CHAPTER 554
UNIFORM COMMERCIAL CODE
Referred to in § 15E.204, 15E.207, 16.142, 16A.9, 34A.21,
203.12A, 203C.4, 203C.12A, 260C.72,
321.50, 453A.45, 462A.83, 483A.51, 491.46, 537A.3, 554.10105, 554B.2, 570A.4,
571.3, 578A.6, 654A.1, 654A.6, 654A.8, 809A.1
Gender references changed pursuant to 82 Acts, ch 1217, § 1
ARTICLE 1
GENERAL PROVISIONS
PART 1
SHORT TITLE, CONSTRUCTION, APPLICATION,
AND SUBJECT MATTER OF THE CHAPTER
554.1101 Short title.
554.1102 Purposes--rules of construction--variation by agreement.
554.1103 Supplementary general principles of law applicable.
554.1104 Construction against implicit repeal.
554.1105 Territorial application of the chapter--parties' power to
choose applicable law.
554.1106 Remedies to be liberally administered.
554.1107 Waiver or renunciation of claim or right after breach.
554.1108 Severability.
554.1109 Section captions.
554.1110 Rules for filing and indexing.
PART 2
GENERAL DEFINITIONS AND PRINCIPLES
OF INTERPRETATION
554.1201 General definitions.
554.1202 Prima facie evidence by third party documents.
554.1203 Obligation of good faith.
554.1204 Time--reasonable time--"seasonably".
554.1205 Course of dealing and usage of trade.
554.1206 Statute of frauds for kinds of personal property not otherwise covered.
554.1207 Performance or acceptance under reservation of
rights.
554.1208 Option to accelerate at will.
554.1209 Subordinated obligations.
ARTICLE 2
SALES
PART 1
SHORT TITLE, GENERAL CONSTRUCTION,
AND SUBJECT MATTER
554.2101 Short title.
554.2102 Scope--certain security and other transactions excluded from
this Article.
554.2103 Definitions and index of definitions.
554.2104 Definitions: "merchant"--"between merchants"--"financing agency".
554.2105 Definitions: transferability--"goods"--"future"
goods--"lot"--"commercial unit".
554.2106 Definitions: "contract"--"agreement"--"contract for
sale"--"sale"--"present sale"--"conforming" to
contract--"termination"--"cancellation".
554.2107 Goods to be severed from realty: recording.
PART 2
FORM, FORMATION, AND READJUSTMENT
OF CONTRACT
554.2201 Formal requirements--statute of frauds.
554.2202 Final written expression--parol or extrinsic evidence.
554.2203 Seals inoperative.
554.2204 Formation in general.
554.2205 Firm offers.
554.2206 Offer and acceptance in formation of contract.
554.2207 Additional terms in acceptance or confirmation.
554.2208 Course of performance or practical construction.
554.2209 Modification, rescission and waiver.
554.2210 Delegation of performance--assignment of rights.
PART 3
GENERAL OBLIGATION AND CONSTRUCTION
OF CONTRACT
554.2301 General obligations of parties.
554.2302 Unconscionable contract or clause.
554.2303 Allocation or division of risks.
554.2304 Price payable in money, goods, realty, or otherwise.
554.2305 Open price term.
554.2306 Output, requirements and exclusive dealings.
554.2307 Delivery in single lot or several lots.
554.2308 Absence of specified place for delivery.
554.2309 Absence of specific time provisions--notice of termination.
554.2310 Open time for payment or running of credit--authority to
ship under reservation.
554.2311 Options and co-operation respecting performance.
554.2312 Warranty of title and against infringement--buyer's obligation
against infringement.
554.2313 Express warranties by affirmation, promise, description, sample.
554.2314 Implied warranty: merchantability--usage of trade.
554.2315 Implied warranty--fitness for particular purpose.
554.2316 Exclusion or modification of warranties.
554.2317 Cumulation and conflict of warranties express or implied.
554.2318 Third party beneficiaries of warranties express or implied.
554.2319 F.O.B. and F.A.S. terms.
554.2320 C.I.F. and C. & F. terms.
554.2321 C.I.F. or C. & F.--"net landed weights"--"payment on
arrival"--warranty of condition on arrival.
554.2322 Delivery "ex-ship".
554.2323 Form of bill of lading required in overseas shipment--"overseas".
554.2324 "No arrival, no sale" term.
554.2325 "Letter of credit" term--"confirmed credit".
554.2326 Sale on approval and sale or return--consignment sales and
rights of creditors.
