47-9102

47-9102. Definitions and index of definitions

A. In this chapter, unless the context otherwise requires:

1. "Accession" means goods that are physically united with other goods in such a
manner that the identity of the original goods is not lost.

2. "Account", except as used in "account for", means a right to payment of a
monetary obligation, whether or not earned by performance, for property that has been or
is to be sold, leased, licensed, assigned or otherwise disposed of, for services rendered
or to be rendered, for a policy of insurance issued or to be issued, for a secondary
obligation incurred or to be incurred, for energy provided or to be provided, for the use
or hire of a vessel under a charter or other contract, arising out of the use of a credit
or charge card or information contained on or for use with the card or as winnings in a
lottery or other game of chance operated or sponsored by a state, a governmental unit of
a state or a person licensed or authorized to operate the game by a state or governmental
unit of a state. Account includes health-care-insurance receivables. Account does not
include rights to payment evidenced by chattel paper or an instrument, commercial tort
claims, deposit accounts, investment property, letter-of-credit rights or letters of
credit or rights to payment for money or funds advanced or sold, other than rights
arising out of the use of a credit or charge card or information contained on or for use
with the card.

3. "Account debtor" means a person obligated on an account, chattel paper or
general intangible but does not include persons obligated to pay a negotiable instrument,
even if the instrument constitutes part of chattel paper.

4. "Accounting", except as used in "accounting for", means a record:

(a) Authenticated by a secured party;

(b) Indicating the aggregate unpaid secured obligations as of a date not more than
thirty-five days earlier or thirty-five days later than the date of the record; and

5. "Agricultural lien" means an interest, other than a security interest, in farm
products:

(a) That secures payment or performance of an obligation for:

(i) Goods or services furnished in connection with a debtor's farming operation; or

(ii) Rent on real property leased by a debtor in connection with its farming
operation;

(b) That is created by statute in favor of a person that:

(i) In the ordinary course of its business furnished goods or services to a debtor
in connection with a debtor's farming operation; or

(ii) Leased real property to a debtor in connection with the debtor's farming
operation; and

6. "As-extracted collateral" means:

(a) Oil, gas or other minerals that are subject to a security interest that:

(i) Is created by a debtor having an interest in the minerals before extraction;
and

(ii) Attaches to the minerals as extracted; or

(b) Accounts arising out of the sale at the wellhead or minehead of oil, gas or
other minerals in which the debtor had an interest before extraction.

7. "Authenticate" means:

(a) To sign; or

(b) To execute or otherwise adopt a symbol, or encrypt or similarly process a
record in whole or in part, with the present intent of the authenticating person to
identify the person and adopt or accept a record.

8. "Bank" means an organization that is engaged in the business of banking. Bank
includes savings banks, savings and loan associations, credit unions and trust companies.

9. "Cash proceeds" means proceeds that are money, checks, deposit accounts or the
like.

10. "Certificate of title" means a certificate of title with respect to which a
statute provides for the security interest in question to be indicated on the certificate
as a condition or result of the security interest's obtaining priority over the rights of
a lien creditor with respect to the collateral.

11. "Chattel paper" means a record or records that evidence both a monetary
obligation and a security interest in specific goods, a security interest in specific
goods and software used in the goods, a security interest in specific goods and license
of software used in the goods, a lease of specific goods or a lease of specific goods and
license of software used in the goods. In this paragraph, "monetary obligation" means a
monetary obligation secured by the goods or owed under a lease of the goods and includes
a monetary obligation with respect to software used in the goods. Chattel paper does not
include charters or other contracts involving the use or hire of a vessel or records that
evidence a right to payment arising out of the use of a credit or charge card or
information contained on or for use with the card. If a transaction is evidenced by
records that include an instrument or series of instruments, the group of records taken
together constitutes chattel paper.

12. "Collateral" means the property subject to a security interest or agricultural
lien. Collateral includes:

(a) Proceeds to which a security interest attaches;

(b) Accounts, chattel paper, payment intangibles and promissory notes that have
been sold; and

13. "Commercial tort claim" means a claim arising in tort with respect to which:

(a) The claimant is an organization; or

(b) The claimant is an individual and the claim:

(i) Arose in the course of the claimant's business or profession; and

(ii) Does not include damages arising out of personal injury to or the death of an
individual.

