11 M.R.S. § 7-1203 — ME Code / Title 11 / Chapter 7-A / Section 7-1203
11 §7-1203. Liability for nonreceipt or misdescription
Status: in_force

A party to or purchaser for value in good faith of a document of title, other than a bill of lading, that relies upon the description of the goods in the document may recover from the issuer damages caused by the nonreceipt or misdescription of the goods, except to the extent that: [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(1). The document conspicuously indicates that the issuer does not know whether all or part of the goods in fact were received or conform to the description, such as 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, condition and quality unknown," "said to contain" or words of similar import, if the indication is true; or [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(2). The party or purchaser otherwise has notice of the nonreceipt or misdescription. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]
11 M.R.S. § 15-305 — ME Code / Title 11 / Chapter 15 / Section 15-305
11 §15-305. Priority
Status: in_force

(1). Subject to subsections (2) and (3) , this Title as in effect on July 1, 2025 determines the priority of conflicting claims to collateral. [PL 2023, c. 669, Pt. C, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). Subject to subsection (3) , if the priorities of claims to collateral were established before July 1, 2025, Article 9‑A as in effect before July 1, 2025 determines priority. [PL 2023, c. 669, Pt. C, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). On the adjustment date, to the extent the priorities determined by Article 9‑A as in effect after July 1, 2025 modify the priorities established before July 1, 2025, the priorities of claims to Article 12 property established before July 1, 2025 cease to apply. [PL 2023, c. 669, Pt. C, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 9-1516 — ME Code / Title 11 / Chapter 9-A / Section 9-1516
11 §9-1516. What constitutes filing; effectiveness of filing
Status: in_force

(1). Except as otherwise provided in subsection (2) , communication of a record to a filing office and tender of the filing fee or acceptance of the record by the filing office constitutes filing. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). Filing does not occur with respect to a record that a filing office refuses to accept because: (a). The record is not communicated by a method or medium of communication authorized by the filing office; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). An amount equal to or greater than the applicable filing fee is not tendered. For a record recorded in the county registry of deeds, the filing office may refuse to accept the record if the amount tendered is greater than the applicable filing fee; [PL 2001, c. 286, §6 (AMD).] (c). The filing office is unable to index the record because: (i) In the case of an initial financing statement, the record does not provide a name for the debtor or, for a record recorded in the county registry of deeds, the record does not provide a name for the debtor and the secured party; (ii) In the case of an amendment or information statement, the record: (A) Does not identify the initial financing statement as required by section 9‑1512 or 9‑1518 , as applicable; or (B) Identifies an initial financing statement whose effectiveness has lapsed under section 9‑1515 ; (iii) In the case of an initial financing statement that provides the name of a debtor identified as an individual or an amendment that provides a name of a debtor identified as an individual that was not previously provided in the financing statement to which the record relates, the record does not identify the debtor's surname; or (iv) In the case of a record recorded in the county registry of deeds, the record does not provide a sufficient description of the real property to which it relates; [PL 2013, c. 317, Pt. A, §24 (AMD).] (d). In the case of an initial financing statement or an amendment that adds a secured party of record, the record does not provide a name and mailing address for the secured party of record; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (e). In the case of an initial financing statement or an amendment that provides a name of a debtor that was not previously provided in the financing statement to which the amendment relates, the record does not: (i) Provide a mailing address for the debtor; or (ii) Indicate whether the name provided as the name of the debtor is an individual or an organization; [PL 2013, c. 317, Pt. A, §25 (AMD).] (f). In the case of an assignment reflected in an initial financing statement under section 9‑1514, subsection (1) or an amendment filed under section 9‑1514, subsection (2) , the record does not provide a name and mailing address for the assignee; [PL 2015, c. 180, §2 (AMD).] (g). In the case of a continuation statement, the record is not filed within the 6-month period prescribed by section 9‑1515, subsection (4) ; or [PL 2015, c. 180, §2 (AMD).] (h). In the case of a record submitted for filing or recording with the Secretary of State, the Secretary of State refuses to accept the record in compliance with Title 5, section 90‑F . [PL 2015, c. 180, §3 (NEW).] [PL 2015, c. 180, §§2, 3 (AMD).]

(3). For purposes of subsection (2) : (a). A record does not provide information if the filing office is unable to read or decipher the information; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). A record that does not indicate that it is an amendment or identify an initial financing statement to which it relates, as required by section 9‑1512 , 9‑1514 or 9‑1518 , is an initial financing statement. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). A record that is communicated to the filing office with tender of the filing fee, but which the filing office refuses to accept for a reason other than one set forth in subsection (2) , is effective as a filed record except as against a purchaser of the collateral that gives value in reasonable reliance upon the absence of the record from the files. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 3-1413 — ME Code / Title 11 / Chapter 3-A / Section 3-1413
11 §3-1413. Obligation of acceptor
Status: in_force

(1). The acceptor of a draft is obliged to pay the draft: (a). According to its terms at the time it was accepted, even though the acceptance states that the draft is payable "as originally drawn" or equivalent terms; [PL 1993, c. 293, Pt. A, §2 (NEW).] (b). If the acceptance varies the terms of the draft, according to the terms of the draft as varied; or [PL 1993, c. 293, Pt. A, §2 (NEW).] (c). If the acceptance is of a draft that is an incomplete instrument, according to its terms when completed, to the extent stated in sections 3‑1115 and 3‑1407 . [PL 1993, c. 293, Pt. A, §2 (NEW).] The obligation is owed to a person entitled to enforce the draft or to the drawer or an indorser who paid the draft under section 3‑1414 or 3‑1415 . [PL 1993, c. 293, Pt. A, §2 (NEW).]

(2). If the certification of a check or other acceptance of a draft states the amount certified or accepted, the obligation of the acceptor is that amount. If the certification or acceptance does not state an amount, the amount of the instrument is subsequently raised and the instrument is then negotiated to a holder in due course, the obligation of the acceptor is the amount of the instrument at the time it was taken by the holder in due course. [PL 1993, c. 293, Pt. A, §2 (NEW).]
11 M.R.S. § 5-1116 — ME Code / Title 11 / Chapter 5-A / Section 5-1116
11 §5-1116. Choice of law and forum
Status: in_force

(1). The liability of an issuer, nominated person or adviser for action or omission is governed by the law of the jurisdiction chosen by an agreement in the form of a record signed by the affected parties or by a provision in the person's letter of credit, confirmation or other undertaking. The jurisdiction whose law is chosen need not bear any relation to the transaction. [PL 2023, c. 669, Pt. A, §51 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). Unless subsection (1) applies, the liability of an issuer, nominated person or adviser for action or omission is governed by the law of the jurisdiction in which the person is located. The person is considered to be located at the address indicated in the person's undertaking. If more than one address is indicated, the person is considered to be located at the address from which the person's undertaking was issued. For the purpose of jurisdiction, choice of law and recognition of interbranch letters of credit, but not enforcement of a judgment, all branches of a bank are considered separate juridical entities and a bank is considered to be located at the place where its relevant branch is considered to be located under subsection (2-A). [PL 2023, c. 669, Pt. A, §52 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2-A). (REALLOCATED FROM T. 11, §5-1106, sub-§(2-A)) A branch of a bank is considered to be located at the address indicated in the branch's undertaking. If more than one address is indicated, the branch is considered to be located at the address from which the undertaking was issued. [PL 2023, c. 669, Pt. A, §53 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF); PL 2025, c. 390, Pt. A, §23 (RAL); PL 2025, c. 390, Pt. A, §24 (AFF).]