554.2327 Special incidents of sale on approval and sale or return.
554.2328 Sale by auction.
PART 4
TITLE, CREDITORS, AND GOOD FAITH PURCHASERS
554.2401 Passing of title--reservation for security--limited application
of this section.
554.2402 Rights of seller's creditors against sold goods.
554.2403 Power to transfer--good faith purchase of goods--"entrusting".
PART 5
PERFORMANCE
554.2501 Insurable interest in goods--manner of identification of goods.
554.2502 Buyer's right to goods on seller's insolvency.
554.2503 Manner of seller's tender of delivery.
554.2504 Shipment by seller.
554.2505 Seller's shipment under reservation.
554.2506 Rights of financing agency.
554.2507 Effect of seller's tender--delivery on condition.
554.2508 Cure by seller of improper tender or delivery--replacement.
554.2509 Risk of loss in the absence of breach.
554.2510 Effect of breach on risk of loss.
554.2511 Tender of payment by buyer--payment by check.
554.2512 Payment by buyer before inspection.
554.2513 Buyer's right to inspection of goods.
554.2514 When documents deliverable on acceptance--when on payment.
554.2515 Preserving evidence of goods in dispute.
PART 6
BREACH, REPUDIATION, AND EXCUSE
554.2601 Buyer's rights on improper delivery.
554.2602 Manner and effect of rightful rejection.
554.2603 Merchant buyer's duties as to rightfully rejected goods.
554.2604 Buyer's options as to salvage of rightfully rejected goods.
554.2605 Waiver of buyer's objections by failure to particularize.
554.2606 What constitutes acceptance of goods.
554.2607 Effect of acceptance--notice of breach--burden of establishing
breach after acceptance--notice of claim or litigation to person answerable over.
554.2608 Revocation of acceptance in whole or in part.
554.2609 Right to adequate assurance of performance.
554.2610 Anticipatory repudiation.
554.2611 Retraction of anticipatory repudiation.
554.2612 "Installment contract"--breach.
554.2613 Casualty to identified goods.
554.2614 Substituted performance.
554.2615 Excuse by failure of presupposed conditions.
554.2616 Procedure on notice claiming excuse.
PART 7
REMEDIES
554.2701 Remedies for breach of collateral contracts not impaired.
554.2702 Seller's remedies on discovery of buyer's insolvency.
554.2703 Seller's remedies in general.
554.2704 Seller's right to identify goods to the contract notwithstanding
breach or to salvage unfinished goods.
554.2705 Seller's stoppage of delivery in transit or otherwise.
554.2706 Seller's resale including contract for resale.
554.2707 "Person in the position of a seller".
554.2708 Seller's damages for nonacceptance or repudiation.
554.2709 Action for the price.
554.2710 Seller's incidental damages.
554.2711 Buyer's remedies in general--buyer's security interest in
rejected goods.
554.2712 "Cover"--buyer's procurement of substitute goods.
554.2713 Buyer's damages for nondelivery or repudiation.
554.2714 Buyer's damages for breach in regard to accepted goods.
554.2715 Buyer's incidental and consequential damages.
554.2716 Buyer's right to specific performance or replevin.
554.2717 Deduction of damages from the price.
554.2718 Liquidation or limitation of damages--deposits.
554.2719 Contractual modification or limitation of remedy.
554.2720 Effect of "cancellation" or "rescission" on claims for
antecedent breach.
554.2721 Remedies for fraud.
554.2722 Who can sue third parties for injury to goods.
554.2723 Proof of market price--time and place.
554.2724 Admissibility of market quotations.
554.2725 Statute of limitations in contracts for sale.
ARTICLE 2A
LEASES
ARTICLE 3
NEGOTIABLE INSTRUMENTS
PART 1
GENERAL PROVISIONS AND DEFINITIONS
554.3101 Short title.
554.3102 Subject matter.
554.3103 Definitions.
554.3104 Negotiable instrument.
554.3105 Issue of instrument.
554.3106 Unconditional promise or
order.
554.3107 Instrument payable in
foreign money.
554.3108 Payable on demand or at
definite time.
554.3109 Payable to bearer or to
order.
554.3110 Identification of person
to whom instrument is payable.
554.3111 Place of payment.
554.3112 Interest.
554.3113 Date of instrument.
554.3114 Contradictory terms of
instrument.
554.3115 Incomplete instrument.
554.3116 Joint and several
liability--contribution.
554.3117 Other agreements
affecting instrument.
554.3118 Accrual of cause of
action.
