A.R.S. § 47-3108 — Arizona Code / Title 47 / Chapter 3 / Article 1 / Section 3108
47-3108 Payable on demand or at definite time
Status: in_force

47-3108. Payable on demand or at definite time

A. A promise or order is "payable on demand" if it:

1. States that it is payable on demand or at sight, or otherwise indicates that it is payable at the will of the holder; or

2. Does not state any time of payment.

B. A promise or order is "payable at a definite time" if it is payable on elapse of a definite period of time after sight or acceptance or at a fixed date or dates or at a time or times readily ascertainable at the time the promise or order is issued, subject to rights of:

1. Prepayment;

2. Acceleration;

3. Extension at the option of the holder; or

4. Extension to a further definite time at the option of the maker or acceptor or automatically upon or after a specified act or event.

C. If an instrument, payable at a fixed date, is also payable upon demand made before the fixed date, the instrument is payable on demand until the fixed date and, if demand for payment is not made before that date, becomes payable at a definite time on the fixed date.
A.R.S. § 47-3502 — Arizona Code / Title 47 / Chapter 3 / Article 5 / Section 3502
47-3502 Dishonor
Status: in_force

47-3502. Dishonor

A. Dishonor of a note is governed by the following rules:

1. If the note is payable on demand, the note is dishonored if presentment is duly made to the maker and the note is not paid on the day of presentment.

2. If the note is not payable on demand and is payable at or through a bank or the terms of the note require presentment, the note is dishonored if presentment is duly made and the note is not paid on the day it becomes payable or the day of presentment, whichever is later.

3. If the note is not payable on demand and paragraph 2 of this subsection does not apply, the note is dishonored if it is not paid on the day it becomes payable.

B. Dishonor of an unaccepted draft other than a documentary draft is governed by the following rules:

1. If a check is duly presented for payment to the payor bank otherwise than for immediate payment over the counter, the check is dishonored if the payor bank makes timely return of the check or sends timely notice of dishonor or nonpayment under section 47-4301 or 47-4302 or becomes accountable for the amount of the check under section 47-4302.

2. If a draft is payable on demand and paragraph 1 of this subsection does not apply, the draft is dishonored if presentment for payment is duly made to the drawee and the draft is not paid on the day of presentment.

3. If a draft is payable on a date stated in the draft, the draft is dishonored if:

(a) Presentment for payment is duly made to the drawee and payment is not made on the day the draft becomes payable or the day of presentment, whichever is later; or

(b) Presentment for acceptance is duly made before the day the draft becomes payable and the draft is not accepted on the day of presentment.

4. If a draft is payable on elapse of a period of time after sight or acceptance, the draft is dishonored if presentment for acceptance is duly made and the draft is not accepted on the day of presentment.

C. Dishonor of an unaccepted documentary draft occurs according to the rules stated in subsection B, paragraphs 2, 3 and 4 of this section, except that payment or acceptance may be delayed without dishonor until no later than the close of the third business day of the drawee following the day on which payment or acceptance is required by those paragraphs.

D. Dishonor of an accepted draft is governed by the following rules:

1. If the draft is payable on demand, the draft is dishonored if presentment for payment is duly made to the acceptor and the draft is not paid on the day of presentment.

2. If the draft is not payable on demand, the draft is dishonored if presentment for payment is duly made to the acceptor and payment is not made on the day it becomes payable or the day of presentment, whichever is later.

E. In any case in which presentment is otherwise required for dishonor under this section and presentment is excused under section 47-3504, dishonor occurs without presentment if the instrument is not duly accepted or paid.

F. If a draft is dishonored because timely acceptance of the draft was not made and the person entitled to demand acceptance consents to a late acceptance, from the time of acceptance the draft is treated as never having been dishonored.
A.R.S. § 47-3402 — Arizona Code / Title 47 / Chapter 3 / Article 4 / Section 3402
47-3402 Signature by representative
Status: in_force

47-3402. Signature by representative

A. If a person acting, or purporting to act, as a representative signs an instrument by signing either the name of the represented person or the name of the signer, the represented person is bound by the signature to the same extent the represented person would be bound if the signature were on a simple contract. If the represented person is bound, the signature of the representative is the "authorized signature of the represented person" and the represented person is liable on the instrument, whether or not identified in the instrument.

B. If a representative signs the name of the representative to an instrument and the signature is an authorized signature of the represented person, the following rules apply:

1. If the form of the signature shows unambiguously that the signature is made on behalf of the represented person who is identified in the instrument, the representative is not liable on the instrument.

2. Subject to subsection C, if the form of the signature does not show unambiguously that the signature is made in a representative capacity or the represented person is not identified in the instrument, the representative is liable on the instrument to a holder in due course that took the instrument without notice that the representative was not intended to be liable on the instrument. With respect to any other person, the representative is liable on the instrument unless the representative proves that the original parties did not intend the representative to be liable on the instrument.

C. If a representative signs the name of the representative as drawer of a check without indication of the representative status and the check is payable from an account of the represented person who is identified on the check, the signer is not liable on the check if the signature is an authorized signature of the represented person.
A.R.S. § 47-3302 — Arizona Code / Title 47 / Chapter 3 / Article 3 / Section 3302
47-3302 Holder in due course
Status: in_force

47-3302. Holder in due course

A. Subject to subsection C of this section and section 47-3106, subsection D, "holder in due course" means the holder of an instrument if:

1. The instrument when issued or negotiated to the holder does not bear such apparent evidence of forgery or alteration or is not otherwise so irregular or incomplete as to call into question its authenticity; and

2. The holder took the instrument:

(a) For value;

(b) In good faith;

(c) Without notice that the instrument is overdue or has been dishonored or that there is an uncured default with respect to payment of another instrument issued as part of the same series;

(d) Without notice that the instrument contains an unauthorized signature or has been altered;

(e) Without notice of any claim to the instrument described in section 47-3306; and

(f) Without notice that any party has a defense or claim in recoupment described in section 47-3305, subsection A.

B. Notice of discharge of a party, other than discharge in an insolvency proceeding, is not notice of a defense under subsection A of this section, but discharge is effective against a person who became a holder in due course with notice of the discharge. Public filing or recording of a document does not of itself constitute notice of a defense, claim in recoupment or claim to the instrument.

C. Except to the extent a transferor or predecessor in interest has rights as a holder in due course, a person does not acquire rights of a holder in due course of an instrument taken:

1. By legal process or by purchase in an execution, bankruptcy or creditor's sale or similar proceeding;

2. By purchase as part of a bulk transaction not in ordinary course of business of the transferor; or

3. As the successor in interest to an estate or other organization.

D. If, under section 47-3303, subsection A, paragraph 1, the promise of performance that is the consideration for an instrument has been partially performed, the holder may assert rights as a holder in due course of the instrument only to the fraction of the amount payable under the instrument equal to the value of the partial performance divided by the value of the promised performance.

E. If the person entitled to enforce an instrument has only a security interest in the instrument and the person obliged to pay the instrument has a defense, claim in recoupment or claim to the instrument that may be asserted against the person who granted the security interest, the person entitled to enforce the instrument may assert rights as a holder in due course only to an amount payable under the instrument which, at the time of enforcement of the instrument, does not exceed the amount of the unpaid obligation secured.

F. To be effective, notice must be received at a time and in a manner that gives a reasonable opportunity to act on it.

G. This section is subject to any law limiting status as a holder in due course in particular classes of transactions.
A.R.S. § 47-2305 — Arizona Code / Title 47 / Chapter 2 / Article 3 / Section 2305
47-2305 Open price term
Status: in_force

47-2305. Open price term

A. The parties if they so intend can conclude a contract for sale even though the price is not settled. In such a case the price is a reasonable price at the time for delivery if:

1. Nothing is said as to price; or

2. The price is left to be agreed by the parties and they fail to agree; or

3. The price is to be fixed in terms of some agreed market or other standard as set or recorded by a third person or agency and it is not so set or recorded.

B. A price to be fixed by the seller or by the buyer means a price for him to fix in good faith.

C. When a price left to be fixed otherwise than by agreement of the parties fails to be fixed through fault of one party the other may at his option treat the contract as cancelled or himself fix a reasonable price.

D. Where, however, the parties intend not to be bound unless the price be fixed or agreed and it is not fixed or agreed there is no contract. In such a case the buyer must return any goods already received or if unable so to do must pay their reasonable value at the time of delivery and the seller must return any portion of the price paid on account.
A.R.S. § 47-2A303 — Arizona Code / Title 47 / Chapter 2A / Article 3 / Section 2A303
47-2A303 Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights
Status: in_force

47-2A303. Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights

A. As used in this section, "creation of a security interest" includes the sale of a lease contract that is subject to chapter 9 of this title, secured transactions, by reason of section 47-9109, subsection A, paragraph 3.

B. Except as provided in subsection C of this section and section 47-9407, a provision in a lease agreement which prohibits the voluntary or involuntary transfer, including a transfer by sale, sublease, creation or enforcement of a security interest, or attachment, levy or other judicial process, of an interest of a party under the lease contract or of the lessor's residual interest in the goods, or makes such a transfer an event of default, gives rise to the rights and remedies provided in subsection D of this section, but a transfer that is prohibited or is an event of default under the lease agreement is otherwise effective.

C. A provision in a lease agreement which prohibits a transfer of a right to damages for default with respect to the whole lease contract or of a right to payment arising out of the transferor's due performance of the transferor's entire obligation, or makes such a transfer an event of default, is not enforceable, and such a transfer is not a transfer that materially impairs the prospect of obtaining return performance by, materially changes the duty of or materially increases the burden or risk imposed on, the other party to the lease contract within the purview of subsection D of this section.

D. Subject to subsection C of this section and section 47-9407:

1. If a transfer is made which is made an event of default under a lease agreement, the party to the lease contract not making the transfer, unless that party waives the default or otherwise agrees, has the rights and remedies described in section 47-2A501, subsection B;

2. If paragraph 1 of this subsection is not applicable and if a transfer is made that is prohibited under a lease agreement or materially impairs the prospect of obtaining return performance by, materially changes the duty of or materially increases the burden or risk imposed on, the other party to the lease contract, unless the party not making the transfer agrees at any time to the transfer in the lease contract or otherwise, then, except as limited by contract, the transferor is liable to the party not making the transfer for damages caused by the transfer to the extent that the damages could not reasonably be prevented by the party not making the transfer and a court having jurisdiction may grant other appropriate relief, including cancellation of the lease contract or an injunction against the transfer.

