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my mee fr fr > sec tranny > Flashcards

sec tranny Flashcards

1
Q

Factors when its not really a lease

A

when not subject to early termination, or for life of economic good or at the end its aquired for 0 consideration

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2
Q

8 kinds of collateral

A 
good
- equipment - non-inventory, farm goods, or consumer goods
- consumer goods
inventory
farm goods
intangible intangibles
tangible intangibles 
investment property
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3
Q

to create a security interest

A

a written sec agreement or possession

AND attachment

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4
Q

reqs of a written security agreement

A

writen and signed by Debtor
contains a granting clause
contains a description of collateral

Not needed if possession

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5
Q

PMSI

A

a security interest in goods that are purchase money collateral

  • if incurred - as part of furnishment by seller
  • for value by outside creditor so the value is used for that good
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6
Q

when does a security interest attach

A

when secured party gives value

when debtor has rights in collateral

when debtor signs a security agreement that describes collateral

description - by type unless consumer transaction

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7
Q

exceptions to reqs for after acquired collateral

A

if: sec agreement is for inventory or AR

if consumer goods - debtor acquires rights within 10 days of secured party giving value

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8
Q

when secured ps interest ends with sale

A

if secured party authorizes sale free of sec interest

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9
Q

perfection definition

A

establishes secured parties rights against 3Ps

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10
Q

4 methods to perfect

A

filing
possession
control
automatically

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11
Q

who is filling done with

A

sec of state, or office of county clerk if a fixture

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12
Q

how to determine which sec of state

A

jdx where debtor is located, if a non-registered org - chief executive office, if a registered state - where it is organized

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13
Q

how to create a filling to perfect

A

file financing statement

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14
Q

requirements of filing statement

A

name of debtor
name of secured party
description of collateral - can use supergeneric here
authorization by debtor

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15
Q

fixtures exception

A

fixtures are so related to real property that interest passesd under real estate law

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16
Q

fixture filing statement

A

name of debtor, of secured party, description, authorization AND

that it covers fixtures, that is filed with real property records, description of real property it is attached to, real property owner name

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17
Q

What makes a filing ineffective

A

filed in wrong place
does include requisite information
not authorized

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18
Q

filing statement containing minor errors will….

A

be effective unless errors make it seriously misleading

seriously misleading - incorrect name of debtor unless search logic exception

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19
Q

when can a financing statement be filed

A

before security agreement is made or attachment

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20
Q

changes which affect a financing statement

A

name changes - if information becomes misleading, change of name or exchange of OG collateral for proceeds or dfebtor moves

21
Q

if p changes name

A

financing statement only effective for 4 months unless ammended

22
Q

if debtor moves

A

must file new financing, perfected from date of OG

23
Q

duration of filing statement

A

5 years of filing, amended w/i 6 months of end of 5 years

24
Q

what types of collateral can be perfected via possession

A

tangible negotiable instruments, goods, instruments, money paper,

25
Q

what types of collateral can be perfected via control

A
  • investment securities
  • letter of credit rights (with assignment consented to)
  • deposit accounts - via with bank who is opposing party, with record showing consent, with secured party being a customer to account
26
Q

automatic perfection

A

PMSIs usually
- if consumer goods - prefected as soon as sec interest attaches and is permanent

Or if secured party takes only a small amount of accounts which are

27
Q

Special rules RE first in time, first in right for instruments or chattel paper -

A

whoever has possession trumps perfection via filing

28
Q

second in time, first in right for PMSIs

A

if perfected w/i 20 days of debtor taking possession of collateral - gets priority

unless - collateral is inventory - secured party must:

  • notify first secured party it has a PMSI
  • perfect upon reciept of inventory
29
Q

a secured party has priority over liens if

A

perfects before liens interest arises OR files a financing statement and evidences a security agreement before lien

30
Q

PMSI and liens

A

if PMSI perfected w/i 20 days of recieving collateral- will take priority over leins

31
Q

accessions

A

goods physically united but in a way that the identity of OG good is not lost

  • priority established in same manner, but smaller good is subordinate to interest in largest good, which is perfected RE title statute - IE only cars and trucks or fixtures
32
Q

commingled goods

A

physically united with such goods that their identity is lost IE

33
Q

when a security interest does not survive sale of collateral

A

seller authorizes sale sans security interest

BICOB
- if one buys in GF, without knowledge that sale violates rights of another, in OCOB, from someone who sells that kind of goods

garage sale exception
- consumer good from person who previously knew of that, without knowledge of interest AND financing statement not filed

34
Q

point of fixtures filing

A

to have priority over creditor who holds mortgage

35
Q

rights of fixture filing

A

A secured party with priority over a mortgagee has the right to remove the fixture from the real property upon the debtor’s default

36
Q

fixture filing priority

A

first in time, first in right, unless it is a PMSI

37
Q

what are secured parties right post default

A

file for judgement, foreclose, or otherwise enforece, including repo

38
Q

what is breach of peace

A

an act likely to lead to violence - always BOP

unauthorized entry into home- always BOP

39
Q

if secured party cannot repo without BOP

A

bring action for replevin - sheriff can seize

40
Q

SP’s rights post default if it is secured against AR, instruments or chattel papers

A

notify person who will be making payment, signed by secured party or debtor, Iding rights assigned

41
Q

how can debtor redeem collateral

A

pay obligation + interest + expenses for attorney’s fees for default BEFORE

  1. collateral is collected
  2. SP disposes of property or enters K re that
  3. SP accepts collateral in satisfaction of obligation
42
Q

how can debtor’s redemption rights be waived

A

in writing immediately after default ONLY

43
Q

rights of SP post default and repo

A

may dispose of property in any commercially reasonable manner, considering

  • in usual manner or any recognized market,
  • at price current in any recognized market,
  • according to best practices
44
Q

SP need to notify

A

Sp must send anyone with interest in collateral notice of disposition

Exception - if it is perishable, quickly declining in value, or sold on stock market

45
Q

notification reqs

A

must be given in reasonable time pre-sale - 10 days in commercial transactions

non-consumer transactions
- description of Ps, collateral, method of disposition, location of dispoisition

consumer tnx - description of any liability for deficiency, number to redeem

46
Q

how proceeds are paid out

A
  1. fees incurred by secured party in retaking, selling, disposing, and legal
  2. satisfaction of amount owed
  3. satisfaction of amount owed to others if SP receives demand
  4. debtor
47
Q

if sale does not pay debt,

A

SP entitled to a judgement for deficiency, unless disposed of in an unreasonable manner

48
Q

rebuttable presumption rule

A

if non-consumer tnx, deficiency can be reduced if debtor proves that sale was commercially unreasonable down to 0 - then the SP can rebut the presumption with evidence that the collateral is worth less than the outstanding amount of the debt

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