remains effective as a

financing statement filed as a fixture filing until the mortgage is released or satisfied of record or

its effectiveness otherwise terminates as to the real property.

 

     6A-9-516. What constitutes filing; effectiveness of filing. -- (a) What constitutes filing.

- Except as otherwise provided in subsection (b), communication of a record to a filing office and

tender of the filing fee or acceptance of the record by the filing office constitutes filing.

      (b) Refusal to accept record; filing does not occur. - Filing does not occur with respect to

a record that a filing office refuses to accept because:

      (1) The record is not communicated by a method or medium of communication

authorized by the filing office;

      (2) An amount equal to or greater than the applicable filing fee is not tendered;

      (3) The filing office is unable to index the record because:

      (i) In the case of an initial financing statement, the record does not provide a name for

the debtor;

      (ii) In the case of an amendment or correction information statement, the record:

      (A) Does not identify the initial financing statement as required by section 6A-9-512 or

section 6A-9-518, as applicable; or

      (B) Identifies an initial financing statement whose effectiveness has lapsed under section

6A-9-515;

      (iii) In the case of an initial financing statement that provides the name of a debtor

identified as an individual or an amendment that provides a name of a debtor identified as an

individual which was not previously provided in the financing statement to which the record

relates, the record does not identify the debtor's last name surname; or

      (iv) In the case of a record filed or recorded in the filing office described in section 6A-

9-501(a)(1), the record does not provide a sufficient description of the real property to which it

relates;

      (4) In the case of an initial financing statement or an amendment that adds a secured

party of record, the record does not provide a name and mailing address for the secured party of

record;

      (5) In the case of an initial financing statement or an amendment that provides a name of

a debtor which was not previously provided in the financing statement to which the amendment

relates, the record does not:

      (i) Provide a mailing address for the debtor; or

      (ii) Indicate whether the name provided as the name of the debtor is the name of an

individual or an organization; or

      (iii) If the financing statement indicates that the debtor is an organization, provide:

      (A) A type of organization for the debtor;

      (B) A jurisdiction of organization for the debtor; or

      (C) An organizational identification number for the debtor or indicate that the debtor has

none;

      (6) In the case of an assignment reflected in an initial financing statement under section

6A-9-514(a) or an amendment filed under section 6A-9-514(b), the record does not provide a

name and mailing address for the assignee; or

      (7) In the case of a continuation statement, the record is not filed within the six-month

period prescribed by section 6A-9-515(d).

      (c) Rules applicable to subsection (b). - For purposes of subsection (b):

      (1) A record does not provide information if the filing office is unable to read or

decipher the information; and

      (2) A record that does not indicate that it is an amendment or identify an initial financing

statement to which it relates, as required by section 6A-9-512, 6A-9-514, or 6A-9-518, is an

initial financing statement.

      (d) Refusal to accept record; record effective as filed record. - A record that is

communicated to the filing office with tender of the filing fee, but which the filing office refuses

to accept for a reason other than one set forth in subsection (b), is effective as a filed record

except as against a purchaser of the collateral which gives value in reasonable reliance upon the

absence of the record from the files.

 

     6A-9-518. Claim concerning inaccurate or wrongfully filed record. -- (a) Correction

statement Statement with respect to record indexed under person's name. - A person may file in

the filing office a correction an information statement with respect to a record indexed there

under the person's name if the person believes that the record is inaccurate or was wrongfully

filed.

      (b) Sufficiency Contents of correction statement under subsection (a). - A correction An

information statement under subsection (a) must:

      (1) Identify the record to which it relates by: (i) The the file number assigned to the

initial financing statement to which the record relates; and

      (ii) If the correction statement relates to a record filed in a filing office described in

section 6A-9-501(a)(1), the information specified in section 6A-9-502(b) and (A) the date and

time that the initial financing statement was filed or (B) the book and page references of the

filing;

      (2) Indicate that it is a correction an information statement; and

      (3) Provide the basis for the person's belief that the record is inaccurate and indicate the

manner in which the person believes the record should be amended to cure any inaccuracy or

provide the basis for the person's belief that the record was wrongfully filed.

     (c) Statement by secured party of record. A person may file in the filing office an

information statement with respect to a record filed there if the person is a secured party of record

with respect to the financing statement to which the record relates and believes that the person

that filed the record was not entitled to do so under subsection 6A-9-509(d).

     (d) Contents of statement under subsection (c). An information statement under

subsection (c) must:

     (1) Identify the record to which it relates by:

     (i) The file number assigned to the initial financing statement to which the record relates;

and

     (ii) If the information statement relates to a record filed in a filing office described in

subdivision 6A-9-501(a)(1), the date and time that the initial financing statement was filed and

the information specified in subsection 6A-9-502(b);

     (2) Indicate that it is an information statement; and

     (3) Provide the basis for the person's belief that the person who filed the record was not

entitled to do so under subsection 6A-9-509(d).

