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Secured Transactions 2


undefined, object
copy deck
UCC Article 9
security interests in personalty (goods) and fixtures
Art 9 Attachment
creditor attaches by VCR: value must be given, contract, and rights in the collateral (not the brooklyn bridge)
puts the world on record notice; first to perfect takes first
the security agreement / th e record

unless the secured party takes possession of the collateral

must be authenticated and reasonably identify the collateral
purchase money security interests

automatic perfection for consumer goods

for equipment, first priority by filing w/in 20 days

for inventory, if filed and notified bank with AACC before store takes possession
#!) buyer in ordinary course

takes first priority, even over PAC (perfected attached creditor)
#2) perfected attached creditor

but is still going to lose to BIOC or PMSI holder
#3) lien creditor

loses to BIOC, PMSI, PAC
#4) non-ordinary course buyer, someone purchases collateral outside of the ordinary stream of commerce - guitar from auto mechanic
#5) attached unperfected creditor -

creates, attaches but fails to perfect

defeats subsequent AUPie and GUC
#6) General unsecured creditor -

didn't take any collateral
self-help repossession
permitted, as long as creditor doesn't breach the peace;

breach if made over any protest; can't enter home w/o voluntary and contemporaneous consent
writ of replevin
SP goes to ct to get a judicial writ, ordering sheriff to obtain possesion
Strict foreclosure
SF occurs when SP retains the collateral in full satisfaction; the debt is cancelled

SP must send a written proposal to all parties
60% rule
if collateral is consumer goods and 60% has been paid, no strict foreclosure
draft terms
the drawer gives the order

the drawee is ordered to pay (the bank)

the payee is the beneficiary
to qualify as a negotiable instrument

Writing; payable to Order or bearer (NOT "pay to Andy");
Signed; for a Sum certain; Unconditional; Payable on demand or at a definite time; Payable in currency
"Unconditional" (negotiable instruments)
if there were conditions, it would be a K

if it merely refers to another writing, that's ok, unless it is "governed by" or "subject to"

no more promises, so not "$5000 plus my rolex"
indorsement + sewage
the indorser is liable for a bad check;

UNLESS he signed name + "without recourse"
holder in due course takes (1) for value (2) in good faith (3) without notice of problem
value for HDC
unlike consideration, a mere promise is not value ("I promise not to throw a ball at you")

but old value is good value ("for the work last year")
shelter rule
a transferee can have the rights of an HDC, even if transferee is a donee or otherwise fails to qualify
HDC benefits
HDC takes free from claims, free from personal defenses and subject only to real defenses
real defenses & HDCs
HDCs do take subject to real defenses

MADFIFI4 - material alteration; duress; fraud in the factum (real fraud, not personal fraud); incapacity; illegality; infancy; insolvency
personal fraud v. fraud in the factum
HDC holds free from personal defenses, like personal fraud (seller tells her it's a 17th century ring, it's not);

but HDC is still subject to real defenses, FinF (lawyer tells him he's signing a card, but it's a promissory note)

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