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The Limits of Liens in Proceeds Under Article 9
This is the second in a series of articles on liens in proceeds under Article 9 of the Uniform Commercial Code.
As illustrated in the first installment of this article, the continuation of a lien in proceeds can cause priority problems, and this becomes especially true when there is a conflicting security interest in the collateral to which the proceeds have been recast. Under Article 9, priority is generally based on the first to file or perfect. U.C.C. ' 9-322(a)(1).
For purposes of proceeds, the time of filing or perfection in the original collateral “is also the time of filing or perfection ' in proceeds.” U.C.C. ' 9-322(b)(1). Because Article 9 is primarily a notice system, the drafters were concerned about a secured party that perfects without filing having priority in proceeds in all collateral, including collateral where the secured parties generally rely upon a lien search. Thus, for purposes of priority in proceeds, Article 9 distinguishes between what the Official Comments call “non-filing collateral” and filing collateral. “Non-filing collateral” is defined as those types of collateral that may be perfected by a method other than filing and for which secured parties generally do not conduct UCC searches. U.C.C. ' 9-322(d). Non-filing collateral includes chattel paper, deposit accounts, negotiable documents, instruments, investment property or letters of credit. Id. See also U.C.C. ' 9-322 cmt. 8.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Legal Possession: What Does It Mean?
Possession of real property is a matter of physical fact. Having the right or legal entitlement to possession is not "possession," possession is "the fact of having or holding property in one's power." That power means having physical dominion and control over the property.
The Anti-Assignment Override Provisions
UCC Sections 9406(d) and 9408(a) are one of the most powerful, yet least understood, sections of the Uniform Commercial Code. On their face, they appear to override anti-assignment provisions in agreements that would limit the grant of a security interest. But do these sections really work?