(3). Except as otherwise provided in this subsection, the liability of an issuer, nominated person or adviser is governed by any rules of custom or practice, such as the Uniform Customs and Practice for Documentary Credits, to which the letter of credit, confirmation or other undertaking is expressly made subject. If this Article would govern the liability of an issuer, nominated person, or adviser under subsection (1) or (2) , the relevant undertaking incorporates rules of custom or practice and there is conflict between this article and those rules as applied to that undertaking, those rules govern except to the extent of any conflict with the nonvariable provisions specified in section 5‑1103, subsection (3) . [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]

(4). If there is conflict between this Article and Article 3‑A , 4 , 4‑A or 9, this Article governs. [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]

(5). The forum for settling disputes arising out of an undertaking within this Article may be chosen in the manner and with the binding effect that governing law may be chosen in accordance with subsection (1) . [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]
11 M.R.S. § 10-101 — ME Code / Title 11 / Chapter 10 / Section 10-101
11 §10-101. Definitions; retroactivity
Status: in_force

(1). For the purposes of this Article, the phrase "old code" means the Uniform Commercial Code as enacted by public law, 1963, chapter 362 and as amended by the following: Public law, 1965, chapter 306; Public law, 1967, chapter 213; Public law, 1969, chapter 155; Public law, 1969, chapter 225; Public law, 1969, chapter 302; Public law, 1969, chapter 327; Public law, 1969, chapter 389; Public law, 1969, chapter 421; Public law, 1969, chapter 582; Public law, 1971, chapter 11; Public law, 1971, chapter 474; Public law, 1971, chapter 544; Public law, 1973, chapter 8; Public law, 1973, chapter 441; Public law, 1973, chapter 442; Public law, 1973, chapter 443; Public law, 1973, chapter 444; Public law, 1973, chapter 625; Public law, 1973, chapter 762; Public law, 1975, chapter 269; Public law, 1975, chapter 320; Public law, 1975, chapter 770; and Public law, 1977, chapter 90. For the purposes of this Article, the phrase "public law, 1977, chapter 526" means chapter 526 of the public laws of 1977, "An Act Relating to Secured Transactions under the Uniform Commercial Code," effective January 1, 1978. The phrase "new code" means the old code as amended by public law, 1977, chapter 526. [PL 1977, c. 586 (NEW).]

(2). This Article is retroactive to January 1, 1978. [PL 1977, c. 586 (NEW).]
11 M.R.S. § 9-1210 — ME Code / Title 11 / Chapter 9-A / Section 9-1210
11 §9-1210. Request for accounting; request regarding list of collateral or statement of account
Status: in_force

(1). In this section: (a). "Request" means a record of a type described in paragraph (b) , (c) or (d) ; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). "Request for an accounting" means a record signed by a debtor requesting that the recipient provide an accounting of the unpaid obligations secured by collateral and reasonably identifying the transaction or relationship that is the subject of the request; [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (c). "Request regarding a list of collateral" means a record signed by a debtor requesting that the recipient approve or correct a list of what the debtor believes to be the collateral securing an obligation and reasonably identifying the transaction or relationship that is the subject of the request; and [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (d). "Request regarding a statement of account" means a record signed by a debtor requesting that the recipient approve or correct a statement indicating what the debtor believes to be the aggregate amount of unpaid obligations secured by collateral as of a specified date and reasonably identifying the transaction or relationship that is the subject of the request. [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). Subject to subsections (3) , (4) , (5) and (6) , a secured party, other than a buyer of accounts, chattel paper, payment intangibles or promissory notes or a consignor, shall comply with a request within 20 days after receipt: (a). In the case of a request for an accounting, by signing and sending to the debtor an accounting; and [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). In the case of a request regarding a list of collateral or a request regarding a statement of account, by signing and sending to the debtor an approval or correction. [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). A secured party that claims a security interest in all of a particular type of collateral owned by the debtor may comply with a request regarding a list of collateral by sending to the debtor a signed record including a statement to that effect within 20 days after receipt. [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). A person that receives a request regarding a list of collateral, claims no interest in the collateral when it receives the request and claimed an interest in the collateral at an earlier time shall comply with the request within 20 days after receipt by sending to the debtor a signed record: (a). Disclaiming any interest in the collateral; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). If known to the recipient, providing the name and mailing address of any assignee of or successor to the recipient's security interest in the collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(5). A person that receives a request for an accounting or a request regarding a statement of account, claims no interest in the obligations when it receives the request and claimed an interest in the obligations at an earlier time shall comply with the request within 20 days after receipt by sending to the debtor a signed record: (a). Disclaiming any interest in the obligations; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). If known to the recipient, providing the name and mailing address of any assignee of or successor to the recipient's interest in the obligations. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §95 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(6). A debtor is entitled without charge to one response to a request under this section during any 6-month period. The secured party may require payment of a charge not exceeding $25 for each additional response. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1335 — ME Code / Title 11 / Chapter 9-A / Section 9-1335
11 §9-1335. Accessions
Status: in_force

(1). A security interest may be created in an accession and continues in collateral that becomes an accession. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). If a security interest is perfected when the collateral becomes an accession, the security interest remains perfected in the collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). Except as otherwise provided in subsection (4) , the other provisions of this Part determine the priority of a security interest in an accession. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). A security interest in an accession is subordinate to a security interest in the whole that is perfected by compliance with the requirements of a certificate-of-title statute under section 9‑1311, subsection (2) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). After default, subject to Part 6 , a secured party may remove an accession from other goods if the security interest in the accession has priority over the claims of every person having an interest in the whole. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(6). A secured party that removes an accession from other goods under subsection (5) shall promptly reimburse any holder of a security interest or other lien on, or owner of, the whole or of the other goods, other than the debtor, for the cost of repair of any physical injury to the whole or the other goods. The secured party need not reimburse the holder or owner for any diminution in value of the whole or the other goods caused by the absence of the accession removed or by any necessity for replacing it. A person entitled to reimbursement may refuse permission to remove until the secured party gives adequate assurance for the performance of the obligation to reimburse. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 4-1501 — ME Code / Title 11 / Chapter 4-A / Section 4-1501
11 §4-1501. Variation by agreement and effect of funds transfer system rule
Status: in_force

(1). Except as otherwise provided in this Article, the rights and obligations of a party to a funds transfer may be varied by agreement of the affected party. [PL 1991, c. 812, §2 (NEW).]

(2). "Funds transfer system rule" means a rule of an association of banks: (a). Governing transmission of payment orders by means of a funds transfer system of the association or rights and obligations with respect to those orders; or [PL 1991, c. 812, §2 (NEW).] (b). To the extent the rule governs rights and obligations between banks that are parties to a funds transfer in which a Federal Reserve Bank, acting as an intermediary bank, sends a payment order to the beneficiary's bank. [PL 1991, c. 812, §2 (NEW).] [PL 1991, c. 812, §2 (NEW).]

Except as otherwise provided in this Article, a funds transfer system rule governing rights and obligations between participating banks using the system may be effective even if the rule conflicts with this Article and indirectly affects another party to the funds transfer who does not consent to the rule. A funds transfer system rule may also govern rights and obligations of parties other than participating banks using the system to the extent stated in sections 4‑1404, subsection (3) , section 4‑1405, subsection (4) and section 4‑1507, subsection (3) . [PL 1991, c. 812, §2 (NEW).]
11 M.R.S. § 3-1603 — ME Code / Title 11 / Chapter 3-A / Section 3-1603
11 §3-1603. Tender of payment
Status: in_force

(1). If tender of payment of an obligation to pay an instrument is made to a person entitled to enforce the instrument, the effect of tender is governed by principles of law applicable to tender of payment under a simple contract. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(2). If tender of payment of an obligation to pay an instrument is made to a person entitled to enforce the instrument and the tender is refused, there is discharge, to the extent of the amount of the tender, of the obligation of an indorser or accommodation party having a right of recourse with respect to the obligation to which the tender relates. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(3). If tender of payment of an amount due on an instrument is made to a person entitled to enforce the instrument, the obligation of the obligor to pay interest after the due date on the amount tendered is discharged. If presentment is required with respect to an instrument and the obligor is able and ready to pay on the due date at every place of payment stated in the instrument, the obligor is deemed to have made tender of payment on the due date to the person entitled to enforce the instrument. [PL 1993, c. 293, Pt. A, §2 (NEW).]
11 M.R.S. § 2-514 — ME Code / Title 11 / Chapter 2 / Section 2-514
11 §2-514. When documents deliverable on acceptance; when on payment
Status: in_force

Unless otherwise agreed, documents against which a draft is drawn are to be delivered to the drawee on acceptance of the draft if it is payable more than 3 days after presentment; otherwise only on payment.
11 M.R.S. § 1-1302 — ME Code / Title 11 / Chapter 1-A / Section 1-1302
11 §1-1302. Variation by agreement
Status: in_force

(1). Except as otherwise provided in subsection (2) or elsewhere in the Uniform Commercial Code, the effect of provisions of the Uniform Commercial Code may be varied by agreement. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(2). The obligations of good faith, diligence, reasonableness and care prescribed by the Uniform Commercial Code may not be disclaimed by agreement. The parties, by agreement, may determine the standards by which the performance of those obligations is to be measured if those standards are not manifestly unreasonable. Whenever the Uniform Commercial Code requires an action to be taken within a reasonable time, a time that is not manifestly unreasonable may be fixed by agreement. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(3). The presence in certain provisions of the Uniform Commercial Code of the phrase “unless otherwise agreed,” or words of similar import, does not imply that the effect of other provisions may not be varied by agreement under this section. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]
11 M.R.S. § 8-1503 — ME Code / Title 11 / Chapter 8-A / Section 8-1503
11 §8-1503. Property interest of entitlement holder in financial asset held by securities intermediary
Status: in_force

(1). To the extent necessary for a securities intermediary to satisfy all security entitlements with respect to a particular financial asset, all interests in that financial asset held by the securities intermediary are held by the securities intermediary for the entitlement holders, are not property of the securities intermediary and are not subject to claims of creditors of the securities intermediary, except as otherwise provided in section 8‑1511 . [PL 1997, c. 429, Pt. B, §2 (NEW).]