14. "Commodity account" means an account maintained by a commodity intermediary in
which a commodity contract is carried for a commodity customer.

15. "Commodity contract" means a commodity futures contract, an option on a
commodity futures contract, a commodity option or another contract if the contract or
option is:

(a) Traded on or subject to the rules of a board of trade that has been designated
as a contract market for such a contract pursuant to federal commodities laws; or

(b) Traded on a foreign commodity board of trade, exchange or market, and is
carried on the books of a commodity intermediary for a commodity customer.

16. "Commodity customer" means a person for which a commodity intermediary carries a
commodity contract on its books.

17. "Commodity intermediary" means a person that:

(a) Is registered as a futures commission merchant under federal commodities law;
or

(b) In the ordinary course of its business provides clearance or settlement
services for a board of trade that has been designated as a contract market pursuant to
federal commodities law.

18. "Communicate" means:

(a) To send a written or other tangible record;

(b) To transmit a record by any means agreed on by the persons sending and
receiving the record; or

(c) In the case of transmission of a record to or by a filing office, to transmit a
record by any means prescribed by filing office rule.

19. "Consignee" means a merchant to which goods are delivered in a consignment.

20. "Consignment" means a transaction, regardless of its form, in which a person
delivers goods to a merchant for the purpose of sale and:

(a) The merchant:

(i) Deals in goods of that kind under a name other than the name of the person
making delivery;

(ii) Is not an auctioneer; and

(iii) Is not generally known by its creditors to be substantially engaged in
selling the goods of others;

(b) With respect to each delivery, the aggregate value of the goods is one thousand
dollars or more at the time of delivery;

(d) The transaction does not create a security interest that secures an obligation.

21. "Consignor" means a person that delivers goods to a consignee in a consignment.

22. "Consumer debtor" means a debtor in a consumer transaction.

23. "Consumer goods" means goods that are used or bought for use primarily for
personal, family or household purposes.

24. "Consumer goods transaction" means a consumer transaction in which:

(a) An individual incurs an obligation primarily for personal, family or household
purposes; and

(b) A security interest in consumer goods secures the obligation.

25. "Consumer obligor" means an obligor who is an individual and who incurred the
obligation as part of a transaction entered into primarily for personal, family or
household purposes.

26. "Consumer transaction" means a transaction in which an individual incurs an
obligation primarily for personal, family or household purposes, a security interest
secures the obligation and the collateral is held or acquired primarily for personal,
family or household purposes. Consumer transaction includes consumer goods transactions.

27. "Continuation statement" means an amendment of a financing statement that:

(a) Identifies, by its file number, the initial financing statement to which it
relates; and

(b) Indicates that it is a continuation statement for, or that it is filed to
continue the effectiveness of, the identified financing statement.

28. "Debtor" means:

(a) A person having an interest, other than a security interest or other lien, in
the collateral, whether or not the person is an obligor;

(b) A seller of accounts, chattel paper, payment intangibles or promissory notes;
or

29. "Deposit account" means a demand, time, savings, passbook or similar account
maintained with a bank. Deposit account does not include investment property or accounts
evidenced by an instrument.

30. "Document" means a document of title or a receipt of the type described in
section 47-7201, subsection B.

31. "Electronic chattel paper" means chattel paper evidenced by a record or records
consisting of information stored in an electronic medium.

32. "Encumbrance" means a right, other than an ownership interest, in real property.
Encumbrance includes mortgages and other liens on real property.

33. "Equipment" means goods other than inventory, farm products or consumer goods.

34. "Farm products" means goods, other than standing timber, with respect to which
the debtor is engaged in a farming operation and that are:

(a) Crops grown, growing or to be grown, including:

(i) Crops produced on trees, vines and bushes; and

(ii) Aquatic goods produced in aquacultural operations;

(b) Livestock, born or unborn, including aquatic goods produced in aquacultural
operations;

(d) Products of crops or livestock in their unmanufactured states.

35. "Farming operation" means raising, cultivating, propagating, fattening, grazing
or any other farming, livestock or aquacultural operation.