554.3119 Notice of right to defend
action.
554.3120 Instruments "payable through" bank. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3121 Instruments payable at bank. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3122 Accrual of cause of action. Repealed
by 94 Acts, ch 1167, §121, 122.
PART 2
NEGOTIATION, TRANSFER, AND ENDORSEMENT
554.3201 Negotiation.
554.3202 Negotiation subject to
rescission.
554.3203 Transfer of instrument--rights
acquired by transfer.
554.3204 Endorsement.
554.3205 Special endorsement--blank
endorsement--anomalous endorsement.
554.3206 Restrictive endorsement.
554.3207 Reacquisition.
554.3208 Reacquisition. Repealed
by 94 Acts, ch 1167, §121, 122.
PART 3
ENFORCEMENT OF INSTRUMENTS
554.3301 Person entitled to
enforce instrument.
554.3302 Holder in due course.
554.3303 Value and consideration.
554.3304 Overdue instrument.
554.3305 Defenses and claims in
recoupment.
554.3306 Claims to an instrument.
554.3307 Notice of breach of
fiduciary duty.
554.3308 Proof of signatures and
status as holder in due course.
554.3309 Enforcement of lost,
destroyed, or stolen instrument.
554.3310 Effect of instrument on
obligation for which taken.
554.3311 Accord and satisfaction
by use of instrument.
554.3312 Lost, destroyed, or
stolen cashier's check, teller's check, or certified check.
PART 4
LIABILITY OF PARTIES
554.3401 Signature.
554.3402 Signature by
representative.
554.3403 Unauthorized signature.
554.3404 Impostors--fictitious
payees.
554.3405 Employer's responsibility
for fraudulent endorsement by employee.
554.3406 Negligence contributing
to forged signature or alteration of instrument.
554.3407 Alteration.
554.3408 Drawee not liable on
unaccepted draft.
554.3409 Acceptance of draft--certified check.
554.3410 Acceptance varying draft.
554.3411 Refusal to pay cashier's
checks, teller's checks, and certified checks.
554.3412 Obligation of issuer of
note or cashier's check.
554.3413 Obligation of acceptor.
554.3414 Obligation of drawer.
554.3415 Obligation of endorser.
554.3416 Transfer warranties.
554.3417 Presentment warranties.
554.3418 Payment or acceptance by
mistake.
554.3419 Instruments signed for
accommodation.
554.3420 Conversion of instrument.
PART 5
DISHONOR
554.3501 Presentment.
554.3502 Dishonor.
554.3503 Notice of dishonor.
554.3504 Excused presentment and
notice of dishonor.
554.3505 Evidence of dishonor.
554.3506 Time allowed for acceptance or payment. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3507 Dishonor--holder's right of recourse--term allowing
re-presentment. Repealed by 94 Acts, ch 1167,
§121, 122.
554.3508 Notice of dishonor. Repealed by
94 Acts, ch 1167, §121, 122.
554.3509 Protest--noting for protest. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3510 Evidence of dishonor and notice of dishonor. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3511 Waived or excused presentment, protest or notice of dishonor
or delay therein. Repealed by 94 Acts,
ch 1167, §121, 122.
554.3512 Holder's recourse for
dishonor.
554.3513 Civil remedy for dishonor.
PART 6
DISCHARGE AND PAYMENT
554.3601 Discharge and effect of
discharge.
554.3602 Payment.
554.3603 Tender of payment.
554.3604 Discharge by cancellation
or renunciation.
554.3605 Discharge of endorsers
and accommodation parties.
554.3606 Impairment of recourse or of collateral. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3701 and 554.3801 Repealed by 94
Acts, ch 1167, §121, 122.
554.3802 Effect of instrument on obligation for which it is given. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3803 Notice to third party. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3804 Lost, destroyed or stolen instruments. Repealed
by 94 Acts, ch 1167, §121, 122.
554.3805 Instruments not payable to order or to bearer. Repealed
by 94
Acts, ch 1167, §121, 122.
554.3806 Civil remedy for dishonor of a check, draft or
order. Repealed by 94 Acts, ch 1167, §121, 122.
ARTICLE 4
BANK DEPOSITS AND COLLECTIONS
PART 1
GENERAL PROVISIONS AND DEFINITIONS
554.4101 Short title.
554.4102 Applicability.
554.4103 Variation by agreement--measure of
damages--action constituting ordinary care.
554.4104 Definitions and index of definitions.
554.4105 "Bank"--"depositary bank"--"intermediary
bank"--"collecting bank"--"payor bank"--"presenting
bank".