(2). An entitlement holder's property interest with respect to a particular financial asset under subsection (1) is a pro rata property interest in all interests in that financial asset held by the securities intermediary, without regard to the time the entitlement holder acquired the security entitlement or the time the securities intermediary acquired the interest in that financial asset. [PL 1997, c. 429, Pt. B, §2 (NEW).]

(3). An entitlement holder's property interest with respect to a particular financial asset under subsection (1) may be enforced against the securities intermediary only by exercise of the entitlement holder's rights under sections 8‑1505 to 8‑1508 . [PL 1997, c. 429, Pt. B, §2 (NEW).]

(4). An entitlement holder's property interest with respect to a particular financial asset under subsection (1) may be enforced against a purchaser of the financial asset or interest in the financial asset only if: (a). Insolvency proceedings have been initiated by or against the securities intermediary; [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). The securities intermediary does not have sufficient interests in the financial asset to satisfy the security entitlements of all of its entitlement holders to that financial asset; [PL 1997, c. 429, Pt. B, §2 (NEW).] (c). The securities intermediary violated its obligations under section 8‑1504 by transferring the financial asset or interest in the financial asset to the purchaser; and [PL 1997, c. 429, Pt. B, §2 (NEW).] (d). The purchaser is not protected under subsection (5) . The trustee or other liquidator, acting on behalf of all entitlement holders having security entitlements with respect to a particular financial asset, may recover the financial asset, or interest in the financial asset, from the purchaser. If the trustee or other liquidator elects not to pursue that right, an entitlement holder whose security entitlement remains unsatisfied has the right to recover its interest in the financial asset from the purchaser. [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 1997, c. 429, Pt. B, §2 (NEW).]

(5). An action based on the entitlement holder's property interest with respect to a particular financial asset under subsection (1) , whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may not be asserted against any purchaser of a financial asset or interest in a financial asset who gives value, obtains control and does not act in collusion with the securities intermediary in violating the securities intermediary's obligations under section 8‑1504 . [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 8-1205 — ME Code / Title 11 / Chapter 8-A / Section 8-1205
11 §8-1205. Effect of unauthorized signature on security certificate
Status: in_force

An unauthorized signature placed on a security certificate before or in the course of issue is ineffective, but the signature is effective in favor of a purchaser for value of the certificated security if the purchaser is without notice of the lack of authority and the signing has been done by: [PL 1997, c. 429, Pt. B, §2 (NEW).]

(1). An authenticating trustee, registrar, transfer agent or other person entrusted by the issuer with the signing of the security certificate or of similar security certificates, or the immediate preparation for signing of any of them; or [PL 1997, c. 429, Pt. B, §2 (NEW).]

(2). An employee of the issuer, or of any of the persons listed in subsection (1) , entrusted with responsible handling of the security certificate. [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 9-1408 — ME Code / Title 11 / Chapter 9-A / Section 9-1408
11 §9-1408. Restrictions on assignment of promissory notes, health-care-insurance receivables and certain general intangibles ineffective
Status: in_force

(1). Except as otherwise provided in subsection (2) , a term in a promissory note or in an agreement between an account debtor and a debtor that relates to a health-care-insurance receivable or a general intangible, including a contract, permit, license or franchise, and which term prohibits, restricts or requires the consent of the person obligated on the promissory note or the account debtor to, the assignment or transfer of, or creation, attachment or perfection of a security interest in, the promissory note, health-care-insurance receivable or general intangible, is ineffective to the extent that the term: (a). Would impair the creation, attachment or perfection of a security interest; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Provides that the assignment or transfer or the creation, attachment or perfection of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination or remedy under the promissory note, health-care-insurance receivable or general intangible. [PL 2001, c. 471, Pt. A, §16 (AMD); PL 2001, c. 471, Pt. A, §18 (AFF).] [PL 2001, c. 471, Pt. A, §16 (AMD); PL 2001, c. 471, Pt. A, §18 (AFF).]

(2). Subsection (1) applies to a security interest in a payment intangible or promissory note only if the security interest arises out of a sale of the payment intangible or promissory note, other than a sale pursuant to a disposition under section 9‑1610 or acceptance of collateral under section 9‑1620 . [PL 2013, c. 317, Pt. A, §19 (AMD).]

(3). A rule of law, statute or regulation that prohibits, restricts or requires the consent of a government, governmental body or official, person obligated on a promissory note, or account debtor to the assignment or transfer of, or creation of a security interest in, a promissory note, health-care-insurance receivable or general intangible, including a contract, permit, license or franchise between an account debtor and a debtor, is ineffective to the extent that the rule of law, statute or regulation: (a). Would impair the creation, attachment or perfection of a security interest; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Provides that the assignment or transfer or the creation, attachment or perfection of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination or remedy under the promissory note, health-care-insurance receivable or general intangible. [PL 2001, c. 471, Pt. A, §17 (AMD); PL 2001, c. 471, Pt. A, §18 (AFF).] [PL 2001, c. 471, Pt. A, §17 (AMD); PL 2001, c. 471, Pt. A, §18 (AFF).]

(4). To the extent that a term in a promissory note or in an agreement between an account debtor and a debtor that relates to a health-care-insurance receivable or general intangible or a rule of law, statute or regulation described in subsection (3) would be effective under law other than this Article but is ineffective under subsection (1) or (3) , the creation, attachment or perfection of a security interest in the promissory note, health-care-insurance receivable or general intangible: (a). Is not enforceable against the person obligated on the promissory note or the account debtor; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Does not impose a duty or obligation on the person obligated on the promissory note or the account debtor; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). Does not require the person obligated on the promissory note or the account debtor to recognize the security interest, pay or render performance to the secured party or accept payment or performance from the secured party; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (d). Does not entitle the secured party to use or assign the debtor's rights under the promissory note, health-care-insurance receivable or general intangible, including any related information or materials furnished to the debtor in the transaction giving rise to the promissory note, health-care-insurance receivable or general intangible; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (e). Does not entitle the secured party to use, assign, possess or have access to any trade secrets or confidential information of the person obligated on the promissory note or the account debtor; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (f). Does not entitle the secured party to enforce the security interest in the promissory note, health-care-insurance receivable or general intangible. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). For the purposes of this section, "promissory note" includes a negotiable instrument that evidences chattel paper. [PL 2023, c. 669, Pt. A, §138 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 1-1203 — ME Code / Title 11 / Chapter 1-A / Section 1-1203
11 §1-1203. Lease distinguished from security interest
Status: in_force