36. "File number" means the number assigned to an initial financing statement
pursuant to section 47-9519, subsection A.

37. "Filing office" means an office designated in section 47-9501 as the place to
file a financing statement.

38. "Filing office rule" means a rule adopted pursuant to section 47-9526.

39. "Financing statement" means a record or records composed of an initial financing
statement and any filed record relating to the initial financing statement.

40. "Fixture filing" means the filing of a financing statement covering goods that
are or are to become fixtures and satisfying section 47-9502, subsections A and B.
Fixture filing includes the filing of a financing statement covering goods of a
transmitting utility that are or are to become fixtures.

41. "Fixtures" means goods that have become so related to particular real property
that an interest in them arises under real property law.

42. "General intangible" means any personal property, including things in action,
other than accounts, chattel paper, commercial tort claims, deposit accounts, documents,
goods, instruments, investment property, letter-of-credit rights, letters of credit,
money and oil, gas or other minerals before extraction. General intangible includes
payment intangibles and software.

43. "Good faith" means honesty in fact and the observance of reasonable commercial
standards of fair dealing.

44. "Goods" means all things that are movable when a security interest attaches.

(a) Goods includes:

(i) Fixtures;

(ii) Standing timber that is to be cut and removed under a conveyance or contract
for sale;

(iii) The unborn young of animals;

(iv) Crops grown, growing or to be grown, even if the crops are produced on trees,
vines or bushes; and

(v) Manufactured homes.

(b) Goods also includes a computer program embedded in goods and any supporting
information provided in connection with a transaction relating to the program if:

(i) The program is associated with the goods in such a manner that it customarily
is considered part of the goods; or

(ii) By becoming the owner of the goods, a person acquires a right to use the
program in connection with the goods.

(c) Goods does not include a computer program embedded in goods that consist solely
of the medium in which the program is embedded.

(d) Goods also does not include accounts, chattel paper, commercial tort claims,
deposit accounts, documents, general intangibles, instruments, investment property,
letter-of-credit rights, letters of credit, money, or oil, gas or other minerals before
extraction.

45. "Governmental unit" means a subdivision, agency, department, county, parish,
municipality or other unit of the government of the United States, a state or a foreign
country. Governmental unit includes an organization having a separate corporate or legal
existence if the organization is eligible to issue or incur obligations the interest on
which is excluded from gross income for federal income tax purposes.

46. "Health-care-insurance receivable" means an interest in or claim under a policy
of insurance that is a right to payment of a monetary obligation for health care goods or
services provided.

47. "Instrument" means a negotiable instrument or any other writing that evidences a
right to the payment of a monetary obligation, is not itself a security agreement or
lease and is of a type that in the ordinary course of business is transferred by delivery
with any necessary indorsement or assignment. Instrument does not include:

(a) Investment property;

(b) Letters of credit; or

(c) Writings that evidence a right to payment arising out of the use of a credit or
charge card or information contained on or for use with the card.

48. "Inventory" means goods, other than farm products, that:

(a) Are leased by a person as lessor;

(b) Are held by a person for sale or lease or to be furnished under a contract of
service;

(d) Consist of raw materials, work in process or materials used or consumed in a
business.

49. "Investment property" means a security, whether certificated or uncertificated,
security entitlement, securities account, commodity contract or commodity account.

50. "Jurisdiction of organization", with respect to a registered organization, means
the jurisdiction under whose law the organization is organized.

51. "Letter-of-credit right" means a right to payment or performance under a letter
of credit, whether or not the beneficiary has demanded or is at the time entitled to
demand payment or performance. Letter-of-credit right does not include the right of a
beneficiary to demand payment or performance under a letter of credit.

52. "Lien creditor" means:

(a) A creditor that has acquired a lien on the property involved by attachment,
levy or the like;

(b) An assignee for benefit of creditors from the time of assignment;

(d) A receiver in equity from the time of appointment.

53. "Manufactured home" means a structure that is transportable in one or more
sections and that, in the traveling mode, is eight body feet or more in width or forty
body feet or more in length, or, when erected on site, is three hundred twenty or more
square feet, and that is built on a permanent chassis and designed to be used as a
dwelling with or without a permanent foundation when connected to the required utilities,
and includes the plumbing, heating, air conditioning and electrical systems contained
therein. Manufactured home includes any structure that meets all of the requirements of
this paragraph except the size requirements and with respect to which the manufacturer
voluntarily files a certification required by the United States secretary of housing and
urban development and complies with the standards established under title 42 of the
United States Code.