      (c)(e) Record not affected by correction information statement. - The filing of a

correction an information statement does not affect the effectiveness of an initial financing

statement or other filed record.

 

     6A-9-521. Uniform form of written financing statement and amendment. -- (a) Initial

financing statement form. - A filing office that accepts written records may not refuse to accept a

written initial financing statement in the following form and format except for a reason set forth

in section 6A-9-516(b):

 

     UCC FINANCING STATEMENT

     FOLLOW INSTRUCTIONS (front and back) CAREFULLY

     A. NAME & PHONE OF CONTACT AT FILER [optional]

     __________________________________________________

     B. SEND ACKNOWLEDGMENT TO: (Name and Address)

     __________________________________________________

     __________________________________________________

     __________________________________________________

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     1. DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (1a or 1b) - do not

abbreviate or combine names

     1a. ORGANIZATION'S NAME

     Or _______________________________________________________________________

     1b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     1c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     1d. TAX ID #: SSN OR EIN ADD'LINFO REORGANIZATION DEBTOR

     __________________________________________________________________

     1e. TYPE OF ORGANIZATION

     ________________________________________________________________________

     1f. JURISDICTION OF ORGANIZATION

     __________________________________________________________________

     1g. ORGANIZATIONAL ID #, if any NONE (

     ________________________________________________________________________

     2. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (2a

or 2b) - do not abbreviate or combine names

     2a. ORGANIZATION'S NAME

     Or _______________________________________________________________________

     2b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     2c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     2d. TAX ID #: SSN OR EIN ADD'LINFO REORGANIZATION DEBTOR

     __________________________________________________________________

     2e. TYPE OF ORGANIZATION

     ________________________________________________________________________

     2f. JURISDICTION OF ORGANIZATION

     __________________________________________________________________

     2g. ORGANIZATIONAL ID #, if any NONE (

     ________________________________________________________________________

     3. SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE of ASSIGNOR S/P) - insert

only one secured party name (3a or 3b)

     3a. ORGANIZATION'S NAME

     Or _______________________________________________________________________

     3b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     3c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     4. This FINANCING STATEMENT covers the following collateral:

     

     5. ALTERNATIVE DESIGNATION [if applicable]: ( LESSEE/LESSOR

     ( CONSIGNEE/CONSIGNOR ( BAILEE/BAILOR ( SELLER/BUYER ( AG. LIEN

     ( NON-UCC FILING

     6. (This FINANCING STATEMENT is to be filed [for record] (or recorded) in the REAL

ESTATE RECORDS. Attach Addendum [if applicable]

     7. Check to REQUEST SEARCH REPORT(S) on Debtor(s) [ADDITIONAL FEE] [optional]

     ( All Debtors ( Debtor 1 ( Debtor 2

     8. OPTIONAL FILER REFERENCE DATA

     ______________________________________________________________________________

     FILING OFFICE COPY—NATIONAL UCC FINANCING STATEMENT (FORM UCC1)(REV.

07/29/98)

     

     UCC FINANCING STATEMENT ADDENDUM

     FOLLOW INSTRUCTIONS (front and back) CAREFULLY

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     9. NAME OF FIRST DEBTOR (9a or 9b) ON RELATED FINANCING STATEMENT

     9a. ORGANIZATION'S NAME

     Or _______________________________________________________________________

     9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     10. MISCELLANEOUS:

     ________________________________________________________________________

     11. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one name (11a or

11b) - do not abbreviate or combine names

     11a. ORGANIZATION'S NAME

     Or _______________________________________________________________________

     11b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     11c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     11d. TAX ID #: SSN OR EIN ADD'LINFO REORGANIZATION DEBTOR

     __________________________________________________________________

     11e. TYPE OF ORGANIZATION

     ________________________________________________________________________

     11f. JURISDICTION OF ORGANIZATION

     __________________________________________________________________

     11g. ORGANIZATIONAL ID #, if any NONE (

     __________________________________________________________________

     12. (ADDITIONAL SECURED PARTY'S or (ASSIGNOR S/P'S NAME - insert only one

name (12a or 12b)

     12a. ORGANIZATION'S NAME

     Or _______________________________________________________________________

     12b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     12c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     13. This FINANCING STATEMENT covers ( timber to be cut or ( as-extracted collateral, or

is filed as a ( fixture filing.