E. A transfer of "the lease" or of "all my rights under the lease", or a transfer in similar general terms, is a transfer of rights and, unless the language or the circumstances, as in a transfer for security, indicate the contrary, the transfer is a delegation of duties by the transferor to the transferee. Acceptance by the transferee constitutes a promise by the transferee to perform those duties. The promise is enforceable by either the transferor or the other party to the lease contract.

F. Unless otherwise agreed by the lessor and the lessee, a delegation of performance does not relieve the transferor as against the other party of any duty to perform or of any liability for default.

G. In a consumer lease, to prohibit the transfer of an interest of a party under the lease contract or to make a transfer an event of default, the language must be specific, by a writing, and conspicuous.
A.R.S. § 47-2A310 — Arizona Code / Title 47 / Chapter 2A / Article 3 / Section 2A310
47-2A310 Lessor's and lessee's rights when goods become accessions
Status: in_force

47-2A310. Lessor's and lessee's rights when goods become accessions

A. Goods are "accessions" when they are installed in or affixed to other goods.

B. The interest of a lessor or a lessee under a lease contract entered into before the goods became accessions is superior to all interests in the whole except as stated in subsection D.

C. The interest of a lessor or a lessee under a lease contract entered into at the time or after the goods became accessions is superior to all subsequently acquired interests in the whole except as stated in subsection D but is subordinate to interests in the whole existing at the time the lease contract was made unless the holders of such interests in the whole have in writing consented to the lease or disclaimed an interest in the goods as part of the whole.

D. The interest of a lessor or a lessee under a lease contract described in subsection B or C is subordinate to the interest of:

1. A buyer in the ordinary course of business or a lessee in the ordinary course of business of any interest in the whole acquired after the goods became accessions; or

2. A creditor with a security interest in the whole perfected before the lease contract was made to the extent that the creditor makes subsequent advances without knowledge of the lease contract.

E. When under subsection B or subsections C and D a lessor or a lessee of accessions holds an interest that is superior to all interests in the whole, the lessor or the lessee may on default, expiration, termination or cancellation of the lease contract by the other party but subject to the provisions of the lease contract and this chapter, or if necessary to enforce his other rights and remedies under this chapter, remove the goods from the whole, free and clear of all interests in the whole, but he must reimburse any holder of an interest in the whole who is not the lessee and who has not otherwise agreed for the cost of repair of any physical injury but not for any diminution in value of the whole caused by the absence of the goods removed or by any necessity for replacing them. A person entitled to reimbursement may refuse permission to remove until the party seeking removal gives adequate security for the performance of this obligation.
A.R.S. § 47-8109 — Arizona Code / Title 47 / Chapter 8 / Article 1 / Section 8109
47-8109 Warranties in indirect holding
Status: in_force

47-8109. Warranties in indirect holding

A. A person who originates an entitlement order to a securities intermediary warrants to the securities intermediary that:

1. The entitlement order is made by an appropriate person, or if the entitlement order is by an agent, the agent has actual authority to act on behalf of the appropriate person; and

2. There is no adverse claim to the security entitlement.

B. A person who delivers a security certificate to a securities intermediary for credit to a securities account or originates an instruction with respect to an uncertificated security directing that the uncertificated security be credited to a securities account makes to the securities intermediary the warranties specified in section 47-8108, subsection A or B.

C. If a securities intermediary delivers a security certificate to its entitlement holder or causes its entitlement holder to be registered as the owner of an uncertificated security, the securities intermediary makes to the entitlement holder the warranties specified in section 47-8108, subsection A or B.
A.R.S. § 47-1309 — Arizona Code / Title 47 / Chapter 1 / Article 3 / Section 1309
47-1309 Option to accelerate at will
Status: in_force

47-1309. Option to accelerate at will

A term providing that one party or that party’s successor in interest may accelerate payment or performance or require collateral or additional collateral "at will" or when the party "deems itself insecure", or words of similar import, means that the party has power to do so only if that party in good faith believes that the prospect of payment or performance is impaired. The burden of establishing lack of good faith is on the party against which the power has been exercised.
A.R.S. § 47-3505 — Arizona Code / Title 47 / Chapter 3 / Article 5 / Section 3505
47-3505 Evidence of dishonor
Status: in_force

47-3505. Evidence of dishonor

A. The following are admissible as evidence and create a presumption of dishonor and of any notice of dishonor stated:

1. A document regular in form as provided in subsection B which purports to be a protest;

2. A purported stamp or writing of the drawee, payor bank or presenting bank on or accompanying the instrument stating that acceptance or payment has been refused unless reasons for the refusal are stated and the reasons are not consistent with dishonor; and

3. A book or record of the drawee, payor bank or collecting bank, kept in the usual course of business which shows dishonor, even if there is no evidence of who made the entry.

B. A protest is a certificate of dishonor made by a United States consul or vice consul, a notary public or other person authorized to administer oaths by the law of the place where dishonor occurs. It may be made upon information satisfactory to that person. The protest must identify the instrument and certify either that presentment has been made or, if not made, the reason why it was not made, and that the instrument has been dishonored by nonacceptance or nonpayment. The protest may also certify that notice of dishonor has been given to some or all parties.
A.R.S. § 47-7301 — Arizona Code / Title 47 / Chapter 7 / Article 3 / Section 7301
47-7301 Liability for nonreceipt or misdescription; "said to contain"; "shipper's weight, load and count"; improper handling
Status: in_force

47-7301. Liability for nonreceipt or misdescription; "said to contain"; "shipper's weight, load and count"; improper handling

A. A consignee of a nonnegotiable bill of lading that has given value in good faith, or a holder to which a negotiable bill has been duly negotiated, relying on the description of the goods in the bill or on the date shown in the bill, may recover from the issuer damages caused by the misdating of the bill or the nonreceipt or misdescription of the goods, except to the extent that the bill indicates that the issuer does not know whether any part or all of the goods in fact were received or conform to the description, such as in a case in which the description is in terms of marks or labels or kind, quantity or condition or the receipt or description is qualified by "contents or condition of contents of packages unknown", "said to contain", "shipper's weight, load and count" or words of similar import, if that indication is true.

B. If goods are loaded by the issuer of a bill of lading:

1. The issuer shall count the packages of goods if shipped in packages and ascertain the kind and quantity if shipped in bulk; and

2. Words such as "shipper's weight, load and count" or words of similar import indicating that the description was made by the shipper are ineffective except as to goods concealed in packages.

C. If bulk goods are loaded by a shipper that makes available to the issuer of a bill of lading adequate facilities for weighing those goods, the issuer shall ascertain the kind and quantity within a reasonable time after receiving the shipper’s request in a record to do so.  In that case, "shipper's weight" or words of similar import are ineffective.

D. The issuer of a bill of lading, by including in the bill the words "shipper's weight, load and count" or words of similar import, may indicate that the goods were loaded by the shipper, and, if that statement is true, the issuer is not liable for damages caused by the improper loading. However, omission of such words does not imply liability for damages caused by improper loading.

E. A shipper guarantees to an issuer the accuracy at the time of shipment of the description, marks, labels, number, kind, quantity, condition and weight, as furnished by the shipper, and the shipper shall indemnify the issuer against damage caused by inaccuracies in those particulars.  This right of indemnity does not limit the issuer’s responsibility or liability under the contract of carriage to any person other than the shipper.
A.R.S. § 47-2A510 — Arizona Code / Title 47 / Chapter 2A / Article 5 / Section 2A510
47-2A510 Installment lease contracts; rejection and default
Status: in_force

47-2A510. Installment lease contracts; rejection and default

A. Under an installment lease contract a lessee may reject any delivery that is nonconforming if the nonconformity substantially impairs the value of that delivery and cannot be cured or the nonconformity is a defect in the required documents, but if the nonconformity does not fall within subsection B and the lessor or the supplier gives adequate assurance of its cure, the lessee must accept that delivery.

B. Whenever nonconformity or default with respect to one or more deliveries substantially impairs the value of the installment lease contract as a whole there is a default with respect to the whole. But, the aggrieved party reinstates the installment lease contract as a whole if the aggrieved party accepts a nonconforming delivery without seasonably notifying of cancellation or brings an action with respect only to past deliveries or demands performance as to future deliveries.
A.R.S. § 47-2725 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2725
47-2725 Statute of limitations in contracts for sale
Status: in_force

47-2725. Statute of limitations in contracts for sale

A. An action for breach of any contract for sale must be commenced within four years after the cause of action has accrued. By the original agreement the parties may reduce the period of limitation to not less than one year but may not extend it.

B. A cause of action accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge of the breach. A breach of warranty occurs when tender of delivery is made, except that where a warranty explicitly extends to future performance of the goods and discovery of the breach must await the time of such performance the cause of action accrues when the breach is or should have been discovered.

C. Where an action commenced within the time limited by subsection A is so terminated as to leave available a remedy by another action for the same breach such other action may be commenced after the expiration of the time limited and within six months after the termination of the first action unless the termination resulted from voluntary discontinuance or from dismissal for failure or neglect to prosecute.

D. This section does not alter the law on tolling of the statute of limitations nor does it apply to causes of action which have accrued before January 1, 1968.
A.R.S. § 47-3310 — Arizona Code / Title 47 / Chapter 3 / Article 3 / Section 3310
47-3310 Effect of instrument on obligation for which taken
Status: in_force

47-3310. Effect of instrument on obligation for which taken

A. Unless otherwise agreed, if a certified check, cashier's check or teller's check is taken for an obligation, the obligation is discharged to the same extent discharge would result if an amount of money equal to the amount of the instrument were taken in payment of the obligation. Discharge of the obligation does not affect any liability that the obligor may have as an indorser of the instrument.

B. Unless otherwise agreed and except as provided in subsection A, if a note or an uncertified check is taken for an obligation, the obligation is suspended to the same extent the obligation would be discharged if an amount of money equal to the amount of the instrument were taken, and the following rules apply:

1. In the case of an uncertified check, suspension of the obligation continues until dishonor of the check or until it is paid or certified. Payment or certification of the check results in discharge of the obligation to the extent of the amount of the check.

2. In the case of a note, suspension of the obligation continues until dishonor of the note or until it is paid. Payment of the note results in discharge of the obligation to the extent of the payment.

3. Except as provided in paragraph 4, if the check or note is dishonored and the obligee of the obligation for which the instrument was taken is the person entitled to enforce the instrument, the obligee may enforce either the instrument or the obligation. In the case of an instrument of a third person which is negotiated to the obligee by the obligor, discharge of the obligor on the instrument also discharges the obligation.