54. "Manufactured home transaction" means a secured transaction:

(a) That creates a purchase money security interest in a manufactured home, other
than a manufactured home held as inventory; or

(b) In which a manufactured home, other than a manufactured home held as inventory,
is the primary collateral.

55. "Mortgage" means a consensual interest in real property, including fixtures,
that secures payment or performance of an obligation.

56. "New debtor" means a person that becomes bound as debtor under section 47-9203,
subsection D by a security agreement previously entered into by another person.

57. "New value" means money, money's worth in property, services or new credit or
release by a transferee of an interest in property previously transferred to the
transferee. New value does not include an obligation substituted for another obligation.

58. "Noncash proceeds" means proceeds other than cash proceeds.

59. "Obligor" means a person that, with respect to an obligation secured by a
security interest in or an agricultural lien on the collateral, owes payment or other
performance of the obligation, has provided property other than the collateral to secure
payment or other performance of the obligation or is otherwise accountable in whole or in
part for payment or other performance of the obligation. Obligor does not include issuers
or nominated persons under a letter of credit.

60. "Original debtor", except as used in section 47-9310, subsection C, means a
person that, as debtor, entered into a security agreement to which a new debtor has
become bound under section 47-9203, subsection D.

61. "Payment intangible" means a general intangible under which the account debtor's
principal obligation is a monetary obligation.

62. "Person related to", with respect to an individual, means:

(a) The spouse of the individual;

(b) A brother, brother-in-law, sister or sister-in-law of the individual;

(d) Any other relative, by blood or marriage, of the individual or the individual's
spouse who shares the same home with the individual.

63. "Person related to", with respect to an organization, means:

(a) A person directly or indirectly controlling, controlled by or under common
control with the organization;

(b) An officer or director of, or a person performing similar functions with
respect to, the organization;

(c) An officer or director of, or a person performing similar functions with
respect to, a person described in subdivision (a) of this paragraph;

(d) The spouse of an individual described in subdivision (a), (b) or (c) of this
paragraph; or

(e) An individual who is related by blood or marriage to an individual described in
subdivision (a), (b), (c) or (d) of this paragraph and who shares the same home with the
individual.

64. "Proceeds", except as used in section 47-9609, subsection B, means the following
property:

(a) Whatever is acquired on the sale, lease, license, exchange or other disposition
of collateral;

(b) Whatever is collected on, or distributed on account of, collateral;

(d) To the extent of the value of collateral, claims arising out of the loss,
nonconformity or interference with the use of, defects or infringement of rights in, or
damage to the collateral; or

(e) To the extent of the value of collateral and to the extent payable to the
debtor or the secured party, insurance payable by reason of the loss or nonconformity of,
defects or infringement of rights in, or damage to the collateral.

65. "Promissory note" means an instrument that evidences a promise to pay a monetary
obligation, does not evidence an order to pay and does not contain an acknowledgment by a
bank that the bank has received for deposit a sum of money or funds.

66. "Proposal" means a record authenticated by a secured party that includes the
terms on which the secured party is willing to accept collateral in full or partial
satisfaction of the obligation it secures pursuant to sections 47-9620, 47-9621 and
47-9622.

67. "Pursuant to commitment", with respect to an advance made or other value given
by a secured party, means pursuant to the secured party's obligation, whether or not a
subsequent event of default or other event not within the secured party's control has
relieved or may relieve the secured party from its obligation.

68. "Record", except as used in "for record", "of record", "record or legal title",
and "record owner", means information that is inscribed on a tangible medium or that is
stored in an electronic or other medium and is retrievable in perceivable form.

69. "Registered organization" means an organization organized solely under the law
of a single state or the United States and as to which the state or the United States
must maintain a public record showing the organization to have been organized.

70. "Secondary obligor" means an obligor to the extent that:

(a) The obligor's obligation is secondary; or

(b) The obligor has a right of recourse with respect to an obligation secured by
collateral against the debtor, another obligor or property of either.

