| Article 1 |
Short Title, Construction,
Application, and Subject Matter of the Title |
|
47-1101 |
Short title |
|
47-1102 |
Purposes; rules of construction;
variation by agreement |
|
47-1103 |
Supplementary general principles of law
applicable |
|
47-1104 |
Construction against implicit repeal |
|
47-1105 |
Territorial application of the title;
parties' power to choose applicable law |
|
47-1106 |
Remedies to be liberally administered |
|
47-1107 |
Waiver or renunciation of claim or
right after breach |
|
47-1108 |
Section captions |
| Article 2 |
General Definitions and Principles
of Interpretation |
|
47-1201 |
General definitions |
|
47-1202 |
Prima facie evidence by third party
documents |
|
47-1203 |
Obligation of good faith |
|
47-1204 |
Time; reasonable time; "seasonably" |
|
47-1205 |
Course of dealing and usage of trade |
|
47-1206 |
Statute of frauds for kinds of personal
property not otherwise covered |
|
47-1207 |
Performance or acceptance under
reservation of rights |
|
47-1208 |
Option to accelerate at will |
|
47-1209 |
Subordinated obligations |
| Article 1 |
Short Title, General Construction
and Subject Matter |
|
47-2101 |
Short title |
|
47-2102 |
Scope; certain security and other
transactions excluded from this chapter |
|
47-2103 |
Definitions and index of definitions |
|
47-2104 |
Definitions: "merchant"; "between
merchants"; "financing agency" |
|
47-2105 |
Definitions: transferability; "goods";
"future" goods; "lot"; "commercial unit" |
|
47-2106 |
Definitions: "contract"; "agreement";
"contract for sale"; "sale"; "present sale";
"conforming" to contract; "termination"; "cancellation" |
|
47-2107 |
Goods to be severed from realty;
recording |
| Article 2 |
Form, Formation and Readjustment of
Contract |
|
47-2201 |
Formal requirements; statute of frauds |
|
47-2202 |
Final written expression: parol or
extrinsic evidence |
|
47-2203 |
Seals inoperative |
|
47-2204 |
Formation in general |
|
47-2205 |
Firm offers |
|
47-2206 |
Offer and acceptance in formation of
contract |
|
47-2207 |
Additional terms in acceptance or
confirmation |
|
47-2208 |
Course of performance or practical
construction |
|
47-2209 |
Modification, rescission and waiver |
|
47-2210 |
Delegation of performance; assignment
of rights |
| Article 3 |
General Obligation and Construction
of Contract |
|
47-2301 |
General obligations of parties |
|
47-2302 |
Unconscionable contract or clause |
|
47-2303 |
Allocation or division of risks |
|
47-2304 |
Price payable in money, goods, realty,
or otherwise |
|
47-2305 |
Open price term |
|
47-2306 |
Output, requirements and exclusive
dealings |
|
47-2307 |
Delivery in single lot or several lots |
|
47-2308 |
Absence of specified place for delivery |
|
47-2309 |
Absence of specific time provisions;
notice of termination |
|
47-2310 |
Open time for payment or running of
credit; authority to ship under reservation |
|
47-2311 |
Options and cooperation respecting
performance |
|
47-2312 |
Warranty of title and against
infringement; buyer's obligation against infringement |
|
47-2313 |
Express warranties by affirmation,
promise, description, sample |
|
47-2314 |
Implied warranty: merchantability;
usage of trade |
|
47-2315 |
Implied warranty: fitness for
particular purpose |
|
47-2316 |
Exclusion or modification of warranties |
|
47-2317 |
Cumulation and conflict of warranties
express or implied |
|
47-2318 |
Third party beneficiaries of warranties
express or implied |
|
47-2319 |
F.O.B. and F.A.S. terms |
|
47-2320 |
C.I.F. and C. & F. terms |
|
47-2321 |
C.I.F. or C. & F.: "net landed
weights"; "payment on arrival"; warranty of condition on
arrival |
|
47-2322 |
Delivery "ex-ship" |
|
47-2323 |
Form of bill of lading required in
overseas shipment; "overseas" |
|
47-2324 |
"No arrival, no sale" term |
|
47-2325 |
"Letter of credit" term; "confirmed
credit" |
|
47-2326 |
Sale on approval and sale or return;
rights of creditors |
|
47-2327 |
Special incidents of sale on approval
