State Codes and Statutes

Statutes > California > Com > 9301-9342

COMMERCIAL CODE
SECTION 9301-9342



9301.  Except as otherwise provided in Sections 9303 to 9306,
inclusive, the following rules determine the law governing
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in collateral:
   (1) Except as otherwise provided in this section, while a debtor
is located in a jurisdiction, the local law of that jurisdiction
governs perfection, the effect of perfection or nonperfection, and
the priority of a security interest in collateral.
   (2) While collateral is located in a jurisdiction, the local law
of that jurisdiction governs perfection, the effect of perfection or
nonperfection, and the priority of a possessory security interest in
that collateral.
   (3) Except as otherwise provided in paragraph (4), while
negotiable tangible documents, goods, instruments, money, or tangible
chattel paper is located in a jurisdiction, the local law of that
jurisdiction governs all of the following:
   (A) Perfection of a security interest in the goods by filing a
fixture filing.
   (B) Perfection of a security interest in timber to be cut.
   (C) The effect of perfection or nonperfection and the priority of
a nonpossessory security interest in the collateral.
   (4) The local law of the jurisdiction in which the wellhead or
minehead is located governs perfection, the effect of perfection or
nonperfection, and the priority of a security interest in
as-extracted collateral.


9302.  While farm products are located in a jurisdiction, the local
law of that jurisdiction governs perfection, the effect of perfection
or nonperfection, and the priority of an agricultural lien on the
farm products.


9303.  (a) This section applies to goods covered by a certificate of
title, even if there is no other relationship between the
jurisdiction under whose certificate of title the goods are covered
and the goods or the debtor.
   (b) Goods become covered by a certificate of title when a valid
application for the certificate of title and the applicable fee are
delivered to the appropriate authority. Goods cease to be covered by
a certificate of title at the earlier of the time the certificate of
title ceases to be effective under the law of the issuing
jurisdiction or the time the goods become covered subsequently by a
certificate of title issued by another jurisdiction.
   (c) The local law of the jurisdiction under whose certificate of
title the goods are covered governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in goods covered by a certificate of title from the time the goods
become covered by the certificate of title until the goods cease to
be covered by the certificate of title.



9304.  (a) The local law of a bank's jurisdiction governs
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in a deposit account maintained with
that bank.
   (b) The following rules determine a bank's jurisdiction for
purposes of this chapter:
   (1) If an agreement between the bank and its customer governing
the deposit account expressly provides that a particular jurisdiction
is the bank's jurisdiction for purposes of this chapter, this
division, or this code, that jurisdiction is the bank's jurisdiction.
   (2) If paragraph (1) does not apply and an agreement between the
bank and its customer governing the deposit account expressly
provides that the agreement is governed by the law of a particular
jurisdiction, that jurisdiction is the bank's jurisdiction.
   (3) If neither paragraph (1) nor paragraph (2) applies and an
agreement between the bank and its customer governing the deposit
account expressly provides that the deposit account is maintained at
an office in a particular jurisdiction, that jurisdiction is the bank'
s jurisdiction.
   (4) If none of the preceding paragraphs applies, the bank's
jurisdiction is the jurisdiction in which the office identified in an
account statement as the office serving the customer's account is
located.
   (5) If none of the preceding paragraphs applies, the bank's
jurisdiction is the jurisdiction in which the chief executive office
of the bank is located.



9305.  (a) Except as otherwise provided in subdivision (c), the
following rules apply:
   (1) While a security certificate is located in a jurisdiction, the
local law of that jurisdiction governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in the certificated security represented thereby.
   (2) The local law of the issuer's jurisdiction as specified in
subdivision (d) of Section 8110 governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in an uncertificated security.
   (3) The local law of the securities intermediary's jurisdiction as
specified in subdivision (e) of Section 8110 governs perfection, the
effect of perfection or nonperfection, and the priority of a
security interest in a security entitlement or securities account.
   (4) The local law of the commodity intermediary's jurisdiction
governs perfection, the effect of perfection or nonperfection, and
the priority of a security interest in a commodity contract or
commodity account.
   (b) The following rules determine a commodity intermediary's
jurisdiction for purposes of this chapter:
   (1) If an agreement between the commodity intermediary and
commodity customer governing the commodity account expressly provides
that a particular jurisdiction is the commodity intermediary's
jurisdiction for purposes of this chapter, this division, or this
code, that jurisdiction is the commodity intermediary's jurisdiction.
   (2) If paragraph (1) does not apply and an agreement between the
commodity intermediary and commodity customer governing the commodity
account expressly provides that the agreement is governed by the law
of a particular jurisdiction, that jurisdiction is the commodity
intermediary's jurisdiction.
   (3) If neither paragraph (1) nor paragraph (2) applies and an
agreement between the commodity intermediary and commodity customer
governing the commodity account expressly provides that the commodity
account is maintained at an office in a particular jurisdiction,
that jurisdiction is the commodity intermediary's jurisdiction.
   (4) If none of the preceding paragraphs applies, the commodity
intermediary's jurisdiction is the jurisdiction in which the office
identified in an account statement as the office serving the
commodity customer's account is located.
   (5) If none of the preceding paragraphs applies, the commodity
intermediary's jurisdiction is the jurisdiction in which the chief
executive office of the commodity intermediary is located.
   (c) The local law of the jurisdiction in which the debtor is
located governs all of the following:
   (1) Perfection of a security interest in investment property by
filing.
   (2) Automatic perfection of a security interest in investment
property created by a broker or securities intermediary.
   (3) Automatic perfection of a security interest in a commodity
contract or commodity account created by a commodity intermediary.




9306.  (a) Subject to subdivision (c), the local law of the issuer's
jurisdiction or a nominated person's jurisdiction governs
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in a letter-of-credit right if the
issuer's jurisdiction or nominated person's jurisdiction is a state.
   (b) For purposes of this chapter, an issuer's jurisdiction or
nominated person's jurisdiction is the jurisdiction whose law governs
the liability of the issuer or nominated person with respect to the
letter-of-credit right as provided in Section 5116.
   (c) This section does not apply to a security interest that is
perfected only under subdivision (d) of Section 9308.



9307.  (a) In this section, "place of business" means a place where
a debtor conducts its affairs.
   (b) Except as otherwise provided in this section, the following
rules determine a debtor's location:
   (1) A debtor who is an individual is located at the individual's
principal residence.
   (2) A debtor that is an organization and has only one place of
business is located at its place of business.
   (3) A debtor that is an organization and has more than one place
of business is located at its chief executive office.
   (c) Subdivision (b) applies only if a debtor's residence, place of
business, or chief executive office, as applicable, is located in a
jurisdiction whose law generally requires information concerning the
existence of a nonpossessory security interest to be made generally
available in a filing, recording, or registration system as a
condition or result of the security interest's obtaining priority
over the rights of a lien creditor with respect to the collateral. If
subdivision (b) does not apply, the debtor is located in the
District of Columbia.
   (d) A person that ceases to exist, have a residence, or have a
place of business continues to be located in the jurisdiction
specified by subdivisions (b) and (c).
   (e) A registered organization that is organized under the law of a
state is located in that state.
   (f) Except as otherwise provided in subdivision (i), a registered
organization that is organized under the law of the United States and
a branch or agency of a bank that is not organized under the law of
the United States or a state are located in any of the following
jurisdictions:
   (1) In the state that the law of the United States designates, if
the law designates a state of location.
   (2) In the state that the registered organization, branch, or
agency designates, if the law of the United States authorizes the
registered organization, branch, or agency to designate its state of
location.
   (3) In the District of Columbia, if neither paragraph (1) nor
paragraph (2) applies.
   (g) A registered organization continues to be located in the
jurisdiction specified by subdivision (e) or (f) notwithstanding
either of the following:
   (1) The suspension, revocation, forfeiture, or lapse of the
registered organization's status as such in its jurisdiction of
organization.
   (2) The dissolution, winding up, or cancellation of the existence
of the registered organization.
   (h) The United States is located in the District of Columbia.
   (i) A branch or agency of a bank that is not organized under the
law of the United States or a state is located in the state in which
the branch or agency is licensed, if all branches and agencies of the
bank are licensed in only one state.
   (j) A foreign air carrier under the Federal Aviation Act of 1958,
as amended, is located at the designated office of the agent upon
which service of process may be made on behalf of the carrier.
   (k) This section applies only for purposes of this chapter.



9308.  (a) Except as otherwise provided in this section and in
Section 9309, a security interest is perfected if it has attached and
all of the applicable requirements for perfection in Sections 9310
to 9316, inclusive, have been satisfied. A security interest is
perfected when it attaches if the applicable requirements are
satisfied before the security interest attaches.
   (b) An agricultural lien is perfected if it has become effective
and all of the applicable requirements for perfection in Section 9310
have been satisfied. An agricultural lien is perfected when it
becomes effective if the applicable requirements are satisfied before
the agricultural lien becomes effective.
   (c) A security interest or agricultural lien is perfected
continuously if it is originally perfected by one method under this
division and is later perfected by another method under this
division, without an intermediate period when it was unperfected.
   (d) Perfection of a security interest in collateral also perfects
a security interest in a supporting obligation for the collateral.
   (e) Perfection of a security interest in a right to payment or
performance also perfects a security interest in a security interest,
mortgage, or other lien on personal or real property securing the
right.
   (f) Perfection of a security interest in a securities account also
perfects a security interest in the security entitlements carried in
the securities account.
   (g) Perfection of a security interest in a commodity account also
perfects a security interest in the commodity contracts carried in
the commodity account.



9309.  The following security interests are perfected when they
attach:
   (1) A purchase money security interest in consumer goods, except
as otherwise provided in subdivision (b) of Section 9311 with respect
to consumer goods that are subject to a statute or treaty described
in subdivision (a) of Section 9311.
   (2) An assignment of accounts or payment intangibles which does
not by itself or in conjunction with other assignments to the same
assignee transfer a significant part of the assignor's outstanding
accounts or payment intangibles.
   (3) A sale of a payment intangible.
   (4) A sale of a promissory note.
   (5) A security interest created by the assignment of a health care
insurance receivable to the provider of the health care goods or
services.
   (6) A security interest arising under Section 2401 or 2505, under
subdivision (3) of Section 2711, or under subdivision (5) of Section
10508, until the debtor obtains possession of the collateral.
   (7) A security interest of a collecting bank arising under Section
4210.
   (8) A security interest of an issuer or nominated person arising
under Section 5118.
   (9) A security interest arising in the delivery of a financial
asset under subdivision (c) of Section 9206.
   (10) A security interest in investment property created by a
broker or securities intermediary.
   (11) A security interest in a commodity contract or a commodity
account created by a commodity intermediary.
   (12) An assignment for the benefit of all creditors of the
transferor and subsequent transfers by the assignee thereunder.
   (13) A security interest created by an assignment of a beneficial
interest in a decedent's estate.
   (14) A sale by an individual of an account that is a right to
payment of winnings in a lottery or other game of chance.



9310.  (a) Except as otherwise provided in subdivision (b) and in
subdivision (b) of Section 9312, a financing statement must be filed
to perfect all security interests and agricultural liens.
   (b) The filing of a financing statement is not necessary to
perfect a security interest that satisfies any of the following
conditions:
   (1) It is perfected under subdivision (d), (e), (f), or (g) of
Section 9308.
   (2) It is perfected under Section 9309 when it attaches.
   (3) It is a security interest in property subject to a statute,
regulation, or treaty described in subdivision (a) of Section 9311.
   (4) It is a security interest in goods in possession of a bailee
which is perfected under paragraph (1) or (2) of subdivision (d) of
Section 9312.
   (5) It is a security interest in certificated securities,
documents, goods, or instruments which is perfected without filing,
control, or possession under subdivision (e), (f), or (g) of Section
9312.
   (6) It is a security interest in collateral in the secured party's
possession under Section 9313.
   (7) It is a security interest in a certificated security which is
perfected by delivery of the security certificate to the secured
party under Section 9313.
   (8) It is a security interest in deposit accounts, electronic
chattel paper, electronic documents, investment property, or
letter-of-credit rights which is perfected by control under Section
9314.
   (9) It is a security interest in proceeds which is perfected under
Section 9315.
   (10) It is perfected under Section 9316.
   (11) It is a security interest in, or claim in or under, any
policy of insurance including unearned premiums which is perfected by
written notice to the insurer under paragraph (4) of subdivision (b)
of Section 9312.
   (c) If a secured party assigns a perfected security interest or
agricultural lien, a filing under this division is not required to
continue the perfected status of the security interest against
creditors of and transferees from the original debtor.



9311.  (a) Except as otherwise provided in subdivision (d), the
filing of a financing statement is not necessary or effective to
perfect a security interest in property subject to any of the
following:
   (1) A statute, regulation, or treaty of the United States whose
requirements for a security interest's obtaining priority over the
rights of a lien creditor with respect to the property preempt
subdivision (a) of Section 9310.
   (2) (A) The provisions of the Vehicle Code which require
registration of a vehicle or boat.
   (B) The provisions of the Health and Safety Code which require
registration of a mobilehome or commercial coach, except that during
any period in which collateral is inventory, the filing provisions of
Chapter 5 (commencing with Section 9501) apply to a security
interest in that collateral.
   (C) The provisions of the Health and Safety Code which require
registration of all interests in approved air contaminant emission
reductions (Sections 40709 to 40713, inclusive, of the Health and
Safety Code).
   (3) A certificate of title statute of another jurisdiction which
provides for a security interest 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
property.
   (b) Compliance with the requirements of a statute, regulation, or
treaty described in subdivision (a) for obtaining priority over the
rights of a lien creditor is equivalent to the filing of a financing
statement under this division. Except as otherwise provided in
subdivision (d), in Section 9313, and in subdivisions (d) and (e) of
Section 9316 for goods covered by a certificate of title, a security
interest in property subject to a statute, regulation, or treaty
described in subdivision (a) may be perfected only by compliance with
those requirements, and a security interest so perfected remains
perfected notwithstanding a change in the use or transfer of
possession of the collateral.
   (c) Except as otherwise provided in subdivision (d) and in
subdivisions (d) and (e) of Section 9316, duration and renewal of
perfection of a security interest perfected by compliance with the
requirements prescribed by a statute, regulation, or treaty described
in subdivision (a) are governed by the statute, regulation, or
treaty. In other respects, the security interest is subject to this
division.
   (d) During any period in which collateral subject to a statute
specified in paragraph (2) of subdivision (a) is inventory held for
sale or lease by a person or leased by that person as lessor and that
person is in the business of selling goods of that kind, this
section does not apply to a security interest in that collateral
created by that person.



9312.  (a) A security interest in chattel paper, negotiable
documents, instruments, or investment property may be perfected by
filing.
   (b) Except as otherwise provided in subdivisions (c) and (d) of
Section 9315 for proceeds, all of the following apply:
   (1) A security interest in a deposit account may be perfected only
by control under Section 9314.
   (2) Except as otherwise provided in subdivision (d) of Section
9308, a security interest in a letter-of-credit right may be
perfected only by control under Section 9314.
   (3) A security interest in money may be perfected only by the
secured party's taking possession under Section 9313.
   (4) A security interest in, or claim in or under, any policy of
insurance, including unearned premiums, may be perfected only by
giving written notice of the security interest or claim to the
insurer. This paragraph does not apply to a health care insurance
receivable. A security interest in a health care insurance receivable
may be perfected only as otherwise provided in this division.
   (c) While goods are in the possession of a bailee that has issued
a negotiable document covering the goods, both of the following
apply:
   (1) A security interest in the goods may be perfected by
perfecting a security interest in the document.
   (2) A security interest perfected in the document has priority
over any security interest that becomes perfected in the goods by
another method during that time.
   (d) While goods are in the possession of a bailee that has issued
a nonnegotiable document covering the goods, a security interest in
the goods may be perfected by any of the following methods:
   (1) Issuance of a document in the name of the secured party.
   (2) The bailee's receipt of notification of the secured party's
interest.
   (3) Filing as to the goods.
   (e) A security interest in certificated securities, negotiable
documents, or instruments is perfected without filing or the taking
of possession or control for a period of 20 days from the time it
attaches to the extent that it arises for new value given under an
authenticated security agreement.
   (f) A perfected security interest in a negotiable document or
goods in possession of a bailee, other than one that has issued a
negotiable document for the goods, remains perfected for 20 days
without filing if the secured party makes available to the debtor the
goods or documents representing the goods for the purpose of either
of the following:
   (1) Ultimate sale or exchange.
   (2) Loading, unloading, storing, shipping, transshipping,
manufacturing, processing, or otherwise dealing with them in a manner
preliminary to their sale or exchange.
   (g) A perfected security interest in a certificated security or
instrument remains perfected for 20 days without filing if the
secured party delivers the security certificate or instrument to the
debtor for the purpose of either of the following:
   (1) Ultimate sale or exchange.
   (2) Presentation, collection, enforcement, renewal, or
registration of transfer.
   (h) After the 20-day period specified in subdivision (e), (f), or
(g) expires, perfection depends upon compliance with this division.



9313.  (a) Except as otherwise provided in subdivision (b), a
secured party may perfect a security interest in tangible negotiable
documents, goods, instruments, money, or tangible chattel paper by
taking possession of the collateral. A secured party may perfect a
security interest in certificated securities by taking delivery of
the certificated securities under Section 8301.
   (b) With respect to goods covered by a certificate of title issued
by this state, a secured party may perfect a security interest in
the goods by taking possession of the goods only in the circumstances
described in subdivision (d) of Section 9316.
   (c) With respect to collateral other than certificated securities
and goods covered by a document, a secured party takes possession of
collateral in the possession of a person other than the debtor, the
secured party, or a lessee of the collateral from the debtor in the
ordinary course of the debtor's business, when either of the
following conditions is satisfied:
   (1) The person in possession authenticates a record acknowledging
that it holds possession of the collateral for the secured party's
benefit.
   (2) The person takes possession of the collateral after having
authenticated a record acknowledging that it will hold possession of
collateral for the secured party's benefit.
   (d) If perfection of a security interest depends upon possession
of the collateral by a secured party, perfection occurs no earlier
than the time the secured party takes possession and continues only
while the secured party retains possession.
   (e) A security interest in a certificated security in registered
form is perfected by delivery when delivery of the certificated
security occurs under Section 8301 and remains perfected by delivery
until the debtor obtains possession of the security certificate.
   (f) A person in possession of collateral is not required to
acknowledge that it holds possession for a secured party's benefit.
   (g) If a person acknowledges that it holds possession for the
secured party's benefit, both of the following apply:
   (1) The acknowledgment is effective under subdivision (c) or under
subdivision (a) of Section 8301, even if the acknowledgment violates
the rights of a debtor.
   (2) Unless the person otherwise agrees or law other than this
division otherwise provides, the person does not owe any duty to the
secured party and is not required to confirm the acknowledgment to
another person.
   (h) A secured party having possession of collateral does not
relinquish possession by delivering the collateral to a person other
than the debtor or a lessee of the collateral from the debtor in the
ordinary course of the debtor's business if the person was instructed
before the delivery or is instructed contemporaneously with the
delivery to do either of the following:
   (1) To hold possession of the collateral for the secured party's
benefit.
   (2) To redeliver the collateral to the secured party.
   (i) A secured party does not relinquish possession, even if a
delivery under subdivision (h) violates the rights of a debtor. A
person to which collateral is delivered under subdivision (h) does
not owe any duty to the secured party and is not required to confirm
the delivery to another person unless the person otherwise agrees or
law other than this division otherwise provides.