4. If the person entitled to enforce the instrument taken for an obligation is a person other than the obligee, the obligee may not enforce the obligation to the extent the obligation is suspended. If the obligee is the person entitled to enforce the instrument but no longer has possession of it because it was lost, stolen or destroyed, the obligation may not be enforced to the extent of the amount payable on the instrument, and to that extent the obligee's rights against the obligor are limited to enforcement of the instrument.

C. If an instrument other than one described in subsection A or B is taken for an obligation, the effect is:

1. That stated in subsection A if the instrument is one on which a bank is liable as maker or acceptor; or

2. That stated in subsection B in any other case.
A.R.S. § 47-4106 — Arizona Code / Title 47 / Chapter 4 / Article 1 / Section 4106
47-4106 Payable through or payable at bank; collecting bank
Status: in_force

47-4106. Payable through or payable at bank; collecting bank

A. If an item states that it is "payable through" a bank identified in the item:

1. The item designates the bank as a collecting bank and does not by itself authorize the bank to pay the item; and

2. The item may be presented for payment only by or through the bank.

B. If an item states that it is "payable at" a bank identified in the item, the item is equivalent to a draft drawn on the bank.

C. If a draft names a nonbank drawee and it is unclear whether a bank named in the draft is a co-drawee or a collecting bank, the bank is a collecting bank.
A.R.S. § 47-2603 — Arizona Code / Title 47 / Chapter 2 / Article 6 / Section 2603
47-2603 Merchant buyer's duties as to rightfully rejected goods
Status: in_force

47-2603. Merchant buyer's duties as to rightfully rejected goods

A. Subject to any security interest in the buyer (subsection C of section 47-2711), when the seller has no agent or place of business at the market of rejection a merchant buyer is under a duty after rejection of goods in his possession or control to follow any reasonable instructions received from the seller with respect to the goods and in the absence of such instructions to make reasonable efforts to sell them for the seller's account if they are perishable or threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming.

B. When the buyer sells goods under subsection A of this section, he is entitled to reimbursement from the seller or out of the proceeds for reasonable expenses of caring for and selling them, and if the expenses include no selling commission then to such commission as is usual in the trade or if there is none to a reasonable sum not exceeding ten per cent on the gross proceeds.

C. In complying with this section the buyer is held only to good faith and good faith conduct hereunder is neither acceptance nor conversion nor the basis of an action for damages.
A.R.S. § 47-2401 — Arizona Code / Title 47 / Chapter 2 / Article 4 / Section 2401
47-2401 Passing of title; reservation for security; limited application of this section
Status: in_force

47-2401. Passing of title; reservation for security; limited application of this section

Each provision of this chapter with regard to the rights, obligations and remedies of the seller, the buyer, purchasers or other third parties applies irrespective of title to the goods except where the provision refers to such title. Insofar as situations are not covered by the other provisions of this chapter and matters concerning title become material the following rules apply:

1. Title to goods cannot pass under a contract for sale prior to their identification to the contract (section 47-2501), and unless otherwise explicitly agreed the buyer acquires by their identification a special property as limited by this title. Any retention or reservation by the seller of the title (property) in goods shipped or delivered to the buyer is limited in effect to a reservation of a security interest.  Subject to these provisions and to the provisions of the chapter on secured transactions (chapter 9 of this title), title to goods passes from the seller to the buyer in any manner and on any conditions explicitly agreed on by the parties.

2. Unless otherwise explicitly agreed title passes to the buyer at the time and place at which the seller completes his performance with reference to the physical delivery of the goods, despite any reservation of a security interest and even though a document of title is to be delivered at a different time or place; and in particular and despite any reservation of a security interest by the bill of lading:

(a) If the contract requires or authorizes the seller to send the goods to the buyer but does not require him to deliver them at destination, title passes to the buyer at the time and place of shipment; but

(b) If the contract requires delivery at destination, title passes on tender there.

3. Unless otherwise explicitly agreed where delivery is to be made without moving the goods:

(a) If the seller is to deliver a tangible document of title, title passes at the time when and the place where he delivers such documents and if the seller is to deliver an electronic document of title, title passes when the seller delivers the document; or

(b) If the goods are at the time of contracting already identified and no documents of title are to be delivered, title passes at the time and place of contracting.

4. A rejection or other refusal by the buyer to receive or retain the goods, whether or not justified, or a justified revocation of acceptance revests title to the goods in the seller.  Such revesting occurs by operation of law and is not a "sale".
A.R.S. § 47-1202 — Arizona Code / Title 47 / Chapter 1 / Article 2 / Section 1202
47-1202 Notice; knowledge
Status: in_force

47-1202. Notice; knowledge

A. Subject to subsection F, a person has "notice" of a fact if the person:

1. Has actual knowledge of it;

2. Has received a notice or notification of it; or

3. From all the facts and circumstances known to the person at the time in question, has reason to know that it exists.

B. "Knowledge" means actual knowledge.  "Knows" has a corresponding meaning.

C. "Discover", "learn" or words of similar import refer to knowledge rather than to reason to know.

D. A person "notifies" or "gives" a notice or notification to another person by taking such steps as may be reasonably required to inform the other person in ordinary course, whether or not the other person actually comes to know of it.

E. Subject to subsection F, a person "receives" a notice or notification when:

1. It comes to that person's attention; or

2. It is duly delivered in a form reasonable under the circumstances at the place of business through which the contract was made or at another location held out by that person as the place for receipt of such communications.

F. Notice, knowledge or a notice or notification received by an organization is effective for a particular transaction from the time it is brought to the attention of the individual conducting that transaction and, in any event, from the time it would have been brought to the individual's attention if the organization had exercised due diligence.  An organization exercises due diligence if it maintains reasonable routines for communicating significant information to the person conducting the transaction and there is reasonable compliance with the routines.  Due diligence does not require an individual acting for the organization to communicate information unless the communication is part of the individual's regular duties or the individual has reason to know of the transaction and that the transaction would be materially affected by the information.
A.R.S. § 47-1308 — Arizona Code / Title 47 / Chapter 1 / Article 3 / Section 1308
47-1308 Performance or acceptance under reservation of rights
Status: reserved

47-1308. Performance or acceptance under reservation of rights

A. A party that with explicit reservation of rights performs or promises performance or assents to performance in a manner demanded or offered by the other party does not prejudice the rights reserved.  Such words as "without prejudice", “under protest" or the like are sufficient.

B. Subsection A does not apply to an accord and satisfaction.
A.R.S. § 47-4111 — Arizona Code / Title 47 / Chapter 4 / Article 1 / Section 4111
47-4111 Statute of limitations
Status: in_force

47-4111. Statute of limitations

An action to enforce an obligation, duty or right arising under this chapter must be commenced within three years after the cause of action accrues.
A.R.S. § 47-2308 — Arizona Code / Title 47 / Chapter 2 / Article 3 / Section 2308
47-2308 Absence of specified place for delivery
Status: in_force

47-2308. Absence of specified place for delivery

Unless otherwise agreed:

1. The place for delivery of goods is the seller's place of business or if he has none his residence; but

2. In a contract for sale of identified goods which to the knowledge of the parties at the time of contracting are in some other place, that place is the place for their delivery; and

3. Documents of title may be delivered through customary banking channels.
A.R.S. § 47-8207 — Arizona Code / Title 47 / Chapter 8 / Article 2 / Section 8207
47-8207 Rights and duties of issuer with respect to registered owners
Status: in_force

47-8207. Rights and duties of issuer with respect to registered owners

A. Before due presentment for registration of transfer of a certificated security in registered form or of an instruction requesting registration of transfer of an uncertificated security, the issuer or indenture trustee may treat the registered owner as the person exclusively entitled to vote, receive notifications and otherwise exercise all the rights and powers of an owner.

B. This chapter does not affect the liability of the registered owner of a security for a call, assessment or the like.
A.R.S. § 47-3204 — Arizona Code / Title 47 / Chapter 3 / Article 2 / Section 3204
47-3204 Indorsement
Status: in_force

47-3204. Indorsement

A. "Indorsement" means a signature, other than that of a signer as maker, drawer or acceptor, that alone or accompanied by other words is made on an instrument for the purpose of negotiating the instrument, restricting payment of the instrument or incurring the indorser's liability on the instrument, but regardless of the intent of the signer, a signature and its accompanying words is an indorsement unless the accompanying words, terms of the instrument, place of the signature or other circumstances unambiguously indicate that the signature was made for a purpose other than indorsement. For the purpose of determining whether a signature is made on an instrument, a paper affixed to the instrument is a part of the instrument.

B. "Indorser" means a person who makes an indorsement.

C. For the purpose of determining whether the transferee of an instrument is a holder, an indorsement that transfers a security interest in the instrument is effective as an unqualified indorsement of the instrument.

D. If an instrument is payable to a holder under a name that is not the name of the holder, indorsement may be made by the holder in the name stated in the instrument or in the holder's name, or both, but signature in both names may be required by a person paying or taking the instrument for value or collection.
A.R.S. § 47-9105 — Arizona Code / Title 47 / Chapter 9 / Article 1 / Section 9105
47-9105 Control of electronic chattel paper
Status: in_force

47-9105. Control of electronic chattel paper

A. A secured party has control of electronic chattel paper if a system employed for evidencing the transfer of interests in the chattel paper reliably establishes the secured party as the person to which the chattel paper was assigned.

B. A system satisfies subsection A of this section if the record or records comprising the chattel paper are created, stored and assigned in such a manner that:

1. A single authoritative copy of the record or records exists that is unique, identifiable and, except as otherwise provided in paragraphs 4, 5 and 6, unalterable;

2. The authoritative copy identifies the secured party as the assignee of the record or records;

3. The authoritative copy is communicated to and maintained by the secured party or its designated custodian;

4. Copies or amendments that add or change an identified assignee of the authoritative copy can be made only with the consent of the secured party;

5. Each copy of the authoritative copy and any copy of a copy is readily identifiable as a copy that is not the authoritative copy; and

6. Any amendment of the authoritative copy is readily identifiable as an authorized or unauthorized revision.
A.R.S. § 47-7305 — Arizona Code / Title 47 / Chapter 7 / Article 3 / Section 7305
47-7305 Destination bills
Status: in_force

47-7305. Destination bills

A. Instead of issuing a bill of lading to the consignor at the place of shipment, a carrier, at the request of the consignor, may procure the bill to be issued at destination or at any other place designated in the request.