554.4106 Payable through or
payable at bank--collecting bank.
554.4107 Separate office of a bank.
554.4108 Time of receipt of items.
554.4109 Delays.
554.4110 Electronic presentment.
PART 2
COLLECTION OF ITEMS:
DEPOSITARY AND COLLECTING BANKS
554.4201 Status of
collecting bank as agent and provisional status of
credits--applicability of Article--item endorsed "pay any bank".
554.4202 Responsibility for collection or return--when
action timely.
554.4203 Effect of instructions.
554.4204 Methods of sending and presenting--sending
directly to payor bank.
554.4205 Depositary bank holder of unendorsed item.
554.4206 Transfer between banks.
554.4207 Transfer warranties.
554.4208 Presentment warranties.
554.4209 Encoding and retention
warranties.
554.4210 Security interest of collecting bank in items,
accompanying documents and proceeds.
554.4211 When bank gives value for purposes of holder in
due course.
554.4212 Presentment by notice of item not payable by,
through, or at a bank; liability of
drawer or endorser.
554.4213 Medium and time of settlement by bank.
554.4214 Right of charge-back or refund--liability of
collecting bank--return of item.
554.4215 Final payment of item by payor bank--when
provisional debits and credits become final--when certain
credits become available for withdrawal.
554.4216 Insolvency and preference.
PART 3
COLLECTION OF ITEMS: PAYOR BANKS
554.4301 Deferred posting--recovery of payment by return
of items--time of dishonor--return of items by payor bank.
554.4302 Payor bank's responsibility for late return of
item.
554.4303 When items subject to notice, stop-payment
order, legal process, or setoff--order in which
items may be charged or certified.
PART 4
RELATIONSHIP BETWEEN PAYOR BANK
AND ITS CUSTOMER
554.4401 When bank may charge customer's account.
554.4402 Bank's liability to customer for wrongful
dishonor--time of determining insufficiency of account.
554.4403 Customer's right to stop payment--burden of
proof of loss.
554.4404 Bank not obligated to pay check more than six months old.
554.4405 Death or incompetence of customer.
554.4406 Customer's duty to discover and report
unauthorized signature or alteration.
554.4407 Payor bank's right to subrogation on improper
payment.
PART 5
COLLECTION OF DOCUMENTARY DRAFTS
554.4501 Handling of documentary drafts--duty to send
for presentment and to notify customer of dishonor.
554.4502 Presentment of "on arrival" drafts.
554.4503 Responsibility of presenting bank for documents
and goods--report of reasons for dishonor--referee in case
of need.
554.4504 Privilege of presenting bank to deal with goods--security
interest for expenses.
ARTICLE 4A
FUNDS TRANSFERS
ARTICLE 5
LETTERS OF CREDIT
554.5101 Short title.
554.5102 Definitions.
554.5103 Scope.
554.5104 Formal requirements.
554.5105 Consideration.
554.5106 Issuance, amendment, cancellation, and duration.
554.5107 Confirmer, nominated person, and adviser.
554.5108 Issuer's rights and obligations.
554.5109 Fraud and forgery.
554.5110 Warranties.
554.5111 Remedies.
554.5112 Transfer of letter of credit.
554.5113 Transfer by operation of law.
554.5114 Assignment of proceeds.
554.5115 Statute of limitations.
554.5116 Choice of law and forum.
554.5117 Subrogation of issuer, applicant, and nominated
person.
ARTICLE 6
BULK TRANSFERS
ARTICLE 7
WAREHOUSE RECEIPTS, BILLS OF LADING,
AND OTHER DOCUMENTS OF TITLE
PART 1
GENERAL
554.7101 Short title.
554.7102 Definitions and index of definitions.
554.7103 Relation of Article to treaty, statute, tariff, classification
or regulation.
554.7104 Negotiable and nonnegotiable warehouse receipt, bill of lading
or other document of title.
554.7105 Construction against negative implication.
PART 2
WAREHOUSE RECEIPTS: SPECIAL PROVISIONS
554.7201 Who may issue a warehouse receipt--storage under government bond.
554.7202 Form of warehouse receipt--essential terms--optional terms.
554.7203 Liability for nonreceipt or misdescription.
554.7204 Duty of care--contractual limitation of warehouse operator's liability.
554.7205 Title under warehouse receipt defeated in certain cases.
554.7206 Termination of storage at warehouse operator's option.
554.7207 Goods must be kept separate--fungible goods.
554.7208 Altered warehouse receipts.
554.7209 Lien of warehouse operator.
554.7210 Enforcement of warehouse operator's lien.
PART 3
BILLS OF LADING: SPECIAL PROVISIONS
554.7301 Liability for nonreceipt or misdescription--"said to
contain"--"shipper's load and count"--improper handling.