     14. Description of real estate:__________________________________________________

     ________________________________________________________________________

     15. Name and address of a RECORD OWNER of above-described real estate (if Debtor does not

have a record interest): ______________________________________________________

     16. Additional collateral description: _____________________________________________

     ________________________________________________________________________

     17. Check only if applicable and check only one box.

     Debtor is a ( Trust or ( Trustee acting with respect to property held in trust or ( Decedent's

Estate

     18. Check only if applicable and check only one box.

     ( Debtor is a TRANSMITTING UTILITY

     ( Filed in connection with a Manufactured-Home Transaction — effective 30 years

     ( Filed in connection with a Public-Finance Transaction — effective 30 years

     ________________________________________________________________________________________________

     FILING OFFICE COPY — NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORM

UCC1Ad) (REV. 07/29/98)

     UCC FINANCING STATEMENT

     FOLLOW INSTRUCTIONS

     A. NAME & PHONE OF CONTACT AT FILER (optional)

     _________________________________________________________________

     B. EMAIL CONTACT AT FILER (optional)

     _________________________________________________________________

     C. SEND ACKNOWLEDGMENT TO: (Name and Address)

     _________________________________________________________________

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     1. DEBTOR’S NAME- provide only one Debtor name (1a or 1b) (use exact, full name; do not

omit, modify, or abbreviate any word in the debtor’s name)

     1a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     1b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S)

     THAT ARE PART OF THE NAME OF THIS DEBTOR SUFFIX

     ___________________________________________________________________ _______

     1c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     2. DEBTOR’S NAME- provide only one Debtor name (2a or 2b) (use exact, full name; do not

omit, modify, or abbreviate any word in the debtor’s name)

     2a. ORGANIZATION’S NAME

     or _____________________________________________________________________

     2b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S)

     THAT ARE PART OF THE NAME OF THIS DEBTOR SUFFIX

     ___________________________________________________________________ _______

     1c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     3. SECURED PARTY’S NAME (or NAME of ASSIGNEE of ASSIGNOR secured party)—

provide only one secured party name (3a or 3b)

     3a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     3b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     ___________________________________________________________________ _______

     3c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     4. COLLATERAL: This financing statement covers the following collateral:

__________________________________________________________________________

     ________________________________________________________________________

     5. Check only if applicable and check only one box:

     Collateral is ( held in a Trust (see Instructions) ( being administered by a Decedent’s

Personal Representative.

     6a. Check only if applicable and check only one box:

     ( Public-Finance Transaction ( Manufactured-Home Transaction

     ( A Debtor is a Transmitting Utility

     6b. check only is applicable and check only one box:

     ( Agricultural Lien ( Non-UCC Filing

     7. ALTERNATIVE DESIGNATION (if applicable): ( Lessee/Lessor

     ( Consignee/Consignor(Seller/Buyer (Bailee/Bailor ( Licensee/Licensor

     8. OPTIONAL FILER REFERENCE DATA ______________________________________

     ______________________________________________________________________________

     [UCC FINANCING STATEMENT (Form UCC1)]

     

     UCC FINANCING STATEMENT ADDENDUM

     FOLLOW INSTRUCTIONS

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     9. DEBTOR’S NAME- provide only one Debtor name (1a or 1b) (use exact, full name; do not

omit, modify, or abbreviate any word in the debtor’s name)

     9a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     9b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     ___________________________________________________________________ _______

     10. ADDITIONAL DEBTOR’S NAME- provide only one Debtor name (10a or 10b) (use exact,

full name; do not omit, modify, or abbreviate any word in the debtor’s name)

     10a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     10b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S)

     THAT ARE PART OF THE NAME OF THIS DEBTOR SUFFIX

     ___________________________________________________________________ _______

     10c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     11. ADDITIONAL SECURED PARTY’S NAME or ( ASSIGNOR SECURED PARTY’S

NAME—provide only one secured party name (11a or 11b)

     11a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     11b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     ___________________________________________________________________ _______

     11c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     12. ADDITIONAL SPACE FOR ITEM 4 (collateral) ________________________________

     ___________________________________________________________________________

     13. ( This FINANCING STATEMENT is to be filed [for record] (or recorded) in the REAL

ESTATE RECORDS (if applicable)

     14. This FINANCING STATEMENT:

     ( covers timber to be cut ( covers as-extended ( is filed as a fixture filing

     15. Name and address of a RECORD OWNER of real estate described in item 16 (if Debtor does

not have a record interest):

     _________________________________________________________________________

     ________________________________________________________________________

     16. Description of real estate: __________________________________________________

     ________________________________________________________________________

     ________________________________________________________________________

     17. MISCELLANEOUS:

     ________________________________________________________________________

     ________________________________________________________________________

     [UCC FINANCING STATEMENT ADDENDUM (Form UCC1Ad)]