B. On request of any person entitled as against a carrier to control the goods while in transit and on surrender of possession or control of any outstanding bill of lading or other receipt covering the goods, the issuer, subject to section 47-7105, may procure a substitute bill to be issued at any place designated in the request.
A.R.S. § 47-8304 — Arizona Code / Title 47 / Chapter 8 / Article 3 / Section 8304
47-8304 Indorsement
Status: in_force

47-8304. Indorsement

A. An indorsement may be in blank or special. An indorsement in blank includes an indorsement to bearer. A special indorsement specifies to whom a security is to be transferred or who has power to transfer it. A holder may convert a blank indorsement to a special indorsement.

B. An indorsement purporting to be only of part of a security certificate representing units intended by the issuer to be separately transferable is effective to the extent of the indorsement.

C. An indorsement, whether special or in blank, does not constitute a transfer until delivery of the certificate on which it appears or, if the indorsement is on a separate document, until delivery of both the document and the certificate.

D. If a security certificate in registered form has been delivered to a purchaser without a necessary indorsement, the purchaser may become a protected purchaser only when the indorsement is supplied. However, against a transferor, a transfer is complete upon delivery and the purchaser has a specifically enforceable right to have any necessary indorsement supplied.

E. An indorsement of a security certificate in bearer form may give notice of an adverse claim to the certificate, but it does not otherwise affect a right to registration that the holder possesses.

F. Unless otherwise agreed, a person making an indorsement assumes only the obligations provided in section 47-8108 and not an obligation that the security will be honored by the issuer.
A.R.S. § 47-3418 — Arizona Code / Title 47 / Chapter 3 / Article 4 / Section 3418
47-3418 Payment or acceptance by mistake
Status: in_force

47-3418. Payment or acceptance by mistake

A. Except as provided in subsection C of this section, if the drawee of a draft pays or accepts the draft and the drawee acted on the mistaken belief that payment of the draft had not been stopped pursuant to section 47-4403 or the signature of the drawer of the draft was authorized, the drawee may recover the amount of the draft from the person to whom or for whose benefit payment was made or, in the case of acceptance, may revoke the acceptance. Rights of the drawee under this subsection are not affected by failure of the drawee to exercise ordinary care in paying or accepting the draft.

B. Except as provided in subsection C of this section, if an instrument has been paid or accepted by mistake and the case is not covered by subsection A of this section, the person paying or accepting may, to the extent permitted by the law governing mistake and restitution:

1. Recover the payment from the person to whom or for whose benefit payment was made; or

2. In the case of acceptance, may revoke the acceptance.

C. The remedies provided by subsection A or B of this section may not be asserted against a person who took the instrument in good faith and for value or who in good faith changed position in reliance on the payment or acceptance. This subsection does not limit remedies provided by section 47-3417 or 47-4407.

D. Notwithstanding section 47-4215, if an instrument is paid or accepted by mistake and the payor or acceptor recovers payment or revokes acceptance under subsection A or B of this section, the instrument is deemed not to have been paid or accepted and is treated as dishonored, and the person from whom payment is recovered has rights as a person entitled to enforce the dishonored instrument.
A.R.S. § 47-7505 — Arizona Code / Title 47 / Chapter 7 / Article 5 / Section 7505
47-7505 Indorser not guarantor for other parties
Status: in_force

47-7505. Indorser not guarantor for other parties

The indorsement of a tangible document of title issued by a bailee does not make the indorser liable for any default by the bailee or previous indorsers.
A.R.S. § 47-7308 — Arizona Code / Title 47 / Chapter 7 / Article 3 / Section 7308
47-7308 Enforcement of carrier's lien
Status: in_force

47-7308. Enforcement of carrier's lien

A. A carrier's lien on goods may be enforced by public or private sale of the goods, in bulk or in packages, at any time or place and on any terms that are commercially reasonable, after notifying all persons known to claim an interest in the goods.  The notification must include a statement of the amount due, the nature of the proposed sale and the time and place of any public sale.  The fact that a better price could have been obtained by a sale at a different time or in a method different from that selected by the carrier is not of itself sufficient to establish that the sale was not made in a commercially reasonable manner.  The carrier sells goods in a commercially reasonable manner if the carrier sells the goods in the usual manner in any recognized market therefor, sells at the price current in that market at the time of the sale or otherwise sells in conformity with commercially reasonable practices among dealers in the type of goods sold.  A sale of more goods than apparently necessary to be offered to ensure satisfaction of the obligation is not commercially reasonable, except in cases covered by the preceding sentence.

B. Before any sale pursuant to this section, any person claiming a right in the goods may pay the amount necessary to satisfy the lien and the reasonable expenses incurred in complying with this section. In that event, the goods may not be sold but must be retained by the carrier, subject to the terms of the bill of lading and this chapter.

C. A carrier may buy at any public sale pursuant to this section.

D. A purchaser in good faith of goods sold to enforce a carrier's lien takes the goods free of any rights of persons against which the lien was valid, despite the carrier’s noncompliance with this section.

E. A carrier may satisfy its lien from the proceeds of any sale pursuant to this section but shall hold the balance, if any, for delivery on demand to any person to which the carrier would have been bound to deliver the goods.

F. The rights provided by this section are in addition to all other rights allowed by law to a creditor against a debtor.

G. A carrier's lien may be enforced pursuant to either subsection A of this section or the procedure set forth in Section 47-7210, subsection B.

H. A carrier is liable for damages caused by failure to comply with the requirements for sale under this section and, in case of wilful violation, is liable for conversion.
A.R.S. § 47-3409 — Arizona Code / Title 47 / Chapter 3 / Article 4 / Section 3409
47-3409 Acceptance of draft; certified check
Status: in_force

47-3409. Acceptance of draft; certified check

A. "Acceptance" means the drawee's signed agreement to pay a draft as presented. It must be written on the draft and may consist of the drawee's signature alone. Acceptance may be made at any time and becomes effective when notification pursuant to instructions is given or the accepted draft is delivered for the purpose of giving rights on the acceptance to any person.

B. A draft may be accepted although it has not been signed by the drawer, is otherwise incomplete, is overdue or has been dishonored.

C. If a draft is payable at a fixed period after sight and the acceptor fails to date the acceptance, the holder may complete the acceptance by supplying a date in good faith.

D. "Certified check" means a check accepted by the bank on which it is drawn. Acceptance may be made as stated in subsection A or by a writing on the check which indicates that the check is certified. The drawee of a check has no obligation to certify the check, and refusal to certify is not dishonor of the check.
A.R.S. § 47-7404 — Arizona Code / Title 47 / Chapter 7 / Article 4 / Section 7404
47-7404 No liability for good faith delivery pursuant to document of title
Status: in_force

47-7404. No liability for good faith delivery pursuant to document of title

A bailee that in good faith has received goods and delivered or otherwise disposed of the goods according to the terms of a document of title or pursuant to this chapter is not liable for the goods even if:

1. The person from which the bailee received the goods did not have authority to procure the document or to dispose of the goods; or

2. The person to which the bailee delivered the goods did not have authority to receive the goods.
A.R.S. § 47-2720 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2720
47-2720 Effect of "cancellation" or "rescission" on claims for antecedent breach
Status: in_force

47-2720. Effect of "cancellation" or "rescission" on claims for antecedent breach

Unless the contrary intention clearly appears, expressions of "cancellation" or "rescission" of the contract or the like shall not be construed as a renunciation or discharge of any claim in damages for an antecedent breach.
A.R.S. § 47-2707 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2707
47-2707 "Person in the position of a seller"
Status: in_force

47-2707. "Person in the position of a seller"

A. A "person in the position of a seller" includes as against a principal an agent who has paid or become responsible for the price of goods on behalf of his principal or anyone who otherwise holds a security interest or other right in goods similar to that of a seller.

B. A person in the position of a seller may as provided in this chapter withhold or stop delivery (section 47-2705) and resell (section 47-2706) and recover incidental damages (section 47-2710).
A.R.S. § 47-2206 — Arizona Code / Title 47 / Chapter 2 / Article 2 / Section 2206
47-2206 Offer and acceptance in formation of contract
Status: in_force

47-2206. Offer and acceptance in formation of contract

A. Unless otherwise unambiguously indicated by the language or circumstances:

1. An offer to make a contract shall be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances.

2. An order or other offer to buy goods for prompt or current shipment shall be construed as inviting acceptance either by a prompt promise to ship or by the prompt or current shipment of conforming or non-conforming goods, but such a shipment of non-conforming goods does not constitute an acceptance if the seller seasonably notifies the buyer that the shipment is offered only as an accommodation to the buyer.

B. Where the beginning of a requested performance is a reasonable mode of acceptance an offeror who is not notified of acceptance within a reasonable time may treat the offer as having lapsed before acceptance.
A.R.S. § 47-7501 — Arizona Code / Title 47 / Chapter 7 / Article 5 / Section 7501
47-7501 Form of negotiation and requirements of due negotiation
Status: in_force

47-7501. Form of negotiation and requirements of due negotiation

A. The following rules apply to a negotiable tangible document of title:

1. If the document’s original terms run to the order of a named person, the document is negotiated by the named person’s indorsement and delivery.  After the named person's indorsement in blank or to bearer, any person may negotiate the document by delivery alone.

2. If the document’s original terms run to bearer, it is negotiated by delivery alone.

3. If the document’s original terms run to the order of a named person and it is delivered to the named person, the effect is the same as if the document had been negotiated.

4. Negotiation of the document after it has been indorsed to a named person requires indorsement by the named person and delivery.

5. A document is duly negotiated if it is negotiated in the manner stated in this subsection to a holder that purchases it in good faith, without notice of any defense against or claim to it on the part of any person and for value, unless it is established that the negotiation is not in the regular course of business or financing or involves receiving the document in settlement or payment of a monetary obligation.

B. The following rules apply to a negotiable electronic document of title:

1. If the document's original terms run to the order of a named person or to bearer, the document is negotiated by delivery of the document to another person.  Indorsement by the named person is not required to negotiate the document.

2. If the document’s original terms run to the order of a named person and the named person has control of the document, the effect is the same as if the document had been negotiated.

3. A document is duly negotiated if it is negotiated in the manner stated in this subsection to a holder that purchases it in good faith, without notice of any defense against or claim to it on the part of any person and for value, unless it is established that the negotiation is not in the regular course of business or financing or involves taking delivery of the document in settlement or payment of a monetary obligation.