554.7302 Through bills of lading and similar documents.
554.7303 Diversion--reconsignment--change of instructions.
554.7304 Bills of lading in a set.
554.7305 Destination bills.
554.7306 Altered bills of lading.
554.7307 Lien of carrier.
554.7308 Enforcement of carrier's lien.
554.7309 Duty of care--contractual limitation of carrier's liability.
PART 4
WAREHOUSE RECEIPTS AND BILLS OF LADING:
GENERAL OBLIGATIONS
554.7401 Irregularities in issue of receipt or bill or conduct of issuer.
554.7402 Duplicate receipt or bill--overissue.
554.7403 Obligation of warehouse operator or carrier to deliver--excuse.
554.7404 No liability for good faith delivery pursuant to receipt or bill.
PART 5
WAREHOUSE RECEIPTS AND BILLS OF LADING:
NEGOTIATION AND TRANSFER
554.7501 Form of negotiation and requirements of "due negotiation".
554.7502 Rights acquired by due negotiation.
554.7503 Document of title to goods defeated in certain cases.
554.7504 Rights acquired in the absence of due negotiation--effect
of diversion--seller's stoppage of delivery.
554.7505 Endorser not a guarantor for other parties.
554.7506 Delivery without endorsement--right to compel endorsement.
554.7507 Warranties on negotiation or transfer of receipt or bill.
554.7508 Warranties of collecting bank as to documents.
554.7509 Receipt or bill: When adequate compliance with commercial contract.
PART 6
WAREHOUSE RECEIPTS AND BILLS OF LADING:
MISCELLANEOUS PROVISIONS
554.7601 Lost and missing documents.
554.7602 Attachment of goods covered by a negotiable document.
554.7603 Conflicting claims--interpleader.
ARTICLE 8
INVESTMENT SECURITIES
PART 1
SHORT TITLE AND GENERAL MATTERS
554.8101 Short title.
554.8102 Definitions.
554.8103 Rules for determining whether certain obligations
and interests are securities or financial assets.
554.8104 Acquisition of security or financial asset or
interest therein.
554.8105 Notice of adverse claim.
554.8106 Control.
554.8107 Whether indorsement, instruction, or entitlement
order is effective.
554.8108 Warranties in direct holding.
554.8109 Warranties in indirect
holding.
554.8110 Applicability--choice
of law.
554.8111 Clearing corporation rules.
554.8112 Creditor's legal process.
554.8113 Statute of frauds
inapplicable.
554.8114 Evidentiary rules
concerning certificated securities.
554.8115 Securities intermediary
and others not liable to adverse claimant.
554.8116 Securities intermediary
as purchaser for value.
PART 2
ISSUE AND ISSUER
554.8201 Issuer.
554.8202 Issuer's responsibility and defenses--notice of
defect or defense.
554.8203 Staleness as notice of defect or
defense.
554.8204 Effect of issuer's restriction on
transfer.
554.8205 Effect of unauthorized signature on
security certificate.
554.8206 Completion or alteration of security
certificate.
554.8207 Rights and duties of issuer with respect to
registered owners.
554.8208 Effect of signature of authenticating trustee,
registrar, or transfer agent.
554.8209 Issuer's lien.
554.8210 Overissue.
PART 3
TRANSFER OF CERTIFICATED AND
UNCERTIFICATED SECURITIES
554.8301 Delivery.
554.8302 Rights of purchaser.
554.8303 Protected purchaser.
554.8304 Indorsement.
554.8305 Instruction.
554.8306 Effect of guaranteeing signature, indorsement, or
instruction.
554.8307 Purchaser's right to requisites for registration
of transfer.
554.8308 through 554.8321 Repealed by 96 Acts, ch 1138, §81, 84.
PART 4
REGISTRATION
554.8401 Duty of issuer to register transfer.
554.8402 Assurance that
indorsement or instruction is effective.
554.8403 Demand that issuer not register transfer.
554.8404 Wrongful registration.
554.8405 Replacement of lost, destroyed, or wrongfully
taken security certificate.
554.8406 Obligation to notify issuer of lost, destroyed,
or wrongfully taken security certificate.