     (b) Amendment form. - A filing office that accepts written records may not refuse to

accept a written record in the following form and format except for a reason set forth in section

6A-9-516(b):

     UCC FINANCING STATEMENT AMENDMENT

     FOLLOW INSTRUCTIONS (front and back) CAREFULLY

     A. NAME & PHONE OF CONTACT AT FILER [optional]

     __________________________________________________

     B. SEND ACKNOWLEDGMENT TO: (Name and Address)

     __________________________________________________

     __________________________________________________

     __________________________________________________

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     1a. INITIAL FINANCING STATE FILE ______________________________________

     1b. ( This FINANCING STATEMENT AMENDMENT is to be filed [for record] (or recorded)

     in the REAL ESTATE RECORDS.

     2. ( TERMINATION: Effectiveness of the Financing Statement identified above is terminated

with respect to security interest(s) of the Secured Party authorizing this Termination Statement.

     3. ( CONTINUATION: Effectiveness of the Financing Statement identified above with respect

to security interest(s) of the Secured Party authorizing this Continuation Statement is continued

for the additional period provided by applicable law.

     4. ( ASSIGNMENT (full or partial): Give name of assignee in item 7a or 7b and address

assignee in item 7c; and also give name of assignor in item 9.

     5. AMENDMENT (PARTY INFORMATION): This Amendment affects ( Debtor or ( Secured

Party of record. Check only one of these two boxes.

     Also check one of the following three boxes and provide appropriate information in items 6

and/or 7.

     ( CHANGE name and/or address: Give current record name in item 6a or 6b; also give new

name (if name change) in item 7a or 7b and/or new address (if address change) in item 7c.

     ( DELETE name: give record name to be deleted in item 6a or 6b.

     ( ADD name: Complete item 7a or 7b, and also complete items 7d-7g (if applicable).

     6. CURRENT RECORD INFORMATION:

     6a. ORGANIZATION'S NAME

     or _______________________________________________________________________

     6b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     7. CHANGED (NEW) OR ADDED INFORMATION:

     7a. ORGANIZATION'S NAME

     or _______________________________________________________________________

     7b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     7c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     7d. TAX ID #: SSN OR EIN ADD'LINFO REORGANIZATION DEBTOR

     __________________________________________________________________

     7e. TYPE OF ORGANIZATION

     ________________________________________________________________________

     7f. JURISDICTION OF ORGANIZATION

     __________________________________________________________________

     7g. ORGANIZATIONAL ID #, if any NONE (

     ________________________________________________________________________

     8. AMENDMENT (COLLATERAL CHANGE) CHECK ONLY ONE BOX.

     describe collateral ( deleted or ( give entire ( restated collateral description, or describe

collateral ( assigned.

     9. NAME OF SECURED PARTY OF RECORD AUTHORIZING THIS AMENDMENT (name

of assignor, if this is an Assignment). If this is an Amendment authorized by a Debtor which adds

collateral or adds the authorizing Debtor, or if this is a Termination authorized by a Debtor, check

here ( and enter name of DEBTOR authorizing this Amendment.

     9a. ORGANIZATION'S NAME

     or _______________________________________________________________________

     9b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     10. OPTIONAL FILER REFERENCE DATA

     ______________________________________________________________________________

     NATIONAL UCC FINANCING STATEMENT AMENDMENT (FORM UCC3) (REV.

07/29/98)

     

     UCC FINANCING STATEMENT AMENDMENT ADDENDUM

     FOLLOW INSTRUCTIONS (front and back) CAREFULLY

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     11. INITIAL FINANCING STATE FILE #__________________________________________

     12. NAME OF PARTY AUTHORIZING THIS AMENDMENT (same as item 9 on Amendment

form)

     12a. ORGANIZATION'S NAME

     or _______________________________________________________________________

     12b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

     ________________________________________________________________________

     13. Use this space for additional information

______________________________________________________________________________

______________________________________________________________________________

     

     UCC FINANCING STATEMENT AMENDMENT

     FOLLOW INSTRUCTIONS

     A. NAME & PHONE OF CONTACT AT FILER (optional)

     ______________________________________________________________________________

     B. EMAIL CONTACT AT FILER (optional)

     ________________________________________________________________________

     C. SEND ACKNOWLEDGMENT TO: (Name and Address)

     ________________________________________________________________________

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     1a. INITIAL FINANCING STATEMENT FILE #______________________________________

     1b. ( This FINANCING STATEMENT AMENDMENT is to be filed [for record] (or recorded)

in the REAL ESTATE RECORDS.