(1). Whether a transaction in the form of a lease creates a lease or security interest is determined by the facts of each case. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(2). A transaction in the form of a lease creates a security interest if the consideration that the lessee is to pay the lessor for the right to possession and use of the goods is an obligation for the term of the lease and is not subject to termination by the lessee, and: (a). The original term of the lease is equal to or greater than the remaining economic life of the goods; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). The lessee is bound to renew the lease for the remaining economic life of the goods or is bound to become the owner of the goods; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (c). The lessee has an option to renew the lease for the remaining economic life of the goods for no additional consideration or for nominal additional consideration upon compliance with the lease agreement; or [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (d). The lessee has an option to become the owner of the goods for no additional consideration or for nominal additional consideration upon compliance with the lease agreement. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(3). A transaction in the form of a lease does not create a security interest merely because: (a). The present value of the consideration the lessee is obligated to pay the lessor for the right to possession and use of the goods is substantially equal to or is greater than the fair market value of the goods at the time the lease is entered into; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). The lessee assumes risk of loss of the goods; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (c). The lessee agrees to pay, with respect to the goods, taxes, insurance, filing, recording or registration fees, or service or maintenance costs; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (d). The lessee has an option to renew the lease or to become the owner of the goods; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (e). The lessee has an option to renew the lease for a fixed rent that is equal to or greater than the reasonably predictable fair market rent for the use of the goods for the term of the renewal at the time the option is to be performed; or [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (f). The lessee has an option to become the owner of the goods for a fixed price that is equal to or greater than the reasonably predictable fair market value of the goods at the time the option is to be performed. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(4). Additional consideration is nominal if it is less than the lessee's reasonably predictable cost of performing under the lease agreement if the option is not exercised. Additional consideration is not nominal if: (a). When the option to renew the lease is granted to the lessee, the rent is stated to be the fair market rent for the use of the goods for the term of the renewal determined at the time the option is to be performed; or [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). When the option to become the owner of the goods is granted to the lessee, the price is stated to be the fair market value of the goods determined at the time the option is to be performed. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(5). The "remaining economic life of the goods" and "reasonably predictable" fair market rent, fair market value or cost of performing under the lease agreement must be determined with reference to the facts and circumstances at the time the transaction is entered into. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1708 — ME Code / Title 11 / Chapter 9-A / Section 9-1708
11 §9-1708. Persons entitled to file initial financing statement or continuation statement
Status: in_force

A person may file an initial financing statement or a continuation statement under this part if: [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(1). The secured party of record authorizes the filing; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). The filing is necessary under this part: (a). To continue the effectiveness of a financing statement filed before this Article takes effect; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). To perfect or continue the perfection of a security interest. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 2-1202 — ME Code / Title 11 / Chapter 2-A / Section 2-1202
11 §2-1202. Final expression; parol or extrinsic evidence
Status: in_force

Terms with respect to which the confirmatory memoranda of the parties agree or that are otherwise set forth in a record intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement but may be explained or supplemented: [PL 2023, c. 669, Pt. A, §29 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(1). By course of dealing or usage of trade or by course of performance; and [PL 1991, c. 805, §4 (NEW).]

(2). By evidence of consistent additional terms unless the court finds the record to have been intended also as a complete and exclusive statement of the terms of the agreement. [PL 2023, c. 669, Pt. A, §29 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 9-1613 — ME Code / Title 11 / Chapter 9-A / Section 9-1613
11 §9-1613. Contents and form of notification before disposition of collateral: general
Status: in_force

Except in a consumer-goods transaction, the following rules apply. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(1). The contents of a notification of disposition are sufficient if the notification: (a). Describes the debtor and the secured party; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Describes the collateral that is the subject of the intended disposition; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). States the method of intended disposition; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (d). States that the debtor is entitled to an accounting of the unpaid indebtedness and states the charge, if any, for an accounting; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (e). States the time and place of a public disposition or the time after which any other disposition is to be made. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). Whether the contents of a notification that lacks any of the information specified in subsection (1) are nevertheless sufficient is a question of fact. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). The contents of a notification providing substantially the information specified in subsection (1) are sufficient, even if the notification includes: (a). Information not specified by that subsection; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Minor errors that are not seriously misleading. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). A particular phrasing of the notification is not required. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). The following form of notification or the form appearing in section 9‑1614, subsection (3) , when completed in accordance with the instructions in subsection (6) and section 9‑1614, subsection (3‑A) , each provides sufficient information: NOTIFICATION OF DISPOSITION OF COLLATERAL To: (Name of debtor, obligor or other person to which the notification is sent) From: (Name, address and telephone number of secured party) {1} Name of any debtor that is not an addressee: (Name of each debtor) {2} We will sell (describe collateral) (to the highest qualified bidder) at public sale. A sale could include a lease or license. The sale will be held as follows: (Date) (Time) (Place) {3} We will sell (describe collateral) at private sale sometime after (date). A sale could include a lease or license. {4} You are entitled to an accounting of the unpaid indebtedness secured by the property that we intend to sell or, as applicable, lease or license. {5} If you request an accounting you must pay a charge of $ (amount). {6} You may request an accounting by calling us at (telephone number). [End of Form] [PL 2023, c. 669, Pt. A, §150 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(6). The following instructions apply to the form of notification in subsection (5) . (a). The instructions in this subsection refer to the numbers in braces before items in the form of notification in subsection (5) . Do not include the numbers or braces in the notification. The numbers and braces are used only for the purpose of these instructions. [PL 2023, c. 669, Pt. A, §151 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). Include and complete item {1} only if there is a debtor that is not an addressee of the notification and list the name or names. [PL 2023, c. 669, Pt. A, §151 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (c). Include and complete either item {2}, if the notification relates to a public disposition of the collateral, or item {3}, if the notification relates to a private disposition of the collateral. If item {2} is included, include the words "to the highest qualified bidder" only if applicable. [PL 2023, c. 669, Pt. A, §151 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (d). Include and complete items {4} and {6}. [PL 2023, c. 669, Pt. A, §151 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (e). Include and complete item {5} only if the sender will charge the recipient for an accounting. [PL 2023, c. 669, Pt. A, §151 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §151 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 3-1104 — ME Code / Title 11 / Chapter 3-A / Section 3-1104
11 §3-1104. Negotiable instrument
Status: in_force

(1). Except as provided in subsections (3) and (4) , "negotiable instrument" means an unconditional promise or order to pay a fixed amount of money, with or without interest or other charges described in the promise or order, if it: (a). Is payable to bearer or to order at the time it is issued or first comes into possession of a holder; [PL 1993, c. 293, Pt. A, §2 (NEW).] (b). Is payable on demand or at a definite time; and [PL 1993, c. 293, Pt. A, §2 (NEW).] (c). Does not state any other undertaking or instruction by the person promising or ordering payment to do any act in addition to the payment of money, but the promise or order may contain: (i) An undertaking or power to give, maintain or protect collateral to secure payment; (ii) An authorization or power to the holder to confess judgment or realize on or dispose of collateral; (iii) A waiver of the benefit of any law intended for the advantage or protection of an obligor; (iv) A term that specifies the law that governs the promise or order; or (v) An undertaking to resolve in a specified forum a dispute concerning the promise or order. [PL 2023, c. 669, Pt. A, §33 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §33 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). "Instrument" means a negotiable instrument. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(3). An order that meets all of the requirements of subsection (1), paragraphs (b) and (c) and otherwise falls within the definition of "check" in subsection (6) is a negotiable instrument and a check. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(4). A promise or order other than a check is not an instrument if, at the time it is issued or first comes into possession of a holder, it contains a conspicuous statement, however expressed, to the effect that the promise or order is not negotiable or is not an instrument governed by this Article. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(5). An instrument is a "note" if it is a promise and is a "draft" if it is an order. If an instrument falls within the definition of both "note" and "draft," a person entitled to enforce the instrument may treat it as either. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(6). "Check" means: (a). A draft, other than a documentary draft, payable on demand and drawn on a bank; [PL 2003, c. 594, §2 (AMD).] (b). A cashier's check or teller's check; or [PL 2003, c. 594, §2 (AMD).] (c). A demand draft. [PL 2003, c. 594, §2 (NEW).] An instrument may be a check even though it is described on its face by another term, such as "money order." [PL 2003, c. 594, §2 (AMD).]

(7). "Cashier's check" means a draft with respect to which the drawer and drawee are the same bank or branches of the same bank. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(8). "Teller's check" means a draft drawn by a bank: (a). On another bank; or [PL 1993, c. 293, Pt. A, §2 (NEW).] (b). Payable at or through a bank. [PL 1993, c. 293, Pt. A, §2 (NEW).] [PL 1993, c. 293, Pt. A, §2 (NEW).]

(9). "Traveler's check" means an instrument that: (a). Is payable on demand; [PL 1993, c. 293, Pt. A, §2 (NEW).] (b). Is drawn on or payable at or through a bank; [PL 1993, c. 293, Pt. A, §2 (NEW).] (c). Is designated by the term "traveler's check" or by a substantially similar term; and [PL 1993, c. 293, Pt. A, §2 (NEW).] (d). Requires as a condition to payment a countersignature by a person whose specimen signature appears on the instrument. [PL 1993, c. 293, Pt. A, §2 (NEW).] [PL 1993, c. 293, Pt. A, §2 (NEW).]