and sale or return |
|
47-2328 |
Sale by auction |
| Article 4 |
Title, Creditors and Good Faith
Purchases |
|
47-2401 |
Passing of title; reservation for
security; limited application of this section |
|
47-2402 |
Rights of seller's creditors against
sold goods |
|
47-2403 |
Power to transfer; good faith purchase
of goods; "entrusting" |
| Article 5 |
Performance |
|
47-2501 |
Insurable interest in goods; manner of
identification of goods |
|
47-2502 |
Buyer's right to goods on seller's
insolvency |
|
47-2503 |
Manner of seller's tender of delivery |
|
47-2504 |
Shipment by seller |
|
47-2505 |
Seller's shipment under reservation |
|
47-2506 |
Rights of financing agency |
|
47-2507 |
Effect of seller's tender; delivery on
condition |
|
47-2508 |
Cure by seller of improper tender or
delivery; replacement |
|
47-2509 |
Risk of loss in the absence of breach |
|
47-2510 |
Effect of breach on risk of loss |
|
47-2511 |
Tender of payment by buyer; payment by
check |
|
47-2512 |
Payment by buyer before inspection |
|
47-2513 |
Buyer's right to inspection of goods |
|
47-2514 |
When documents deliverable on
acceptance; when on payment |
|
47-2515 |
Preserving evidence of goods in dispute |
| Article 6 |
Breach, Repudiation and Excuse |
|
47-2601 |
Buyer's rights on improper delivery |
|
47-2602 |
Manner and effect of rightful rejection |
|
47-2603 |
Merchant buyer's duties as to
rightfully rejected goods |
|
47-2604 |
Buyer's options as to salvage of
rightfully rejected goods |
|
47-2605 |
Waiver of buyer's objections by failure
to particularize |
|
47-2606 |
What constitutes acceptance of goods |
|
47-2607 |
Effect of acceptance; notice of breach;
burden of establishing breach after acceptance; notice
of claim or litigation to person answerable over |
|
47-2608 |
Revocation of acceptance in whole or in
part |
|
47-2609 |
Right to adequate assurance of
performance |
|
47-2610 |
Anticipatory repudiation |
|
47-2611 |
Retraction of anticipatory repudiation |
|
47-2612 |
"Installment contract"; breach |
|
47-2613 |
Casualty to identified goods |
|
47-2614 |
Substituted performance |
|
47-2615 |
Excuse by failure of presupposed
conditions |
|
47-2616 |
Procedure on notice claiming excuse |
| Article 7 |
Remedies |
|
47-2701 |
Remedies for breach of collateral
contracts not impaired |
|
47-2702 |
Seller's remedies on discovery of
buyer's insolvency |
|
47-2703 |
Seller's remedies in general |
|
47-2704 |
Seller's right to identify goods to the
contract notwithstanding breach or to salvage unfinished
goods |
|
47-2705 |
Seller's stoppage of delivery in
transit or otherwise |
|
47-2706 |
Seller's resale including contract for
resale |
|
47-2707 |
"Person in the position of a seller" |
|
47-2708 |
Seller's damages for non-acceptance or
repudiation |
|
47-2709 |
Action for the price |
|
47-2710 |
Seller's incidental damages |
|
47-2711 |
Buyer's remedies in general; buyer's
security interest in rejected goods |
|
47-2712 |
"Cover"; buyer's procurement of
substitute goods |
|
47-2713 |
Buyer's damages for non-delivery or
repudiation |
|
47-2714 |
Buyer's damages for breach in regard to
accepted goods |
|
47-2715 |
Buyer's incidental and consequential
damages |
|
47-2716 |
Buyer's right to specific performance
or replevin |
|
47-2717 |
Deduction of damages from the price |
|
47-2718 |
Liquidation or limitation of damages;
deposits |
|
47-2719 |
Contractual modification or limitation
of remedy |
|
47-2720 |
Effect of "cancellation" or
"rescission" on claims for antecedent breach |
|
47-2721 |
Remedies for fraud |
|
47-2722 |
Who can sue third parties for injury to
goods |
|
47-2723 |
Proof of market price: time and place |
|
47-2724 |
Admissibility of market quotations |
|
47-2725 |
Statute of limitations in contracts for
sale |
| Article 1 |
General Provisions and Definitions |
|
47-3101 |
Short title |
|
47-3102 |
Subject matter |
|
47-3103 |
Definitions |
|
47-3104 |
Negotiable instrument |
|
47-3105 |
Issue of instrument |
|
47-3106 |