9314.  (a) A security interest in investment property, deposit
accounts, letter-of-credit rights, electronic chattel paper, or
electronic documents may be perfected by control of the collateral
under Section 7106, 9104, 9105, 9106, or 9107.
   (b) A security interest in deposit accounts, electronic chattel
paper, letter-of-credit rights, or electronic documents is perfected
by control under Section 7106, 9104, 9105, or 9107 when the secured
party obtains control and remains perfected by control only while the
secured party retains control.
   (c) A security interest in investment property is perfected by
control under Section 9106 from the time the secured party obtains
control and remains perfected by control until both of the following
conditions are satisfied:
   (1) The secured party does not have control.
   (2) One of the following occurs:
   (A) If the collateral is a certificated security, the debtor has
or acquires possession of the security certificate.
   (B) If the collateral is an uncertificated security, the issuer
has registered or registers the debtor as the registered owner.
   (C) If the collateral is a security entitlement, the debtor is or
becomes the entitlement holder.



9315.  (a) Except as otherwise provided in this division and in
subdivision (2) of Section 2403, both of the following apply:
   (1) A security interest or agricultural lien continues in
collateral notwithstanding sale, lease, license, exchange, or other
disposition thereof unless the secured party authorized the
disposition free of the security interest or agricultural lien.
   (2) A security interest attaches to any identifiable proceeds of
collateral.
   (b) Proceeds that are commingled with other property are
identifiable proceeds as follows:
   (1) If the proceeds are goods, to the extent provided by Section
9336.
   (2) If the proceeds are not goods, to the extent that the secured
party identifies the proceeds by a method of tracing, including
application of equitable principles, that is permitted under law
other than this division with respect to commingled property of the
type involved.
   (c) A security interest in proceeds is a perfected security
interest if the security interest in the original collateral was
perfected.
   (d) A perfected security interest in proceeds becomes unperfected
on the 21st day after the security interest attaches to the proceeds
unless any of the following conditions is satisfied:
   (1) All of the following are satisfied:
   (A) A filed financing statement covers the original collateral.
   (B) The proceeds are collateral in which a security interest may
be perfected by filing in the office in which the financing statement
has been filed.
   (C) The proceeds are not acquired with cash proceeds.
   (2) The proceeds are identifiable cash proceeds.
   (3) The security interest in the proceeds is perfected other than
under subdivision (c) when the security interest attaches to the
proceeds or within 20 days thereafter.
   (e) If a filed financing statement covers the original collateral,
a security interest in proceeds which remains perfected under
paragraph (1) of subdivision (d) becomes unperfected at the later of
either of the following:
   (1) When the effectiveness of the filed financing statement lapses
under Section 9515 or is terminated under Section 9513.
   (2) The 21st day after the security interest attaches to the
proceeds.
   (f) Cash proceeds retain their character as cash proceeds while in
the possession of a levying officer pursuant to Title 6.5
(commencing with Section 481.010) or Title 9 (commencing with Section
680.010) of Part 2 of the Code of Civil Procedure.



9316.  (a) A security interest perfected pursuant to the law of the
jurisdiction designated in subdivision (1) of Section 9301 or in
subdivision (c) of Section 9305 remains perfected until the earliest
of any of the following:
   (1) The time perfection would have ceased under the law of that
jurisdiction.
   (2) The expiration of four months after a change of the debtor's
location to another jurisdiction.
   (3) The expiration of one year after a transfer of collateral to a
person that thereby becomes a debtor and is located in another
jurisdiction.
   (b) If a security interest described in subdivision (a) becomes
perfected under the law of the other jurisdiction before the earliest
time or event described in that subdivision, it remains perfected
thereafter. If the security interest does not become perfected under
the law of the other jurisdiction before the earliest time or event,
it becomes unperfected and is deemed never to have been perfected as
against a purchaser of the collateral for value.
   (c) A possessory security interest in collateral, other than goods
covered by a certificate of title and as-extracted collateral
consisting of goods, remains continuously perfected if all of the
following conditions are satisfied:
   (1) The collateral is located in one jurisdiction and subject to a
security interest perfected under the law of that jurisdiction.
   (2) Thereafter the collateral is brought into another
jurisdiction.
   (3) Upon entry into the other jurisdiction, the security interest
is perfected under the law of the other jurisdiction.
   (d) Except as otherwise provided in subdivision (e), a security
interest in goods covered by a certificate of title which is
perfected by any method under the law of another jurisdiction when
the goods become covered by a certificate of title from this state
remains perfected until the security interest would have become
unperfected under the law of the other jurisdiction had the goods not
become so covered.
   (e) A security interest described in subdivision (d) becomes
unperfected as against a purchaser of the goods for value and is
deemed never to have been perfected as against a purchaser of the
goods for value if the applicable requirements for perfection under
subdivision (b) of Section 9311 or under Section 9313 are not
satisfied before the earlier of either of the following:
   (1) The time the security interest would have become unperfected
under the law of the other jurisdiction had the goods not become
covered by a certificate of title from this state.
   (2) The expiration of four months after the goods had become so
covered.
   (f) A security interest in deposit accounts, letter-of-credit
rights, or investment property which is perfected under the law of
the bank's jurisdiction, the issuer's jurisdiction, a nominated
person's jurisdiction, the securities intermediary's jurisdiction, or
the commodity intermediary's jurisdiction, as applicable, remains
perfected until the earlier of the following:
   (1) The time the security interest would have become unperfected
under the law of that jurisdiction.
   (2) The expiration of four months after a change of the applicable
jurisdiction to another jurisdiction.
   (g) If a security interest described in subdivision (f) becomes
perfected under the law of the other jurisdiction before the earlier
of the time or the end of the period described in that subdivision,
it remains perfected thereafter. If the security interest does not
become perfected under the law of the other jurisdiction before the
earlier of that time or the end of that period, it becomes
unperfected and is deemed never to have been perfected as against a
purchaser of the collateral for value.



9317.  (a) A security interest or agricultural lien is subordinate
to the rights of both of the following:
   (1) A person entitled to priority under Section 9322.
   (2) Except as otherwise provided in subdivision (e), a person that
becomes a lien creditor before the earlier of the time the security
interest or agricultural lien is perfected, or one of the conditions
specified in paragraph (3) of subdivision (b) of Section 9203 is met
and a financing statement covering the collateral is filed.
   (b) Except as otherwise provided in subdivision (e), a buyer,
other than a secured party, of tangible chattel paper, tangible
documents, goods, instruments, or a security certificate takes free
of a security interest or agricultural lien if the buyer gives value
and receives delivery of the collateral without knowledge of the
security interest or agricultural lien and before it is perfected.
   (c) Except as otherwise provided in subdivision (e), a lessee of
goods takes free of a security interest or agricultural lien if the
lessee gives value and receives delivery of the collateral without
knowledge of the security interest or agricultural lien and before it
is perfected.
   (d) A licensee of a general intangible or a buyer, other than a
secured party, of accounts, electronic chattel paper, electronic
documents, general intangibles, or investment property other than a
certificated security takes free of a security interest if the
licensee or buyer gives value without knowledge of the security
interest and before it is perfected.
   (e) Except as otherwise provided in Sections 9320 and 9321, if a
person files a financing statement with respect to a purchase money
security interest before or within 20 days after the debtor receives
delivery of the collateral, the security interest takes priority over
the rights of a buyer, lessee, or lien creditor which arise between
the time the security interest attaches and the time of filing.



9318.  (a) A debtor that has sold an account, chattel paper, payment
intangible, or promissory note does not retain a legal or equitable
interest in the collateral sold.
   (b) For purposes of determining the rights of creditors of, and
purchasers for value of an account or chattel paper from, a debtor
that has sold an account or chattel paper, while the buyer's security
interest is unperfected, the debtor is deemed to have rights and
title to the account or chattel paper identical to those the debtor
sold.



9319.  (a) Except as otherwise provided in subdivision (b), for
purposes of determining the rights of creditors of, and purchasers
for value of goods from, a consignee, while the goods are in the
possession of the consignee, the consignee is deemed to have rights
and title to the goods identical to those the consignor had or had
power to transfer.
   (b) For purposes of determining the rights of a creditor of a
consignee, law other than this division determines the rights and
title of a consignee while goods are in the consignee's possession
if, under this chapter, a perfected security interest held by the
consignor would have priority over the rights of the creditor.



9320.  (a) Except as otherwise provided in subdivision (e), a buyer
in ordinary course of business takes free of a security interest
created by the buyer's seller, even if the security interest is
perfected and the buyer knows of its existence.
   (b) Except as otherwise provided in subdivision (e), a buyer of
goods from a person who used or bought the goods for use primarily
for personal, family, or household purposes takes free of a security
interest, even if perfected, if all of the following conditions are
satisfied:
   (1) The buyer buys without knowledge of the security interest.
   (2) The buyer buys for value.
   (3) The buyer buys primarily for the buyer's personal, family, or
household purposes.
   (4) The buyer buys before the filing of a financing statement
covering the goods.
   (c) To the extent that it affects the priority of a security
interest over a buyer of goods under subdivision (b), the period of
effectiveness of a filing made in the jurisdiction in which the
seller is located is governed by subdivisions (a) and (b) of Section
9316.
   (d) A buyer in ordinary course of business buying oil, gas, or
other minerals at the wellhead or minehead or after extraction takes
free of an interest arising out of an encumbrance.
   (e) Subdivisions (a) and (b) do not affect a security interest in
goods in the possession of the secured party under Section 9313.



9321.  (a) In this section, "licensee in ordinary course of business"
means a person that becomes a licensee of a general intangible in
good faith, without knowledge that the license violates the rights of
another person in the general intangible, and in the ordinary course
from a person in the business of licensing general intangibles of
that kind. A person becomes a licensee in the ordinary course if the
license to the person comports with the usual or customary practices
in the kind of business in which the licensor is engaged or with the
licensor's own usual or customary practices.
   (b) A licensee in ordinary course of business takes its rights
under a nonexclusive license free of a security interest in the
general intangible created by the licensor, even if the security
interest is perfected and the licensee knows of its existence.
   (c) A lessee in ordinary course of business takes its leasehold
interest free of a security interest in the goods created by the
lessor, even if the security interest is perfected and the lessee
knows of its existence.
   (d) This section shall remain in effect only until January 1,
2013, and as of that date is repealed, unless a later enacted
statute, that is enacted before January 1, 2013, deletes or extends
that date.


9321.  (a) A lessee in ordinary course of business takes its
leasehold interest free of a security interest in the goods created
by the lessor, even if the security interest is perfected and the
lessee knows of its existence.
   (b) This section shall become operative on January 1, 2013.



9322.  (a) Except as otherwise provided in this section, priority
among conflicting security interests and agricultural liens in the
same collateral is determined according to the following rules:
   (1) Conflicting perfected security interests and agricultural
liens rank according to priority in time of filing or perfection.
Priority dates from the earlier of the time a filing covering the
collateral is first made or the security interest or agricultural
lien is first perfected, if there is no period thereafter when there
is neither filing nor perfection.
   (2) A perfected security interest or agricultural lien has
priority over a conflicting unperfected security interest or
agricultural lien.
   (3) The first security interest or agricultural lien to attach or
become effective has priority if conflicting security interests and
agricultural liens are unperfected.
   (b) For the purposes of paragraph (1) of subdivision (a), the
following rules apply:
   (1) The time of filing or perfection as to a security interest in
collateral is also the time of filing or perfection as to a security
interest in proceeds.
   (2) The time of filing or perfection as to a security interest in
collateral supported by a supporting obligation is also the time of
filing or perfection as to a security interest in the supporting
obligation.
   (c) Except as otherwise provided in subdivision (f), a security
interest in collateral which qualifies for priority over a
conflicting security interest under Section 9327, 9328, 9329, 9330,
or 9331 also has priority over a conflicting security interest in
both of the following:
   (1) Any supporting obligation for the collateral.
   (2) Proceeds of the collateral if all of the following conditions
are satisfied:
   (A) The security interest in proceeds is perfected.
   (B) The proceeds are cash proceeds or of the same type as the
collateral.
   (C) In the case of proceeds that are proceeds of proceeds, all
intervening proceeds are cash proceeds, proceeds of the same type as
the collateral, or an account relating to the collateral.
   (d) Subject to subdivision (e) and except as otherwise provided in
subdivision (f), if a security interest in chattel paper, deposit
accounts, negotiable documents, instruments, investment property, or
letter-of-credit rights is perfected by a method other than filing,
conflicting perfected security interests in proceeds of the
collateral rank according to priority in time of filing.
   (e) Subdivision (d) applies only if the proceeds of the collateral
are not cash proceeds, chattel paper, negotiable documents,
instruments, investment property, or letter-of-credit rights.
   (f) Subdivisions (a) to (e), inclusive, are subject to all of the
following:
   (1) Subdivision (g) and the other provisions of this chapter.
   (2) Section 4210 with respect to a security interest of a
collecting bank.
   (3) Section 5118 with respect to a security interest of an issuer
or nominated person.
   (4) Section 9110 with respect to a security interest arising under
Division 2 (commencing with Section 2101) or Division 10 (commencing
with Section 10101).
   (g) A perfected agricultural lien on collateral has priority over
a conflicting security interest in or agricultural lien on the same
collateral if the statute creating the agricultural lien so provides.



9323.  (a) Except as otherwise provided in subdivision (c), for
purposes of determining the priority of a perfected security interest
under paragraph (1) of subdivision (a) of Section 9322, perfection
of the security interest dates from the time an advance is made to
the extent that the security interest secures an advance that
satisfies both of the following conditions:
   (1) It is made while the security interest is perfected only under
either of the following:
   (A) Under Section 9309 when it attaches.
   (B) Temporarily under subdivision (e), (f), or (g) of Section
9312.
   (2) It is not made pursuant to a commitment entered into before or
while the security interest is perfected by a method other than
under Section 9309 or under subdivision (e), (f), or (g) of Section
9312.
   (b) Except as otherwise provided in subdivision (c), a security
interest is subordinate to the rights of a person who becomes a lien
creditor to the extent that the security interest secures an advance
made more than 45 days after the person becomes a lien creditor
unless either of the following conditions is satisfied:
   (1) The advance is made without knowledge of the lien.
   (2) The advance is made pursuant to a commitment entered into
without knowledge of the lien.
   (c) Subdivisions (a) and (b) do not apply to a security interest
held by a secured party who is a buyer of accounts, chattel paper,
payment intangibles, or promissory notes or a consignor.
   (d) Except as otherwise provided in subdivision (e), a buyer of
goods other than a buyer in the ordinary course of business takes
free of a security interest to the extent that it secures advances
made after the earlier of the following:
   (1) The time the secured party acquires knowledge of the buyer's
purchase.
   (2) Forty-five days after the purchase.
   (e) Subdivision (d) does not apply if the advance is made pursuant
to a commitment entered into without knowledge of the buyer's
purchase and before the expiration of the 45-day period.
   (f) Except as otherwise provided in subdivision (g), a lessee of
goods, other than a lessee in the ordinary course of business, takes
the leasehold interest free of a security interest to the extent that
it secures advances made after the earlier of either of the
following:
   (1) The time the secured party acquires knowledge of the lease.
   (2) Forty-five days after the lease contract becomes enforceable.
   (g) Subdivision (f) does not apply if the advance is made pursuant
to a commitment entered into without knowledge of the lease and
before the expiration of the 45-day period.



9324.  (a) Except as otherwise provided in subdivision (g), a
perfected purchase money security interest in goods other than
inventory or livestock has priority over a conflicting security
interest in the same goods, and, except as otherwise provided in
Section 9327, a perfected security interest in its identifiable
proceeds also has priority, if the purchase money security interest
is perfected when the debtor receives possession of the collateral or
within 20 days thereafter.
   (b) Subject to subdivision (c) and except as otherwise provided in
subdivision (g), a perfected purchase money security interest in
inventory has priority over a conflicting security interest in the
same inventory, has priority over a conflicting security interest in
chattel paper or an instrument constituting proceeds of the inventory
and in proceeds of the chattel paper, if so provided in Section
9330, and, except as otherwise provided in Section 9327, also has
priority in identifiable cash proceeds of the inventory to the extent
the identifiable cash proceeds are received on or before the
delivery of the inventory to a buyer, if all of the following
conditions are satisfied:
   (1) The purchase money security interest is perfected when the
debtor receives possession of the inventory.
   (2) The purchase money secured party sends an authenticated
notification to the holder of the conflicting security interest.
   (3) The holder of the conflicting security interest receives the
notification within five years before the debtor receives possession
of the inventory.
   (4) The notification states that the person sending the
notification has or expects to acquire a purchase money security
interest in inventory of the debtor and describes the inventory.
   (c) Paragraphs (2) to (4), inclusive, of subdivision (b) apply
only if the holder of the conflicting security interest had filed a
financing statement covering the same types of inventory as follows:
   (1) If the purchase money security interest is perfected by
filing, before the date of the filing.
   (2) If the purchase money security interest is temporarily
perfected without filing or possession under subdivision (f) of
Section 9312, before the beginning of the 20-day period thereunder.
   (d) Subject to subdivision (e) and except as otherwise provided in
subdivision (g), a perfected purchase money security interest in
livestock that are farm products has priority over a conflicting
security interest in the same livestock, and, except as otherwise
provided in Section 9327, a perfected security interest in their
identifiable proceeds and identifiable products in their
unmanufactured states also has priority, if all of the following
conditions are satisfied:
   (1) The purchase money security interest is perfected when the
debtor receives possession of the livestock.
   (2) The purchase money secured party sends an authenticated
notification to the holder of the conflicting security interest.
   (3) The holder of the conflicting security interest receives the
notification within six months before the debtor receives possession
of the livestock.
   (4) The notification states that the person sending the
notification has or expects to acquire a purchase money security
interest in livestock of the debtor and describes the livestock.
   (e) Paragraphs (2) to (4), inclusive, of subdivision (d) apply
only if the holder of the conflicting security interest had filed a
financing statement covering the same types of livestock as follows:
   (1) If the purchase money security interest is perfected by
filing, before the date of the filing.
   (2) If the purchase money security interest is temporarily
perfected without filing or possession under subdivision (f) of
Section 9312, before the beginning of the 20-day period thereunder.
   (f) Except as otherwise provided in subdivision (g), a perfected
purchase money security interest in software has priority over a
conflicting security interest in the same collateral, and, except as
otherwise provided in Section 9327, a perfected security interest in
its identifiable proceeds also has priority, to the extent that the
purchase money security interest in the goods in which the software
was acquired for use has priority in the goods and proceeds of the
goods under this section.
   (g) If more than one security interest qualifies for priority in
the same collateral under subdivision (a), (b), (d), or (f), the
following rules apply:
   (1) A security interest securing an obligation incurred as all or
part of the price of the collateral has priority over a security
interest securing an obligation incurred for value given to enable
the debtor to acquire rights in, or the use of, collateral.
   (2) In all other cases, subdivision (a) of Section 9322 applies to
the qualifying security interests.