C. Indorsement of a nonnegotiable document of title neither makes it negotiable nor adds to the transferee's rights.

D. The naming in a negotiable bill of lading of a person to be notified of the arrival of the goods does not limit the negotiability of the bill or constitute notice to a purchaser of the bill of any interest of that person in the goods.
A.R.S. § 47-4502 — Arizona Code / Title 47 / Chapter 4 / Article 5 / Section 4502
47-4502 Presentment of "on arrival" drafts
Status: in_force

47-4502. Presentment of "on arrival" drafts

If a draft or the relevant instructions require presentment "on arrival", "when goods arrive" or the like, the collecting bank need not present until in its judgment a reasonable time for arrival of the goods has expired. Refusal to pay or accept because the goods have not arrived is not dishonor; the bank must notify its transferor of the refusal but need not present the draft again until it is instructed to do so or learns of the arrival of the goods.
A.R.S. § 47-8305 — Arizona Code / Title 47 / Chapter 8 / Article 3 / Section 8305
47-8305 Instruction
Status: in_force

47-8305. Instruction

A. If an instruction has been originated by an appropriate person but is incomplete in any other respect, any person may complete it as authorized and the issuer may rely on it as completed, even though it has been completed incorrectly.

B. Unless otherwise agreed, a person initiating an instruction assumes only the obligations imposed by section 47-8108 and not an obligation that the security will be honored by the issuer.
A.R.S. § 47-2705 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2705
47-2705 Seller's stoppage of delivery in transit or otherwise
Status: in_force

47-2705. Seller's stoppage of delivery in transit or otherwise

A. The seller may stop delivery of goods in the possession of a carrier or other bailee when he discovers the buyer to be insolvent (section 47-2702) and may stop delivery of carload, truckload, planeload or larger shipments of express or freight when the buyer repudiates or fails to make a payment due before delivery or if for any other reason the seller has a right to withhold or reclaim the goods.

B. As against such buyer the seller may stop delivery until:

1. Receipt of the goods by the buyer; or

2. Acknowledgment to the buyer by any bailee of the goods except a carrier that the bailee holds the goods for the buyer; or

3. Such acknowledgment to the buyer by a carrier by reshipment or as a warehouse; or

4. Negotiation to the buyer of any negotiable document of title covering the goods.

C. To stop delivery the seller must so notify as to enable the bailee by reasonable diligence to prevent delivery of the goods.

D. After such notification the bailee must hold and deliver the goods according to the directions of the seller but the seller is liable to the bailee for any ensuing charges or damages.

E. If a negotiable document of title has been issued for goods the bailee is not obliged to obey a notification to stop until surrender of possession or control of the document.

F. A carrier who has issued a nonnegotiable bill of lading is not obliged to obey a notification to stop received from a person other than the consignor.
A.R.S. § 47-2A304 — Arizona Code / Title 47 / Chapter 2A / Article 3 / Section 2A304
47-2A304 Subsequent lease of goods by lessor
Status: in_force

47-2A304. Subsequent lease of goods by lessor

A. Subject to section 47-2A303, a subsequent lessee from a lessor of goods under an existing lease contract obtains, to the extent of the leasehold interest transferred, the leasehold interest in the goods that the lessor had or had power to transfer, and except as provided in subsection B of this section and section 47-2A527, subsection D, takes subject to the existing lease contract. A lessor with voidable title has power to transfer a good leasehold interest to a good faith subsequent lessee for value, but only to the extent set forth in the preceding sentence. If goods have been delivered under a transaction of purchase, the lessor has that power even though:

1. The lessor's transferor was deceived as to the identity of the lessor;

2. The delivery was in exchange for a check which is later dishonored;

3. It was agreed that the transaction was to be a "cash sale"; or

4. The delivery was procured through fraud punishable as larcenous under the criminal law.

B. A subsequent lessee in the ordinary course of business from a lessor who is a merchant dealing in goods of that kind to whom the goods were entrusted by the existing lessee of that lessor before the interest of the subsequent lessee became enforceable against that lessor obtains, to the extent of the leasehold interest transferred, all of that lessor's and the existing lessee's rights to the goods, and takes free of the existing lease contract.

C. A subsequent lessee from the lessor of goods that are subject to an existing lease contract and are covered by a certificate of title issued under a statute of this state or of another jurisdiction takes no greater rights than those provided both by this section and by the certificate of title statute.
A.R.S. § 47-2316 — Arizona Code / Title 47 / Chapter 2 / Article 3 / Section 2316
47-2316 Exclusion or modification of warranties
Status: in_force

47-2316. Exclusion or modification of warranties

A. Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed wherever reasonable as consistent with each other; but subject to the provisions of this chapter on parol or extrinsic evidence (section 47-2202) negation or limitation is inoperative to the extent that such construction is unreasonable.

B. Subject to subsection C of this section, to exclude or modify the implied warranty of merchantability or any part of it the language must mention merchantability and in case of a writing must be conspicuous, and to exclude or modify any implied warranty of fitness the exclusion must be by a writing and conspicuous. Language to exclude all implied warranties of fitness is sufficient if it states, for example, that "there are no warranties which extend beyond the description on the face hereof".

C. Notwithstanding subsection B of this section:

1. Unless the circumstances indicate otherwise, all implied warranties are excluded by expressions like "as is", "with all faults" or other language which in common understanding calls the buyer's attention to the exclusion of warranties and makes plain that there is no implied warranty; and

2. When the buyer before entering into the contract has examined the goods or the sample or model as fully as he desired or has refused to examine the goods there is no implied warranty with regard to defects which an examination ought in the circumstances to have revealed to him; and

3. An implied warranty can also be excluded or modified by course of dealing or course of performance or usage of trade.

D. Remedies for breach of warranty can be limited in accordance with the provisions of this chapter on liquidation or limitation of damages and on contractual modification of remedy (sections 47-2718 and 47-2719).
A.R.S. § 47-2724 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2724
47-2724 Admissibility of market quotations
Status: in_force

47-2724. Admissibility of market quotations

Whenever the prevailing price or value of any goods regularly bought and sold in any established commodity market is in issue, reports in official publications or trade journals or in newspapers or periodicals of general circulation published as the reports of such market shall be admissible in evidence. The circumstances of the preparation of such a report may be shown to affect its weight but not its admissibility.
A.R.S. § 47-2702 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2702
47-2702 Seller's remedies on discovery of buyer's insolvency
Status: in_force

47-2702. Seller's remedies on discovery of buyer's insolvency

A. Where the seller discovers the buyer to be insolvent he may refuse delivery except for cash including payment for all goods theretofore delivered under the contract, and stop delivery under this chapter (section 47-2705).

B. Where the seller discovers that the buyer has received goods on credit while insolvent he may reclaim the goods upon demand made within ten days after the receipt, but if misrepresentation of solvency has been made to the particular seller in writing within three months before delivery the ten-day limitation does not apply. Except as provided in this subsection the seller may not base a right to reclaim goods on the buyer's fraudulent or innocent misrepresentation of solvency or of intent to pay.

C. The seller's right to reclaim under subsection B is subject to the rights of a buyer in ordinary course or other good faith purchaser or lien creditor under this chapter (section 47-2403). Successful reclamation of goods excludes all other remedies with respect to them.
A.R.S. § 47-7303 — Arizona Code / Title 47 / Chapter 7 / Article 3 / Section 7303
47-7303 Diversion; reconsignment; change of instructions
Status: in_force

47-7303. Diversion; reconsignment; change of instructions

A. Unless the bill of lading otherwise provides, a carrier may deliver the goods to a person or destination other than that stated in the bill or may otherwise dispose of the goods, without liability for misdelivery, on instructions from:

1. The holder of a negotiable bill;

2. The consignor on a nonnegotiable bill, even if the consignee has given contrary instructions;

3. The consignee on a nonnegotiable bill in the absence of contrary instructions from the consignor, if the goods have arrived at the billed destination or if the consignee is in possession of the tangible bill or in control of the electronic bill; or

4. The consignee on a nonnegotiable bill, if the consignee is entitled as against the consignor to dispose of the goods.

B. Unless instructions described in subsection A are included in a negotiable bill of lading, a person to which the bill is duly negotiated may hold the bailee according to the original terms.
A.R.S. § 47-4A304 — Arizona Code / Title 47 / Chapter 4A / Article 3 / Section 4A304
47-4A304 Duty of sender to report erroneously executed payment order
Status: in_force

47-4A304. Duty of sender to report erroneously executed payment order

If the sender of a payment order that is erroneously executed as stated in section 47-4A303 receives notification from the receiving bank that the order was executed or that the sender's account was debited with respect to the order, the sender has a duty to exercise ordinary care to determine, on the basis of information available to the sender, that the order was erroneously executed and to notify the bank of the relevant facts within a reasonable time not exceeding ninety days after the notification from the bank was received by the sender. If the sender fails to perform that duty, the bank is not obliged to pay interest on any amount refundable to the sender under section 47-4A402, subsection D for the period before the bank learns of the execution error. The bank is not entitled to any recovery from the sender on account of a failure by the sender to perform the duty stated in this section.
A.R.S. § 47-2105 — Arizona Code / Title 47 / Chapter 2 / Article 1 / Section 2105
47-2105 Definitions: transferability; "goods"; "future" goods; "lot"; "commercial unit"
Status: in_force

47-2105. Definitions: transferability; "goods"; "future" goods; "lot"; "commercial unit"

A. "Goods" means all things (including specially manufactured goods) which are movable at the time of identification to the contract for sale other than the money in which the price is to be paid, investment securities (chapter 8 of this title) and things in action. "Goods" also includes the unborn young of animals and growing crops and other identified things attached to realty as described in the section on goods to be severed from realty (section 47-2107).

B. Goods must be both existing and identified before any interest in them can pass. Goods which are not both existing and identified are "future" goods. A purported present sale of future goods or of any interest therein operates as a contract to sell.

C. There may be a sale of a part interest in existing identified goods.

D. An undivided share in an identified bulk of fungible goods is sufficiently identified to be sold although the quantity of the bulk is not determined. Any agreed proportion of such a bulk or any quantity thereof agreed upon by number, weight or other measure may to the extent of the seller's interest in the bulk be sold to the buyer who then becomes an owner in common.

E. "Lot" means a parcel or a single article which is the subject matter of a separate sale or delivery, whether or not it is sufficient to perform the contract.