Unconditional promise or order |
|
47-3107 |
Instrument payable in foreign money |
|
47-3108 |
Payable on demand or at definite time |
|
47-3109 |
Payable to bearer or to order |
|
47-3110 |
Identification of person to whom
instrument is payable |
|
47-3111 |
Place of payment |
|
47-3112 |
Interest |
|
47-3113 |
Date of instrument |
|
47-3114 |
Contradictory terms of instrument |
|
47-3115 |
Incomplete instrument |
|
47-3116 |
Joint and several liability;
contribution |
|
47-3117 |
Other agreements affecting instrument |
|
47-3118 |
Statute of limitations |
|
47-3119 |
Notice of right to defend action |
| Article 2 |
Negotiation, Transfer and
Indorsement |
|
47-3201 |
Negotiation |
|
47-3202 |
Negotiation subject to rescission |
|
47-3203 |
Transfer of instrument; rights acquired
by transfer |
|
47-3204 |
Indorsement |
|
47-3205 |
Special indorsement; blank indorsement;
anomalous indorsement |
|
47-3206 |
Restrictive indorsement |
|
47-3207 |
Reacquisition |
| Article 3 |
Enforcement of Instruments |
|
47-3301 |
Person entitled to enforce instrument |
|
47-3302 |
Holder in due course |
|
47-3303 |
Value and consideration |
|
47-3304 |
Overdue instrument |
|
47-3305 |
Defenses and claims in recoupment |
|
47-3306 |
Claims to an instrument |
|
47-3307 |
Notice of breach of fiduciary duty |
|
47-3308 |
Proof of signatures and status as
holder in due course |
|
47-3309 |
Enforcement of lost, destroyed or
stolen instrument |
|
47-3310 |
Effect of instrument on obligation for
which taken |
|
47-3311 |
Accord and satisfaction by use of
instrument |
| Article 4 |
Liability of Parties |
|
47-3401 |
Signature |
|
47-3402 |
Signature by representative |
|
47-3403 |
Unauthorized signature |
|
47-3404 |
Impostors; fictitious payees |
|
47-3405 |
Employer's responsibility for
fraudulent indorsement by employee |
|
47-3406 |
Negligence contributing to forged
signature or alteration of instrument |
|
47-3407 |
Alteration |
|
47-3408 |
Drawee not liable on unaccepted draft |
|
47-3409 |
Acceptance of draft; certified check |
|
47-3410 |
Acceptance varying draft |
|
47-3411 |
Refusal to pay cashier's checks,
teller's checks and certified checks |
|
47-3412 |
Obligation of issuer of note or
cashier's check |
|
47-3413 |
Obligation of acceptor |
|
47-3414 |
Obligation of drawer |
|
47-3415 |
Obligation of indorser |
|
47-3416 |
Transfer warranties |
|
47-3417 |
Presentment warranties |
|
47-3418 |
Payment or acceptance by mistake |
|
47-3419 |
Instruments signed for accommodation |
|
47-3420 |
Conversion of instrument |
| Article 5 |
Dishonor |
|
47-3501 |
Presentment |
|
47-3502 |
Dishonor |
|
47-3503 |
Notice of dishonor |
|
47-3504 |
Excused presentment and notice of
dishonor |
|
47-3505 |
Evidence of dishonor |
| Article 6 |
Discharge and Payment |
|
47-3601 |
Discharge and effect of discharge |
|
47-3602 |
Payment |
|
47-3603 |
Tender of payment |
|
47-3604 |
Discharge by cancellation or
renunciation |
|
47-3605 |
Discharge of indorsers and
accommodation parties |
| Article 1 |
General Provisions and Definitions |
|
47-4101 |
Short title |
|
47-4102 |
Applicability |
|
47-4103 |
Variation by agreement; measure of
damages; action constituting ordinary care |
|
47-4104 |
Definitions and index of definitions |
|
47-4105 |
"Bank"; "depositary bank"; "payor
bank"; "intermediary bank"; "collecting bank";
"presenting bank" |
|
47-4106 |
Payable through or payable at bank;
collecting bank |
|
47-4107 |
Separate office of bank |
|
47-4108 |
Time of receipt of items |
|
47-4109 |
Delays |
|
47-4110 |
Electronic presentment |
|
47-4111 |
Statute of limitations |
| Article 2 |
Collection of Items; Depositary and
Collecting Banks |
|
47-4201 |
Status of collecting bank as agent and
provisional status of credits; applicability of chapter;
item indorsed "pay any bank" |
|
47-4202 |
Responsibility for collection or
return; when action timely |
|
47-4203 |
Effect of instructions |
|
47-4204 |
Methods of sending and presenting;