9325.  (a) Except as otherwise provided in subdivision (b), a
security interest created by a debtor is subordinate to a security
interest in the same collateral created by another person if all of
the following apply:
   (1) The debtor acquired the collateral subject to the security
interest created by the other person.
   (2) The security interest created by the other person was
perfected when the debtor acquired the collateral.
   (3) There is no period thereafter when the security interest is
unperfected.
   (b) Subdivision (a) subordinates a security interest only if
either of the following conditions is satisfied:
   (1) The security interest otherwise would have priority solely
under subdivision (a) of Section 9322 or under Section 9324.
   (2) The security interest arose solely under subdivision (3) of
Section 2711 or subdivision (5) of Section 10508.



9326.  (a) Subject to subdivision (b), a security interest created
by a new debtor which is perfected by a filed financing statement
that is effective solely under Section 9508 in collateral in which a
new debtor has or acquires rights is subordinate to a security
interest in the same collateral which is perfected other than by a
filed financing statement that is effective solely under Section
9508.
   (b) The other provisions of this chapter determine the priority
among conflicting security interests in the same collateral perfected
by filed financing statements that are effective solely under
Section 9508. However, if the security agreements to which a new
debtor became bound as debtor were not entered into by the same
original debtor, the conflicting security interests rank according to
priority in time of the new debtor's having become bound.



9327.  The following rules govern priority among conflicting
security interests in the same deposit account:
   (1) A security interest held by a secured party having control of
the deposit account under Section 9104 has priority over a
conflicting security interest held by a secured party that does not
have control.
   (2) Except as otherwise provided in subdivisions (3) and (4),
security interests perfected by control under Section 9314 rank
according to priority in time of obtaining control.
   (3) Except as otherwise provided in subdivision (4), a security
interest held by the bank with which the deposit account is
maintained has priority over a conflicting security interest held by
another secured party.
   (4) A security interest perfected by control under paragraph (3)
of subdivision (a) of Section 9104 has priority over a security
interest held by the bank with which the deposit account is
maintained.


9328.  The following rules govern priority among conflicting
security interests in the same investment property:
   (1) A security interest held by a secured party having control of
investment property under Section 9106 has priority over a security
interest held by a secured party that does not have control of the
investment property.
   (2) Except as otherwise provided in subdivisions (3) and (4),
conflicting security interests held by secured parties each of which
has control under Section 9106 rank according to priority in time of
one of the following:
   (A) If the collateral is a security, obtaining control.
   (B) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control under
paragraph (1) of subdivision (d) of Section 8106, the secured party's
becoming the person for which the securities account is maintained.
   (C) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control under
paragraph (2) of subdivision (d) of Section 8106, the securities
intermediary's agreement to comply with the secured party's
entitlement orders with respect to security entitlements carried, or
to be carried, in the securities account.
   (D) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control through
another person under paragraph (3) of subdivision (d) of Section
8106, the time on which priority would be based under this paragraph
if the other person were the secured party.
   (E) If the collateral is a commodity contract carried with a
commodity intermediary, the satisfaction of the requirement for
control specified in paragraph (2) of subdivision (b) of Section 9106
with respect to commodity contracts carried, or to be carried, with
the commodity intermediary.
   (3) A security interest held by a securities intermediary in a
security entitlement or a securities account maintained with the
securities intermediary has priority over a conflicting security
interest held by another secured party.
   (4) A security interest held by a commodity intermediary in a
commodity contract or a commodity account maintained with the
commodity intermediary has priority over a conflicting security
interest held by another secured party.
   (5) A security interest in a certificated security in registered
form which is perfected by taking delivery under subdivision (a) of
Section 9313 and not by control under Section 9314 has priority over
a conflicting security interest perfected by a method other than
control.
   (6) Conflicting security interests created by a broker, securities
intermediary, or commodity intermediary which are perfected without
control under Section 9106 rank equally.
   (7) In all other cases, priority among conflicting security
interests in investment property is governed by Sections 9322 and
9323.


9329.  The following rules govern priority among conflicting
security interests in the same letter-of-credit right:
   (1) A security interest held by a secured party having control of
the letter-of-credit right under Section 9107 has priority to the
extent of its control over a conflicting security interest held by a
secured party that does not have control.
   (2) Security interests perfected by control under Section 9314
rank according to priority in time of obtaining control.




9330.  (a) A purchaser of chattel paper has priority over a security
interest in the chattel paper which is claimed merely as proceeds of
inventory subject to a security interest if both of the following
conditions are satisfied:
   (1) In good faith and in the ordinary course of the purchaser's
business, the purchaser gives new value and takes possession of the
chattel paper or obtains control of the chattel paper under Section
9105.
   (2) The chattel paper does not indicate that it has been assigned
to an identified assignee other than the purchaser.
   (b) A purchaser of chattel paper has priority over a security
interest in the chattel paper which is claimed other than merely as
proceeds of inventory subject to a security interest if the purchaser
gives new value and takes possession of the chattel paper or obtains
control of the chattel paper under Section 9105 in good faith, in
the ordinary course of the purchaser's business, and without
knowledge that the purchase violates the rights of the secured party.
   (c) Except as otherwise provided in Section 9327, a purchaser
having priority in chattel paper under subdivision (a) or (b) also
has priority in proceeds of the chattel paper to the extent that
either of the following applies:
   (1) Section 9322 provides for priority in the proceeds.
   (2) The proceeds consist of the specific goods covered by the
chattel paper or cash proceeds of the specific goods, even if the
purchaser's security interest in the proceeds is unperfected.
   (d) Except as otherwise provided in subdivision (a) of Section
9331, a purchaser of an instrument has priority over a security
interest in the instrument perfected by a method other than
possession if the purchaser gives value and takes possession of the
instrument in good faith and without knowledge that the purchase
violates the rights of the secured party.
   (e) For purposes of subdivisions (a) and (b), the holder of a
purchase money security interest in inventory gives new value for
chattel paper constituting proceeds of the inventory.
   (f) For purposes of subdivisions (b) and (d), if chattel paper or
an instrument indicates that it has been assigned to an identified
secured party other than the purchaser, a purchaser of the chattel
paper or instrument has knowledge that the purchase violates the
rights of the secured party.



9331.  (a) This division does not limit the rights of a holder in
due course of a negotiable instrument, a holder to which a negotiable
document of title has been duly negotiated, or a protected purchaser
of a security. These holders or purchasers take priority over an
earlier security interest, even if perfected, to the extent provided
in Division 3 (commencing with Section 3101), Division 7 (commencing
with Section 7101), and Division 8 (commencing with Section 8101).
   (b) This division does not limit the rights of or impose liability
on a person to the extent that the person is protected against the
assertion of a claim under Division 8 (commencing with Section 8101).
   (c) Filing under this division does not constitute notice of a
claim or defense to the holders, purchasers, or persons described in
subdivisions (a) and (b).



9332.  (a) A transferee of money takes the money free of a security
interest unless the transferee acts in collusion with the debtor in
violating the rights of the secured party.
   (b) A transferee of funds from a deposit account takes the funds
free of a security interest in the deposit account unless the
transferee acts in collusion with the debtor in violating the rights
of the secured party.



9333.  (a) In this section, "possessory lien" means an interest,
other than a security interest or an agricultural lien which
satisfies all of the following conditions:
   (1) It secures payment or performance of an obligation for
services or materials furnished with respect to goods by a person in
the ordinary course of the person's business.
   (2) It is created by statute or rule of law in favor of the
person.
   (3) Its effectiveness depends on the person's possession of the
goods.
   (b) A possessory lien on goods has priority over a security
interest in the goods unless the lien is created by a statute that
expressly provides otherwise.



9334.  (a) A security interest under this division may be created in
goods that are fixtures or may continue in goods that become
fixtures. A security interest does not exist under this division in
ordinary building materials incorporated into an improvement on land.
   (b) This division does not prevent creation of an encumbrance upon
fixtures under real property law.
   (c) In cases not governed by subdivisions (d) to (h), inclusive, a
security interest in fixtures is subordinate to a conflicting
interest of an encumbrancer or owner of the related real property
other than the debtor.
   (d) Except as otherwise provided in subdivision (h), a perfected
security interest in fixtures has priority over a conflicting
interest of an encumbrancer or owner of the real property if the
debtor has an interest of record in or is in possession of the real
property and all of the following conditions are satisfied:
   (1) The security interest is a purchase money security interest.
   (2) The interest of the encumbrancer or owner arises before the
goods become fixtures.
   (3) The security interest is perfected by a fixture filing before
the goods become fixtures or within 20 days thereafter.
   (e) A perfected security interest in fixtures has priority over a
conflicting interest of an encumbrancer or owner of the real property
if any of the following conditions is satisfied:
   (1) The debtor has an interest of record in the real property or
is in possession of the real property and both of the following
conditions are satisfied:
   (A) The security interest is perfected by a fixture filing before
the interest of the encumbrancer or owner is of record.
   (B) The security interest has priority over any conflicting
interest of a predecessor in title of the encumbrancer or owner.
   (2) The fixtures are readily removable factory or office machines
or readily removable replacements of domestic appliances that are
consumer goods.
   (3) The conflicting interest is a lien on the real property
obtained by legal or equitable proceedings after the security
interest was perfected by any method permitted by this division.
   (4) The security interest is both of the following:
   (A) Created in a manufactured home in a manufactured home
transaction.
   (B) Perfected pursuant to a statute described in paragraph (2) of
subdivision (a) of Section 9311.
   (f) A security interest in fixtures, whether or not perfected, has
priority over a conflicting interest of an encumbrancer or owner of
the real property if either of the following conditions is satisfied:
   (1) The encumbrancer or owner has, in an authenticated record,
consented to the security interest or disclaimed an interest in the
goods as fixtures.
   (2) The debtor has a right to remove the goods as against the
encumbrancer or owner.
   (g) The priority of the security interest under paragraph (2) of
subdivision (f) continues for a reasonable time if the debtor's right
to remove the goods as against the encumbrancer or owner terminates.
   (h) A mortgage is a construction mortgage to the extent that it
secures an obligation incurred for the construction of an improvement
on land, including the acquisition cost of the land, if a recorded
record of the mortgage so indicates. Except as otherwise provided in
subdivisions (e) and (f), a security interest in fixtures is
subordinate to a construction mortgage if a record of the mortgage is
recorded before the goods become fixtures and the goods become
fixtures before the completion of the construction. A mortgage has
this priority to the same extent as a construction mortgage to the
extent that it is given to refinance a construction mortgage.
   (i) A perfected security interest in crops growing on real
property has priority over a conflicting interest of an encumbrancer
or owner of the real property if the debtor has an interest of record
in, or is in possession of, the real property.



9335.  (a) A security interest may be created in an accession and
continues in collateral that becomes an accession.
   (b) If a security interest is perfected when the collateral
becomes an accession, the security interest remains perfected in the
collateral.
   (c) Except as otherwise provided in subdivision (d), the other
provisions of this chapter determine the priority of a security
interest in an accession.
   (d) A security interest in an accession is subordinate to a
security interest in the whole which is perfected by compliance with
the requirements of a certificate of title statute under subdivision
(b) of Section 9311.
   (e) After default, subject to Chapter 6 (commencing with
subdivision 9601), a secured party may remove an accession from other
goods if the security interest in the accession has priority over
the claims of every person having an interest in the whole.
   (f) A se	
	
	
	
	

State Codes and Statutes

Statutes > California > Com > 9301-9342

COMMERCIAL CODE
SECTION 9301-9342



9301.  Except as otherwise provided in Sections 9303 to 9306,
inclusive, the following rules determine the law governing
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in collateral:
   (1) Except as otherwise provided in this section, while a debtor
is located in a jurisdiction, the local law of that jurisdiction
governs perfection, the effect of perfection or nonperfection, and
the priority of a security interest in collateral.
   (2) While collateral is located in a jurisdiction, the local law
of that jurisdiction governs perfection, the effect of perfection or
nonperfection, and the priority of a possessory security interest in
that collateral.
   (3) Except as otherwise provided in paragraph (4), while
negotiable tangible documents, goods, instruments, money, or tangible
chattel paper is located in a jurisdiction, the local law of that
jurisdiction governs all of the following:
   (A) Perfection of a security interest in the goods by filing a
fixture filing.
   (B) Perfection of a security interest in timber to be cut.
   (C) The effect of perfection or nonperfection and the priority of
a nonpossessory security interest in the collateral.
   (4) The local law of the jurisdiction in which the wellhead or
minehead is located governs perfection, the effect of perfection or
nonperfection, and the priority of a security interest in
as-extracted collateral.


9302.  While farm products are located in a jurisdiction, the local
law of that jurisdiction governs perfection, the effect of perfection
or nonperfection, and the priority of an agricultural lien on the
farm products.


9303.  (a) This section applies to goods covered by a certificate of
title, even if there is no other relationship between the
jurisdiction under whose certificate of title the goods are covered
and the goods or the debtor.
   (b) Goods become covered by a certificate of title when a valid
application for the certificate of title and the applicable fee are
delivered to the appropriate authority. Goods cease to be covered by
a certificate of title at the earlier of the time the certificate of
title ceases to be effective under the law of the issuing
jurisdiction or the time the goods become covered subsequently by a
certificate of title issued by another jurisdiction.
   (c) The local law of the jurisdiction under whose certificate of
title the goods are covered governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in goods covered by a certificate of title from the time the goods
become covered by the certificate of title until the goods cease to
be covered by the certificate of title.



9304.  (a) The local law of a bank's jurisdiction governs
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in a deposit account maintained with
that bank.
   (b) The following rules determine a bank's jurisdiction for
purposes of this chapter:
   (1) If an agreement between the bank and its customer governing
the deposit account expressly provides that a particular jurisdiction
is the bank's jurisdiction for purposes of this chapter, this
division, or this code, that jurisdiction is the bank's jurisdiction.
   (2) If paragraph (1) does not apply and an agreement between the
bank and its customer governing the deposit account expressly
provides that the agreement is governed by the law of a particular
jurisdiction, that jurisdiction is the bank's jurisdiction.
   (3) If neither paragraph (1) nor paragraph (2) applies and an
agreement between the bank and its customer governing the deposit
account expressly provides that the deposit account is maintained at
an office in a particular jurisdiction, that jurisdiction is the bank'
s jurisdiction.
   (4) If none of the preceding paragraphs applies, the bank's
jurisdiction is the jurisdiction in which the office identified in an
account statement as the office serving the customer's account is
located.
   (5) If none of the preceding paragraphs applies, the bank's
jurisdiction is the jurisdiction in which the chief executive office
of the bank is located.



9305.  (a) Except as otherwise provided in subdivision (c), the
following rules apply:
   (1) While a security certificate is located in a jurisdiction, the
local law of that jurisdiction governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in the certificated security represented thereby.
   (2) The local law of the issuer's jurisdiction as specified in
subdivision (d) of Section 8110 governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in an uncertificated security.
   (3) The local law of the securities intermediary's jurisdiction as
specified in subdivision (e) of Section 8110 governs perfection, the
effect of perfection or nonperfection, and the priority of a
security interest in a security entitlement or securities account.
   (4) The local law of the commodity intermediary's jurisdiction
governs perfection, the effect of perfection or nonperfection, and
the priority of a security interest in a commodity contract or
commodity account.
   (b) The following rules determine a commodity intermediary's
jurisdiction for purposes of this chapter:
   (1) If an agreement between the commodity intermediary and
commodity customer governing the commodity account expressly provides
that a particular jurisdiction is the commodity intermediary's
jurisdiction for purposes of this chapter, this division, or this
code, that jurisdiction is the commodity intermediary's jurisdiction.
   (2) If paragraph (1) does not apply and an agreement between the
commodity intermediary and commodity customer governing the commodity
account expressly provides that the agreement is governed by the law
of a particular jurisdiction, that jurisdiction is the commodity
intermediary's jurisdiction.
   (3) If neither paragraph (1) nor paragraph (2) applies and an
agreement between the commodity intermediary and commodity customer
governing the commodity account expressly provides that the commodity
account is maintained at an office in a particular jurisdiction,
that jurisdiction is the commodity intermediary's jurisdiction.
   (4) If none of the preceding paragraphs applies, the commodity
intermediary's jurisdiction is the jurisdiction in which the office
identified in an account statement as the office serving the
commodity customer's account is located.
   (5) If none of the preceding paragraphs applies, the commodity
intermediary's jurisdiction is the jurisdiction in which the chief
executive office of the commodity intermediary is located.
   (c) The local law of the jurisdiction in which the debtor is
located governs all of the following:
   (1) Perfection of a security interest in investment property by
filing.
   (2) Automatic perfection of a security interest in investment
property created by a broker or securities intermediary.
   (3) Automatic perfection of a security interest in a commodity
contract or commodity account created by a commodity intermediary.




9306.  (a) Subject to subdivision (c), the local law of the issuer's
jurisdiction or a nominated person's jurisdiction governs
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in a letter-of-credit right if the
issuer's jurisdiction or nominated person's jurisdiction is a state.
   (b) For purposes of this chapter, an issuer's jurisdiction or
nominated person's jurisdiction is the jurisdiction whose law governs
the liability of the issuer or nominated person with respect to the
letter-of-credit right as provided in Section 5116.
   (c) This section does not apply to a security interest that is
perfected only under subdivision (d) of Section 9308.