F. "Commercial unit" means such a unit of goods as by commercial usage is a single whole for purposes of sale and division of which materially impairs its character or value on the market or in use. A commercial unit may be a single article (as a machine) or a set of articles (as a suite of furniture or an assortment of sizes) or a quantity (as a bale, gross, or carload) or any other unit treated in use or in the relevant market as a single whole.
A.R.S. § 47-7603 — Arizona Code / Title 47 / Chapter 7 / Article 6 / Section 7603
47-7603 Conflicting claims; interpleader
Status: in_force

47-7603. Conflicting claims; interpleader

If more than one person claim title to or possession of the goods, the bailee is excused from delivery until the bailee has a reasonable time to ascertain the validity of the adverse claims or to commence an action for interpleader.  The bailee may assert an interpleader either in defending an action for nondelivery of the goods or by original action.
A.R.S. § 47-3417 — Arizona Code / Title 47 / Chapter 3 / Article 4 / Section 3417
47-3417 Presentment warranties
Status: in_force

47-3417. Presentment warranties

A. If an unaccepted draft is presented to the drawee for payment or acceptance and the drawee pays or accepts the draft, the person obtaining payment or acceptance, at the time of presentment, and a previous transferor of the draft, at the time of transfer, warrant to the drawee making payment or accepting the draft in good faith that:

1. The warrantor is, or was, at the time the warrantor transferred the draft, a person entitled to enforce the draft or authorized to obtain payment or acceptance of the draft on behalf of a person entitled to enforce the draft;

2. The draft has not been altered; and

3. The warrantor has no knowledge that the signature of the drawer of the draft is unauthorized.

B. A drawee making payment may recover from any warrantor damages for breach of warranty equal to the amount paid by the drawee less the amount the drawee received or is entitled to receive from the drawer because of the payment. In addition, the drawee is entitled to compensation for expenses and loss of interest resulting from the breach. The right of the drawee to recover damages under this subsection is not affected by any failure of the drawee to exercise ordinary care in making payment. If the drawee accepts the draft, breach of warranty is a defense to the obligation of the acceptor. If the acceptor makes payment with respect to the draft, the acceptor is entitled to recover from any warrantor for breach of warranty the amounts stated in this subsection.

C. If a drawee asserts a claim for breach of warranty under subsection A of this section based on an unauthorized indorsement of the draft or an alteration of the draft, the warrantor may defend by proving that the indorsement is effective under section 47-3404 or 47-3405 or the drawer is precluded under section 47-3406 or 47-4406 from asserting against the drawee the unauthorized indorsement or alteration.

D. If a dishonored draft is presented for payment to the drawer or an indorser or any other instrument is presented for payment to a party obliged to pay the instrument, and payment is received, the following rules apply:

1. The person obtaining payment and a prior transferor of the instrument warrant to the person making payment in good faith that the warrantor is, or was, at the time the warrantor transferred the instrument, a person entitled to enforce the instrument or authorized to obtain payment on behalf of a person entitled to enforce the instrument.

2. The person making payment may recover from any warrantor for breach of warranty an amount equal to the amount paid plus expenses and loss of interest resulting from the breach.

E. The warranties stated in subsections A and D of this section cannot be disclaimed with respect to checks. Unless notice of a claim for breach of warranty is given to the warrantor within thirty days after the claimant has reason to know of the breach and the identity of the warrantor, the liability of the warrantor under subsection B or D of this section is discharged to the extent of any loss caused by the delay in giving notice of the claim.

F. A cause of action for breach of warranty under this section accrues when the claimant has reason to know of the breach.
A.R.S. § 47-4402 — Arizona Code / Title 47 / Chapter 4 / Article 4 / Section 4402
47-4402 Bank's liability to customer for wrongful dishonor; time of determining insufficiency of amount
Status: in_force

47-4402. Bank's liability to customer for wrongful dishonor; time of determining insufficiency of amount

A. Except as otherwise provided in this chapter, a payor bank wrongfully dishonors an item if it dishonors an item that is properly payable, but a bank may dishonor an item that would create an overdraft unless it has agreed to pay the overdraft.

B. A payor bank is liable to its customer for damages proximately caused by the wrongful dishonor of an item. Liability is limited to actual damages proved and may include damages for an arrest or prosecution of the customer or other consequential damages. Whether any consequential damages are proximately caused by the wrongful dishonor is a question of fact to be determined in each case.

C. A payor bank's determination of the customer's account balance on which a decision to dishonor for insufficiency of available funds is based may be made at any time between the time the item is received by the payor bank and the time that the payor bank returns the item or gives notice in lieu of return, and no more than one determination need be made. If, at the election of the payor bank, a subsequent balance determination is made for the purpose of reevaluating the bank's decision to dishonor the item, the account balance at that time is determinative of whether a dishonor for insufficiency of available funds is wrongful.
A.R.S. § 47-4101 — Arizona Code / Title 47 / Chapter 4 / Article 1 / Section 4101
47-4101 Short title
Status: in_force

47-4101. Short title

This chapter may be cited as the uniform commercial code -- bank deposits and collections.
A.R.S. § 47-2513 — Arizona Code / Title 47 / Chapter 2 / Article 5 / Section 2513
47-2513 Buyer's right to inspection of goods
Status: in_force

47-2513. Buyer's right to inspection of goods

A. Unless otherwise agreed and subject to subsection C of this section, where goods are tendered or delivered or identified to the contract for sale, the buyer has a right before payment or acceptance to inspect them at any reasonable place and time and in any reasonable manner.  When the seller is required or authorized to send the goods to the buyer, the inspection may be after their arrival.

B. Expenses of inspection must be borne by the buyer but may be recovered from the seller if the goods do not conform and are rejected.

C. Unless otherwise agreed and subject to the provisions of this chapter on C.I.F. contracts (subsection C of section 47-2321), the buyer is not entitled to inspect the goods before payment of the price when the contract provides:

1. For delivery "C.O.D." or on other like terms; or

2. For payment against documents of title, except where such payment is due only after the goods are to become available for inspection.

D. A place or method of inspection fixed by the parties is presumed to be exclusive but unless otherwise expressly agreed it does not postpone identification or shift the place for delivery or for passing the risk of loss. If compliance becomes impossible, inspection shall be as provided in this section unless the place or method fixed was clearly intended as an indispensable condition failure of which avoids the contract.
A.R.S. § 47-1206 — Arizona Code / Title 47 / Chapter 1 / Article 2 / Section 1206
47-1206 Presumptions
Status: in_force

47-1206. Presumptions

Whenever this title creates a "presumption" with respect to a fact, or provides that a fact is "presumed", the trier of fact must find the existence of the fact unless and until evidence is introduced that supports a finding of its nonexistence.
A.R.S. § 47-3602 — Arizona Code / Title 47 / Chapter 3 / Article 6 / Section 3602
47-3602 Payment
Status: in_force

47-3602. Payment

A. Subject to subsection B of this section, an instrument is paid to the extent payment is made by or on behalf of a party obliged to pay the instrument and to a person entitled to enforce the instrument. To the extent of the payment, the obligation of the party obliged to pay the instrument is discharged even though payment is made with knowledge of a claim to the instrument under section 47-3306 by another person.

B. The obligation of a party to pay the instrument is not discharged under subsection A of this section if:

1. A claim to the instrument under section 47-3306 is enforceable against the party receiving payment and:

(a) Payment is made with knowledge by the payor that payment is prohibited by injunction or similar process of a court of competent jurisdiction; or

(b) In the case of an instrument other than a cashier's check, teller's check or certified check, the party making payment accepted, from the person having a claim to the instrument, indemnity against loss resulting from refusal to pay the person entitled to enforce the instrument; or

2. The person making payment knows that the instrument is a stolen instrument and pays a person it knows is in wrongful possession of the instrument.
A.R.S. § 47-2A529 — Arizona Code / Title 47 / Chapter 2A / Article 5 / Section 2A529
47-2A529 Lessor's action for the rent
Status: in_force

47-2A529. Lessor's action for the rent

A. After default by the lessee under the lease contract of the type described in section 47-2A523, subsection A or subsection C, paragraph 1 or, if agreed, after other default by the lessee, if the lessor complies with subsection B of this section, the lessor may recover from the lessee as damages:

1. For goods accepted by the lessee and not repossessed by or tendered to the lessor, and for conforming goods lost or damaged within a commercially reasonable time after risk of loss passes to the lessee (section 47-2A219), accrued and unpaid rent as of the date of entry of judgment in favor of the lessor, the present value as of the same date of the rent for the then remaining lease term of the lease agreement, and any incidental damages allowed under section 47-2A530, less expenses saved in consequence of the lessee's default; and

2. For goods identified to the lease contract if the lessor is unable after reasonable effort to dispose of them at a reasonable price or the circumstances reasonably indicate that effort will be unavailing, accrued and unpaid rent as of the date of entry of judgment in favor of the lessor, the present value as of the same date of the rent for the then remaining lease term of the lease agreement, and any incidental damages allowed under section 47-2A530, less expenses saved in consequence of the lessee's default.

B. Except as provided in subsection C of this section, the lessor shall hold for the lessee for the remaining lease term of the lease agreement any goods that have been identified to the lease contract and are in the lessor's control.

C. The lessor may dispose of the goods at any time before collection of the judgment for damages obtained pursuant to subsection A of this section. If the disposition is before the end of the remaining lease term of the lease agreement, the lessor's recovery against the lessee for damages is governed by section 47-2A527 or 47-2A528, and the lessor will cause an appropriate credit to be provided against a judgment for damages to the extent that the amount of the judgment exceeds the recovery available pursuant to section 47-2A527 or 47-2A528.

D. Payment of the judgment for damages obtained pursuant to subsection A of this section entitles the lessee to the use and possession of the goods not then disposed of for the remaining lease term of and in accordance with the lease agreement.

E. After default by the lessee under the lease contract of the type described in section 47-2A523, subsection A or subsection C, paragraph 1 or, if agreed, after other default by the lessee, a lessor who is held not entitled to rent under this section must nevertheless be awarded damages for nonacceptance under section 47-2A527 or 47-2A528.
A.R.S. § 47-2325 — Arizona Code / Title 47 / Chapter 2 / Article 3 / Section 2325
47-2325 "Letter of credit" term; "confirmed credit"
Status: in_force

47-2325. "Letter of credit" term; "confirmed credit"

A. Failure of the buyer seasonably to furnish an agreed letter of credit is a breach of the contract for sale.

B. The delivery to seller of a proper letter of credit suspends the buyer's obligation to pay. If the letter of credit is dishonored, the seller may on seasonable notification to the buyer require payment directly from him.

C. Unless otherwise agreed the term "letter of credit" or "banker's credit" in a contract for sale means an irrevocable credit issued by a financing agency of good repute and, where the shipment is overseas, of good international repute. The term "confirmed credit" means that the credit must also carry the direct obligation of such an agency which does business in the seller's financial market.
A.R.S. § 47-2A219 — Arizona Code / Title 47 / Chapter 2A / Article 2 / Section 2A219
47-2A219 Risk of loss
Status: in_force

47-2A219. Risk of loss

A. Except in the case of a finance lease, risk of loss is retained by the lessor and does not pass to the lessee. In the case of a finance lease, risk of loss passes to the lessee.