554.8407 Authenticating trustee, transfer agent, and
registrar.
554.8408 Statements of uncertificated securities. Repealed by 96
Acts, ch 1138, §81, 84.
PART 5
SECURITY ENTITLEMENTS
554.8501 Securities account--acquisition
of security entitlement from securities
intermediary.
554.8502 Assertion of adverse
claim against entitlement holder.
554.8503 Property interest of
entitlement holder in financial asset held by securities
intermediary.
554.8504 Duty of securities
intermediary to maintain financial asset.
554.8505 Duty of securities
intermediary with respect to payments and distributions.
554.8506 Duty of securities
intermediary to exercise rights as directed by entitlement
holder.
554.8507 Duty of securities
intermediary to comply with entitlement order.
554.8508 Duty of securities
intermediary to change entitlement holder's position to other
form of security holding.
554.8509 Specification of duties
of securities intermediary by other statute or regulation--manner
of performance of duties of securities intermediary and
exercise of rights of entitlement holder.
554.8510 Rights of purchaser of
security entitlement from entitlement holder.
554.8511 Priority among security
interests and entitlement holders.
ARTICLE 9
SECURED TRANSACTIONS--SALES OF
ACCOUNTS AND CHATTEL PAPER
PART 1
SHORT TITLE, APPLICABILITY, AND DEFINITIONS
554.9101 Short title.
554.9102 Policy and subject matter of Article.
554.9103 Perfection of security interests in multiple state transactions.
554.9104 Transactions excluded from Article.
554.9105 Definitions and index of definitions.
554.9106 Definitions: "account"--"general intangibles."
554.9107 Definitions: "purchase money security interest".
554.9108 When after-acquired collateral not security for antecedent debt.
554.9109 Classification of goods--"consumer
goods"--"equipment"--"farm products"--"inventory".
554.9110 Sufficiency of description.
554.9111 Applicability of bulk transfer laws. Repealed
effective January 1, 1995, by 94 Acts, ch 1121, §17, 18.
554.9112 Where collateral is not owned by debtor.
554.9113 Security interests arising under Article on Sales
or under Article on Leases.
554.9114 Consignment.
554.9115 Investment property.
554.9116 Security interest arising
in purchase or delivery of financial asset.
PART 2
VALIDITY OF SECURITY AGREEMENT
AND RIGHTS OF PARTIES THERETO
554.9201 General validity of security agreement.
554.9202 Title to collateral immaterial.
554.9203 Attachment and enforceability of security interest--proceeds,
formal requisites.
554.9204 After-acquired property--future advances.
554.9205 Use or disposition of collateral without accounting permissible.
554.9206 Agreement not to assert defenses against assignee--modification
of sales warranties where security agreement exists.
554.9207 Rights and duties when collateral is in secured party's possession.
554.9208 Request for statement of account or list of collateral.
PART 3
RIGHTS OF THIRD PARTIES--PERFECTED
AND UNPERFECTED SECURITY
INTERESTS--RULES OF PRIORITY
554.9301 Persons who take priority over unperfected security
interests--right of "lien creditor".
554.9302 When filing is required to perfect security interest--security
interests to which filing provisions of this Article do not apply.
554.9303 When security interest is perfected--continuity of perfection.
554.9304 Perfection of security interest in instruments,
documents, proceeds of a written letter of credit, and goods
covered by documents--perfection by permissive
filing--temporary perfection without filing or transfer of possession.
554.9305 When possession by secured party perfects
security interest without filing.
554.9306 "Proceeds"--secured party's rights on disposition of collateral.
554.9307 Protection of buyers of goods.
554.9308 Purchase of chattel paper and instruments.
554.9309 Protection of purchasers of instruments,
documents, and securities.
554.9310 Priority of certain liens arising by operation of law.
554.9311 Alienability of debtor's rights: judicial process.
554.9312 Priorities among conflicting security interests in the same collateral.
554.9313 Priority of security interests in fixtures.
554.9314 Accessions.
554.9315 Priority when goods are commingled or processed.
554.9316 Priority subject to subordination.
554.9317 Secured party not obligated on contract of debtor.
554.9318 Defenses against assignee--modification of contract after
notification of assignment--term prohibiting assignment
ineffective--identification and proof of assignment.
PART 4
FILING
554.9401 Place of filing--erroneous filing--removal of
collateral.
554.9402 Formal requisites of financing
statement--amendments--mortgage as financing statement.
554.9403 What constitutes filing--duration of filing--effect of
lapsed filing--duties of filing officer.