     2. ( TERMINATION: Effectiveness of the Financing Statement identified above is terminated

with respect to the security interest(s) of Secured Party authorizing this Termination Statement

     3. ( ASSIGNMENT (full or partial): Provide name of Assignee in item 7a or 7b, and address

Assignee in item 7c and name of Assignor in item 9. For partial assignment, complete items 7 and

9 and also indicate affected collateral in item 8

     4. ( CONTINUATION: Effectiveness of the Financing Statement identified above with respect

to the security interest(s) of Secured Party authorizing this Continuation Statement is continued

for the additional period provided by applicable law

     5. ( PARTY INFORMATION CHANGE:

     Check one of these three boxes:

     This Change affects ( Debtor or ( Secured Party of record AND Check one of these three boxes

to:

     ( CHANGE name and/or address: Complete item 6a or 6b, and item 7a or 7b and item 7c.

     ( ADD name: Complete item 7a or 7b, and item 7c.

     ( DELETE name: Give record name to be deleted in item 6a or 6b.

     6. CURRENT RECORD INFORMATION: Complete for Party Information Change – provide

only one name (6a or 6b) (use exact, full name; do not omit, modify, or abbreviate any word in

the Debtor’s name)

     6a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     6b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     _____________________________________________________________________ ________

     7. CHANGED OR ADDED INFORMATION: Complete for Assignment of Party Information

Change – provide only one name (7a or 7b) (use exact full name; do not omit, modify, or

abbreviate any word in the Debtor’s name)

     7a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     7b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) THAT ARE PART OF THE NAME OF THIS DEBTOR

SUFFIX

     ___________________________________________________________________ __________

     7c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

     ________________________________________________________________________

     8. ( COLLATERAL CHANGE:

     Also check one of these four boxes:

     ( ADD collateral ( DELETE collateral ( RESTATE covered collateral ( ASSIGN

collateral

     Indicate Collateral: ___________________________________________________________

     9. NAME OF SECURED PARTY OF RECORD AUTHORIZING THIS AMENDMENT –

provide only one name (9a or 9b) (name of Assignor, if this is an Assignment)

     If this is an Amendment authorized by a DEBTOR, check here ( and provide name of

authorizing Debtor

     9a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     9b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     __________________________________________________________________ __________

     10. OPTIONAL FILER REFERENCE DATA

     ________________________________________________________________________

     ___________________________________________________________________________

     [UCC FINANCING STATEMENT AMENDMENT (Form UCC3]     

     UCC FINANCING STATEMENT AMENDMENT ADDENDUM

     FOLLOW INSTRUCTIONS

     11. INITIAL FINANCING STATEMENT FILE NUMBER (same as item 1a on Amendment

form)______________________________________________________________________

     12. NAME OF PARTY AUTHORIZING THIS AMENDMENT (same as item 9 on Amendment

form)

     12a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     12b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     _________________________________________________________________ __________

     THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

     13. Name of DEBTOR on related financing statement (Name of a current Debtor of record

required for indexing purposes only in some filing offices – see Instruction for item 13 – insert

only one Debtor name (13a or 13b) (use exact, full name; do not omit, modify, or abbreviate any

word in the Debtor’s name)

     13a. ORGANIZATION’S NAME

     or _______________________________________________________________________

     13b. INDIVIDUAL’S SURNAME FIRST PERSONAL NAME

     ________________________________________________________________________

     ADDITIONAL NAME(S)/INITIAL(S) SUFFIX

     ___________________________________________________________________ __________

     14. ADDITIONAL SPACE FOR ITEM 8 (Collateral)

     ______________________________________________________________________________

     ________________________________________________________________________

     15. This FINANCING STATEMENT AMENDMENT:

     ( covers timber to be cut

     ( covers as-extracted collateral

     ( is filed as a fixture filing

     16. Name and address of a RECORD OWNER of real estate described in item 17 (if Debtor does

not have a record interest):_____________________________________________________

     _________________________________________________________________________

     17. Description of real estate

     __________________________________________________________________________

     ________________________________________________________________________

     18. MISCELLANEOUS:

     ____________________________________________________________________________

     ________________________________________________________________________

     [UCC FINANCING STATEMENT AMENDMENT ADDENDUM (Form UCC3Ad)]

 

     6A-9-607. Collection and enforcement by secured party. -- (a) Collection and

enforcement generally. - If so agreed, and in any event after default, a secured party:

      (1) May notify an account debtor or other person obligated on collateral to make

payment or otherwise render performance to or for the benefit of the secured party;

      (2) May take any proceeds to which the secured party is entitled under section 6A-9-315;

      (3) May enforce the obligations of an account debtor or other person obligated on

collateral and exercise the rights of the debtor with respect to the obligation of the account debtor

or other person obligated on collateral to make payment or otherwise render performance to the

debtor, and with respect to any property that secures the obligations of the account debtor or other

person obligated on the collateral;

      (4) If it holds a security interest in a deposit account perfected by control under section

6A-9-104(a)(1), may apply the balance of the deposit account to the obligation secured by the

deposit account; and

      (5) If it holds a security interest in a deposit account perfected by control under section

6A-9-104(a)(2) or (3), may instruct the bank to pay the balance of the deposit account to or for

the benefit of the secured party.