B. Subject to the provisions of this chapter on the effect of default on risk of loss (section 47-2A220), if risk of loss is to pass to the lessee and the time of passage is not stated, the following rules apply:

1. If the lease contract requires or authorizes the goods to be shipped by carrier and it does not require delivery at a particular destination, the risk of loss passes to the lessee when the goods are duly delivered to the carrier, but if it does require delivery at a particular destination and the goods are there duly tendered while in the possession of the carrier, the risk of loss passes to the lessee when the goods are there duly so tendered as to enable the lessee to take delivery.

2. If the goods are held by a bailee to be delivered without being moved, the risk of loss passes to the lessee on acknowledgment by the bailee of the lessee's right to possession of the goods.

3. In any case not within paragraph 1 or 2 of this subsection, the risk of loss passes to the lessee on the lessee's receipt of the goods if the lessor, or, in the case of a finance lease, the supplier, is a merchant. Otherwise the risk passes to the lessee on tender of delivery.

C. Notwithstanding subsections A and B of this section, the parties to the lease may determine the risk of loss by written agreement.
A.R.S. § 47-4201 — Arizona Code / Title 47 / Chapter 4 / Article 2 / Section 4201
47-4201 Status of collecting bank as agent and provisional status of credits; applicability of chapter; item indorsed "pay any bank"
Status: in_force

47-4201. Status of collecting bank as agent and provisional status of credits; applicability of chapter; item indorsed "pay any bank"

A. Unless a contrary intent clearly appears before the time that a settlement given by a collecting bank for an item is or becomes final, the bank, with respect to the item, is an agent or subagent of the owner of the item and any settlement given for the item is provisional. This provision applies regardless of the form of indorsement or lack of indorsement and even though credit given for the item is subject to immediate withdrawal as of right or is in fact withdrawn; but the continuance of ownership of an item by its owner and any rights of the owner to proceeds of the item are subject to rights of a collecting bank, such as those resulting from outstanding advances on the item and rights of recoupment or setoff. If an item is handled by banks for purposes of presentment, payment, collection or return, the relevant provisions of this chapter apply even though action of the parties clearly establishes that a particular bank has purchased the item and is the owner of it.

B. After an item has been indorsed with the words "pay any bank" or the like, only a bank may acquire the rights of a holder until the item has been:

1. Returned to the customer initiating collection; or

2. Specially indorsed by a bank to a person who is not a bank.
A.R.S. § 47-2A509 — Arizona Code / Title 47 / Chapter 2A / Article 5 / Section 2A509
47-2A509 Lessee's rights on improper delivery; rightful rejection
Status: in_force

47-2A509. Lessee's rights on improper delivery; rightful rejection

A. Subject to the provisions of section 47-2A510 on default in installment lease contracts, if the goods or the tender or delivery fail in any respect to conform to the lease contract, the lessee may reject or accept the goods or accept any commercial unit or units and reject the rest of the goods.

B. Rejection of goods is ineffective unless it is within a reasonable time after tender or delivery of the goods and the lessee seasonably notifies the lessor.
A.R.S. § 47-4207 — Arizona Code / Title 47 / Chapter 4 / Article 2 / Section 4207
47-4207 Transfer warranties
Status: in_force

47-4207. Transfer warranties

A. A customer or collecting bank that transfers an item and receives a settlement or other consideration warrants to the transferee and to any subsequent collecting bank that:

1. The warrantor is a person entitled to enforce the item;

2. All signatures on the item are authentic and authorized;

3. The item has not been altered;

4. The item is not subject to a defense or claim in recoupment (section 47-3305, subsection A) of any party that can be asserted against the warrantor; and

5. The warrantor has no knowledge of any insolvency proceeding commenced with respect to the maker or acceptor or, in the case of an unaccepted draft, the drawer.

B. If an item is dishonored, a customer or collecting bank transferring the item and receiving settlement or other consideration is obliged to pay the amount due on the item according to the terms of the item at the time it was transferred, or if the transfer was of an incomplete item, according to its terms when completed as stated in sections 47-3115 and 47-3407. The obligation of a transferor is owed to the transferee and to any subsequent collecting bank that takes the item in good faith. A transferor cannot disclaim its obligation under this subsection by an indorsement stating that it is made "without recourse" or otherwise disclaiming liability.

C. A person to whom the warranties under subsection A of this section are made and who took the item in good faith may recover from the warrantor as damages for breach of warranty an amount equal to the loss suffered as a result of the breach, but not more than the amount of the item plus expenses and loss of interest incurred as a result of the breach.

D. The warranties stated in subsection A of this section cannot be disclaimed with respect to checks. Unless notice of a claim for breach of warranty is given to the warrantor within thirty days after the claimant has reason to know of the breach and the identity of the warrantor, the warrantor is discharged to the extent of any loss caused by the delay in giving notice of the claim.

E. A cause of action for breach of warranty under this section accrues when the claimant has reason to know of the breach.
A.R.S. § 47-8506 — Arizona Code / Title 47 / Chapter 8 / Article 5 / Section 8506
47-8506 Duty of securities intermediary to exercise rights as directed by entitlement holder
Status: in_force

47-8506. Duty of securities intermediary to exercise rights as directed by entitlement holder

A securities intermediary shall exercise rights with respect to a financial asset if directed to do so by an entitlement holder. A securities intermediary satisfies the duty if:

1. The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder and the securities intermediary; or

2. In the absence of agreement, the securities intermediary either places the entitlement holder in a position to exercise the rights directly or exercises due care in accordance with reasonable commercial standards to follow the direction of the entitlement holder.
A.R.S. § 47-2A517 — Arizona Code / Title 47 / Chapter 2A / Article 5 / Section 2A517
47-2A517 Revocation of acceptance of goods
Status: in_force

47-2A517. Revocation of acceptance of goods

A. A lessee may revoke acceptance of a lot or commercial unit whose nonconformity substantially impairs its value to the lessee if the lessee has accepted it:

1. Except in the case of a finance lease, on the reasonable assumption that its nonconformity would be cured and it has not been seasonably cured; or

2. Without discovery of the nonconformity if the lessee's acceptance was reasonably induced either by the lessor's assurances or, except in the case of a finance lease, by the difficulty of discovery before acceptance. In the case of a lease, other than a consumer lease, as to which any modification or waiver must be in writing, any assurance by the lessor which the lessee claims to have induced the lessee's acceptance must also be in writing.

B. Except in the case of a finance lease that is not a consumer lease, a lessee may revoke acceptance of a lot or commercial unit if the lessor defaults under the lease contract and the default substantially impairs the value of that lot or commercial unit to the lessee.

C. If the lease agreement so provides, the lessee may revoke acceptance of a lot or commercial unit because of other defaults by the lessor.

D. Revocation of acceptance must occur within a reasonable time after the lessee discovers or should have discovered the ground for it and before any substantial change in condition of the goods which is not caused by the nonconformity. Revocation is not effective until the lessee notifies the lessor.

E. A lessee who so revokes has the same rights and duties with regard to the goods involved as if the lessee had rejected them.

F. The lessee and lessor may, by a conspicuous writing contained in the lease or elsewhere, provide that the provisions of this section will not apply to a new motor vehicle which is otherwise subject to the provisions of title 44, chapter 9, article 5. Any such agreement may be made before or after the discovery of the nonconformity and may take the form of an option extended to either lessor or lessee. When the parties have so agreed, then for the purposes of title 44, chapter 9, article 5, the lessee shall be deemed the consumer of the motor vehicle, with the lessor having all the rights of a lienholder in such motor vehicle.
A.R.S. § 47-2A212 — Arizona Code / Title 47 / Chapter 2A / Article 2 / Section 2A212
47-2A212 Implied warranty of merchantability
Status: in_force

47-2A212. Implied warranty of merchantability

A. Except in a finance lease, a warranty that the goods will be merchantable is implied in a lease contract if the lessor is a merchant with respect to goods of that kind.

B. Goods to be merchantable must be at least such as:

1. Pass without objection in the trade under the description in the lease agreement;

2. In the case of fungible goods, are of fair average quality within the description;

3. Are fit for the ordinary purposes for which goods of that type are used;

4. Run, within the variation permitted by the lease agreement, of even kind, quality and quantity within each unit and among all units involved;

5. Are adequately contained, packaged and labeled as the lease agreement may require; and

6. Conform to any promises or affirmations of fact made on the container or label.

C. Other implied warranties may arise from course of dealing or usage of trade.
A.R.S. § 47-5109 — Arizona Code / Title 47 / Chapter 5 / Section 5109
47-5109 Fraud and forgery
Status: in_force

47-5109. Fraud and forgery

A. If a presentation is made that appears on its face strictly to comply with the terms and conditions of the letter of credit, but a required document is forged or materially fraudulent, or honor of the presentation would facilitate a material fraud by the beneficiary on the issuer or applicant:

1. The issuer shall honor the presentation, if honor is demanded by a nominated person who has given value in good faith and without notice of forgery or material fraud, a confirmer who has honored its confirmation in good faith, a holder in due course of a draft drawn under the letter of credit that was taken after acceptance by the issuer or nominated person, or an assignee of the issuer's or nominated person's deferred obligation that was taken for value and without notice of forgery or material fraud after the obligation was incurred by the issuer or nominated person; and

2. The issuer, acting in good faith, may honor or dishonor the presentation in any other case.

B. If an applicant claims that a required document is forged or materially fraudulent or that honor of the presentation would facilitate a material fraud by the beneficiary on the issuer or applicant, a court of competent jurisdiction may temporarily or permanently enjoin the issuer from honoring a presentation or grant similar relief against the issuer or other persons only if the court finds that:

1. The relief is not prohibited under the law applicable to an accepted draft or deferred obligation incurred by the issuer;

2. A beneficiary, issuer or nominated person who may be adversely affected is adequately protected against loss that it may suffer because the relief is granted;

3. All of the conditions to entitle a person to the relief under the law of this state have been met; and

4. On the basis of the information submitted to the court, the applicant is more likely than not to succeed under its claim of forgery or material fraud and the person demanding honor does not qualify for protection under subsection A, paragraph 1.
A.R.S. § 47-2611 — Arizona Code / Title 47 / Chapter 2 / Article 6 / Section 2611
47-2611 Retraction of anticipatory repudiation
Status: in_force

47-2611. Retraction of anticipatory repudiation

A. Until the repudiating party's next performance is due he can retract his repudiation unless the aggrieved party has since the repudiation cancelled or materially changed his position or otherwise indicated that he considers the repudiation final.