9307.  (a) In this section, "place of business" means a place where
a debtor conducts its affairs.
   (b) Except as otherwise provided in this section, the following
rules determine a debtor's location:
   (1) A debtor who is an individual is located at the individual's
principal residence.
   (2) A debtor that is an organization and has only one place of
business is located at its place of business.
   (3) A debtor that is an organization and has more than one place
of business is located at its chief executive office.
   (c) Subdivision (b) applies only if a debtor's residence, place of
business, or chief executive office, as applicable, is located in a
jurisdiction whose law generally requires information concerning the
existence of a nonpossessory security interest to be made generally
available in a filing, recording, or registration system as a
condition or result of the security interest's obtaining priority
over the rights of a lien creditor with respect to the collateral. If
subdivision (b) does not apply, the debtor is located in the
District of Columbia.
   (d) A person that ceases to exist, have a residence, or have a
place of business continues to be located in the jurisdiction
specified by subdivisions (b) and (c).
   (e) A registered organization that is organized under the law of a
state is located in that state.
   (f) Except as otherwise provided in subdivision (i), a registered
organization that is organized under the law of the United States and
a branch or agency of a bank that is not organized under the law of
the United States or a state are located in any of the following
jurisdictions:
   (1) In the state that the law of the United States designates, if
the law designates a state of location.
   (2) In the state that the registered organization, branch, or
agency designates, if the law of the United States authorizes the
registered organization, branch, or agency to designate its state of
location.
   (3) In the District of Columbia, if neither paragraph (1) nor
paragraph (2) applies.
   (g) A registered organization continues to be located in the
jurisdiction specified by subdivision (e) or (f) notwithstanding
either of the following:
   (1) The suspension, revocation, forfeiture, or lapse of the
registered organization's status as such in its jurisdiction of
organization.
   (2) The dissolution, winding up, or cancellation of the existence
of the registered organization.
   (h) The United States is located in the District of Columbia.
   (i) A branch or agency of a bank that is not organized under the
law of the United States or a state is located in the state in which
the branch or agency is licensed, if all branches and agencies of the
bank are licensed in only one state.
   (j) A foreign air carrier under the Federal Aviation Act of 1958,
as amended, is located at the designated office of the agent upon
which service of process may be made on behalf of the carrier.
   (k) This section applies only for purposes of this chapter.



9308.  (a) Except as otherwise provided in this section and in
Section 9309, a security interest is perfected if it has attached and
all of the applicable requirements for perfection in Sections 9310
to 9316, inclusive, have been satisfied. A security interest is
perfected when it attaches if the applicable requirements are
satisfied before the security interest attaches.
   (b) An agricultural lien is perfected if it has become effective
and all of the applicable requirements for perfection in Section 9310
have been satisfied. An agricultural lien is perfected when it
becomes effective if the applicable requirements are satisfied before
the agricultural lien becomes effective.
   (c) A security interest or agricultural lien is perfected
continuously if it is originally perfected by one method under this
division and is later perfected by another method under this
division, without an intermediate period when it was unperfected.
   (d) Perfection of a security interest in collateral also perfects
a security interest in a supporting obligation for the collateral.
   (e) Perfection of a security interest in a right to payment or
performance also perfects a security interest in a security interest,
mortgage, or other lien on personal or real property securing the
right.
   (f) Perfection of a security interest in a securities account also
perfects a security interest in the security entitlements carried in
the securities account.
   (g) Perfection of a security interest in a commodity account also
perfects a security interest in the commodity contracts carried in
the commodity account.



9309.  The following security interests are perfected when they
attach:
   (1) A purchase money security interest in consumer goods, except
as otherwise provided in subdivision (b) of Section 9311 with respect
to consumer goods that are subject to a statute or treaty described
in subdivision (a) of Section 9311.
   (2) An assignment of accounts or payment intangibles which does
not by itself or in conjunction with other assignments to the same
assignee transfer a significant part of the assignor's outstanding
accounts or payment intangibles.
   (3) A sale of a payment intangible.
   (4) A sale of a promissory note.
   (5) A security interest created by the assignment of a health care
insurance receivable to the provider of the health care goods or
services.
   (6) A security interest arising under Section 2401 or 2505, under
subdivision (3) of Section 2711, or under subdivision (5) of Section
10508, until the debtor obtains possession of the collateral.
   (7) A security interest of a collecting bank arising under Section
4210.
   (8) A security interest of an issuer or nominated person arising
under Section 5118.
   (9) A security interest arising in the delivery of a financial
asset under subdivision (c) of Section 9206.
   (10) A security interest in investment property created by a
broker or securities intermediary.
   (11) A security interest in a commodity contract or a commodity
account created by a commodity intermediary.
   (12) An assignment for the benefit of all creditors of the
transferor and subsequent transfers by the assignee thereunder.
   (13) A security interest created by an assignment of a beneficial
interest in a decedent's estate.
   (14) A sale by an individual of an account that is a right to
payment of winnings in a lottery or other game of chance.



9310.  (a) Except as otherwise provided in subdivision (b) and in
subdivision (b) of Section 9312, a financing statement must be filed
to perfect all security interests and agricultural liens.
   (b) The filing of a financing statement is not necessary to
perfect a security interest that satisfies any of the following
conditions:
   (1) It is perfected under subdivision (d), (e), (f), or (g) of
Section 9308.
   (2) It is perfected under Section 9309 when it attaches.
   (3) It is a security interest in property subject to a statute,
regulation, or treaty described in subdivision (a) of Section 9311.
   (4) It is a security interest in goods in possession of a bailee
which is perfected under paragraph (1) or (2) of subdivision (d) of
Section 9312.
   (5) It is a security interest in certificated securities,
documents, goods, or instruments which is perfected without filing,
control, or possession under subdivision (e), (f), or (g) of Section
9312.
   (6) It is a security interest in collateral in the secured party's
possession under Section 9313.
   (7) It is a security interest in a certificated security which is
perfected by delivery of the security certificate to the secured
party under Section 9313.
   (8) It is a security interest in deposit accounts, electronic
chattel paper, electronic documents, investment property, or
letter-of-credit rights which is perfected by control under Section
9314.
   (9) It is a security interest in proceeds which is perfected under
Section 9315.
   (10) It is perfected under Section 9316.
   (11) It is a security interest in, or claim in or under, any
policy of insurance including unearned premiums which is perfected by
written notice to the insurer under paragraph (4) of subdivision (b)
of Section 9312.
   (c) If a secured party assigns a perfected security interest or
agricultural lien, a filing under this division is not required to
continue the perfected status of the security interest against
creditors of and transferees from the original debtor.



9311.  (a) Except as otherwise provided in subdivision (d), the
filing of a financing statement is not necessary or effective to
perfect a security interest in property subject to any of the
following:
   (1) A statute, regulation, or treaty of the United States whose
requirements for a security interest's obtaining priority over the
rights of a lien creditor with respect to the property preempt
subdivision (a) of Section 9310.
   (2) (A) The provisions of the Vehicle Code which require
registration of a vehicle or boat.
   (B) The provisions of the Health and Safety Code which require
registration of a mobilehome or commercial coach, except that during
any period in which collateral is inventory, the filing provisions of
Chapter 5 (commencing with Section 9501) apply to a security
interest in that collateral.
   (C) The provisions of the Health and Safety Code which require
registration of all interests in approved air contaminant emission
reductions (Sections 40709 to 40713, inclusive, of the Health and
Safety Code).
   (3) A certificate of title statute of another jurisdiction which
provides for a security interest 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
property.
   (b) Compliance with the requirements of a statute, regulation, or
treaty described in subdivision (a) for obtaining priority over the
rights of a lien creditor is equivalent to the filing of a financing
statement under this division. Except as otherwise provided in
subdivision (d), in Section 9313, and in subdivisions (d) and (e) of
Section 9316 for goods covered by a certificate of title, a security
interest in property subject to a statute, regulation, or treaty
described in subdivision (a) may be perfected only by compliance with
those requirements, and a security interest so perfected remains
perfected notwithstanding a change in the use or transfer of
possession of the collateral.
   (c) Except as otherwise provided in subdivision (d) and in
subdivisions (d) and (e) of Section 9316, duration and renewal of
perfection of a security interest perfected by compliance with the
requirements prescribed by a statute, regulation, or treaty described
in subdivision (a) are governed by the statute, regulation, or
treaty. In other respects, the security interest is subject to this
division.
   (d) During any period in which collateral subject to a statute
specified in paragraph (2) of subdivision (a) is inventory held for
sale or lease by a person or leased by that person as lessor and that
person is in the business of selling goods of that kind, this
section does not apply to a security interest in that collateral
created by that person.



9312.  (a) A security interest in chattel paper, negotiable
documents, instruments, or investment property may be perfected by
filing.
   (b) Except as otherwise provided in subdivisions (c) and (d) of
Section 9315 for proceeds, all of the following apply:
   (1) A security interest in a deposit account may be perfected only
by control under Section 9314.
   (2) Except as otherwise provided in subdivision (d) of Section
9308, a security interest in a letter-of-credit right may be
perfected only by control under Section 9314.
   (3) A security interest in money may be perfected only by the
secured party's taking possession under Section 9313.
   (4) A security interest in, or claim in or under, any policy of
insurance, including unearned premiums, may be perfected only by
giving written notice of the security interest or claim to the
insurer. This paragraph does not apply to a health care insurance
receivable. A security interest in a health care insurance receivable
may be perfected only as otherwise provided in this division.
   (c) While goods are in the possession of a bailee that has issued
a negotiable document covering the goods, both of the following
apply:
   (1) A security interest in the goods may be perfected by
perfecting a security interest in the document.
   (2) A security interest perfected in the document has priority
over any security interest that becomes perfected in the goods by
another method during that time.
   (d) While goods are in the possession of a bailee that has issued
a nonnegotiable document covering the goods, a security interest in
the goods may be perfected by any of the following methods:
   (1) Issuance of a document in the name of the secured party.
   (2) The bailee's receipt of notification of the secured party's
interest.
   (3) Filing as to the goods.
   (e) A security interest in certificated securities, negotiable
documents, or instruments is perfected without filing or the taking
of possession or control for a period of 20 days from the time it
attaches to the extent that it arises for new value given under an
authenticated security agreement.
   (f) A perfected security interest in a negotiable document or
goods in possession of a bailee, other than one that has issued a
negotiable document for the goods, remains perfected for 20 days
without filing if the secured party makes available to the debtor the
goods or documents representing the goods for the purpose of either
of the following:
   (1) Ultimate sale or exchange.
   (2) Loading, unloading, storing, shipping, transshipping,
manufacturing, processing, or otherwise dealing with them in a manner
preliminary to their sale or exchange.
   (g) A perfected security interest in a certificated security or
instrument remains perfected for 20 days without filing if the
secured party delivers the security certificate or instrument to the
debtor for the purpose of either of the following:
   (1) Ultimate sale or exchange.
   (2) Presentation, collection, enforcement, renewal, or
registration of transfer.
   (h) After the 20-day period specified in subdivision (e), (f), or
(g) expires, perfection depends upon compliance with this division.



9313.  (a) Except as otherwise provided in subdivision (b), a
secured party may perfect a security interest in tangible negotiable
documents, goods, instruments, money, or tangible chattel paper by
taking possession of the collateral. A secured party may perfect a
security interest in certificated securities by taking delivery of
the certificated securities under Section 8301.
   (b) With respect to goods covered by a certificate of title issued
by this state, a secured party may perfect a security interest in
the goods by taking possession of the goods only in the circumstances
described in subdivision (d) of Section 9316.
   (c) With respect to collateral other than certificated securities
and goods covered by a document, a secured party takes possession of
collateral in the possession of a person other than the debtor, the
secured party, or a lessee of the collateral from the debtor in the
ordinary course of the debtor's business, when either of the
following conditions is satisfied:
   (1) The person in possession authenticates a record acknowledging
that it holds possession of the collateral for the secured party's
benefit.
   (2) The person takes possession of the collateral after having
authenticated a record acknowledging that it will hold possession of
collateral for the secured party's benefit.
   (d) If perfection of a security interest depends upon possession
of the collateral by a secured party, perfection occurs no earlier
than the time the secured party takes possession and continues only
while the secured party retains possession.
   (e) A security interest in a certificated security in registered
form is perfected by delivery when delivery of the certificated
security occurs under Section 8301 and remains perfected by delivery
until the debtor obtains possession of the security certificate.
   (f) A person in possession of collateral is not required to
acknowledge that it holds possession for a secured party's benefit.
   (g) If a person acknowledges that it holds possession for the
secured party's benefit, both of the following apply:
   (1) The acknowledgment is effective under subdivision (c) or under
subdivision (a) of Section 8301, even if the acknowledgment violates
the rights of a debtor.
   (2) Unless the person otherwise agrees or law other than this
division otherwise provides, the person does not owe any duty to the
secured party and is not required to confirm the acknowledgment to
another person.
   (h) A secured party having possession of collateral does not
relinquish possession by delivering the collateral to a person other
than the debtor or a lessee of the collateral from the debtor in the
ordinary course of the debtor's business if the person was instructed
before the delivery or is instructed contemporaneously with the
delivery to do either of the following:
   (1) To hold possession of the collateral for the secured party's
benefit.
   (2) To redeliver the collateral to the secured party.
   (i) A secured party does not relinquish possession, even if a
delivery under subdivision (h) violates the rights of a debtor. A
person to which collateral is delivered under subdivision (h) does
not owe any duty to the secured party and is not required to confirm
the delivery to another person unless the person otherwise agrees or
law other than this division otherwise provides.




9314.  (a) A security interest in investment property, deposit
accounts, letter-of-credit rights, electronic chattel paper, or
electronic documents may be perfected by control of the collateral
under Section 7106, 9104, 9105, 9106, or 9107.
   (b) A security interest in deposit accounts, electronic chattel
paper, letter-of-credit rights, or electronic documents is perfected
by control under Section 7106, 9104, 9105, or 9107 when the secured
party obtains control and remains perfected by control only while the
secured party retains control.
   (c) A security interest in investment property is perfected by
control under Section 9106 from the time the secured party obtains
control and remains perfected by control until both of the following
conditions are satisfied:
   (1) The secured party does not have control.
   (2) One of the following occurs:
   (A) If the collateral is a certificated security, the debtor has
or acquires possession of the security certificate.
   (B) If the collateral is an uncertificated security, the issuer
has registered or registers the debtor as the registered owner.
   (C) If the collateral is a security entitlement, the debtor is or
becomes the entitlement holder.



9315.  (a) Except as otherwise provided in this division and in
subdivision (2) of Section 2403, both of the following apply:
   (1) A security interest or agricultural lien continues in
collateral notwithstanding sale, lease, license, exchange, or other
disposition thereof unless the secured party authorized the
disposition free of the security interest or agricultural lien.
   (2) A security interest attaches to any identifiable proceeds of
collateral.
   (b) Proceeds that are commingled with other property are
identifiable proceeds as follows:
   (1) If the proceeds are goods, to the extent provided by Section
9336.
   (2) If the proceeds are not goods, to the extent that the secured
party identifies the proceeds by a method of tracing, including
application of equitable principles, that is permitted under law
other than this division with respect to commingled property of the
type involved.
   (c) A security interest in proceeds is a perfected security
interest if the security interest in the original collateral was
perfected.
   (d) A perfected security interest in proceeds becomes unperfected
on the 21st day after the security interest attaches to the proceeds
unless any of the following conditions is satisfied:
   (1) All of the following are satisfied:
   (A) A filed financing statement covers the original collateral.
   (B) The proceeds are collateral in which a security interest may
be perfected by filing in the office in which the financing statement
has been filed.
   (C) The proceeds are not acquired with cash proceeds.
   (2) The proceeds are identifiable cash proceeds.
   (3) The security interest in the proceeds is perfected other than
under subdivision (c) when the security interest attaches to the
proceeds or within 20 days thereafter.
   (e) If a filed financing statement covers the original collateral,
a security interest in proceeds which remains perfected under
paragraph (1) of subdivision (d) becomes unperfected at the later of
either of the following:
   (1) When the effectiveness of the filed financing statement lapses
under Section 9515 or is terminated under Section 9513.
   (2) The 21st day after the security interest attaches to the
proceeds.
   (f) Cash proceeds retain their character as cash proceeds while in
the possession of a levying officer pursuant to Title 6.5
(commencing with Section 481.010) or Title 9 (commencing with Section
680.010) of Part 2 of the Code of Civil Procedure.



9316.  (a) A security interest perfected pursuant to the law of the
jurisdiction designated in subdivision (1) of Section 9301 or in
subdivision (c) of Section 9305 remains perfected until the earliest
of any of the following:
   (1) The time perfection would have ceased under the law of that
jurisdiction.
   (2) The expiration of four months after a change of the debtor's
location to another jurisdiction.
   (3) The expiration of one year after a transfer of collateral to a
person that thereby becomes a debtor and is located in another
jurisdiction.
   (b) If a security interest described in subdivision (a) becomes
perfected under the law of the other jurisdiction before the earliest
time or event described in that subdivision, it remains perfected
thereafter. If the security interest does not become perfected under
the law of the other jurisdiction before the earliest time or event,
it becomes unperfected and is deemed never to have been perfected as
against a purchaser of the collateral for value.
   (c) A possessory security interest in collateral, other than goods
covered by a certificate of title and as-extracted collateral
consisting of goods, remains continuously perfected if all of the
following conditions are satisfied:
   (1) The collateral is located in one jurisdiction and subject to a
security interest perfected under the law of that jurisdiction.
   (2) Thereafter the collateral is brought into another
jurisdiction.
   (3) Upon entry into the other jurisdiction, the security interest
is perfected under the law of the other jurisdiction.
   (d) Except as otherwise provided in subdivision (e), a security
interest in goods covered by a certificate of title which is
perfected by any method under the law of another jurisdiction when
the goods become covered by a certificate of title from this state
remains perfected until the security interest would have become
unperfected under the law of the other jurisdiction had the goods not
become so covered.
   (e) A security interest described in subdivision (d) becomes
unperfected as against a purchaser of the goods for value and is
deemed never to have been perfected as against a purchaser of the
goods for value if the applicable requirements for perfection under
subdivision (b) of Section 9311 or under Section 9313 are not
satisfied before the earlier of either of the following:
   (1) The time the security interest would have become unperfected
under the law of the other jurisdiction had the goods not become
covered by a certificate of title from this state.
   (2) The expiration of four months after the goods had become so
covered.
   (f) A security interest in deposit accounts, letter-of-credit
rights, or investment property which is perfected under the law of
the bank's jurisdiction, the issuer's jurisdiction, a nominated
person's jurisdiction, the securities intermediary's jurisdiction, or
the commodity intermediary's jurisdiction, as applicable, remains
perfected until the earlier of the following:
   (1) The time the security interest would have become unperfected
under the law of that jurisdiction.
   (2) The expiration of four months after a change of the applicable
jurisdiction to another jurisdiction.
   (g) If a security interest described in subdivision (f) becomes
perfected under the law of the other jurisdiction before the earlier
of the time or the end of the period described in that subdivision,
it remains perfected thereafter. If the security interest does not
become perfected under the law of the other jurisdiction before the
earlier of that time or the end of that period, it becomes
unperfected and is deemed never to have been perfected as against a
purchaser of the collateral for value.



