UCC Art 2,3,9

julianknox5's version from 2015-07-15 19:04

UCC Art 3

Question Answer
What is a negotiable instrument?(1) An unconditional promise or order; (2) to pay a fixed amount of money; (3) payable to the order of or to the bearer; 4) on demand or at a definite time.
What is a blank endorsement?one that does not need a specific endorsee (bearer paper).
Bearer paper is negotiable by what?by delivery only
What is a holder?A person in possession of an instrument drawn, issued or endorsed to him or to the bearer or in blank.
What is a holder in due course?A holder in due course is a holder who takes the instrument: (1) for value; (2) in good faith; and (3) without notice of any claim or defense on the part of any person.
A special endorsement is one that….names a particular person as the endorsee. The endorsee must sign the check for it to be further negotiated (transferable).
The right to enforce an order instrument will not pass unless….the payee’s endorsement is authorized and valid.
One who is not an HDC or subsequent qualifying transferee does not obtain any…protected status and thus will maintain liability on the instrument. (shelter rule)

UCC Art 2

Question Answer
When does UCC art 2 apply?the sale of goods
If a seller questions the buyer’s ability to perform may seek ____assurances.
If a seller discovers that the buyer is insolvent what may the seller do?the seller may refuse to deliver the goods (except for cash)
If a buyer has received goods on credit while insolvent how long does the seller have to make a valid reclamation?the goods may be reclaimed upon demand made by seller within 10 days AFTER the receipt of goods, unless the buyer made a WRITTEN Misrepresentation of solvency within 3 months before delivery. In such a case the 10 day limitation will note apply.
Goods are defined asall things movable at the time they are identified as the goods to be sold under the contract.
What is an installment contract?goods to be delivered in lots and to be separately accepted.
Whenever reasonable the express language of the contract and the ___ ____ should be construed as consistent with each other.course of performance
When can the buyer reject in an installment?a buyer can reject an installment only if the non conformity “substantially impairs” the value of that installment and cannot be cured.
When can the buyer reject the installment contract as a whole?The whole contract is breached if the nonconformity substantially impairs the value of the entire contract.
Consideration for the sale of goods may be payable inmoney, goods, or otherwise
Statute of frauds, when does it apply?A contract for the sale of goods with value of more than $500 must be in writing and signed by the party against whom enforcement is sought.
Incidental damages arecommercially reasonable charges
Consequential damages includeany loss resulting from general or particular requirements and needs of which the seller had reason to know and injury to person or property proximately resulting from the breach.

UCC Art 9

Question Answer
What are fixtures?goods that have become so related to particular real property that an interest in them arises under property law.
What are the three requirements for attachment of a security interest?(1) the parties must have an agreement authenticated by the debtor that the security interest attach; (2) value must be given by the secured party; (3) the debtor must have rights in the collateral.
Proper filing of financing statement (perfection)must contain the names of the debtor and creditor, a description of the collateral (fixtures address). To be filed with secretary of the state or county. Priority is determined by who is the first to properly file.
How does art 9 generally ranks secured creditors ?first in time first in right
A security interest, when is it enforceable against the debtor?after attachment
After acquired language encompasses…later acquired equipment.
What is a proper description of the collateral?the collateral reasonably identifies it if it identifies the collateral by category or by type.
What are the types of collateral?consumer goods, equipment, inventory, commercial paper
A corporate debtor is deemed located in… (for filing issues)its state of incorporation