B. Retraction may be by any method which clearly indicates to the aggrieved party that the repudiating party intends to perform, but must include any assurance justifiably demanded under the provisions of this chapter (section 47-2609).

C. Retraction reinstates the repudiating party's rights under the contract with due excuse and allowance to the aggrieved party for any delay occasioned by the repudiation.
A.R.S. § 47-2315 — Arizona Code / Title 47 / Chapter 2 / Article 3 / Section 2315
47-2315 Implied warranty: fitness for particular purpose
Status: in_force

47-2315. Implied warranty: fitness for particular purpose

Where the seller at the time of contracting has reason to know any particular purpose for which the goods are required and that the buyer is relying on the seller's skill or judgment to select or furnish suitable goods, there is unless excluded or modified under section 47-2316 an implied warranty that the goods shall be fit for such purpose.
A.R.S. § 47-2A507 — Arizona Code / Title 47 / Chapter 2A / Article 5 / Section 2A507
47-2A507 Proof of market rent; time and place
Status: in_force

47-2A507. Proof of market rent; time and place

A. Damages based on market rent (section 47-2A519 or 47-2A528) are determined according to the rent for the use of the goods concerned for a lease term identical to the remaining lease term of the original lease agreement and prevailing at the times specified in sections 47-2A519 and 47-2A528.

B. If evidence of rent for the use of the goods concerned for a lease term identical to the remaining lease term of the original lease agreement and prevailing at the times or places described in this chapter is not readily available, the rent prevailing within any reasonable time before or after the time described or at any other place or for a different lease term which in commercial judgment or under usage of trade would serve as a reasonable substitute for the one described may be used, making any proper allowance for the difference, including the cost of transporting the goods to or from the other place.

C. Evidence of a relevant rent prevailing at a time or place or for a lease term other than the one described in this chapter offered by one party is not admissible unless and until he has given the other party notice the court finds sufficient to prevent unfair surprise.

D. If the prevailing rent or value of any goods regularly leased in any established market is in issue, reports in official publications or trade journals or in newspapers or periodicals of general circulation published as the reports of that market are admissible in evidence. The circumstances of the preparation of the report may be shown to affect its weight but not its admissibility.
A.R.S. § 47-1106 — Arizona Code / Title 47 / Chapter 1 / Article 1 / Section 1106
47-1106 Use of singular and plural; gender
Status: in_force

47-1106. Use of singular and plural; gender

In this title, unless the statutory context otherwise requires:

1. Words in the singular number include the plural and those in the plural include the singular; and

2. Words of any gender also refer to any other gender.
A.R.S. § 47-4303 — Arizona Code / Title 47 / Chapter 4 / Article 3 / Section 4303
47-4303 When items subject to notice, stop-payment order, legal process or setoff; order in which items may be charged or certified
Status: in_force

47-4303. When items subject to notice, stop-payment order, legal process or setoff; order in which items may be charged or certified

A. Any knowledge, notice or stop-payment order received by, legal process served upon or setoff exercised by a payor bank comes too late to terminate, suspend or modify the bank's right or duty to pay an item or to charge its customer's account for the item if the knowledge, notice, stop-payment order or legal process is received or served and a reasonable time for the bank to act thereon expires or the setoff is exercised after the earliest of the following:

1. The bank accepts or certifies the item;

2. The bank pays the item in cash;

3. The bank settles for the item without having a right to revoke the settlement under statute, clearing-house rule or agreement;

4. The bank becomes accountable for the amount of the item under section 47-4302 dealing with the payor bank's responsibility for late return of items; or

5. With respect to checks, a cutoff hour no earlier than one hour after the opening of the next banking day after the banking day on which the bank received the check and no later than the close of that next banking day or, if no cutoff hour is fixed, the close of the next banking day after the banking day on which the bank received the check.

B. Subject to subsection A of this section, items may be accepted, paid, certified or charged to the indicated account of its customer in any order.
A.R.S. § 47-2328 — Arizona Code / Title 47 / Chapter 2 / Article 3 / Section 2328
47-2328 Sale by auction
Status: reserved

47-2328. Sale by auction

A. In a sale by auction if goods are put up in lots each lot is the subject of a separate sale.

B. A sale by auction is complete when the auctioneer so announces by the fall of the hammer or in other customary manner. Where a bid is made while the hammer is falling in acceptance of a prior bid the auctioneer may in his discretion reopen the bidding or declare the goods sold under the bid on which the hammer was falling.

C. Such a sale is with reserve unless the goods are in explicit terms put up without reserve. In an auction with reserve the auctioneer may withdraw the goods at any time until he announces completion of the sale. In an auction without reserve, after the auctioneer calls for bids on an article or lot, that article or lot cannot be withdrawn unless no bid is made within a reasonable time. In either case a bidder may retract his bid until the auctioneer's announcement of completion of the sale, but a bidder's retraction does not revive any previous bid.

D. If the auctioneer knowingly receives a bid on the seller's behalf or the seller makes or procures such a bid, and notice has not been given that liberty for such bidding is reserved, the buyer may at his option avoid the sale or take the goods at the price of the last good faith bid prior to the completion of the sale. This subsection shall not apply to any bid at a forced sale.
A.R.S. § 47-2A101 — Arizona Code / Title 47 / Chapter 2A / Article 1 / Section 2A101
47-2A101 Short Title
Status: in_force

47-2A101. Short Title

This chapter shall be known and may be cited as the uniform commercial code-leases.
A.R.S. § 47-2A208 — Arizona Code / Title 47 / Chapter 2A / Article 2 / Section 2A208
47-2A208 Modification, rescission and waiver
Status: in_force

47-2A208. Modification, rescission and waiver

A. An agreement modifying a lease contract needs no consideration to be binding.

B. A signed lease agreement that excludes modification or rescission except by a signed writing may not be otherwise modified or rescinded, but, except as between merchants, such a requirement on a form supplied by a merchant must be separately signed by the other party.

C. Although an attempt at modification or rescission does not satisfy the requirements of subsection B, it may operate as a waiver.

D. A party who has made a waiver affecting an executory portion of a lease contract may retract the waiver by reasonable notification received by the other party that strict performance will be required of any term waived, unless the retraction would be unjust in view of a material change of position in reliance on the waiver.
A.R.S. § 47-3202 — Arizona Code / Title 47 / Chapter 3 / Article 2 / Section 3202
47-3202 Negotiation subject to rescission
Status: in_force

47-3202. Negotiation subject to rescission

A. Negotiation is effective even if obtained:

1. From an infant, a corporation exceeding its powers or a person without capacity;

2. By fraud, duress or mistake; or

3. In breach of duty or as part of an illegal transaction.

B. To the extent permitted by other law, negotiation may be rescinded or may be subject to other remedies, but those remedies may not be asserted against a subsequent holder in due course or a person paying the instrument in good faith and without knowledge of facts that are a basis for rescission or other remedy.
A.R.S. § 47-7703 — Arizona Code / Title 47 / Chapter 7 / Article 7 / Section 7703
47-7703 Applicability
Status: in_force

47-7703. Applicability

This chapter applies to a document of title that is issued or a bailment that arises on or after the effective date of this chapter.   This chapter does not apply to a document of title that is issued or a bailment that arises before the effective date of this chapter even if the document of title or bailment  would be subject to this chapter if the document of title had been issued or bailment had arisen on or after the effective date of this chapter.  This chapter does not apply to a right of action that has accrued before the effective date of this chapter.
A.R.S. § 47-2A301 — Arizona Code / Title 47 / Chapter 2A / Article 3 / Section 2A301
47-2A301 Enforceability of lease contract
Status: in_force

47-2A301. Enforceability of lease contract

Except as otherwise provided in this chapter, a lease contract is effective and enforceable according to its terms between the parties, against purchasers of the goods and against creditors of the parties.
A.R.S. § 47-4215 — Arizona Code / Title 47 / Chapter 4 / Article 2 / Section 4215
47-4215 Final payment of item by payor bank; when provisional debits and credits become final; when certain credits become available for withdrawal
Status: in_force

47-4215. Final payment of item by payor bank; when provisional debits and credits become final; when certain credits become available for withdrawal

A. An item is finally paid by a payor bank when the bank has first done any of the following:

1. Paid the item in cash;

2. Settled for the item without having a right to revoke the settlement under statute, clearing-house rule or agreement; or

3. Made a provisional settlement for the item and failed to revoke the settlement in the time and manner permitted by statute, clearing-house rule or agreement.

B. If provisional settlement for an item does not become final, the item is not finally paid.

C. If provisional settlement for an item between the presenting and payor banks is made through a clearing house or by debits or credits in an account between them, then to the extent that provisional debits or credits for the item are entered in accounts between the presenting and payor banks or between the presenting and successive prior collecting banks seriatim, they become final upon final payment of the item by the payor bank.

D. If a collecting bank receives a settlement for an item which is or becomes final, the bank is accountable to its customer for the amount of the item and any provisional credit given for the item in an account with its customer becomes final.

E. Subject to applicable law stating a time for availability of funds and any right of the bank to apply the credit to an obligation of the customer, credit given by a bank for an item in a customer's account becomes available for withdrawal as of right:

1. If the bank has received a provisional settlement for the item, when the settlement becomes final and the bank has had a reasonable time to receive return of the item and the item has not been received within that time;

2. If the bank is both the depositary bank and the payor bank and the item is finally paid, at the opening of the bank's second banking day following receipt of the item.

F. Subject to applicable law stating a time for availability of funds and any right of a bank to apply a deposit to an obligation of the depositor, a deposit of money becomes available for withdrawal as of right at the opening of the bank's next banking day after receipt of the deposit.
A.R.S. § 47-2714 — Arizona Code / Title 47 / Chapter 2 / Article 7 / Section 2714
47-2714 Buyer's damages for breach in regard to accepted goods
Status: in_force

47-2714. Buyer's damages for breach in regard to accepted goods

A. Where the buyer has accepted goods and given notification (subsection C of section 47-2607) he may recover as damages for any non-conformity of tender the loss resulting in the ordinary course of events from the seller's breach as determined in any manner which is reasonable.

B. The measure of damages for breach of warranty is the difference at the time and place of acceptance between the value of the goods accepted and the value they would have had if they had been as warranted, unless special circumstances show proximate damages of a different amount.

C. In a proper case any incidental and consequential damages under section 47-2715 may also be recovered.