9317.  (a) A security interest or agricultural lien is subordinate
to the rights of both of the following:
   (1) A person entitled to priority under Section 9322.
   (2) Except as otherwise provided in subdivision (e), a person that
becomes a lien creditor before the earlier of the time the security
interest or agricultural lien is perfected, or one of the conditions
specified in paragraph (3) of subdivision (b) of Section 9203 is met
and a financing statement covering the collateral is filed.
   (b) Except as otherwise provided in subdivision (e), a buyer,
other than a secured party, of tangible chattel paper, tangible
documents, goods, instruments, or a security certificate takes free
of a security interest or agricultural lien if the buyer gives value
and receives delivery of the collateral without knowledge of the
security interest or agricultural lien and before it is perfected.
   (c) Except as otherwise provided in subdivision (e), a lessee of
goods takes free of a security interest or agricultural lien if the
lessee gives value and receives delivery of the collateral without
knowledge of the security interest or agricultural lien and before it
is perfected.
   (d) A licensee of a general intangible or a buyer, other than a
secured party, of accounts, electronic chattel paper, electronic
documents, general intangibles, or investment property other than a
certificated security takes free of a security interest if the
licensee or buyer gives value without knowledge of the security
interest and before it is perfected.
   (e) Except as otherwise provided in Sections 9320 and 9321, if a
person files a financing statement with respect to a purchase money
security interest before or within 20 days after the debtor receives
delivery of the collateral, the security interest takes priority over
the rights of a buyer, lessee, or lien creditor which arise between
the time the security interest attaches and the time of filing.



9318.  (a) A debtor that has sold an account, chattel paper, payment
intangible, or promissory note does not retain a legal or equitable
interest in the collateral sold.
   (b) For purposes of determining the rights of creditors of, and
purchasers for value of an account or chattel paper from, a debtor
that has sold an account or chattel paper, while the buyer's security
interest is unperfected, the debtor is deemed to have rights and
title to the account or chattel paper identical to those the debtor
sold.



9319.  (a) Except as otherwise provided in subdivision (b), for
purposes of determining the rights of creditors of, and purchasers
for value of goods from, a consignee, while the goods are in the
possession of the consignee, the consignee is deemed to have rights
and title to the goods identical to those the consignor had or had
power to transfer.
   (b) For purposes of determining the rights of a creditor of a
consignee, law other than this division determines the rights and
title of a consignee while goods are in the consignee's possession
if, under this chapter, a perfected security interest held by the
consignor would have priority over the rights of the creditor.



9320.  (a) Except as otherwise provided in subdivision (e), a buyer
in ordinary course of business takes free of a security interest
created by the buyer's seller, even if the security interest is
perfected and the buyer knows of its existence.
   (b) Except as otherwise provided in subdivision (e), a buyer of
goods from a person who used or bought the goods for use primarily
for personal, family, or household purposes takes free of a security
interest, even if perfected, if all of the following conditions are
satisfied:
   (1) The buyer buys without knowledge of the security interest.
   (2) The buyer buys for value.
   (3) The buyer buys primarily for the buyer's personal, family, or
household purposes.
   (4) The buyer buys before the filing of a financing statement
covering the goods.
   (c) To the extent that it affects the priority of a security
interest over a buyer of goods under subdivision (b), the period of
effectiveness of a filing made in the jurisdiction in which the
seller is located is governed by subdivisions (a) and (b) of Section
9316.
   (d) A buyer in ordinary course of business buying oil, gas, or
other minerals at the wellhead or minehead or after extraction takes
free of an interest arising out of an encumbrance.
   (e) Subdivisions (a) and (b) do not affect a security interest in
goods in the possession of the secured party under Section 9313.



9321.  (a) In this section, "licensee in ordinary course of business"
means a person that becomes a licensee of a general intangible in
good faith, without knowledge that the license violates the rights of
another person in the general intangible, and in the ordinary course
from a person in the business of licensing general intangibles of
that kind. A person becomes a licensee in the ordinary course if the
license to the person comports with the usual or customary practices
in the kind of business in which the licensor is engaged or with the
licensor's own usual or customary practices.
   (b) A licensee in ordinary course of business takes its rights
under a nonexclusive license free of a security interest in the
general intangible created by the licensor, even if the security
interest is perfected and the licensee knows of its existence.
   (c) A lessee in ordinary course of business takes its leasehold
interest free of a security interest in the goods created by the
lessor, even if the security interest is perfected and the lessee
knows of its existence.
   (d) This section shall remain in effect only until January 1,
2013, and as of that date is repealed, unless a later enacted
statute, that is enacted before January 1, 2013, deletes or extends
that date.


9321.  (a) A lessee in ordinary course of business takes its
leasehold interest free of a security interest in the goods created
by the lessor, even if the security interest is perfected and the
lessee knows of its existence.
   (b) This section shall become operative on January 1, 2013.



9322.  (a) Except as otherwise provided in this section, priority
among conflicting security interests and agricultural liens in the
same collateral is determined according to the following rules:
   (1) Conflicting perfected security interests and agricultural
liens rank according to priority in time of filing or perfection.
Priority dates from the earlier of the time a filing covering the
collateral is first made or the security interest or agricultural
lien is first perfected, if there is no period thereafter when there
is neither filing nor perfection.
   (2) A perfected security interest or agricultural lien has
priority over a conflicting unperfected security interest or
agricultural lien.
   (3) The first security interest or agricultural lien to attach or
become effective has priority if conflicting security interests and
agricultural liens are unperfected.
   (b) For the purposes of paragraph (1) of subdivision (a), the
following rules apply:
   (1) The time of filing or perfection as to a security interest in
collateral is also the time of filing or perfection as to a security
interest in proceeds.
   (2) The time of filing or perfection as to a security interest in
collateral supported by a supporting obligation is also the time of
filing or perfection as to a security interest in the supporting
obligation.
   (c) Except as otherwise provided in subdivision (f), a security
interest in collateral which qualifies for priority over a
conflicting security interest under Section 9327, 9328, 9329, 9330,
or 9331 also has priority over a conflicting security interest in
both of the following:
   (1) Any supporting obligation for the collateral.
   (2) Proceeds of the collateral if all of the following conditions
are satisfied:
   (A) The security interest in proceeds is perfected.
   (B) The proceeds are cash proceeds or of the same type as the
collateral.
   (C) In the case of proceeds that are proceeds of proceeds, all
intervening proceeds are cash proceeds, proceeds of the same type as
the collateral, or an account relating to the collateral.
   (d) Subject to subdivision (e) and except as otherwise provided in
subdivision (f), if a security interest in chattel paper, deposit
accounts, negotiable documents, instruments, investment property, or
letter-of-credit rights is perfected by a method other than filing,
conflicting perfected security interests in proceeds of the
collateral rank according to priority in time of filing.
   (e) Subdivision (d) applies only if the proceeds of the collateral
are not cash proceeds, chattel paper, negotiable documents,
instruments, investment property, or letter-of-credit rights.
   (f) Subdivisions (a) to (e), inclusive, are subject to all of the
following:
   (1) Subdivision (g) and the other provisions of this chapter.
   (2) Section 4210 with respect to a security interest of a
collecting bank.
   (3) Section 5118 with respect to a security interest of an issuer
or nominated person.
   (4) Section 9110 with respect to a security interest arising under
Division 2 (commencing with Section 2101) or Division 10 (commencing
with Section 10101).
   (g) A perfected agricultural lien on collateral has priority over
a conflicting security interest in or agricultural lien on the same
collateral if the statute creating the agricultural lien so provides.



9323.  (a) Except as otherwise provided in subdivision (c), for
purposes of determining the priority of a perfected security interest
under paragraph (1) of subdivision (a) of Section 9322, perfection
of the security interest dates from the time an advance is made to
the extent that the security interest secures an advance that
satisfies both of the following conditions:
   (1) It is made while the security interest is perfected only under
either of the following:
   (A) Under Section 9309 when it attaches.
   (B) Temporarily under subdivision (e), (f), or (g) of Section
9312.
   (2) It is not made pursuant to a commitment entered into before or
while the security interest is perfected by a method other than
under Section 9309 or under subdivision (e), (f), or (g) of Section
9312.
   (b) Except as otherwise provided in subdivision (c), a security
interest is subordinate to the rights of a person who becomes a lien
creditor to the extent that the security interest secures an advance
made more than 45 days after the person becomes a lien creditor
unless either of the following conditions is satisfied:
   (1) The advance is made without knowledge of the lien.
   (2) The advance is made pursuant to a commitment entered into
without knowledge of the lien.
   (c) Subdivisions (a) and (b) do not apply to a security interest
held by a secured party who is a buyer of accounts, chattel paper,
payment intangibles, or promissory notes or a consignor.
   (d) Except as otherwise provided in subdivision (e), a buyer of
goods other than a buyer in the ordinary course of business takes
free of a security interest to the extent that it secures advances
made after the earlier of the following:
   (1) The time the secured party acquires knowledge of the buyer's
purchase.
   (2) Forty-five days after the purchase.
   (e) Subdivision (d) does not apply if the advance is made pursuant
to a commitment entered into without knowledge of the buyer's
purchase and before the expiration of the 45-day period.
   (f) Except as otherwise provided in subdivision (g), a lessee of
goods, other than a lessee in the ordinary course of business, takes
the leasehold interest free of a security interest to the extent that
it secures advances made after the earlier of either of the
following:
   (1) The time the secured party acquires knowledge of the lease.
   (2) Forty-five days after the lease contract becomes enforceable.
   (g) Subdivision (f) does not apply if the advance is made pursuant
to a commitment entered into without knowledge of the lease and
before the expiration of the 45-day period.



9324.  (a) Except as otherwise provided in subdivision (g), a
perfected purchase money security interest in goods other than
inventory or livestock has priority over a conflicting security
interest in the same goods, and, except as otherwise provided in
Section 9327, a perfected security interest in its identifiable
proceeds also has priority, if the purchase money security interest
is perfected when the debtor receives possession of the collateral or
within 20 days thereafter.
   (b) Subject to subdivision (c) and except as otherwise provided in
subdivision (g), a perfected purchase money security interest in
inventory has priority over a conflicting security interest in the
same inventory, has priority over a conflicting security interest in
chattel paper or an instrument constituting proceeds of the inventory
and in proceeds of the chattel paper, if so provided in Section
9330, and, except as otherwise provided in Section 9327, also has
priority in identifiable cash proceeds of the inventory to the extent
the identifiable cash proceeds are received on or before the
delivery of the inventory to a buyer, if all of the following
conditions are satisfied:
   (1) The purchase money security interest is perfected when the
debtor receives possession of the inventory.
   (2) The purchase money secured party sends an authenticated
notification to the holder of the conflicting security interest.
   (3) The holder of the conflicting security interest receives the
notification within five years before the debtor receives possession
of the inventory.
   (4) The notification states that the person sending the
notification has or expects to acquire a purchase money security
interest in inventory of the debtor and describes the inventory.
   (c) Paragraphs (2) to (4), inclusive, of subdivision (b) apply
only if the holder of the conflicting security interest had filed a
financing statement covering the same types of inventory as follows:
   (1) If the purchase money security interest is perfected by
filing, before the date of the filing.
   (2) If the purchase money security interest is temporarily
perfected without filing or possession under subdivision (f) of
Section 9312, before the beginning of the 20-day period thereunder.
   (d) Subject to subdivision (e) and except as otherwise provided in
subdivision (g), a perfected purchase money security interest in
livestock that are farm products has priority over a conflicting
security interest in the same livestock, and, except as otherwise
provided in Section 9327, a perfected security interest in their
identifiable proceeds and identifiable products in their
unmanufactured states also has priority, if all of the following
conditions are satisfied:
   (1) The purchase money security interest is perfected when the
debtor receives possession of the livestock.
   (2) The purchase money secured party sends an authenticated
notification to the holder of the conflicting security interest.
   (3) The holder of the conflicting security interest receives the
notification within six months before the debtor receives possession
of the livestock.
   (4) The notification states that the person sending the
notification has or expects to acquire a purchase money security
interest in livestock of the debtor and describes the livestock.
   (e) Paragraphs (2) to (4), inclusive, of subdivision (d) apply
only if the holder of the conflicting security interest had filed a
financing statement covering the same types of livestock as follows:
   (1) If the purchase money security interest is perfected by
filing, before the date of the filing.
   (2) If the purchase money security interest is temporarily
perfected without filing or possession under subdivision (f) of
Section 9312, before the beginning of the 20-day period thereunder.
   (f) Except as otherwise provided in subdivision (g), a perfected
purchase money security interest in software has priority over a
conflicting security interest in the same collateral, and, except as
otherwise provided in Section 9327, a perfected security interest in
its identifiable proceeds also has priority, to the extent that the
purchase money security interest in the goods in which the software
was acquired for use has priority in the goods and proceeds of the
goods under this section.
   (g) If more than one security interest qualifies for priority in
the same collateral under subdivision (a), (b), (d), or (f), the
following rules apply:
   (1) A security interest securing an obligation incurred as all or
part of the price of the collateral has priority over a security
interest securing an obligation incurred for value given to enable
the debtor to acquire rights in, or the use of, collateral.
   (2) In all other cases, subdivision (a) of Section 9322 applies to
the qualifying security interests.



9325.  (a) Except as otherwise provided in subdivision (b), a
security interest created by a debtor is subordinate to a security
interest in the same collateral created by another person if all of
the following apply:
   (1) The debtor acquired the collateral subject to the security
interest created by the other person.
   (2) The security interest created by the other person was
perfected when the debtor acquired the collateral.
   (3) There is no period thereafter when the security interest is
unperfected.
   (b) Subdivision (a) subordinates a security interest only if
either of the following conditions is satisfied:
   (1) The security interest otherwise would have priority solely
under subdivision (a) of Section 9322 or under Section 9324.
   (2) The security interest arose solely under subdivision (3) of
Section 2711 or subdivision (5) of Section 10508.



9326.  (a) Subject to subdivision (b), a security interest created
by a new debtor which is perfected by a filed financing statement
that is effective solely under Section 9508 in collateral in which a
new debtor has or acquires rights is subordinate to a security
interest in the same collateral which is perfected other than by a
filed financing statement that is effective solely under Section
9508.
   (b) The other provisions of this chapter determine the priority
among conflicting security interests in the same collateral perfected
by filed financing statements that are effective solely under
Section 9508. However, if the security agreements to which a new
debtor became bound as debtor were not entered into by the same
original debtor, the conflicting security interests rank according to
priority in time of the new debtor's having become bound.



9327.  The following rules govern priority among conflicting
security interests in the same deposit account:
   (1) A security interest held by a secured party having control of
the deposit account under Section 9104 has priority over a
conflicting security interest held by a secured party that does not
have control.
   (2) Except as otherwise provided in subdivisions (3) and (4),
security interests perfected by control under Section 9314 rank
according to priority in time of obtaining control.
   (3) Except as otherwise provided in subdivision (4), a security
interest held by the bank with which the deposit account is
maintained has priority over a conflicting security interest held by
another secured party.
   (4) A security interest perfected by control under paragraph (3)
of subdivision (a) of Section 9104 has priority over a security
interest held by the bank with which the deposit account is
maintained.


9328.  The following rules govern priority among conflicting
security interests in the same investment property:
   (1) A security interest held by a secured party having control of
investment property under Section 9106 has priority over a security
interest held by a secured party that does not have control of the
investment property.
   (2) Except as otherwise provided in subdivisions (3) and (4),
conflicting security interests held by secured parties each of which
has control under Section 9106 rank according to priority in time of
one of the following:
   (A) If the collateral is a security, obtaining control.
   (B) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control under
paragraph (1) of subdivision (d) of Section 8106, the secured party's
becoming the person for which the securities account is maintained.
   (C) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control under
paragraph (2) of subdivision (d) of Section 8106, the securities
intermediary's agreement to comply with the secured party's
entitlement orders with respect to security entitlements carried, or
to be carried, in the securities account.
   (D) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control through
another person under paragraph (3) of subdivision (d) of Section
8106, the time on which priority would be based under this paragraph
if the other person were the secured party.
   (E) If the collateral is a commodity contract carried with a
commodity intermediary, the satisfaction of the requirement for
control specified in paragraph (2) of subdivision (b) of Section 9106
with respect to commodity contracts carried, or to be carried, with
the commodity intermediary.
   (3) A security interest held by a securities intermediary in a
security entitlement or a securities account maintained with the
securities intermediary has priority over a conflicting security
interest held by another secured party.
   (4) A security interest held by a commodity intermediary in a
commodity contract or a commodity account maintained with the
commodity intermediary has priority over a conflicting security
interest held by another secured party.
   (5) A security interest in a certificated security in registered
form which is perfected by taking delivery under subdivision (a) of
Section 9313 and not by control under Section 9314 has priority over
a conflicting security interest perfected by a method other than
control.
   (6) Conflicting security interests created by a broker, securities
intermediary, or commodity intermediary which are perfected without
control under Section 9106 rank equally.
   (7) In all other cases, priority among conflicting security
interests in investment property is governed by Sections 9322 and
9323.


9329.  The following rules govern priority among conflicting
security interests in the same letter-of-credit right:
   (1) A security interest held by a secured party having control of
the letter-of-credit right under Section 9107 has priority to the
extent of its control over a conflicting security interest held by a
secured party that does not have control.
   (2) Security interests perfected by control under Section 9314
rank according to priority in time of obtaining control.




9330.  (a) A purchaser of chattel paper has priority over a security
interest in the chattel paper which is claimed merely as proceeds of
inventory subject to a security interest if both of the following
conditions are satisfied:
   (1) In good faith and in the ordinary course of the purchaser's
business, the purchaser gives new value and takes possession of the
chattel paper or obtains control of the chattel paper under Section
9105.
   (2) The chattel paper does not indicate that it has been assigned
to an identified assignee other than the purchaser.
   (b) A purchaser of chattel paper has priority over a security
interest in the chattel paper which is claimed other than merely as
proceeds of inventory subject to a security interest if the purchaser
gives new value and takes possession of the chattel paper or obtains
control of the chattel paper under Section 9105 in good faith, in
the ordinary course of the purchaser's business, and without
knowledge that the purchase violates the rights of the secured party.
   (c) Except as otherwise provided in Section 9327, a purchaser
having priority in chattel paper under subdivision (a) or (b) also
has priority in proceeds of the chattel paper to the extent that
either of the following applies:
   (1) Section 9322 provides for priority in the proceeds.
   (2) The proceeds consist of the specific goods covered by the
chattel paper or cash proceeds of the specific goods, even if the
purchaser's security interest in the proceeds is unperfected.
   (d) Except as otherwise provided in subdivision (a) of Section
9331, a purchaser of an instrument has priority over a security
interest in the instrument perfected by a method other than
possession if the purchaser gives value and takes possession of the
instrument in good faith and without knowledge that the purchase
violates the rights of the secured party.
   (e) For purposes of subdivisions (a) and (b), the holder of a
purchase money security interest in inventory gives new value for
chattel paper constituting proceeds of the inventory.
   (f) For purposes of subdivisions (b) and (d), if chattel paper or
an instrument indicates that it has been assigned to an identified
secured party other than the purchaser, a purchaser of the chattel
paper or instrument has knowledge that the purchase violates the
rights of the secured party.