(10). "Certificate of deposit" means an instrument containing an acknowledgment by a bank that a sum of money has been received by the bank and a promise by the bank to repay the sum of money. A certificate of deposit is a note of the bank. [PL 1993, c. 293, Pt. A, §2 (NEW).]

(11). "Demand draft" means a writing not signed by a customer that is created by a 3rd party under the purported authority of the customer for the purpose of charging the customer's account with a bank. A demand draft must contain the customer's account number and may contain any or all of the following: (a). The customer's printed or typewritten name; [PL 2003, c. 594, §3 (NEW).] (b). A notation that the customer authorized the draft; and [PL 2003, c. 594, §3 (NEW).] (c). The statement "No Signature Required" or words to that effect. [PL 2003, c. 594, §3 (NEW).] "Demand draft" does not include a check purportedly drawn by and bearing the signature of a fiduciary, as defined in section 3‑1307, subsection 1, paragraph (a) . [PL 2003, c. 594, §3 (NEW).]
11 M.R.S. § 8-1504 — ME Code / Title 11 / Chapter 8-A / Section 8-1504
11 §8-1504. Duty of securities intermediary to maintain financial asset
Status: in_force

(1). A securities intermediary shall promptly obtain and thereafter maintain a financial asset in a quantity corresponding to the aggregate of all security entitlements it has established in favor of its entitlement holders with respect to that financial asset. The securities intermediary may maintain those financial assets directly or through one or more other securities intermediaries. [PL 1997, c. 429, Pt. B, §2 (NEW).]

(2). Except to the extent otherwise agreed by its entitlement holder, a securities intermediary may not grant any security interests in a financial asset it is obligated to maintain pursuant to subsection (1) . [PL 1997, c. 429, Pt. B, §2 (NEW).]

(3). A securities intermediary satisfies the duty in subsection (1) if: (a). The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder and the securities intermediary; or [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). In the absence of agreement, the securities intermediary exercises due care in accordance with reasonable commercial standards to obtain and maintain the financial asset. [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 1997, c. 429, Pt. B, §2 (NEW).]

(4). This section does not apply to a clearing corporation that is itself the obligor of an option or similar obligation to which its entitlement holders have security entitlements. [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 12-103 — ME Code / Title 11 / Chapter 12 / Section 12-103
11 §12-103. Relation to Article 9-A and consumer laws
Status: in_force

(1). If there is conflict between this Article and Article 9‑A , Article 9‑A governs. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). A transaction subject to this Article is subject to any applicable rule of law that establishes a different rule for consumers, including Title 9‑A , Title 30‑A, chapter 183, subchapter 6 and Title 32, chapter 109‑A . [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 7-1503 — ME Code / Title 11 / Chapter 7-A / Section 7-1503
11 §7-1503. Document of title to goods defeated in certain cases
Status: in_force

(1). A document of title confers no right in goods against a person that before issuance of the document had a legal interest or a perfected security interest in the goods and that did not: (a). Deliver or entrust the goods or any document of title covering the goods to the bailor or the bailor's nominee with: (i) Actual or apparent authority to ship, store or sell; (ii) Power to obtain delivery under section 7‑1403 ; or (iii) Power of disposition under section 2‑403 ; section 2‑1304, subsection (2) ; section 2‑1305, subsection (2) ; section 9‑1320 ; or section 9‑1321, subsection (3) or other statute or rule of law; or [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).] (b). Acquiesce in the procurement by the bailor or its nominee of any document. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).] [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(2). Title to goods based upon an unaccepted delivery order is subject to the rights of any person to which a negotiable warehouse receipt or bill of lading covering the goods has been duly negotiated. That title may be defeated under section 7‑1504 to the same extent as the rights of the issuer or a transferee from the issuer. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(3). Title to goods based upon a bill of lading issued to a freight forwarder is subject to the rights of any person to which a bill issued by the freight forwarder is duly negotiated. However, delivery by the carrier in accordance with Part 4 pursuant to its own bill of lading discharges the carrier's obligation to deliver. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]
11 M.R.S. § 8-1301 — ME Code / Title 11 / Chapter 8-A / Section 8-1301
11 §8-1301. Delivery
Status: in_force

(1). Delivery of a certificated security to a purchaser occurs when: (a). The purchaser acquires possession of the security certificate; [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). Another person, other than a securities intermediary, either acquires possession of the security certificate on behalf of the purchaser or, having previously acquired possession of the certificate, acknowledges that it holds for the purchaser; or [PL 1997, c. 429, Pt. B, §2 (NEW).] (c). A securities intermediary acting on behalf of the purchaser acquires possession of the security certificate, only if the certificate is in registered form and is: (i) Registered in the name of the purchaser; (ii) Payable to the order of the purchaser; or (iii) Specially indorsed to the purchaser by an effective indorsement and has not been indorsed to the securities intermediary or in blank. [PL 1999, c. 699, Pt. B, §23 (AMD); PL 1999, c. 699, Pt. B, §28 (AFF).] [PL 1999, c. 699, Pt. B, §23 (AMD); PL 1999, c. 699, Pt. B, §28 (AFF).]

(2). Delivery of an uncertificated security to a purchaser occurs when: (a). The issuer registers the purchaser as the registered owner, upon original issue or registration of transfer; or [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). Another person, other than a securities intermediary, either becomes the registered owner of the uncertificated security on behalf of the purchaser or, having previously become the registered owner, acknowledges that it holds for the purchaser. [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 9-1627 — ME Code / Title 11 / Chapter 9-A / Section 9-1627
11 §9-1627. Determination of whether conduct was commercially reasonable
Status: in_force

(1). The fact that a greater amount could have been obtained by a collection, enforcement, disposition or acceptance at a different time or in a different method from that selected by the secured party is not of itself sufficient to preclude the secured party from establishing that the collection, enforcement, disposition or acceptance was made in a commercially reasonable manner. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). A disposition of collateral is made in a commercially reasonable manner if the disposition is made: (a). In the usual manner on any recognized market; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). At the price current in any recognized market at the time of the disposition; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). Otherwise in conformity with reasonable commercial practices among dealers in the type of property that was the subject of the disposition. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). A collection, enforcement, disposition or acceptance is commercially reasonable if it has been approved: (a). In a judicial proceeding; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). By a bona fide creditors' committee; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). By a representative of creditors; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (d). By an assignee for the benefit of creditors. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). Approval under subsection (3) need not be obtained, and lack of approval does not mean that the collection, enforcement, disposition or acceptance is not commercially reasonable. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 2-314 — ME Code / Title 11 / Chapter 2 / Section 2-314
11 §2-314. Implied warranty: merchantability; usage of trade
Status: in_force

(1). Unless excluded or modified by section 2‑316 , a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller is a merchant with respect to goods of that kind. Under this section the serving for value of food or drink to be consumed either on the premises or elsewhere is a sale.

(2). Goods to be merchantable must at least be such as (a). Pass without objection in the trade under the contract description; and (b). In the case of fungible goods, are of fair average quality within the description; and (c). Are fit for the ordinary purposes for which such goods are used; and (d). Run, within the variations permitted by the agreement, of even kind, quality and quantity within each unit and among all units involved; and (e). Are adequately contained, packaged and labeled as the agreement may require; and (f). Conform to the promises or affirmations of fact made on the container or label if any.

(3). Unless excluded or modified by section 2‑316 , other implied warranties may arise from course of dealing or usage of trade.
11 M.R.S. § 4-1402 — ME Code / Title 11 / Chapter 4-A / Section 4-1402
11 §4-1402. Obligation of sender to pay receiving bank
Status: in_force

(1). This section is subject to sections 4‑1205 and 4‑1207 . [PL 1991, c. 812, §2 (NEW).]

(2). With respect to a payment order issued to the beneficiary's bank, acceptance of the order by the bank obliges the sender to pay the bank the amount of the order but payment is not due until the payment date of the order. [PL 1991, c. 812, §2 (NEW).]