      (b) Nonjudicial enforcement of mortgage. - If necessary to enable a secured party to

exercise under subsection (a)(3) the right of a debtor to enforce a mortgage nonjudicially, the

secured party may record in the office in which a record of the mortgage is recorded:

      (1) A copy of the security agreement that creates or provides for a security interest in the

obligation secured by the mortgage; and

      (2) The secured party's sworn affidavit in recordable form stating that:

      (i) A default has occurred with respect to the obligation secured by the mortgage; and

      (ii) The secured party is entitled to enforce the mortgage nonjudicially.

      (c) Commercially reasonable collection and enforcement. - A secured party shall proceed

in a commercially reasonable manner if the secured party:

      (1) Undertakes to collect from or enforce an obligation of an account debtor or other

person obligated on collateral; and

      (2) Is entitled to charge back uncollected collateral or otherwise to full or limited

recourse against the debtor or a secondary obligor.

      (d) Expenses of collection and enforcement. - A secured party may deduct from the

collections made pursuant to subsection (c) reasonable expenses of collection and enforcement,

including reasonable attorney's fees and legal expenses incurred by the secured party.

      (e) Duties to secured party not affected. - This section does not determine whether an

account debtor, bank, or other person obligated on collateral owes a duty to a secured party.

 

     6A-9-625. Remedies for secured party's failure to comply with chapter. -- (a) Judicial

orders concerning noncompliance. - If it is established that a secured party is not proceeding in

accordance with this chapter, a court may order or restrain collection, enforcement, or disposition

of collateral on appropriate terms and conditions.

      (b) Damages for noncompliance. - Subject to subsections (c), (d), and (f), a person is

liable for damages in the amount of any loss caused by a failure to comply with this chapter. Loss

caused by a failure to comply may include loss resulting from the debtor's inability to obtain, or

increased costs of, alternative financing.

      (c) Persons entitled to recover damages; statutory damages in consumer-goods

transaction if collateral is consumer goods. - Except as otherwise provided in section 6A-9-628:

      (1) A person that, at the time of the failure, was a debtor, was an obligor, or held a

security interest in or other lien on the collateral may recover damages under subsection (b) for its

loss; and

      (2) If the collateral is consumer goods, a person that was a debtor or a secondary obligor

at the time a secured party failed to comply with this part may recover for that failure in any event

an amount not less than the credit service charge plus 10 percent of the principal amount of the

obligation or the time-price differential plus 10 percent of the cash price.

      (d) Recovery when deficiency eliminated or reduced. - A debtor whose deficiency is

eliminated under section 6A-9-626 may recover damages for the loss of any surplus. However, a

debtor or secondary obligor whose deficiency is eliminated or reduced under section 6A-9-626

may not otherwise recover under subsection (b) for noncompliance with the provisions of this

part relating to collection, enforcement, disposition, or acceptance.

      (e) Statutory damages: noncompliance with specified provisions. - In addition to any

damages recoverable under subsection (b), the debtor, consumer obligor, or person named as a

debtor in a filed record, as applicable, may recover $500 in each case from a person that:

      (1) Fails to comply with section 6A-9-208;

      (2) Fails to comply with section 6A-9-209;

      (3) Files a record that the person is not entitled to file under section 6A-9-509(a);

      (4) Fails to cause the secured party of record to file or send a termination statement as

required by section 6A-9-513(a) or (c);

      (5) Fails to comply with section 6A-9-616(b)(1) and whose failure is part of a pattern, or

consistent with a practice, of noncompliance; or

      (6) Fails to comply with section 6A-9-616(b)(2).

      (f) Statutory damages: noncompliance with section 6A-9-210. - A debtor or consumer

obligor may recover damages under subsection (b) and, in addition, $500 in each case from a

person that, without reasonable cause, fails to comply with a request under section 6A-9-210. A

recipient of a request under section 6A-9-210 which never claimed an interest in the collateral or

obligations that are the subject of a request under that section has a reasonable excuse for failure

to comply with the request within the meaning of this subsection.

      (g) Limitation of security interest: noncompliance with section 6A-9-210. - If a secured

party fails to comply with a request regarding a list of collateral or a statement of account under

section 6A-9-210, the secured party may claim a security interest only as shown in the list or

statement included in the request as against a person that is reasonably misled by the failure.