9331.  (a) This division does not limit the rights of a holder in
due course of a negotiable instrument, a holder to which a negotiable
document of title has been duly negotiated, or a protected purchaser
of a security. These holders or purchasers take priority over an
earlier security interest, even if perfected, to the extent provided
in Division 3 (commencing with Section 3101), Division 7 (commencing
with Section 7101), and Division 8 (commencing with Section 8101).
   (b) This division does not limit the rights of or impose liability
on a person to the extent that the person is protected against the
assertion of a claim under Division 8 (commencing with Section 8101).
   (c) Filing under this division does not constitute notice of a
claim or defense to the holders, purchasers, or persons described in
subdivisions (a) and (b).



9332.  (a) A transferee of money takes the money free of a security
interest unless the transferee acts in collusion with the debtor in
violating the rights of the secured party.
   (b) A transferee of funds from a deposit account takes the funds
free of a security interest in the deposit account unless the
transferee acts in collusion with the debtor in violating the rights
of the secured party.



9333.  (a) In this section, "possessory lien" means an interest,
other than a security interest or an agricultural lien which
satisfies all of the following conditions:
   (1) It secures payment or performance of an obligation for
services or materials furnished with respect to goods by a person in
the ordinary course of the person's business.
   (2) It is created by statute or rule of law in favor of the
person.
   (3) Its effectiveness depends on the person's possession of the
goods.
   (b) A possessory lien on goods has priority over a security
interest in the goods unless the lien is created by a statute that
expressly provides otherwise.



9334.  (a) A security interest under this division may be created in
goods that are fixtures or may continue in goods that become
fixtures. A security interest does not exist under this division in
ordinary building materials incorporated into an improvement on land.
   (b) This division does not prevent creation of an encumbrance upon
fixtures under real property law.
   (c) In cases not governed by subdivisions (d) to (h), inclusive, a
security interest in fixtures is subordinate to a conflicting
interest of an encumbrancer or owner of the related real property
other than the debtor.
   (d) Except as otherwise provided in subdivision (h), a perfected
security interest in fixtures has priority over a conflicting
interest of an encumbrancer or owner of the real property if the
debtor has an interest of record in or is in possession of the real
property and all of the following conditions are satisfied:
   (1) The security interest is a purchase money security interest.
   (2) The interest of the encumbrancer or owner arises before the
goods become fixtures.
   (3) The security interest is perfected by a fixture filing before
the goods become fixtures or within 20 days thereafter.
   (e) A perfected security interest in fixtures has priority over a
conflicting interest of an encumbrancer or owner of the real property
if any of the following conditions is satisfied:
   (1) The debtor has an interest of record in the real property or
is in possession of the real property and both of the following
conditions are satisfied:
   (A) The security interest is perfected by a fixture filing before
the interest of the encumbrancer or owner is of record.
   (B) The security interest has priority over any conflicting
interest of a predecessor in title of the encumbrancer or owner.
   (2) The fixtures are readily removable factory or office machines
or readily removable replacements of domestic appliances that are
consumer goods.
   (3) The conflicting interest is a lien on the real property
obtained by legal or equitable proceedings after the security
interest was perfected by any method permitted by this division.
   (4) The security interest is both of the following:
   (A) Created in a manufactured home in a manufactured home
transaction.
   (B) Perfected pursuant to a statute described in paragraph (2) of
subdivision (a) of Section 9311.
   (f) A security interest in fixtures, whether or not perfected, has
priority over a conflicting interest of an encumbrancer or owner of
the real property if either of the following conditions is satisfied:
   (1) The encumbrancer or owner has, in an authenticated record,
consented to the security interest or disclaimed an interest in the
goods as fixtures.
   (2) The debtor has a right to remove the goods as against the
encumbrancer or owner.
   (g) The priority of the security interest under paragraph (2) of
subdivision (f) continues for a reasonable time if the debtor's right
to remove the goods as against the encumbrancer or owner terminates.
   (h) A mortgage is a construction mortgage to the extent that it
secures an obligation incurred for the construction of an improvement
on land, including the acquisition cost of the land, if a recorded
record of the mortgage so indicates. Except as otherwise provided in
subdivisions (e) and (f), a security interest in fixtures is
subordinate to a construction mortgage if a record of the mortgage is
recorded before the goods become fixtures and the goods become
fixtures before the completion of the construction. A mortgage has
this priority to the same extent as a construction mortgage to the
extent that it is given to refinance a construction mortgage.
   (i) A perfected security interest in crops growing on real
property has priority over a conflicting interest of an encumbrancer
or owner of the real property if the debtor has an interest of record
in, or is in possession of, the real property.



9335.  (a) A security interest may be created in an accession and
continues in collateral that becomes an accession.
   (b) If a security interest is perfected when the collateral
becomes an accession, the security interest remains perfected in the
collateral.
   (c) Except as otherwise provided in subdivision (d), the other
provisions of this chapter determine the priority of a security
interest in an accession.
   (d) A security interest in an accession is subordinate to a
security interest in the whole which is perfected by compliance with
the requirements of a certificate of title statute under subdivision
(b) of Section 9311.
   (e) After default, subject to Chapter 6 (commencing with
subdivision 9601), a secured party may remove an accession from other
goods if the security interest in the accession has priority over
the claims of every person having an interest in the whole.
   (f) A se	
	











































		
		
	

	
	
	

			

			
		

		

State Codes and Statutes

State Codes and Statutes

Statutes > California > Com > 9301-9342

COMMERCIAL CODE
SECTION 9301-9342



9301.  Except as otherwise provided in Sections 9303 to 9306,
inclusive, the following rules determine the law governing
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in collateral:
   (1) Except as otherwise provided in this section, while a debtor
is located in a jurisdiction, the local law of that jurisdiction
governs perfection, the effect of perfection or nonperfection, and
the priority of a security interest in collateral.
   (2) While collateral is located in a jurisdiction, the local law
of that jurisdiction governs perfection, the effect of perfection or
nonperfection, and the priority of a possessory security interest in
that collateral.
   (3) Except as otherwise provided in paragraph (4), while
negotiable tangible documents, goods, instruments, money, or tangible
chattel paper is located in a jurisdiction, the local law of that
jurisdiction governs all of the following:
   (A) Perfection of a security interest in the goods by filing a
fixture filing.
   (B) Perfection of a security interest in timber to be cut.
   (C) The effect of perfection or nonperfection and the priority of
a nonpossessory security interest in the collateral.
   (4) The local law of the jurisdiction in which the wellhead or
minehead is located governs perfection, the effect of perfection or
nonperfection, and the priority of a security interest in
as-extracted collateral.


9302.  While farm products are located in a jurisdiction, the local
law of that jurisdiction governs perfection, the effect of perfection
or nonperfection, and the priority of an agricultural lien on the
farm products.


9303.  (a) This section applies to goods covered by a certificate of
title, even if there is no other relationship between the
jurisdiction under whose certificate of title the goods are covered
and the goods or the debtor.
   (b) Goods become covered by a certificate of title when a valid
application for the certificate of title and the applicable fee are
delivered to the appropriate authority. Goods cease to be covered by
a certificate of title at the earlier of the time the certificate of
title ceases to be effective under the law of the issuing
jurisdiction or the time the goods become covered subsequently by a
certificate of title issued by another jurisdiction.
   (c) The local law of the jurisdiction under whose certificate of
title the goods are covered governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in goods covered by a certificate of title from the time the goods
become covered by the certificate of title until the goods cease to
be covered by the certificate of title.



9304.  (a) The local law of a bank's jurisdiction governs
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in a deposit account maintained with
that bank.
   (b) The following rules determine a bank's jurisdiction for
purposes of this chapter:
   (1) If an agreement between the bank and its customer governing
the deposit account expressly provides that a particular jurisdiction
is the bank's jurisdiction for purposes of this chapter, this
division, or this code, that jurisdiction is the bank's jurisdiction.
   (2) If paragraph (1) does not apply and an agreement between the
bank and its customer governing the deposit account expressly
provides that the agreement is governed by the law of a particular
jurisdiction, that jurisdiction is the bank's jurisdiction.
   (3) If neither paragraph (1) nor paragraph (2) applies and an
agreement between the bank and its customer governing the deposit
account expressly provides that the deposit account is maintained at
an office in a particular jurisdiction, that jurisdiction is the bank'
s jurisdiction.
   (4) If none of the preceding paragraphs applies, the bank's
jurisdiction is the jurisdiction in which the office identified in an
account statement as the office serving the customer's account is
located.
   (5) If none of the preceding paragraphs applies, the bank's
jurisdiction is the jurisdiction in which the chief executive office
of the bank is located.



9305.  (a) Except as otherwise provided in subdivision (c), the
following rules apply:
   (1) While a security certificate is located in a jurisdiction, the
local law of that jurisdiction governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in the certificated security represented thereby.
   (2) The local law of the issuer's jurisdiction as specified in
subdivision (d) of Section 8110 governs perfection, the effect of
perfection or nonperfection, and the priority of a security interest
in an uncertificated security.
   (3) The local law of the securities intermediary's jurisdiction as
specified in subdivision (e) of Section 8110 governs perfection, the
effect of perfection or nonperfection, and the priority of a
security interest in a security entitlement or securities account.
   (4) The local law of the commodity intermediary's jurisdiction
governs perfection, the effect of perfection or nonperfection, and
the priority of a security interest in a commodity contract or
commodity account.
   (b) The following rules determine a commodity intermediary's
jurisdiction for purposes of this chapter:
   (1) If an agreement between the commodity intermediary and
commodity customer governing the commodity account expressly provides
that a particular jurisdiction is the commodity intermediary's
jurisdiction for purposes of this chapter, this division, or this
code, that jurisdiction is the commodity intermediary's jurisdiction.
   (2) If paragraph (1) does not apply and an agreement between the
commodity intermediary and commodity customer governing the commodity
account expressly provides that the agreement is governed by the law
of a particular jurisdiction, that jurisdiction is the commodity
intermediary's jurisdiction.
   (3) If neither paragraph (1) nor paragraph (2) applies and an
agreement between the commodity intermediary and commodity customer
governing the commodity account expressly provides that the commodity
account is maintained at an office in a particular jurisdiction,
that jurisdiction is the commodity intermediary's jurisdiction.
   (4) If none of the preceding paragraphs applies, the commodity
intermediary's jurisdiction is the jurisdiction in which the office
identified in an account statement as the office serving the
commodity customer's account is located.
   (5) If none of the preceding paragraphs applies, the commodity
intermediary's jurisdiction is the jurisdiction in which the chief
executive office of the commodity intermediary is located.
   (c) The local law of the jurisdiction in which the debtor is
located governs all of the following:
   (1) Perfection of a security interest in investment property by
filing.
   (2) Automatic perfection of a security interest in investment
property created by a broker or securities intermediary.
   (3) Automatic perfection of a security interest in a commodity
contract or commodity account created by a commodity intermediary.




9306.  (a) Subject to subdivision (c), the local law of the issuer's
jurisdiction or a nominated person's jurisdiction governs
perfection, the effect of perfection or nonperfection, and the
priority of a security interest in a letter-of-credit right if the
issuer's jurisdiction or nominated person's jurisdiction is a state.
   (b) For purposes of this chapter, an issuer's jurisdiction or
nominated person's jurisdiction is the jurisdiction whose law governs
the liability of the issuer or nominated person with respect to the
letter-of-credit right as provided in Section 5116.
   (c) This section does not apply to a security interest that is
perfected only under subdivision (d) of Section 9308.



9307.  (a) In this section, "place of business" means a place where
a debtor conducts its affairs.
   (b) Except as otherwise provided in this section, the following
rules determine a debtor's location:
   (1) A debtor who is an individual is located at the individual's
principal residence.
   (2) A debtor that is an organization and has only one place of
business is located at its place of business.
   (3) A debtor that is an organization and has more than one place
of business is located at its chief executive office.
   (c) Subdivision (b) applies only if a debtor's residence, place of
business, or chief executive office, as applicable, is located in a
jurisdiction whose law generally requires information concerning the
existence of a nonpossessory security interest to be made generally
available in a filing, recording, or registration system as a
condition or result of the security interest's obtaining priority
over the rights of a lien creditor with respect to the collateral. If
subdivision (b) does not apply, the debtor is located in the
District of Columbia.
   (d) A person that ceases to exist, have a residence, or have a
place of business continues to be located in the jurisdiction
specified by subdivisions (b) and (c).
   (e) A registered organization that is organized under the law of a
state is located in that state.
   (f) Except as otherwise provided in subdivision (i), a registered
organization that is organized under the law of the United States and
a branch or agency of a bank that is not organized under the law of
the United States or a state are located in any of the following
jurisdictions:
   (1) In the state that the law of the United States designates, if
the law designates a state of location.
   (2) In the state that the registered organization, branch, or
agency designates, if the law of the United States authorizes the
registered organization, branch, or agency to designate its state of
location.
   (3) In the District of Columbia, if neither paragraph (1) nor
paragraph (2) applies.
   (g) A registered organization continues to be located in the
jurisdiction specified by subdivision (e) or (f) notwithstanding
either of the following:
   (1) The suspension, revocation, forfeiture, or lapse of the
registered organization's status as such in its jurisdiction of
organization.
   (2) The dissolution, winding up, or cancellation of the existence
of the registered organization.
   (h) The United States is located in the District of Columbia.
   (i) A branch or agency of a bank that is not organized under the
law of the United States or a state is located in the state in which
the branch or agency is licensed, if all branches and agencies of the
bank are licensed in only one state.
   (j) A foreign air carrier under the Federal Aviation Act of 1958,
as amended, is located at the designated office of the agent upon
which service of process may be made on behalf of the carrier.
   (k) This section applies only for purposes of this chapter.



9308.  (a) Except as otherwise provided in this section and in
Section 9309, a security interest is perfected if it has attached and
all of the applicable requirements for perfection in Sections 9310
to 9316, inclusive, have been satisfied. A security interest is
perfected when it attaches if the applicable requirements are
satisfied before the security interest attaches.
   (b) An agricultural lien is perfected if it has become effective
and all of the applicable requirements for perfection in Section 9310
have been satisfied. An agricultural lien is perfected when it
becomes effective if the applicable requirements are satisfied before
the agricultural lien becomes effective.
   (c) A security interest or agricultural lien is perfected
continuously if it is originally perfected by one method under this
division and is later perfected by another method under this
division, without an intermediate period when it was unperfected.
   (d) Perfection of a security interest in collateral also perfects
a security interest in a supporting obligation for the collateral.
   (e) Perfection of a security interest in a right to payment or
performance also perfects a security interest in a security interest,
mortgage, or other lien on personal or real property securing the
right.
   (f) Perfection of a security interest in a securities account also
perfects a security interest in the security entitlements carried in
the securities account.
   (g) Perfection of a security interest in a commodity account also
perfects a security interest in the commodity contracts carried in
the commodity account.



9309.  The following security interests are perfected when they
attach:
   (1) A purchase money security interest in consumer goods, except
as otherwise provided in subdivision (b) of Section 9311 with respect
to consumer goods that are subject to a statute or treaty described
in subdivision (a) of Section 9311.
   (2) An assignment of accounts or payment intangibles which does
not by itself or in conjunction with other assignments to the same
assignee transfer a significant part of the assignor's outstanding
accounts or payment intangibles.
   (3) A sale of a payment intangible.
   (4) A sale of a promissory note.
   (5) A security interest created by the assignment of a health care
insurance receivable to the provider of the health care goods or
services.
   (6) A security interest arising under Section 2401 or 2505, under
subdivision (3) of Section 2711, or under subdivision (5) of Section
10508, until the debtor obtains possession of the collateral.
   (7) A security interest of a collecting bank arising under Section
4210.
   (8) A security interest of an issuer or nominated person arising
under Section 5118.
   (9) A security interest arising in the delivery of a financial
asset under subdivision (c) of Section 9206.
   (10) A security interest in investment property created by a
broker or securities intermediary.
   (11) A security interest in a commodity contract or a commodity
account created by a commodity intermediary.
   (12) An assignment for the benefit of all creditors of the
transferor and subsequent transfers by the assignee thereunder.
   (13) A security interest created by an assignment of a beneficial
interest in a decedent's estate.
   (14) A sale by an individual of an account that is a right to
payment of winnings in a lottery or other game of chance.



9310.  (a) Except as otherwise provided in subdivision (b) and in
subdivision (b) of Section 9312, a financing statement must be filed
to perfect all security interests and agricultural liens.
   (b) The filing of a financing statement is not necessary to
perfect a security interest that satisfies any of the following
conditions:
   (1) It is perfected under subdivision (d), (e), (f), or (g) of
Section 9308.
   (2) It is perfected under Section 9309 when it attaches.
   (3) It is a security interest in property subject to a statute,
regulation, or treaty described in subdivision (a) of Section 9311.
   (4) It is a security interest in goods in possession of a bailee
which is perfected under paragraph (1) or (2) of subdivision (d) of
Section 9312.
   (5) It is a security interest in certificated securities,
documents, goods, or instruments which is perfected without filing,
control, or possession under subdivision (e), (f), or (g) of Section
9312.
   (6) It is a security interest in collateral in the secured party's
possession under Section 9313.
   (7) It is a security interest in a certificated security which is
perfected by delivery of the security certificate to the secured
party under Section 9313.
   (8) It is a security interest in deposit accounts, electronic
chattel paper, electronic documents, investment property, or
letter-of-credit rights which is perfected by control under Section
9314.
   (9) It is a security interest in proceeds which is perfected under
Section 9315.
   (10) It is perfected under Section 9316.
   (11) It is a security interest in, or claim in or under, any
policy of insurance including unearned premiums which is perfected by
written notice to the insurer under paragraph (4) of subdivision (b)
of Section 9312.
   (c) If a secured party assigns a perfected security interest or
agricultural lien, a filing under this division is not required to
continue the perfected status of the security interest against
creditors of and transferees from the original debtor.