(3). This subsection is subject to subsection (5) and to section 4‑1303 . With respect to a payment order issued to a receiving bank other than the beneficiary's bank, acceptance of the order by the receiving bank obliges the sender to pay the bank the amount of the sender's order. Payment by the sender is not due until the execution date of the sender's order. The obligation of that sender to pay its payment order is excused if the funds transfer is not completed by acceptance by the beneficiary's bank of a payment order instructing payment to the beneficiary of that sender's payment order. [PL 1991, c. 812, §2 (NEW).]

(4). If the sender of a payment order pays the order and was not obliged to pay all or part of the amount paid, the bank receiving payment is obliged to refund payment to the extent the sender was not obliged to pay. Except as provided in sections 4‑1204 and 4‑1304 , interest is payable on the refundable amount from the date of payment. [PL 1991, c. 812, §2 (NEW).]

(5). If a funds transfer is not completed as stated in subsection (3) and an intermediary bank is obliged to refund payment as stated in subsection (4) but is unable to do so because not permitted by applicable law or because the bank suspends payments, a sender in the funds transfer that executed a payment order in compliance with an instruction, as stated in section 4‑1302, subsection (1), paragraph (a) , to route the funds transfer through that intermediary bank is entitled to receive or retain payment from the sender of the payment order that it accepted. The first sender in the funds transfer that issued an instruction requiring routing through that intermediary bank is subrogated to the right of the bank that paid the intermediary bank to refund as stated in subsection (4) . [PL 1991, c. 812, §2 (NEW).]

(6). The right of the sender of a payment order to be excused from the obligation to pay the order as stated in subsection (3) or to receive refund under subsection (4) may not be varied by agreement. [PL 1991, c. 812, §2 (NEW).]
11 M.R.S. § 10-107 — ME Code / Title 11 / Chapter 10 / Section 10-107
11 §10-107. Transition provisions as to priorities
Status: in_force

Except as otherwise provided in this Article, the old code shall apply to any questions of priority if the positions of the parties were fixed prior to the effective date of public law, 1977, chapter 526. In other cases, questions of priority shall be determined by the new code. [PL 1977, c. 586 (NEW).]
11 M.R.S. § 4-204 — ME Code / Title 11 / Chapter 4 / Section 4-204
11 §4-204. Methods of sending and presenting; sending directly to payor bank
Status: in_force

(1). A collecting bank shall send items by a reasonably prompt method, taking into consideration relevant instructions, the nature of the item, the number of those items on hand, the cost of collection involved and the method generally used by it or others to present those items. [PL 1993, c. 293, Pt. B, §21 (AMD).]

(2). A collecting bank may send: (a). An item directly to the payor bank; [PL 1993, c. 293, Pt. B, §21 (AMD).] (b). An item to a nonbank payor if authorized by its transferor; and [PL 1993, c. 293, Pt. B, §21 (AMD).] (c). An item other than documentary drafts to a nonbank payor, if authorized by Federal Reserve regulation or operating circular, clearinghouse rule or the like. [PL 1993, c. 293, Pt. B, §21 (AMD).] [PL 1993, c. 293, Pt. B, §21 (AMD).]

(3). Presentment may be made by a presenting bank at a place where the payor bank or other payor has requested that presentment be made. [PL 1993, c. 293, Pt. B, §21 (AMD).]
11 M.R.S. § 8-1102 — ME Code / Title 11 / Chapter 8-A / Section 8-1102
11 §8-1102. Definitions
Status: in_force

(1). As used in this Article, unless the context otherwise indicates, the following terms have the following meanings. (a). "Adverse claim" means a claim that a claimant has a property interest in a financial asset and that it is a violation of the rights of the claimant for another person to hold, transfer or deal with the financial asset. [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). "Bearer form," as applied to a certificated security, means a form in which the security is payable to the bearer of the security certificate according to its terms but not by reason of an indorsement. [PL 1997, c. 429, Pt. B, §2 (NEW).] (c). "Broker" means a person defined as a broker or dealer under the federal securities laws, but without excluding a bank acting in that capacity. [PL 1997, c. 429, Pt. B, §2 (NEW).] (d). "Certificated security" means a security that is represented by a certificate. [PL 1997, c. 429, Pt. B, §2 (NEW).] (e). "Clearing corporation" means: (i) A person that is registered as a "clearing agency" under the federal securities laws; (ii) A federal reserve bank; or (iii) Any other person that provides clearance or settlement services with respect to financial assets that would require it to register as a clearing agency under the federal securities laws but for an exclusion or exemption from the registration requirement, if its activities as a clearing corporation, including adoption of rules, are subject to regulation by a federal or state governmental authority. [PL 1997, c. 429, Pt. B, §2 (NEW).] (f). "Communicate" means to: (i) Send a signed record; or (ii) Transmit information by any mechanism agreed upon by the persons transmitting and receiving the information. [PL 2023, c. 669, Pt. A, §57 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (g). "Entitlement holder" means a person identified in the records of a securities intermediary as the person having a security entitlement against the securities intermediary. If a person acquires a security entitlement by virtue of section 8‑1501, subsection (2), paragraph (b) or (c) , that person is the entitlement holder. [PL 1997, c. 429, Pt. B, §2 (NEW).] (h). "Entitlement order" means a notification communicated to a securities intermediary directing transfer or redemption of a financial asset to which the entitlement holder has a security entitlement. [PL 1997, c. 429, Pt. B, §2 (NEW).] (i). "Financial asset," except as otherwise provided in section 8‑1103 , means: (i) A security; (ii) An obligation of a person or a share, participation or other interest in a person or in property or an enterprise of a person that is, or is of a type, dealt in or traded on financial markets or that is recognized in any area in which it is issued or dealt in as a medium for investment; or (iii) Any property that is held by a securities intermediary for another person in a securities account if the securities intermediary has expressly agreed with the other person that the property is to be treated as a financial asset under this Article. As context requires, the term means either the interest itself or the means by which a person's claim to it is evidenced, including a certificated or uncertificated security, a security certificate or a security entitlement. [PL 1997, c. 683, Pt. A, §5 (AMD).] (j). [PL 2009, c. 325, Pt. B, §24 (RP); PL 2009, c. 325, Pt. B, §27 (AFF).] (k). "Indorsement" means a signature that alone or accompanied by other words is made on a security certificate in registered form or on a separate document for the purpose of assigning, transferring or redeeming the security or granting a power to assign, transfer or redeem it. [PL 1997, c. 429, Pt. B, §2 (NEW).] (l). "Instruction" means a notification communicated to the issuer of an uncertificated security that directs that the transfer of the security be registered or that the security be redeemed. [PL 1997, c. 429, Pt. B, §2 (NEW).] (m). "Registered form," as applied to a certificated security, means a form in which: (i) The security certificate specifies a person entitled to the security; and (ii) A transfer of the security may be registered upon books maintained for that purpose by or on behalf of the issuer or the security certificate so states. [PL 1997, c. 429, Pt. B, §2 (NEW).] (n). "Securities intermediary" means: (i) A clearing corporation; or (ii) A person, including a bank or broker, that in the ordinary course of its business maintains securities accounts for others and is acting in that capacity. [PL 1997, c. 429, Pt. B, §2 (NEW).] (o). "Security," except as otherwise provided in section 8‑1103 , means an obligation of an issuer or a share, participation or other interest in an issuer or in property or an enterprise of an issuer: (i) That is represented by a security certificate in bearer or registered form or the transfer of which may be registered upon books maintained for that purpose by or on behalf of the issuer; (ii) That is one of a class or series or by its terms is divisible into a class or series of shares, participations, interests or obligations; and (iii) That: (A) Is, or is of a type, dealt in or traded on securities exchanges or securities markets; or (B) Is a medium for investment and by its terms expressly provides that it is a security governed by this Article. [PL 1997, c. 429, Pt. B, §2 (NEW).] (p). "Security certificate" means a certificate representing a security. [PL 1997, c. 429, Pt. B, §2 (NEW).] (q). "Security entitlement" means the rights and property interest of an entitlement holder with respect to a financial asset specified in Part 5 . [PL 1997, c. 429, Pt. B, §2 (NEW).] (r). "Uncertificated security" means a security that is not represented by a certificate. [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 2023, c. 669, Pt. A, §57 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). The following definitions in this Article and other Articles apply to this Article: Appropriate person Section 8‑1107 Control Section 8‑1106 Controllable account Section 9‑1102 Controllable electronic record Section 12‑102 Controllable payment intangible Section 9‑1102 Delivery Section 8‑1301 Investment company security Section 8‑1103 Issuer Section 8‑1201 Overissue Section 8‑1210 Protected purchaser Section 8‑1303 Securities account Section 8‑1501 [PL 2023, c. 669, Pt. A, §58 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). In addition, Article 1 contains general definitions and principles of construction and interpretation applicable throughout this Article. [PL 1997, c. 429, Pt. B, §2 (NEW).]