 

     6A-9-710. Official comments. -- It is the intention of the general assembly that the

official comments to this chapter, including the 2010 amendments to said official comments,

represent the express legislative intent of the general assembly and shall be used as a guide for

interpretation of this chapter.

 

     SECTION 3. Chapter 6A-9 of the General Laws entitled "Secured Transactions" is

hereby amended by adding thereto the following sections:

 

     6A- 9-801. Effective Date. (a) In this part, “amendatory act” means the public law by

which this part is added to chapter 9 of title 6A effective July 1, 2013.

     (b) This amendatory act takes effect on July 1, 2013.

 

     6A-9-802. Savings Clause. -- (a) Pre-effective-date transactions or liens. Except as

otherwise provided in this part, the amendatory act applies to a transaction or lien within its

scope, even if the transaction or lien was entered into or created before the amendatory act takes

effect.

     (b) Pre-effective-date proceedings. The amendatory act does not affect an action, case, or

proceeding commenced before the amendatory act takes effect.

 

     6A-9-803. Security interest perfected before effective date. -- (a) Continuing

perfection: perfection requirements satisfied. A security interest that is a perfected security

interest immediately before the amendatory act takes effect is a perfected security interest under

this chapter as amended by the amendatory act if, when the amendatory act takes effect, the

applicable requirements for attachment and perfection under this chapter, as amended by the

amendatory act, are satisfied without further action.

     (b) Continuing perfection: perfection requirements not satisfied. Except as otherwise

provided in section 6A-9-805, if, immediately before the amendatory act takes effect, a security

interest is a perfected security interest, but the applicable requirements for perfection under this

chapter, as amended by the amendatory act, are not satisfied when the amendatory act takes

effect, the security interest remains perfected thereafter only if the applicable requirements for

perfection under this chapter as amended by the amendatory act are satisfied within one year after

the amendatory act takes effect.

 

     6A- 9‑804. Security interest unperfected before effective date. -- A security interest

that is an unperfected security interest immediately before the amendatory act takes effect

becomes a perfected security interest:

     (1) Without further action, when the amendatory act takes effect if the applicable

requirements for perfection under this chapter as amended by the amendatory act are satisfied

before or at that time; or

     (2) When the applicable requirements for perfection are satisfied if the requirements are

satisfied after that time.

 

     6A-9‑805. Effectiveness of action taken before effective date. -- (a) Pre-effective-date

filing effective. The filing of a financing statement before the amendatory act takes effect is

effective to perfect a security interest to the extent the filing would satisfy the applicable

requirements for perfection under this chapter as amended by the amendatory act.

     (b) When pre-effective-date filing becomes ineffective. The amendatory act does not

render ineffective an effective financing statement that, before the amendatory act takes effect, is

filed and satisfies the applicable requirements for perfection under the law of the jurisdiction

governing perfection as provided in this chapter as it existed before the amendatory act took

effect. However, except as otherwise provided in subsections (c) and (d) and section 6A-9-806,

the financing statement ceases to be effective:

     (1) If the financing statement is filed in this state, at the time the financing statement

would have ceased to be effective had the amendatory act not taken effect; or

     (2) If the financing statement is filed in another jurisdiction, at the earlier of:

     (i) The time the financing statement would have ceased to be effective under the law of

that jurisdiction; or

     (ii) June 30, 2018.

     (c) Continuation statement. The filing of a continuation statement after the amendatory

act takes effect does not continue the effectiveness of a financing statement filed before the

amendatory act takes effect. However, upon the timely filing of a continuation statement after the

amendatory act takes effect and in accordance with the law of the jurisdiction governing

perfection as provided in this chapter as amended by the amendatory act, the effectiveness of a

financing statement filed in the same office in that jurisdiction before the amendatory act takes

effect continues for the period provided by the law of that jurisdiction.

     (d) Application of subparagraph 6A-9-804 (b)(2)(B) to transmitting utility financing

statement. Subparagraph 6A-9-804 (b)(2)(B) applies to a financing statement that, before the

amendatory act takes effect, is filed against a transmitting utility and satisfies the applicable

requirements for perfection under the law of the jurisdiction governing perfection as provided in

this chapter as it existed before the amendatory act took effect, only to the extent that this chapter

as amended by the amendatory act provides that the law of a jurisdiction other than the

jurisdiction in which the financing statement is filed governs perfection of a security interest in

collateral covered by the financing statement.