9311.  (a) Except as otherwise provided in subdivision (d), the
filing of a financing statement is not necessary or effective to
perfect a security interest in property subject to any of the
following:
   (1) A statute, regulation, or treaty of the United States whose
requirements for a security interest's obtaining priority over the
rights of a lien creditor with respect to the property preempt
subdivision (a) of Section 9310.
   (2) (A) The provisions of the Vehicle Code which require
registration of a vehicle or boat.
   (B) The provisions of the Health and Safety Code which require
registration of a mobilehome or commercial coach, except that during
any period in which collateral is inventory, the filing provisions of
Chapter 5 (commencing with Section 9501) apply to a security
interest in that collateral.
   (C) The provisions of the Health and Safety Code which require
registration of all interests in approved air contaminant emission
reductions (Sections 40709 to 40713, inclusive, of the Health and
Safety Code).
   (3) A certificate of title statute of another jurisdiction which
provides for a security interest 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
property.
   (b) Compliance with the requirements of a statute, regulation, or
treaty described in subdivision (a) for obtaining priority over the
rights of a lien creditor is equivalent to the filing of a financing
statement under this division. Except as otherwise provided in
subdivision (d), in Section 9313, and in subdivisions (d) and (e) of
Section 9316 for goods covered by a certificate of title, a security
interest in property subject to a statute, regulation, or treaty
described in subdivision (a) may be perfected only by compliance with
those requirements, and a security interest so perfected remains
perfected notwithstanding a change in the use or transfer of
possession of the collateral.
   (c) Except as otherwise provided in subdivision (d) and in
subdivisions (d) and (e) of Section 9316, duration and renewal of
perfection of a security interest perfected by compliance with the
requirements prescribed by a statute, regulation, or treaty described
in subdivision (a) are governed by the statute, regulation, or
treaty. In other respects, the security interest is subject to this
division.
   (d) During any period in which collateral subject to a statute
specified in paragraph (2) of subdivision (a) is inventory held for
sale or lease by a person or leased by that person as lessor and that
person is in the business of selling goods of that kind, this
section does not apply to a security interest in that collateral
created by that person.



9312.  (a) A security interest in chattel paper, negotiable
documents, instruments, or investment property may be perfected by
filing.
   (b) Except as otherwise provided in subdivisions (c) and (d) of
Section 9315 for proceeds, all of the following apply:
   (1) A security interest in a deposit account may be perfected only
by control under Section 9314.
   (2) Except as otherwise provided in subdivision (d) of Section
9308, a security interest in a letter-of-credit right may be
perfected only by control under Section 9314.
   (3) A security interest in money may be perfected only by the
secured party's taking possession under Section 9313.
   (4) A security interest in, or claim in or under, any policy of
insurance, including unearned premiums, may be perfected only by
giving written notice of the security interest or claim to the
insurer. This paragraph does not apply to a health care insurance
receivable. A security interest in a health care insurance receivable
may be perfected only as otherwise provided in this division.
   (c) While goods are in the possession of a bailee that has issued
a negotiable document covering the goods, both of the following
apply:
   (1) A security interest in the goods may be perfected by
perfecting a security interest in the document.
   (2) A security interest perfected in the document has priority
over any security interest that becomes perfected in the goods by
another method during that time.
   (d) While goods are in the possession of a bailee that has issued
a nonnegotiable document covering the goods, a security interest in
the goods may be perfected by any of the following methods:
   (1) Issuance of a document in the name of the secured party.
   (2) The bailee's receipt of notification of the secured party's
interest.
   (3) Filing as to the goods.
   (e) A security interest in certificated securities, negotiable
documents, or instruments is perfected without filing or the taking
of possession or control for a period of 20 days from the time it
attaches to the extent that it arises for new value given under an
authenticated security agreement.
   (f) A perfected security interest in a negotiable document or
goods in possession of a bailee, other than one that has issued a
negotiable document for the goods, remains perfected for 20 days
without filing if the secured party makes available to the debtor the
goods or documents representing the goods for the purpose of either
of the following:
   (1) Ultimate sale or exchange.
   (2) Loading, unloading, storing, shipping, transshipping,
manufacturing, processing, or otherwise dealing with them in a manner
preliminary to their sale or exchange.
   (g) A perfected security interest in a certificated security or
instrument remains perfected for 20 days without filing if the
secured party delivers the security certificate or instrument to the
debtor for the purpose of either of the following:
   (1) Ultimate sale or exchange.
   (2) Presentation, collection, enforcement, renewal, or
registration of transfer.
   (h) After the 20-day period specified in subdivision (e), (f), or
(g) expires, perfection depends upon compliance with this division.



9313.  (a) Except as otherwise provided in subdivision (b), a
secured party may perfect a security interest in tangible negotiable
documents, goods, instruments, money, or tangible chattel paper by
taking possession of the collateral. A secured party may perfect a
security interest in certificated securities by taking delivery of
the certificated securities under Section 8301.
   (b) With respect to goods covered by a certificate of title issued
by this state, a secured party may perfect a security interest in
the goods by taking possession of the goods only in the circumstances
described in subdivision (d) of Section 9316.
   (c) With respect to collateral other than certificated securities
and goods covered by a document, a secured party takes possession of
collateral in the possession of a person other than the debtor, the
secured party, or a lessee of the collateral from the debtor in the
ordinary course of the debtor's business, when either of the
following conditions is satisfied:
   (1) The person in possession authenticates a record acknowledging
that it holds possession of the collateral for the secured party's
benefit.
   (2) The person takes possession of the collateral after having
authenticated a record acknowledging that it will hold possession of
collateral for the secured party's benefit.
   (d) If perfection of a security interest depends upon possession
of the collateral by a secured party, perfection occurs no earlier
than the time the secured party takes possession and continues only
while the secured party retains possession.
   (e) A security interest in a certificated security in registered
form is perfected by delivery when delivery of the certificated
security occurs under Section 8301 and remains perfected by delivery
until the debtor obtains possession of the security certificate.
   (f) A person in possession of collateral is not required to
acknowledge that it holds possession for a secured party's benefit.
   (g) If a person acknowledges that it holds possession for the
secured party's benefit, both of the following apply:
   (1) The acknowledgment is effective under subdivision (c) or under
subdivision (a) of Section 8301, even if the acknowledgment violates
the rights of a debtor.
   (2) Unless the person otherwise agrees or law other than this
division otherwise provides, the person does not owe any duty to the
secured party and is not required to confirm the acknowledgment to
another person.
   (h) A secured party having possession of collateral does not
relinquish possession by delivering the collateral to a person other
than the debtor or a lessee of the collateral from the debtor in the
ordinary course of the debtor's business if the person was instructed
before the delivery or is instructed contemporaneously with the
delivery to do either of the following:
   (1) To hold possession of the collateral for the secured party's
benefit.
   (2) To redeliver the collateral to the secured party.
   (i) A secured party does not relinquish possession, even if a
delivery under subdivision (h) violates the rights of a debtor. A
person to which collateral is delivered under subdivision (h) does
not owe any duty to the secured party and is not required to confirm
the delivery to another person unless the person otherwise agrees or
law other than this division otherwise provides.




9314.  (a) A security interest in investment property, deposit
accounts, letter-of-credit rights, electronic chattel paper, or
electronic documents may be perfected by control of the collateral
under Section 7106, 9104, 9105, 9106, or 9107.
   (b) A security interest in deposit accounts, electronic chattel
paper, letter-of-credit rights, or electronic documents is perfected
by control under Section 7106, 9104, 9105, or 9107 when the secured
party obtains control and remains perfected by control only while the
secured party retains control.
   (c) A security interest in investment property is perfected by
control under Section 9106 from the time the secured party obtains
control and remains perfected by control until both of the following
conditions are satisfied:
   (1) The secured party does not have control.
   (2) One of the following occurs:
   (A) If the collateral is a certificated security, the debtor has
or acquires possession of the security certificate.
   (B) If the collateral is an uncertificated security, the issuer
has registered or registers the debtor as the registered owner.
   (C) If the collateral is a security entitlement, the debtor is or
becomes the entitlement holder.



9315.  (a) Except as otherwise provided in this division and in
subdivision (2) of Section 2403, both of the following apply:
   (1) A security interest or agricultural lien continues in
collateral notwithstanding sale, lease, license, exchange, or other
disposition thereof unless the secured party authorized the
disposition free of the security interest or agricultural lien.
   (2) A security interest attaches to any identifiable proceeds of
collateral.
   (b) Proceeds that are commingled with other property are
identifiable proceeds as follows:
   (1) If the proceeds are goods, to the extent provided by Section
9336.
   (2) If the proceeds are not goods, to the extent that the secured
party identifies the proceeds by a method of tracing, including
application of equitable principles, that is permitted under law
other than this division with respect to commingled property of the
type involved.
   (c) A security interest in proceeds is a perfected security
interest if the security interest in the original collateral was
perfected.
   (d) A perfected security interest in proceeds becomes unperfected
on the 21st day after the security interest attaches to the proceeds
unless any of the following conditions is satisfied:
   (1) All of the following are satisfied:
   (A) A filed financing statement covers the original collateral.
   (B) The proceeds are collateral in which a security interest may
be perfected by filing in the office in which the financing statement
has been filed.
   (C) The proceeds are not acquired with cash proceeds.
   (2) The proceeds are identifiable cash proceeds.
   (3) The security interest in the proceeds is perfected other than
under subdivision (c) when the security interest attaches to the
proceeds or within 20 days thereafter.
   (e) If a filed financing statement covers the original collateral,
a security interest in proceeds which remains perfected under
paragraph (1) of subdivision (d) becomes unperfected at the later of
either of the following:
   (1) When the effectiveness of the filed financing statement lapses
under Section 9515 or is terminated under Section 9513.
   (2) The 21st day after the security interest attaches to the
proceeds.
   (f) Cash proceeds retain their character as cash proceeds while in
the possession of a levying officer pursuant to Title 6.5
(commencing with Section 481.010) or Title 9 (commencing with Section
680.010) of Part 2 of the Code of Civil Procedure.



9316.  (a) A security interest perfected pursuant to the law of the
jurisdiction designated in subdivision (1) of Section 9301 or in
subdivision (c) of Section 9305 remains perfected until the earliest
of any of the following:
   (1) The time perfection would have ceased under the law of that
jurisdiction.
   (2) The expiration of four months after a change of the debtor's
location to another jurisdiction.
   (3) The expiration of one year after a transfer of collateral to a
person that thereby becomes a debtor and is located in another
jurisdiction.
   (b) If a security interest described in subdivision (a) becomes
perfected under the law of the other jurisdiction before the earliest
time or event described in that subdivision, it remains perfected
thereafter. If the security interest does not become perfected under
the law of the other jurisdiction before the earliest time or event,
it becomes unperfected and is deemed never to have been perfected as
against a purchaser of the collateral for value.
   (c) A possessory security interest in collateral, other than goods
covered by a certificate of title and as-extracted collateral
consisting of goods, remains continuously perfected if all of the
following conditions are satisfied:
   (1) The collateral is located in one jurisdiction and subject to a
security interest perfected under the law of that jurisdiction.
   (2) Thereafter the collateral is brought into another
jurisdiction.
   (3) Upon entry into the other jurisdiction, the security interest
is perfected under the law of the other jurisdiction.
   (d) Except as otherwise provided in subdivision (e), a security
interest in goods covered by a certificate of title which is
perfected by any method under the law of another jurisdiction when
the goods become covered by a certificate of title from this state
remains perfected until the security interest would have become
unperfected under the law of the other jurisdiction had the goods not
become so covered.
   (e) A security interest described in subdivision (d) becomes
unperfected as against a purchaser of the goods for value and is
deemed never to have been perfected as against a purchaser of the
goods for value if the applicable requirements for perfection under
subdivision (b) of Section 9311 or under Section 9313 are not
satisfied before the earlier of either of the following:
   (1) The time the security interest would have become unperfected
under the law of the other jurisdiction had the goods not become
covered by a certificate of title from this state.
   (2) The expiration of four months after the goods had become so
covered.
   (f) A security interest in deposit accounts, letter-of-credit
rights, or investment property which is perfected under the law of
the bank's jurisdiction, the issuer's jurisdiction, a nominated
person's jurisdiction, the securities intermediary's jurisdiction, or
the commodity intermediary's jurisdiction, as applicable, remains
perfected until the earlier of the following:
   (1) The time the security interest would have become unperfected
under the law of that jurisdiction.
   (2) The expiration of four months after a change of the applicable
jurisdiction to another jurisdiction.
   (g) If a security interest described in subdivision (f) becomes
perfected under the law of the other jurisdiction before the earlier
of the time or the end of the period described in that subdivision,
it remains perfected thereafter. If the security interest does not
become perfected under the law of the other jurisdiction before the
earlier of that time or the end of that period, it becomes
unperfected and is deemed never to have been perfected as against a
purchaser of the collateral for value.



9317.  (a) A security interest or agricultural lien is subordinate
to the rights of both of the following:
   (1) A person entitled to priority under Section 9322.
   (2) Except as otherwise provided in subdivision (e), a person that
becomes a lien creditor before the earlier of the time the security
interest or agricultural lien is perfected, or one of the conditions
specified in paragraph (3) of subdivision (b) of Section 9203 is met
and a financing statement covering the collateral is filed.
   (b) Except as otherwise provided in subdivision (e), a buyer,
other than a secured party, of tangible chattel paper, tangible
documents, goods, instruments, or a security certificate takes free
of a security interest or agricultural lien if the buyer gives value
and receives delivery of the collateral without knowledge of the
security interest or agricultural lien and before it is perfected.
   (c) Except as otherwise provided in subdivision (e), a lessee of
goods takes free of a security interest or agricultural lien if the
lessee gives value and receives delivery of the collateral without
knowledge of the security interest or agricultural lien and before it
is perfected.
   (d) A licensee of a general intangible or a buyer, other than a
secured party, of accounts, electronic chattel paper, electronic
documents, general intangibles, or investment property other than a
certificated security takes free of a security interest if the
licensee or buyer gives value without knowledge of the security
interest and before it is perfected.
   (e) Except as otherwise provided in Sections 9320 and 9321, if a
person files a financing statement with respect to a purchase money
security interest before or within 20 days after the debtor receives
delivery of the collateral, the security interest takes priority over
the rights of a buyer, lessee, or lien creditor which arise between
the time the security interest attaches and the time of filing.



9318.  (a) A debtor that has sold an account, chattel paper, payment
intangible, or promissory note does not retain a legal or equitable
interest in the collateral sold.
   (b) For purposes of determining the rights of creditors of, and
purchasers for value of an account or chattel paper from, a debtor
that has sold an account or chattel paper, while the buyer's security
interest is unperfected, the debtor is deemed to have rights and
title to the account or chattel paper identical to those the debtor
sold.



9319.  (a) Except as otherwise provided in subdivision (b), for
purposes of determining the rights of creditors of, and purchasers
for value of goods from, a consignee, while the goods are in the
possession of the consignee, the consignee is deemed to have rights
and title to the goods identical to those the consignor had or had
power to transfer.
   (b) For purposes of determining the rights of a creditor of a
consignee, law other than this division determines the rights and
title of a consignee while goods are in the consignee's possession
if, under this chapter, a perfected security interest held by the
consignor would have priority over the rights of the creditor.



9320.  (a) Except as otherwise provided in subdivision (e), a buyer
in ordinary course of business takes free of a security interest
created by the buyer's seller, even if the security interest is
perfected and the buyer knows of its existence.
   (b) Except as otherwise provided in subdivision (e), a buyer of
goods from a person who used or bought the goods for use primarily
for personal, family, or household purposes takes free of a security
interest, even if perfected, if all of the following conditions are
satisfied:
   (1) The buyer buys without knowledge of the security interest.
   (2) The buyer buys for value.
   (3) The buyer buys primarily for the buyer's personal, family, or
household purposes.
   (4) The buyer buys before the filing of a financing statement
covering the goods.
   (c) To the extent that it affects the priority of a security
interest over a buyer of goods under subdivision (b), the period of
effectiveness of a filing made in the jurisdiction in which the
seller is located is governed by subdivisions (a) and (b) of Section
9316.
   (d) A buyer in ordinary course of business buying oil, gas, or
other minerals at the wellhead or minehead or after extraction takes
free of an interest arising out of an encumbrance.
   (e) Subdivisions (a) and (b) do not affect a security interest in
goods in the possession of the secured party under Section 9313.



9321.  (a) In this section, "licensee in ordinary course of business"
means a person that becomes a licensee of a general intangible in
good faith, without knowledge that the license violates the rights of
another person in the general intangible, and in the ordinary course
from a person in the business of licensing general intangibles of
that kind. A person becomes a licensee in the ordinary course if the
license to the person comports with the usual or customary practices
in the kind of business in which the licensor is engaged or with the
licensor's own usual or customary practices.
   (b) A licensee in ordinary course of business takes its rights
under a nonexclusive license free of a security interest in the
general intangible created by the licensor, even if the security
interest is perfected and the licensee knows of its existence.
   (c) A lessee in ordinary course of business takes its leasehold
interest free of a security interest in the goods created by the
lessor, even if the security interest is perfected and the lessee
knows of its existence.
   (d) This section shall remain in effect only until January 1,
2013, and as of that date is repealed, unless a later enacted
statute, that is enacted before January 1, 2013, deletes or extends
that date.


9321.  (a) A lessee in ordinary course of business takes its
leasehold interest free of a security interest in the goods created
by the lessor, even if the security interest is perfected and the
lessee knows of its existence.
   (b) This section shall become operative on January 1, 2013.