(4). The characterization of a person, business or transaction for purposes of this Article does not determine the characterization of the person, business or transaction for purposes of any other law, regulation or rule. [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 15-101 — ME Code / Title 11 / Chapter 15 / Section 15-101
11 §15-101. Short title
Status: in_force

This Article may be cited as "the Transitional Provisions for Uniform Commercial Code Amendments (2022)." [PL 2023, c. 669, Pt. C, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 2-611 — ME Code / Title 11 / Chapter 2 / Section 2-611
11 §2-611. Retraction of anticipatory repudiation
Status: in_force

(1). 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.

(2). 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 Article ( section 2‑609 ).

(3). 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.
11 M.R.S. § 9-1621 — ME Code / Title 11 / Chapter 9-A / Section 9-1621
11 §9-1621. Notification of proposal to accept collateral
Status: in_force

(1). A secured party that desires to accept collateral in full or partial satisfaction of the obligation it secures shall send its proposal to: (a). Any person from which the secured party has received, before the debtor consented to the acceptance, a signed notification of a claim of an interest in the collateral; [PL 2023, c. 669, Pt. A, §164 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). Any other secured party or lienholder that, 10 days before the debtor consented to the acceptance, held a security interest in or other lien on the collateral perfected by the filing of a financing statement that: (i) Identified the collateral; (ii) Was indexed under the debtor's name as of that date; and (iii) Was filed in the office or offices in which to file a financing statement against the debtor covering the collateral as of that date; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). Any other secured party that, 10 days before the debtor consented to the acceptance, held a security interest in the collateral perfected by compliance with a statute, regulation or treaty described in section 9‑1311, subsection (1) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §164 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). A secured party that desires to accept collateral in partial satisfaction of the obligation it secures shall send its proposal to any secondary obligor in addition to the persons described in subsection (1) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 2-1529 — ME Code / Title 11 / Chapter 2-A / Section 2-1529
11 §2-1529. Lessor's action for the rent
Status: in_force

(1). After default by the lessee under the lease contract of the type described in section 2‑1523, subsection (1) or section 2‑1523, subsection (3), paragraph (a) or, if agreed, after other default by the lessee, if the lessor complies with subsection (2) , the lessor may recover from the lessee as damages: (a). 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 2‑1219 ): (i) Accrued and unpaid rent as of the date of entry of judgment in favor of the lessor; (ii) The present value as of the same date of the rent for the then remaining lease term of the lease agreement; and (iii) Any incidental damages allowed under section 2‑1530 minus expenses saved in consequence of the lessee's default; and [PL 1991, c. 805, §4 (NEW).] (b). 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: (i) Accrued and unpaid rent as of the date of entry of judgment in favor of the lessor; (ii) The present value as of the same date of the rent for the then remaining lease term of the lease agreement; and (iii) Any incidental damages allowed under section 2‑1530 minus expenses saved in consequence of the lessee's default. [PL 1991, c. 805, §4 (NEW).] [PL 1991, c. 805, §4 (NEW).]

(2). Except as provided in subsection (3) , 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. [PL 1991, c. 805, §4 (NEW).]

(3). The lessor may dispose of the goods at any time before collection of the judgment for damages obtained pursuant to subsection (1) . 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 2‑1527 or section 2‑1528 , 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 2‑1527 or section 2‑1528 . [PL 1991, c. 805, §4 (NEW).]

(4). Payment of the judgment for damages obtained pursuant to subsection (1) 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. [PL 1991, c. 805, §4 (NEW).]

(5). After a lessee has wrongfully rejected or revoked acceptance of goods, has failed to pay rent then due or has repudiated ( section 2‑1402 ) a lessor who is held not entitled to rent under this section must be awarded damages for nonacceptance under sections 2‑1527 and 2‑1528 . [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 8-1406 — ME Code / Title 11 / Chapter 8-A / Section 8-1406
11 §8-1406. Obligation to notify issuer of lost, destroyed or wrongfully taken security certificate
Status: in_force

If a security certificate has been lost, apparently destroyed or wrongfully taken, and the owner fails to notify the issuer of that fact within a reasonable time after the owner has notice of it and the issuer registers a transfer of the security before receiving notification, the owner may not assert against the issuer a claim for registering the transfer under Section 8‑1404 or a claim to a new security certificate under Section 8‑1405 . [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 8-1506 — ME Code / Title 11 / Chapter 8-A / Section 8-1506
11 §8-1506. Duty of securities intermediary to exercise rights as directed by entitlement holder
Status: in_force

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: [PL 1997, c. 429, Pt. B, §2 (NEW).]

(1). The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder and the securities intermediary; or [PL 1997, c. 429, Pt. B, §2 (NEW).]

(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. [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 2-710 — ME Code / Title 11 / Chapter 2 / Section 2-710
11 §2-710. Seller's incidental damages
Status: in_force

Incidental damages to an aggrieved seller include any commercially reasonable charges, expenses or commissions incurred in stopping delivery, in the transportation, care and custody of goods after the buyer's breach, in connection with return or resale of the goods or otherwise resulting from the breach.
11 M.R.S. § 2-105 — ME Code / Title 11 / Chapter 2 / Section 2-105
11 §2-105. Definitions: transferability; "goods"; "future" goods; "lot"; "commercial unit"
Status: in_force

(1). Goods. "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 ( Article 8 ) 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 2‑107 ).

(2). Future goods. 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.

(3). Part interest. There may be a sale of a part interest in existing identified goods.

(4). Undivided shares. 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.

(5). Lot. "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.

(6). Commercial unit. "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.
11 M.R.S. § 9-1203 — ME Code / Title 11 / Chapter 9-A / Section 9-1203
11 §9-1203. Attachment and enforceability of security interest; proceeds; supporting obligations; formal requisites
Status: in_force

(1). A security interest attaches to collateral when it becomes enforceable against the debtor with respect to the collateral, unless an agreement expressly postpones the time of attachment. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). Except as otherwise provided in subsections (3) through (9) , a security interest is enforceable against the debtor and 3rd parties with respect to the collateral only if: (a). Value has been given; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The debtor has rights in the collateral or the power to transfer rights in the collateral to a secured party; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). One of the following conditions is met: (i) The debtor has signed a security agreement that provides a description of the collateral and, if the security interest covers timber to be cut, a description of the land concerned; (ii) The collateral is not a certificated security and is in the possession of the secured party under section 9‑1313 pursuant to the debtor's security agreement; (iii) The collateral is a certificated security in registered form and the security certificate has been delivered to the secured party under section 8‑1301 pursuant to the debtor's security agreement; (iv) The collateral is controllable accounts, controllable electronic records, controllable payment intangibles, deposit accounts, electronic documents, investment property or letter-of-credit rights and the secured party has control under section 7‑1106 , 9‑1104 , 9‑1105‑A , 9‑1106 , 9‑1107 or 9‑1107‑A pursuant to the debtor's security agreement; or (v) The collateral is chattel paper and the secured party has possession and control under section 9‑1314‑A pursuant to the debtor's security agreement. [PL 2023, c. 669, Pt. A, §89 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §89 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). Subsection (2) is subject to section 4‑210 on the security interest of a collecting bank, section 5‑1118 on the security interest of a letter-of-credit issuer or nominated person, section 9‑1110 on a security interest arising under Article 2 or 2‑A , and section 9‑1206 on security interests in investment property. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). A person becomes bound as debtor by a security agreement entered into by another person if, by operation of law other than this Article or by contract: (a). The security agreement becomes effective to create a security interest in the person's property; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The person becomes generally obligated for the obligations of the other person, including the obligation secured under the security agreement, and acquires or succeeds to all or substantially all of the assets of the other person. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). If a new debtor becomes bound as debtor by a security agreement entered into by another person: (a). The agreement satisfies subsection (2), paragraph (c) with respect to existing or after-acquired property of the new debtor to the extent the property is described in the agreement; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Another agreement is not necessary to make a security interest in the property enforceable. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(6). The attachment of a security interest in collateral gives the secured party the rights to proceeds provided by section 9‑1315 and is also attachment of a security interest in a supporting obligation for the collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(7). The attachment of a security interest in a right to payment or performance secured by a security interest or other lien on personal or real property is also attachment of a security interest in the security interest, mortgage or other lien. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(8). The attachment of a security interest in a securities account is also attachment of a security interest in the security entitlements carried in the securities account. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(9). The attachment of a security interest in a commodity account is also attachment of a security interest in the commodity contracts carried in the commodity account. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 8-1405 — ME Code / Title 11 / Chapter 8-A / Section 8-1405
11 §8-1405. Replacement of lost, destroyed or wrongfully taken security certificate
Status: in_force

(1). If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed or wrongfully taken, the issuer shall issue a new certificate if the owner: (a). So requests before the issuer has notice that the certificate has been acquired by a protected purchaser; [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). Files with the issuer a sufficient indemnity bond; and [PL 1997, c. 429, Pt. B, §2 (NEW).] (c). Satisfies other reasonable requirements imposed by the issuer. [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 1997, c. 429, Pt. B, §2 (NEW).]