554.9404 Termination statement.
554.9405 Assignment of security interest--duties of filing officer--fees.
554.9406 Release of collateral--duties of filing
officer--fees.
554.9407 Information from filing officer.
554.9408 Financing statements covering consigned or leased goods.
PART 5
DEFAULT
554.9501 Default--procedure when security agreement covers both
real and personal property.
554.9502 Collection rights of secured party.
554.9503 Secured party's right to take possession after default.
554.9504 Secured party's right to dispose of collateral after
default--effect of disposition.
554.9505 Compulsory disposition of collateral--acceptance of the collateral
as discharge of obligation.
554.9506 Debtor's right to redeem collateral.
554.9507 Secured party's liability for failure to comply with this
Part.
ARTICLE 10
EFFECTIVE DATE AND REPEALER
554.10101 Effective date.
554.10102 Reserved.
554.10103 General repealer.
554.10104 Laws not repealed.
554.10105 Secretary of state exempted from personal liability.
ARTICLE 11
EFFECTIVE DATE OF 1974 AMENDMENTS
554.11101 Effective date.
554.11102 Preservation of old transition provision.
554.11103 Transition to this chapter as amended--general rule.
554.11104 Transition provision on change of requirement of filing.
554.11105 Transition provision on change of place of filing.
554.11106 Reserved.
554.11107 Transition provisions as to priorities.
554.11108 Presumption that rule of law continues unchanged.
554.11109 Effect of official comments.
ARTICLE 12
FUNDS TRANSFERS
PART 1
SUBJECT MATTER AND DEFINITIONS
554.12101 Short title.
554.12102 Subject matter.
554.12103 Payment
order--definitions.
554.12104 Funds transfer--definitions.
554.12105 Other definitions.
554.12106 Time payment order is
received.
554.12107 Federal reserve
regulations and operating circulars.
554.12108 Exclusion of consumer
transactions governed by federal law.
PART 2
ISSUE AND ACCEPTANCE OF PAYMENT ORDER
554.12201 Security procedure.
554.12202 Authorized and verified
payment orders.
554.12203 Unenforceability of
certain verified payment orders.
554.12204 Refund of payment and
duty of customer to report with respect to unauthorized
payment order.
554.12205 Erroneous payment
orders.
554.12206 Transmission of payment
order through funds-transfer or other communication system.
554.12207 Misdescription of
beneficiary.
554.12208 Misdescription of
intermediary bank or beneficiary's bank.
554.12209 Acceptance of payment
order.
554.12210 Rejection of payment
order.
554.12211 Cancellation and
amendment of payment order.
554.12212 Liability and duty of
receiving bank regarding unaccepted payment order.
PART 3
EXECUTION OF SENDER'S PAYMENT ORDER BY
RECEIVING BANK
554.12301 Execution and execution
date.
554.12302 Obligations of receiving
bank in execution of payment order.
554.12303 Erroneous execution of
payment order.
554.12304 Duty of sender to report
erroneously executed payment order.
554.12305 Liability for late or
improper execution or failure to execute payment order.
PART 4
PAYMENT
554.12401 Payment date.
554.12402 Obligation of sender to
pay receiving bank.
554.12403 Payment by sender to
receiving bank.
554.12404 Obligation of
beneficiary's bank to pay and give notice to beneficiary.
554.12405 Payment by beneficiary's
bank to beneficiary.
554.12406 Payment by originator to
beneficiary--discharge of underlying obligation.
PART 5
MISCELLANEOUS PROVISIONS
554.12501 Variation by agreement
and effect of funds-transfer system rule.
554.12502 Creditor process served
on receiving bank--setoff by beneficiary's bank.
554.12503 Injunction or
restraining order with respect to funds transfer.
554.12504 Order in which items and
payment orders may be charged to account--order of
withdrawals from account.
554.12505 Preclusion of objection
to debit of customer's account.
554.12506 Rate of interest.
554.12507 Choice of law.
ARTICLE 13
LEASES
PART 1
GENERAL PROVISIONS
554.13101 Short title.
554.13102 Scope.
554.13103 Definitions and index of
definitions.
554.13104 Leases subject to other
law.
554.13105 Territorial application
of Article to goods covered by certificate of title.
554.13106 Limitation on power of
parties to consumer lease to choose applicable law and
judicial forum.
554.13107 Waiver or renunciation
of claim or right after default.
554.13108 Unconscionability.
554.13109 Option to accelerate at
will.
