FSP Secured

• consumer goods
• inventory
• farm products
• equipment

• instruments
• documents
• chattel paper

• accounts
• commercial tort claims
• general intangibles

• certificatd and uncertificated securities
• securities accounts
• commodity K

debtor uses certain property as collateral to secure repayment of funds to another party

goods that become so related to particular real estate that an interest in tohse goods aises under real property law

SI generally subordinate to conflicting interest in the related real estate

goods that are physically united with other goods in such a manner that the identity of the original goods isn't lost

the SI remains perfected

• goods that are physically united with other goods in such a way that their identity is lost in a product or mass
• goods whose identity is lost thru manufacturing or production
• goods whose identity is lost thru mere mixing with other goods from which they can't be distinguished

no but may attach to a product/mass that results when goods become commingled

the SI that attaches to the commingled product/mass is perfected

all things that are movable a the time the SI attaches

doc that in the regular course of business or financing is treated as adequately evidencing that the person in possession of it is entitled to receive, hold, and dispose of the doc and the goods it covers

record(s) evidencing both a monetary obligation and a SI in, or a lease of, specific goods

• granting clause
• description of the collateral
• authenticated by debtor

reasoably identifies what is desribed

when SP has possession of the collateral

• deposit accounts
• electronic chattel paper
• investment property
• letter of credit rights

• b/t the parties
• against purchasers
• against creditors

• Rights in the collateral
• Agreement
• Value given
• (RAVE)

inventory

D acquires rights in the consumer goods w/in 10 days of SP giving value

• continues unless SP authorized the disposition free of the SI
• automatically extends to identifiable proceeds of the collateral

• SI in goods that are purchase money collateral securing a purchase money obligation
• seller financing
• 3P financing

• given as collateral for n obligation for the purchase and actually used for the purchase
• inventory that is or was PM collateral
• secures a PM obligation incurred with respect to software in which SP holds or held a PMSI

• concept for crop production
• incurred for value given to enable the D to produce crops if the value is in fact used for the production of crops

• all of the requirements for perfection have been met
• if requirements are met before attachment, SI is perfected upon attachment

• filing
• possession
• control

• jurisdiction where D is located
• where collateral is located in a jurisdiction, local law of that jurisdiction will govern

• negotiable docs
• goods
• instruments
• money
• tangible chattel paper

possession

reasonable care in its custody and preservation

• PMSI in consumer goods
• assignment of accounts or payment intangibles
• sale of payment intangible or PN
• assignment for benefit of all creditors of the transferor and subsequent transfers by the ASE
• assignment of beneficial interest in a decedent's estate
• account that is a right to paymen of winnings in a lottery

• filed financing statement covers the original collateral, proceeds are collateral that can be perfected by filing, not acquired with cash proceeds
• identifiable cash proceeds
• otherwise perfected when the SI attachesto the proceeds or w/in 20 days thereafter

• upon attachment
• filing FS w/in 20 days after D receives delivery - relates back to date the SI attached

• name of D
• name of SP
• description of collateral

• reasonably identifies what is described
• indication that FS covers all assets or all personal property

the SA

• attached to real estate
• adapted to use of the real estate
• intended to be a permanent attachment to the real estate

• all info required for FS
• indicate covers fixtures
• filed in the real property records
• description of real property
• name of record owner

still effective except against purchaser giving reasonable value in reasonable reliance upon the absence

• minor errors - still effective
• seriously misleading - ineffective UNLESS search under D correct name using office's standard search will reveal the FS containing the error

before or after the SI attaches

yes

• time perfection would have ceased under law of that jurisdiction
• four months after D moves
• one year after collateral transferred to new debtor

5 years unless continuation statement is filed w/in 6 months before termination of the 5 year period

first in time, first in right

first SI to attach wins

perfected wins over unperfected

• first to file wins
• collateral is chattel paper or instrument - perfection by possession wins over perfection by filing

• perfected by filing
• SP send authenticated notice to conflicting SI holder b/t 10 and 30 days before new value given
• notice informs that SP expects to acquire production money SI in crops

perfected PMSI in goods

• PMSI is perfected when D receives possession and either:
• (1) filed FS covering same inventory b4 PMSI was perfected by filing OR
• (2) before beginnning of 20 day period authenticated notification received w/in 5 years of D taking possession

• seller financing over 3P financing
• all others - first in time, first in right rule applies

• perfects b4 lien creditor's interest arises
• OR
• files FS and evidences a SA b4 lien creditor's interest arises

if PMSI perfected w/in 20 days after D receives collateral the PMSI priority over intervening LC whose rights arise b/t the time the SI attaches and time of filing

• SP consents to sale free of SI
• BIOCOB
• buyer of consumer goods
• buyer of chattel paper
• butyer of an instrument
• buyer who takes delivery

• good faith
• w/o knowledge
• in the ordinary course of S business

B of consumer goods in this manner takes free of SI

• bought from person who used or bought goods primarily for personal, family, or household use
• w/o knowledge
• for value
• primarily for B personal, family, or household purposes,
• b4 filing of FS covering the goods

time of filing or perfection as to the SI - relates back

filing a fixture filin

first in time, first in right

• PMSI in a fixture
• fixtures that are readily movable
• lien on real property
• owner consents in authenticated record

• perfected SI
• lien creditor
• unperfected SI

BIOCOB

• perfected SI if attached first
• unperfected SI if attached before perfected

• BIOCOB
• PMSI
• perfected SI if perfected first

• reduce a claim to judgment
• foreclose
• otherwise enforce the claim

w/o breaching the peace

by tendering to the SP the amount of the obligation together with reasonable expenses and attorney's fees

• collateral been collected
• SP disposed of the collateral or entered into K for its disposition
• SP accepted the collateral in full or partial satisfaction

in authenticated agreement entered into after default

consumer X

commercially reasonable

• usual manner on any recognized market
• price current in any recognized market
• conformity with reasonable commercial practices

D and any secondary obligor

collateral is perishable, may decline quickly in value, or type customarily sold on a recognized market

• transfers for value all of D rights
• discharges the SI and any subordinate SIs or liens

takes subject to the D rights and SI in the collateral

• description of D and SP
• description of collateral
• method of disposition
• statement that D is entitled to accounting
• time and place

• description of liability for deficiency
• telephone number for D to ascertain amount required to redeem
• telephone number or address for information

• D consents
• SP sends notice of proposal to accept the collateral in full or partial satisfaction of the debt
• SP doesn't receive an authenticated notice of objection w/in 20 days after sending notification; and
• if collateral is consumer goods - not in D possession when D consents

no

• reasonable expenses of collection and enforcement
• satisfaction of obligations secured by SI
• satisfaction of obligations secured by any subordinate SI
• surplus to D or liability for deficiency

• outstanding amount of loan
• AND
• greater of actual proceeds or amount the collateral would have sold for in a commercially reasonable sale