! Ray- Essay Property Flashcards
Essay- Warranty Deed
special= no liable before owning it, so bob is not liable for tax lein
- PRESENT= right to convey, no emcumbrances, seisen
- FEW= future assurances, quiet enjoyment, warranty
general= liable for tax lien
perfected security interest
Under Article 9 of the Uniform Commercial Code (UCC), a security interest is created by a security agr eement and, for goods such as these, the security interest is perfected by filing a financing statement with the secretary of state (or similar official) in the state in which the business is incorporated. A security interest will protect a creditor to help ensure payment of a debt.
In general, anyone who acquires property that is subject to a perfected security agreement will take such property subject to the creditor’s claims. One exception is a retail purchaser of inventory sold by a merchant who deals in goods of the type purchased. Here, if Lender gives Sam the line of credit and perfects its security interest in his inventory, retail customers who purchase potted plants, decorative stone or mulch (all of which the facts indicate are inventory held for sale to retail customers) will nonetheless purchase products free of Lender’s perfected security interest.
Priority mortgage
Priority among mortgages is usually determined by chronology, unless modified by PRES:
purchase money mortgage,
recording act statute,
Execution of subordination agreement
Pa jurisdiction follows a race notice recording act, protecting interest of a BFP who takes for value and no notice of prior + first to record.
Here, Bank only records so it would prevail BUT THERE IS subordination agreement
BUT if subordination agreement executed
Joint Tenants
Future remainder
Under Article 9 of the Uniform Commercial Code (UCC), a security interest is created by a security agr eement and, for goods such as these, the security interest is perfected by filing a financing statement with the secretary of state (or similar official) in the state in which the business is incorporated. A security interest will protect a creditor to help ensure payment of a debt.
In general, anyone who acquires property that is subject to a perfected security agreement will take such property subject to the creditor’s claims. One exception is a retail purchaser of inventory sold by a merchant who deals in goods of the type purchased. Here, if Lender gives Sam the line of credit and perfects its security interest in his inventory, retail customers who purchase potted plants, decorative stone or mulch (all of which the facts indicate are inventory held for sale to retail customers) will nonetheless purchase products free of Lender’s perfected security interest.
Accord / Novation
Where valid contract and A + B dispute for valid contract, (i) accord satsifaction or (ii) novation.
Accord: INTENT TO KEEP K ALIVE:
Accord (agreement between parties that if a subsequent promise is performed, then the original obligation is discharged.
Novation: INTENT TO MAKE NEW K
if parties create novation- remedy for breach is limited to the obligation of novation.
personal satisfaction clause in good faith
A clause commonly inserted in commercial contracts that allows a promisor to refuse to pay the promisee for services performed if he is not subjectively satisfied with the promisee’s performance.
These are enforceable in PA, so long as entered into with good faith.
duty of care- directors breach
A corporation directors are required to act with the best interest in the corporation in mind.
A director must discharge her duties in good faith rbelief that what she does is in the corps best interest. She must act with a degree of care that a prudent person would use in regard to her own business. In doing so, the director is not required to consider any particular group (employees management) as controlling.
BJ RULE is DEFENSE
Director carried out decision with gf informed rational basis.