PART 2
FORMATION AND CONSTRUCTION OF LEASE CONTRACT
554.13201 Statute of frauds.
554.13202 Final written expression--parol or
extrinsic evidence.
554.13203 Seals inoperative.
554.13204 Formation in general.
554.13205 Firm offers.
554.13206 Offer and acceptance in
formation of lease contract.
554.13207 Course of performance or
practical construction.
554.13208 Modification,
rescission, and waiver.
554.13209 Lessee under finance
lease as beneficiary of supply contract.
554.13210 Express warranties.
554.13211 Warranties against
interference and against infringement--lessee's obligation
against infringement.
554.13212 Implied warranty of
merchantability.
554.13213 Implied warranty of
fitness for particular purpose.
554.13214 Exclusion or
modification of warranties.
554.13215 Cumulation and conflict
of warranties express or implied.
554.13216 Third-party
beneficiaries of express and implied warranties.
554.13217 Identification.
554.13218 Insurance and proceeds.
554.13219 Risk of loss.
554.13220 Effect of default on
risk of loss.
554.13221 Casualty to identified
goods.
PART 3
EFFECT OF LEASE CONTRACT
554.13301 Enforceability of lease
contract.
554.13302 Title to and possession
of goods.
554.13303 Alienability of party's
interest under lease contract or of lessor's residual interest
in goods--delegation of performance--transfer of rights.
554.13304 Subsequent lease of
goods by lessor.
554.13305 Sale or sublease of
goods by lessee.
554.13306 Priority of certain
liens arising by operation of law.
554.13307 Priority of liens
arising by attachment or levy on, security interests in, and
other claims to goods.
554.13308 Special rights of
creditors.
554.13309 Lessor's and lessee's
rights when goods become fixtures.
554.13310 Lessor's and lessee's
rights when goods become accessions.
554.13311 Priority subject to
subordination.
PART 4
PERFORMANCE OF LEASE CONTRACT--
REPUDIATED, SUBSTITUTED,
AND EXCUSED
554.13401 Insecurity--adequate
assurance of performance.
554.13402 Anticipatory
repudiation.
554.13403 Retraction of
anticipatory repudiation.
554.13404 Substituted performance.
554.13405 Excused performance.
554.13406 Procedure on excused
performance.
554.13407 Irrevocable promises--finance leases.
PART 5
DEFAULT
A. IN GENERAL
554.13501 Default--procedure.
554.13502 Notice after default.
554.13503 Modification or
impairment of rights and remedies.
554.13504 Liquidation of damages.
554.13505 Cancellation and
termination and effect of cancellation, termination,
rescission, or fraud on rights and remedies.
554.13506 Statute of limitations.
554.13507 Proof of market rent--time and place.
B. DEFAULT BY LESSOR
554.13508 Lessee's remedies.
554.13509 Lessee's rights on
improper delivery--rightful rejection.
554.13510 Installment lease
contracts--rejection and default.
554.13511 Merchant lessee's duties
as to rightfully rejected goods.
554.13512 Lessee's duties as to
rightfully rejected goods.
554.13513 Cure by lessor of
improper tender or delivery--replacement.
554.13514 Waiver of lessee's
objections.
554.13515 Acceptance of goods.
554.13516 Effect of acceptance of
goods--notice of default--burden of establishing default
after acceptance--notice of claim or litigation to person
answerable over.
554.13517 Revocation of acceptance
of goods.
554.13518 Cover--substitute
goods.
554.13519 Lessee's damages for
nondelivery, repudiation, default, and breach of warranty in
regard to accepted goods.
554.13520 Lessee's incidental and
consequential damages.
554.13521 Lessee's right to
specific performance or replevin.
554.13522 Lessee's right to goods
on lessor's insolvency.
C. DEFAULT BY LESSEE
554.13523 Lessor's remedies.
554.13524 Lessor's right to
identify goods to lease contract.
554.13525 Lessor's right to
possession of goods.
554.13526 Lessor's stoppage of
delivery in transit or otherwise.
554.13527 Lessor's rights to
dispose of goods.
554.13528 Lessor's damages for
nonacceptance, failure to pay, repudiation, or other default.
554.13529 Lessor's action for the
rent.
554.13530 Lessor's incidental
damages.
554.13531 Standing to sue third
parties for injury to goods.
554.13532 Lessor's rights to
residual interest.
_______
© 1999 Cornell College and
League of Women Voters of Iowa
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Last update: Thu Mar 18 15:00:31 CST 1999
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