9322.  (a) Except as otherwise provided in this section, priority
among conflicting security interests and agricultural liens in the
same collateral is determined according to the following rules:
   (1) Conflicting perfected security interests and agricultural
liens rank according to priority in time of filing or perfection.
Priority dates from the earlier of the time a filing covering the
collateral is first made or the security interest or agricultural
lien is first perfected, if there is no period thereafter when there
is neither filing nor perfection.
   (2) A perfected security interest or agricultural lien has
priority over a conflicting unperfected security interest or
agricultural lien.
   (3) The first security interest or agricultural lien to attach or
become effective has priority if conflicting security interests and
agricultural liens are unperfected.
   (b) For the purposes of paragraph (1) of subdivision (a), the
following rules apply:
   (1) The time of filing or perfection as to a security interest in
collateral is also the time of filing or perfection as to a security
interest in proceeds.
   (2) The time of filing or perfection as to a security interest in
collateral supported by a supporting obligation is also the time of
filing or perfection as to a security interest in the supporting
obligation.
   (c) Except as otherwise provided in subdivision (f), a security
interest in collateral which qualifies for priority over a
conflicting security interest under Section 9327, 9328, 9329, 9330,
or 9331 also has priority over a conflicting security interest in
both of the following:
   (1) Any supporting obligation for the collateral.
   (2) Proceeds of the collateral if all of the following conditions
are satisfied:
   (A) The security interest in proceeds is perfected.
   (B) The proceeds are cash proceeds or of the same type as the
collateral.
   (C) In the case of proceeds that are proceeds of proceeds, all
intervening proceeds are cash proceeds, proceeds of the same type as
the collateral, or an account relating to the collateral.
   (d) Subject to subdivision (e) and except as otherwise provided in
subdivision (f), if a security interest in chattel paper, deposit
accounts, negotiable documents, instruments, investment property, or
letter-of-credit rights is perfected by a method other than filing,
conflicting perfected security interests in proceeds of the
collateral rank according to priority in time of filing.
   (e) Subdivision (d) applies only if the proceeds of the collateral
are not cash proceeds, chattel paper, negotiable documents,
instruments, investment property, or letter-of-credit rights.
   (f) Subdivisions (a) to (e), inclusive, are subject to all of the
following:
   (1) Subdivision (g) and the other provisions of this chapter.
   (2) Section 4210 with respect to a security interest of a
collecting bank.
   (3) Section 5118 with respect to a security interest of an issuer
or nominated person.
   (4) Section 9110 with respect to a security interest arising under
Division 2 (commencing with Section 2101) or Division 10 (commencing
with Section 10101).
   (g) A perfected agricultural lien on collateral has priority over
a conflicting security interest in or agricultural lien on the same
collateral if the statute creating the agricultural lien so provides.



9323.  (a) Except as otherwise provided in subdivision (c), for
purposes of determining the priority of a perfected security interest
under paragraph (1) of subdivision (a) of Section 9322, perfection
of the security interest dates from the time an advance is made to
the extent that the security interest secures an advance that
satisfies both of the following conditions:
   (1) It is made while the security interest is perfected only under
either of the following:
   (A) Under Section 9309 when it attaches.
   (B) Temporarily under subdivision (e), (f), or (g) of Section
9312.
   (2) It is not made pursuant to a commitment entered into before or
while the security interest is perfected by a method other than
under Section 9309 or under subdivision (e), (f), or (g) of Section
9312.
   (b) Except as otherwise provided in subdivision (c), a security
interest is subordinate to the rights of a person who becomes a lien
creditor to the extent that the security interest secures an advance
made more than 45 days after the person becomes a lien creditor
unless either of the following conditions is satisfied:
   (1) The advance is made without knowledge of the lien.
   (2) The advance is made pursuant to a commitment entered into
without knowledge of the lien.
   (c) Subdivisions (a) and (b) do not apply to a security interest
held by a secured party who is a buyer of accounts, chattel paper,
payment intangibles, or promissory notes or a consignor.
   (d) Except as otherwise provided in subdivision (e), a buyer of
goods other than a buyer in the ordinary course of business takes
free of a security interest to the extent that it secures advances
made after the earlier of the following:
   (1) The time the secured party acquires knowledge of the buyer's
purchase.
   (2) Forty-five days after the purchase.
   (e) Subdivision (d) does not apply if the advance is made pursuant
to a commitment entered into without knowledge of the buyer's
purchase and before the expiration of the 45-day period.
   (f) Except as otherwise provided in subdivision (g), a lessee of
goods, other than a lessee in the ordinary course of business, takes
the leasehold interest free of a security interest to the extent that
it secures advances made after the earlier of either of the
following:
   (1) The time the secured party acquires knowledge of the lease.
   (2) Forty-five days after the lease contract becomes enforceable.
   (g) Subdivision (f) does not apply if the advance is made pursuant
to a commitment entered into without knowledge of the lease and
before the expiration of the 45-day period.



9324.  (a) Except as otherwise provided in subdivision (g), a
perfected purchase money security interest in goods other than
inventory or livestock has priority over a conflicting security
interest in the same goods, and, except as otherwise provided in
Section 9327, a perfected security interest in its identifiable
proceeds also has priority, if the purchase money security interest
is perfected when the debtor receives possession of the collateral or
within 20 days thereafter.
   (b) Subject to subdivision (c) and except as otherwise provided in
subdivision (g), a perfected purchase money security interest in
inventory has priority over a conflicting security interest in the
same inventory, has priority over a conflicting security interest in
chattel paper or an instrument constituting proceeds of the inventory
and in proceeds of the chattel paper, if so provided in Section
9330, and, except as otherwise provided in Section 9327, also has
priority in identifiable cash proceeds of the inventory to the extent
the identifiable cash proceeds are received on or before the
delivery of the inventory to a buyer, if all of the following
conditions are satisfied:
   (1) The purchase money security interest is perfected when the
debtor receives possession of the inventory.
   (2) The purchase money secured party sends an authenticated
notification to the holder of the conflicting security interest.
   (3) The holder of the conflicting security interest receives the
notification within five years before the debtor receives possession
of the inventory.
   (4) The notification states that the person sending the
notification has or expects to acquire a purchase money security
interest in inventory of the debtor and describes the inventory.
   (c) Paragraphs (2) to (4), inclusive, of subdivision (b) apply
only if the holder of the conflicting security interest had filed a
financing statement covering the same types of inventory as follows:
   (1) If the purchase money security interest is perfected by
filing, before the date of the filing.
   (2) If the purchase money security interest is temporarily
perfected without filing or possession under subdivision (f) of
Section 9312, before the beginning of the 20-day period thereunder.
   (d) Subject to subdivision (e) and except as otherwise provided in
subdivision (g), a perfected purchase money security interest in
livestock that are farm products has priority over a conflicting
security interest in the same livestock, and, except as otherwise
provided in Section 9327, a perfected security interest in their
identifiable proceeds and identifiable products in their
unmanufactured states also has priority, if all of the following
conditions are satisfied:
   (1) The purchase money security interest is perfected when the
debtor receives possession of the livestock.
   (2) The purchase money secured party sends an authenticated
notification to the holder of the conflicting security interest.
   (3) The holder of the conflicting security interest receives the
notification within six months before the debtor receives possession
of the livestock.
   (4) The notification states that the person sending the
notification has or expects to acquire a purchase money security
interest in livestock of the debtor and describes the livestock.
   (e) Paragraphs (2) to (4), inclusive, of subdivision (d) apply
only if the holder of the conflicting security interest had filed a
financing statement covering the same types of livestock as follows:
   (1) If the purchase money security interest is perfected by
filing, before the date of the filing.
   (2) If the purchase money security interest is temporarily
perfected without filing or possession under subdivision (f) of
Section 9312, before the beginning of the 20-day period thereunder.
   (f) Except as otherwise provided in subdivision (g), a perfected
purchase money security interest in software has priority over a
conflicting security interest in the same collateral, and, except as
otherwise provided in Section 9327, a perfected security interest in
its identifiable proceeds also has priority, to the extent that the
purchase money security interest in the goods in which the software
was acquired for use has priority in the goods and proceeds of the
goods under this section.
   (g) If more than one security interest qualifies for priority in
the same collateral under subdivision (a), (b), (d), or (f), the
following rules apply:
   (1) A security interest securing an obligation incurred as all or
part of the price of the collateral has priority over a security
interest securing an obligation incurred for value given to enable
the debtor to acquire rights in, or the use of, collateral.
   (2) In all other cases, subdivision (a) of Section 9322 applies to
the qualifying security interests.



9325.  (a) Except as otherwise provided in subdivision (b), a
security interest created by a debtor is subordinate to a security
interest in the same collateral created by another person if all of
the following apply:
   (1) The debtor acquired the collateral subject to the security
interest created by the other person.
   (2) The security interest created by the other person was
perfected when the debtor acquired the collateral.
   (3) There is no period thereafter when the security interest is
unperfected.
   (b) Subdivision (a) subordinates a security interest only if
either of the following conditions is satisfied:
   (1) The security interest otherwise would have priority solely
under subdivision (a) of Section 9322 or under Section 9324.
   (2) The security interest arose solely under subdivision (3) of
Section 2711 or subdivision (5) of Section 10508.



9326.  (a) Subject to subdivision (b), a security interest created
by a new debtor which is perfected by a filed financing statement
that is effective solely under Section 9508 in collateral in which a
new debtor has or acquires rights is subordinate to a security
interest in the same collateral which is perfected other than by a
filed financing statement that is effective solely under Section
9508.
   (b) The other provisions of this chapter determine the priority
among conflicting security interests in the same collateral perfected
by filed financing statements that are effective solely under
Section 9508. However, if the security agreements to which a new
debtor became bound as debtor were not entered into by the same
original debtor, the conflicting security interests rank according to
priority in time of the new debtor's having become bound.



9327.  The following rules govern priority among conflicting
security interests in the same deposit account:
   (1) A security interest held by a secured party having control of
the deposit account under Section 9104 has priority over a
conflicting security interest held by a secured party that does not
have control.
   (2) Except as otherwise provided in subdivisions (3) and (4),
security interests perfected by control under Section 9314 rank
according to priority in time of obtaining control.
   (3) Except as otherwise provided in subdivision (4), a security
interest held by the bank with which the deposit account is
maintained has priority over a conflicting security interest held by
another secured party.
   (4) A security interest perfected by control under paragraph (3)
of subdivision (a) of Section 9104 has priority over a security
interest held by the bank with which the deposit account is
maintained.


9328.  The following rules govern priority among conflicting
security interests in the same investment property:
   (1) A security interest held by a secured party having control of
investment property under Section 9106 has priority over a security
interest held by a secured party that does not have control of the
investment property.
   (2) Except as otherwise provided in subdivisions (3) and (4),
conflicting security interests held by secured parties each of which
has control under Section 9106 rank according to priority in time of
one of the following:
   (A) If the collateral is a security, obtaining control.
   (B) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control under
paragraph (1) of subdivision (d) of Section 8106, the secured party's
becoming the person for which the securities account is maintained.
   (C) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control under
paragraph (2) of subdivision (d) of Section 8106, the securities
intermediary's agreement to comply with the secured party's
entitlement orders with respect to security entitlements carried, or
to be carried, in the securities account.
   (D) If the collateral is a security entitlement carried in a
securities account and if the secured party obtained control through
another person under paragraph (3) of subdivision (d) of Section
8106, the time on which priority would be based under this paragraph
if the other person were the secured party.
   (E) If the collateral is a commodity contract carried with a
commodity intermediary, the satisfaction of the requirement for
control specified in paragraph (2) of subdivision (b) of Section 9106
with respect to commodity contracts carried, or to be carried, with
the commodity intermediary.
   (3) A security interest held by a securities intermediary in a
security entitlement or a securities account maintained with the
securities intermediary has priority over a conflicting security
interest held by another secured party.
   (4) A security interest held by a commodity intermediary in a
commodity contract or a commodity account maintained with the
commodity intermediary has priority over a conflicting security
interest held by another secured party.
   (5) A security interest in a certificated security in registered
form which is perfected by taking delivery under subdivision (a) of
Section 9313 and not by control under Section 9314 has priority over
a conflicting security interest perfected by a method other than
control.
   (6) Conflicting security interests created by a broker, securities
intermediary, or commodity intermediary which are perfected without
control under Section 9106 rank equally.
   (7) In all other cases, priority among conflicting security
interests in investment property is governed by Sections 9322 and
9323.


9329.  The following rules govern priority among conflicting
security interests in the same letter-of-credit right:
   (1) A security interest held by a secured party having control of
the letter-of-credit right under Section 9107 has priority to the
extent of its control over a conflicting security interest held by a
secured party that does not have control.
   (2) Security interests perfected by control under Section 9314
rank according to priority in time of obtaining control.




9330.  (a) A purchaser of chattel paper has priority over a security
interest in the chattel paper which is claimed merely as proceeds of
inventory subject to a security interest if both of the following
conditions are satisfied:
   (1) In good faith and in the ordinary course of the purchaser's
business, the purchaser gives new value and takes possession of the
chattel paper or obtains control of the chattel paper under Section
9105.
   (2) The chattel paper does not indicate that it has been assigned
to an identified assignee other than the purchaser.
   (b) A purchaser of chattel paper has priority over a security
interest in the chattel paper which is claimed other than merely as
proceeds of inventory subject to a security interest if the purchaser
gives new value and takes possession of the chattel paper or obtains
control of the chattel paper under Section 9105 in good faith, in
the ordinary course of the purchaser's business, and without
knowledge that the purchase violates the rights of the secured party.
   (c) Except as otherwise provided in Section 9327, a purchaser
having priority in chattel paper under subdivision (a) or (b) also
has priority in proceeds of the chattel paper to the extent that
either of the following applies:
   (1) Section 9322 provides for priority in the proceeds.
   (2) The proceeds consist of the specific goods covered by the
chattel paper or cash proceeds of the specific goods, even if the
purchaser's security interest in the proceeds is unperfected.
   (d) Except as otherwise provided in subdivision (a) of Section
9331, a purchaser of an instrument has priority over a security
interest in the instrument perfected by a method other than
possession if the purchaser gives value and takes possession of the
instrument in good faith and without knowledge that the purchase
violates the rights of the secured party.
   (e) For purposes of subdivisions (a) and (b), the holder of a
purchase money security interest in inventory gives new value for
chattel paper constituting proceeds of the inventory.
   (f) For purposes of subdivisions (b) and (d), if chattel paper or
an instrument indicates that it has been assigned to an identified
secured party other than the purchaser, a purchaser of the chattel
paper or instrument has knowledge that the purchase violates the
rights of the secured party.



9331.  (a) This division does not limit the rights of a holder in
due course of a negotiable instrument, a holder to which a negotiable
document of title has been duly negotiated, or a protected purchaser
of a security. These holders or purchasers take priority over an
earlier security interest, even if perfected, to the extent provided
in Division 3 (commencing with Section 3101), Division 7 (commencing
with Section 7101), and Division 8 (commencing with Section 8101).
   (b) This division does not limit the rights of or impose liability
on a person to the extent that the person is protected against the
assertion of a claim under Division 8 (commencing with Section 8101).
   (c) Filing under this division does not constitute notice of a
claim or defense to the holders, purchasers, or persons described in
subdivisions (a) and (b).



9332.  (a) A transferee of money takes the money free of a security
interest unless the transferee acts in collusion with the debtor in
violating the rights of the secured party.
   (b) A transferee of funds from a deposit account takes the funds
free of a security interest in the deposit account unless the
transferee acts in collusion with the debtor in violating the rights
of the secured party.



9333.  (a) In this section, "possessory lien" means an interest,
other than a security interest or an agricultural lien which
satisfies all of the following conditions:
   (1) It secures payment or performance of an obligation for
services or materials furnished with respect to goods by a person in
the ordinary course of the person's business.
   (2) It is created by statute or rule of law in favor of the
person.
   (3) Its effectiveness depends on the person's possession of the
goods.
   (b) A possessory lien on goods has priority over a security
interest in the goods unless the lien is created by a statute that
expressly provides otherwise.



9334.  (a) A security interest under this division may be created in
goods that are fixtures or may continue in goods that become
fixtures. A security interest does not exist under this division in
ordinary building materials incorporated into an improvement on land.
   (b) This division does not prevent creation of an encumbrance upon
fixtures under real property law.
   (c) In cases not governed by subdivisions (d) to (h), inclusive, a
security interest in fixtures is subordinate to a conflicting
interest of an encumbrancer or owner of the related real property
other than the debtor.
   (d) Except as otherwise provided in subdivision (h), a perfected
security interest in fixtures has priority over a conflicting
interest of an encumbrancer or owner of the real property if the
debtor has an interest of record in or is in possession of the real
property and all of the following conditions are satisfied:
   (1) The security interest is a purchase money security interest.
   (2) The interest of the encumbrancer or owner arises before the
goods become fixtures.
   (3) The security interest is perfected by a fixture filing before
the goods become fixtures or within 20 days thereafter.
   (e) A perfected security interest in fixtures has priority over a
conflicting interest of an encumbrancer or owner of the real property
if any of the following conditions is satisfied:
   (1) The debtor has an interest of record in the real property or
is in possession of the real property and both of the following
conditions are satisfied:
   (A) The security interest is perfected by a fixture filing before
the interest of the encumbrancer or owner is of record.
   (B) The security interest has priority over any conflicting
interest of a predecessor in title of the encumbrancer or owner.
   (2) The fixtures are readily removable factory or office machines
or readily removable replacements of domestic appliances that are
consumer goods.
   (3) The conflicting interest is a lien on the real property
obtained by legal or equitable proceedings after the security
interest was perfected by any method permitted by this division.
   (4) The security interest is both of the following:
   (A) Created in a manufactured home in a manufactured home
transaction.
   (B) Perfected pursuant to a statute described in paragraph (2) of
subdivision (a) of Section 9311.
   (f) A security interest in fixtures, whether or not perfected, has
priority over a conflicting interest of an encumbrancer or owner of
the real property if either of the following conditions is satisfied:
   (1) The encumbrancer or owner has, in an authenticated record,
consented to the security interest or disclaimed an interest in the
goods as fixtures.
   (2) The debtor has a right to remove the goods as against the
encumbrancer or owner.
   (g) The priority of the security interest under paragraph (2) of
subdivision (f) continues for a reasonable time if the debtor's right
to remove the goods as against the encumbrancer or owner terminates.
   (h) A mortgage is a construction mortgage to the extent that it
secures an obligation incurred for the construction of an improvement
on land, including the acquisition cost of the land, if a recorded
record of the mortgage so indicates. Except as otherwise provided in
subdivisions (e) and (f), a security interest in fixtures is
subordinate to a construction mortgage if a record of the mortgage is
recorded before the goods become fixtures and the goods become
fixtures before the completion of the construction. A mortgage has
this priority to the same extent as a construction mortgage to the
extent that it is given to refinance a construction mortgage.
   (i) A perfected security interest in crops growing on real
property has priority over a conflicting interest of an encumbrancer
or owner of the real property if the debtor has an interest of record
in, or is in possession of, the real property.



9335.  (a) A security interest may be created in an accession and
continues in collateral that becomes an accession.
   (b) If a security interest is perfected when the collateral
becomes an accession, the security interest remains perfected in the
collateral.
   (c) Except as otherwise provided in subdivision (d), the other
provisions of this chapter determine the priority of a security
interest in an accession.
   (d) A security interest in an accession is subordinate to a
security interest in the whole which is perfected by compliance with
the requirements of a certificate of title statute under subdivision
(b) of Section 9311.
   (e) After default, subject to Chapter 6 (commencing with
subdivision 9601), a secured party may remove an accession from other
goods if the security interest in the accession has priority over
the claims of every person having an interest in the whole.
   (f) A se