sending directly to payor bank |
|
47-4205 |
Depositary bank holder of unindorsed
item |
|
47-4206 |
Transfer between banks |
|
47-4207 |
Transfer warranties |
|
47-4208 |
Presentment warranties |
|
47-4209 |
Encoding and retention warranties |
|
47-4210 |
Security interest of collecting bank in
items, accompanying documents and proceeds |
|
47-4211 |
When bank gives value for purposes of
holder in due course |
|
47-4212 |
Presentment by notice of item not
payable by, through or at a bank; liability of drawer or
indorser |
|
47-4213 |
Medium and time of settlement by bank |
|
47-4214 |
Right of charge-back or refund;
liability of collecting bank; return of item |
|
47-4215 |
Final payment of item by payor bank;
when provisional debits and credits become final; when
certain credits become available for withdrawal |
|
47-4216 |
Insolvency and preference |
| Article 3 |
Collection of Items; Payor Banks |
|
47-4301 |
Deferred posting; recovery of payment
by return of items; time of dishonor; return of items by
payor bank |
|
47-4302 |
Payor bank's responsibility for late
return of item |
|
47-4303 |
When items subject to notice,
stop-payment order, legal process or setoff; order in
which items may be charged or certified |
| Article 4 |
Relationship Between Payor Bank and
Its Customer |
|
47-4401 |
When bank may charge customer's account |
|
47-4402 |
Bank's liability to customer for
wrongful dishonor; time of determining insufficiency of
amount |
|
47-4403 |
Customer's right to stop payment;
burden of proof of loss |
|
47-4404 |
Bank not obligated to pay check more
than six months old |
|
47-4405 |
Death or incompetence of customer |
|
47-4406 |
Customer's duty to discover and report
unauthorized signature or alteration |
|
47-4407 |
Payor bank's right to subrogation on
improper payment |
| Article 5 |
Collection of Documentary Drafts |
|
47-4501 |
Handling of documentary drafts; duty to
send for presentment and to notify customer of dishonor |
|
47-4502 |
Presentment of "on arrival" drafts |
|
47-4503 |
Responsibility of presenting bank for
documents and goods; report of reasons for dishonor;
referee in case of need |
|
47-4504 |
Privilege of presenting bank to deal
with goods; security interest for expenses |
|
47-5101 |
Short title |
|
47-5102 |
Definitions |
|
47-5103 |
Scope |
|
47-5104 |
Formal requirements |
|
47-5105 |
Consideration |
|
47-5106 |
Issuance; amendment; cancellation;
duration |
|
47-5107 |
Confirmer; nominated person |
|
47-5108 |
Issuer's rights and obligations |
|
47-5109 |
Fraud and forgery |
|
47-5110 |
Warranties |
|
47-5111 |
Remedies |
|
47-5112 |
Transfer of letter of credit |
|
47-5113 |
Transfer by operation of law |
|
47-5114 |
Assignment of proceeds |
|
47-5115 |
Statute of limitations |
|
47-5116 |
Choice of law and forum |
|
47-5117 |
Subrogation of issuer, applicant and
nominated person |
|
47-5118 |
Security interest of issuer or
nominated person |
| Article 1 |
General |
|
47-7101 |
Short title |
|
47-7102 |
Definitions and index of definitions |
|
47-7103 |
Relation of chapter to treaty, statute,
tariff, classification or regulation |
|
47-7104 |
Negotiable and non-negotiable warehouse
receipt, bill of lading or other document of title |
|
47-7105 |
Construction against negative
implication |
| Article 2 |
Warehouse Receipts; Special
Provisions |
|
47-7201 |
Who may issue a warehouse receipt;
storage under government bond |
|
47-7202 |
Form of warehouse receipt; essential
terms; optional terms |
|
47-7203 |
Liability for non-receipt or
misdescription |
|
47-7204 |
Duty of care; contractual limitation of
warehouseman's liability |
|
47-7205 |
Title under warehouse receipt defeated
in certain cases |
|
47-7206 |
Termination of storage at
warehouseman's option |
|
47-7207 |
Goods must be kept separate; fungible
goods |
|
47-7208 |
Altered warehouse receipts |
|
47-7209 |
Lien of warehouseman |
|
47-7210 |
Enforcement of warehouseman's lien |
| Article 3 |
Bills of Lading; Special Provisions |