71. "Secured party" means:

(a) A person in whose favor a security interest is created or provided for under a
security agreement, whether or not any obligation to be secured is outstanding;

(b) A person that holds an agricultural lien;

(d) A person to which accounts, chattel paper, payment intangibles or promissory
notes have been sold;

(e) A trustee, indenture trustee, agent, collateral agent or other representative
in whose favor a security interest or agricultural lien is created or provided for; or

(f) A person that holds a security interest arising under section 47-2401, 47-2505,
47-2711, 47-2A508, 47-4210 or 47-5118.

72. "Security agreement" means an agreement that creates or provides for a security
interest.

73. "Send", in connection with a record or notification, means:

(a) To deposit in the mail, deliver for transmission or transmit by any other usual
means of communication, with postage or cost of transmission provided for, addressed to
any address reasonable under the circumstances; or

(b) To cause the record or notification to be received within the time that it
would have been received if properly sent under subdivision (a) of this paragraph.

74. "Software" means a computer program and any supporting information provided in
connection with a transaction relating to the program. Software does not include a
computer program that is included in the definition of goods.

75. "State" means a state of the United States, the District of Columbia, Puerto
Rico, the United States Virgin Islands or any territory or insular possession subject to
the jurisdiction of the United States.

76. "Supporting obligation" means a letter-of-credit right or secondary obligation
that supports the payment or performance of an account, chattel paper, a document, a
general intangible, an instrument or investment property.

77. "Tangible chattel paper" means chattel paper evidenced by a record or records
consisting of information that is inscribed on a tangible medium.

78. "Termination statement" means an amendment of a financing statement that:

(a) Identifies, by its file number, the initial financing statement to which it
relates; and

(b) Indicates either that it is a termination statement or that the identified
financing statement is no longer effective.

79. "Transmitting utility" means a person primarily engaged in the business of:

(a) Operating a railroad, subway, street railway or trolley bus;

(b) Transmitting communications electrically, electromagnetically or by light;

(d) Transmitting or producing and transmitting electricity, steam, gas or water.

B. "Control" as provided in section 47-7106 and the following definitions in other
sections apply to this chapter:


 1.  "Applicant" Section 47-5102
 2.  "Beneficiary" Section 47-5102
 3.  "Broker" Section 47-8102
 4.  "Certificated security" Section 47-8102
 5.  "Check" Section 47-3104
 6.  "Clearing corporation" Section 47-8102
 7.  "Contract for sale" Section 47-2106
 8.  "Customer" Section 47-4104
 9.  "Entitlement holder" Section 47-8102
 10.  "Financial asset" Section 47-8102
 11.  "Holder in due course" Section 47-3302

12. "Issuer" (with respect to a letter of


 credit or letter-of-credit right) Section 47-5102
 13.  "Issuer" (with respect to a security) Section 47-8201

14. "Issuer" (with respect to documents


 of title) Section 47-7102
 15.  "Lease" Section 47-2A103
 16.  "Lease agreement" Section 47-2A103
 17.  "Lease contract" Section 47-2A103
 18.  "Leasehold interest" Section 47-2A103
 19.  "Lessee" Section 47-2A103

20. "Lessee in ordinary course


 of business" Section 47-2A103
 21.  "Lessor" Section 47-2A103
 22.  "Lessor's residual interest" Section 47-2A103
 23.  "Letter of credit" Section 47-5102
 24.  "Merchant" Section 47-2104
 25.  "Negotiable instrument" Section 47-3104
 26.  "Nominated person" Section 47-5102
 27.  "Note" Section 47-3104
 28.  "Proceeds of a letter of credit" Section 47-5114
 29.  "Prove" Section 47-3103
 30.  "Sale" Section 47-2106
 31.  "Securities account" Section 47-8501
 32.  "Securities intermediary" Section 47-8102
 33.  "Security" Section 47-8102
 34.  "Security certificate" Section 47-8102
 35.  "Security entitlement" Section 47-8102
 36.  "Uncertificated security" Section 47-8102

C. In addition, chapter 1 of this title contains general definitions and principles
of construction and interpretation applicable throughout this chapter.