     (e) Application of Part 5. A financing statement that includes a financing statement filed

before the amendatory act takes effect and a continuation statement filed after the amendatory act

takes effect is effective only to the extent that it satisfies the requirements of Part 5 of this chapter

as amended by the amendatory act for an initial financing statement. A financing statement that

indicates that the debtor is a decedent’s estate indicates that the collateral is being administered

by a personal representative within the meaning of subdivision 6A‑9-503(a)(2) as amended by the

amendatory act. A financing statement that indicates that the debtor is a trust or is a trustee acting

with respect to property held in trust indicates that the collateral is held in a trust within the

meaning of subdivision 6A-9-503(a)(3) as amended by the amendatory act.

 

     6A-9-806. When initial financing statement suffices to continue effectiveness of

financing statement. -- (a) Initial financing statement in lieu of continuation statement. The

filing of an initial financing statement in the office specified in section 6A-9-501 continues the

effectiveness of a financing statement filed before the amendatory act takes effect if:

     (1) The filing of an initial financing statement in that office would be effective to perfect

a security interest under this chapter as amended by the amendatory act;

     (2) The pre-effective-date financing statement was filed in an office in another state; and

     (3) The initial financing statement satisfies subsection (c).

     (b) Period of continued effectiveness. The filing of an initial financing statement under

subsection (a) continues the effectiveness of the pre-effective-date financing statement:

     (1) If the initial financing statement is filed before the amendatory act takes effect, for the

period provided in section 6A-9-515 before the amendatory act took effect with respect to an

initial financing statement; and

     (2) If the initial financing statement is filed after the amendatory act takes effect, for the

period provided in section 6A-9-515 as amended by the amendatory act with respect to an initial

financing statement.

     (c) Requirements for initial financing statement under subsection (a). To be effective for

purposes of subsection (a), an initial financing statement must:

     (1) Satisfy the requirements of Part 5 of this chapter as amended by the amendatory act

for an initial financing statement;

     (2) Identify the pre-effective-date financing statement by indicating the office in which

the financing statement was filed and providing the dates of filing and file numbers, if any, of the

financing statement and of the most recent continuation statement filed with respect to the

financing statement; and

     (3) Indicate that the pre-effective-date financing statement remains effective.

 

     6A-9-807. Amendment of pre-effective-date financing statement. -- (a) Pre-effective-

date financing statement. In this section, “pre-effective-date financing statement” means a

financing statement filed before the amendatory act takes effect.

     (b) Applicable law. After the amendatory act takes effect, a person may add or delete

collateral covered by, continue or terminate the effectiveness of, or otherwise amend the

information provided in, a pre-effective-date financing statement only in accordance with the law

of the jurisdiction governing perfection as provided in this chapter as amended by the amendatory

act. However, the effectiveness of a pre-effective-date financing statement also may be

terminated in accordance with the law of the jurisdiction in which the financing statement is filed.

     (c) Method of amending: general rule. Except as otherwise provided in subsection (d), if

the law of this state governs perfection of a security interest, the information in a pre-effective-

date financing statement may be amended after the amendatory act takes effect only if:

     (1) The pre-effective-date financing statement and an amendment are filed in the office

specified in section 6A-9-501;

     (2) An amendment is filed in the office specified in section 6A-9-501 concurrently with,

or after the filing in that office of, an initial financing statement that satisfies subsection 6A-9-

806(c); or

     (3) An initial financing statement that provides the information as amended and satisfies

subsection 6A-9-806(c) is filed in the office specified in section 6A-9-501.

     (d) Method of amending: continuation. If the law of this state governs perfection of a

security interest, the effectiveness of a pre-effective-date financing statement may be continued

only under subsections 6A-9-805(c) and (e) or section 6A-9-806.

     (e) Method of amending: additional termination rule. Whether or not the law of this state

governs perfection of a security interest, the effectiveness of a pre-effective-date financing

statement filed in this state may be terminated after the amendatory act takes effect by filing a

termination statement in the office in which the pre-effective-date financing statement is filed,

unless an initial financing statement that satisfies subsection 6A-9-806(c) has been filed in the

office specified by the law of the jurisdiction governing perfection as provided in this chapter as

amended by the amendatory act as the office in which to file a financing statement.

 

     6A-9‑808. Person entitled to file initial financing statement or continuation

statement. A person may file an initial financing statement or a continuation statement under this

part if:

     (1) The secured party of record authorizes the filing; and

     (2) The filing is necessary under this part:

     (i) To continue the effectiveness of a financing statement filed before the amendatory act

takes effect; or

     (ii) To perfect or continue the perfection of a security interest.

 

     6A-9‑809. Priority. The amendatory act determines the priority of conflicting claims to

collateral. However, if the relative priorities of the claims were established before the amendatory

act took effect, then this chapter, as it existed before the amendatory act took effect determines

priority.

 

     SECTION 4. This act shall take effect on July 1, 2013.

     

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LC01546/SUB A/4

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