(2). If, after the issue of a new security certificate, a protected purchaser of the original certificate presents it for registration of transfer, the issuer shall register the transfer unless an overissue would result. In that case, the issuer's liability is governed by Section 8‑1210 . In addition to any rights on the indemnity bond, an issuer may recover the new certificate from a person to whom it was issued or any person taking under that person, except a protected purchaser. [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 1-1301 — ME Code / Title 11 / Chapter 1-A / Section 1-1301
11 §1-1301. Territorial applicability; parties' power to choose applicable law
Status: in_force

(1). Except as otherwise provided in this section, when a transaction bears a reasonable relation to this State and also to another state or nation the parties may agree that the law either of this State or of such other state or nation shall govern their rights and duties. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(2). In the absence of an agreement effective under subsection (1) and except as provided in subsection (3) the Uniform Commercial Code applies to transactions bearing an appropriate relation to this State. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(3). If one of the following provisions of the Uniform Commercial Code specifies the applicable law that provision governs and a contrary agreement is effective only to the extent permitted by the law so specified: (a). Section 2‑402 ; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). Sections 2‑1105 and 2‑1106 ; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (c). Section 4‑102 ; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (d). Section 4‑1507 ; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (e). Section 5‑1116 ; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (f). Section 8‑1110 ; [PL 2023, c. 669, Pt. A, §11 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (g). Sections 9‑1301 to 9‑1307 ; and [PL 2023, c. 669, Pt. A, §11 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (h). Section 12‑107 . [PL 2023, c. 669, Pt. A, §11 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §11 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 3-1103 — ME Code / Title 11 / Chapter 3-A / Section 3-1103
11 §3-1103. Definitions
Status: in_force

(1). In this Article, unless the context indicates otherwise, the following terms have the following meanings. (a). "Acceptor" means a drawee who has accepted a draft. [PL 1993, c. 293, Pt. A, §2 (NEW).] (b). "Drawee" means a person ordered in a draft to make payment. [PL 1993, c. 293, Pt. A, §2 (NEW).] (c). "Drawer" means a person who signs or is identified in a draft as a person ordering payment. [PL 1993, c. 293, Pt. A, §2 (NEW).] (d). [PL 2009, c. 325, Pt. B, §14 (RP); PL 2009, c. 325, Pt. B, §27 (AFF).] (e). "Maker" means a person who signs or is identified in a note as a person undertaking to pay. [PL 1993, c. 293, Pt. A, §2 (NEW).] (f). "Order" means a written instruction to pay money signed by the person giving the instruction. The instruction may be addressed to any person, including the person giving the instruction, or to one or more persons jointly or in the alternative but not in succession. An authorization to pay is not an order unless the person authorized to pay is also instructed to pay. [PL 1993, c. 293, Pt. A, §2 (NEW).] (g). "Ordinary care" in the case of a person engaged in business means observance of reasonable commercial standards, prevailing in the area in which the person is located, with respect to the business in which the person is engaged. In the case of a bank that takes an instrument for processing for collection or payment by automated means, reasonable commercial standards do not require the bank to examine the instrument if the failure to examine does not violate the bank's prescribed procedures and the bank's procedures do not vary unreasonably from general banking usage not disapproved by this Article or Article 4 . [PL 1993, c. 293, Pt. A, §2 (NEW).] (h). "Party" means a party to an instrument. [PL 1993, c. 293, Pt. A, §2 (NEW).] (i). "Promise" means a written undertaking to pay money signed by the person undertaking to pay. An acknowledgment of an obligation by the obligor is not a promise unless the obligor also undertakes to pay the obligation. [PL 1993, c. 293, Pt. A, §2 (NEW).] (j). "Prove" with respect to a fact means to meet the burden of establishing the fact ( section 1‑1201, subsection (8) ). [PL 2009, c. 325, Pt. B, §15 (AMD); PL 2009, c. 325, Pt. B, §27 (AFF).] (k). "Remitter" means a person who purchases an instrument from its issuer if the instrument is payable to an identified person other than the purchaser. [PL 1993, c. 293, Pt. A, §2 (NEW).] [PL 2009, c. 325, Pt. B, §§14, 15 (AMD); PL 2009, c. 325, Pt. B, §27 (AFF).]

(2). Other definitions applying to this Article and the sections in which they appear are: "Acceptance" Section 3‑1409 "Accommodated party" Section 3‑1419 "Accommodation party" Section 3‑1419 "Alteration" Section 3‑1407 "Anomalous indorsement" Section 3‑1205 "Blank indorsement" Section 3‑1205 "Cashier's check" Section 3‑1104 "Certificate of deposit" Section 3‑1104 "Certified check" Section 3‑1409 "Check" Section 3‑1104 "Consideration" Section 3‑1303 "Demand draft" Section 3‑1104 "Draft" Section 3‑1104 "Holder in due course" Section 3‑1302 "Incomplete instrument" Section 3‑1115 "Indorsement" Section 3‑1204 "Indorser" Section 3‑1204 "Instrument" Section 3‑1104 "Issue" Section 3‑1105 "Issuer" Section 3‑1105 "Negotiable instrument" Section 3‑1104 "Negotiation" Section 3‑1201 "Note" Section 3‑1104 "Payable at a definite time" Section 3‑1108 "Payable on demand" Section 3‑1108 "Payable to bearer" Section 3‑1109 "Payable to order" Section 3‑1109 "Payment" Section 3‑1602 "Person entitled to enforce" Section 3‑1301 "Presentment" Section 3‑1501 "Reacquisition" Section 3‑1207 "Special indorsement" Section 3‑1205 "Teller's check" Section 3‑1104 "Transfer of instrument" Section 3‑1203 "Traveler's check" Section 3‑1104 "Value" Section 3‑1303 [PL 2003, c. 594, §1 (AMD).]

(3). The following definitions in other Articles apply to this Article: "Bank" Section 4‑105 "Banking day" Section 4‑104 "Clearing house" Section 4‑104 "Collecting bank" Section 4‑105 "Depositary bank" Section 4‑105 "Documentary draft" Section 4‑104 "Intermediary bank" Section 4‑105 "Item" Section 4‑104 "Payor bank" Section 4‑105 "Suspends payments" Section 4‑104 [PL 1993, c. 293, Pt. A, §2 (NEW).]

(4). In addition Article 1 contains general definitions and principles of construction and interpretation applicable throughout this Article. [PL 1993, c. 293, Pt. A, §2 (NEW).]
11 M.R.S. § 9-1525 — ME Code / Title 11 / Chapter 9-A / Section 9-1525
11 §9-1525. Fees
Status: in_force

(1). Except as otherwise provided in subsections (2) , (5) and (6) , the fee for filing and indexing a record under this Part, other than an initial financing statement of the kind described in subsection (2) is: (a). Fifteen dollars if the record is communicated in writing and consists of one or 2 pages; [PL 2001, c. 286, §11 (AMD).] (b). Thirty dollars if the record is communicated in writing and consists of more than 2 pages; [PL 2001, c. 632, §1 (AMD).] (c). Ten dollars if the record is communicated by another medium authorized by filing-office rule; and [PL 2001, c. 632, §2 (AMD).] (d). Zero if the record is a termination statement as described in section 9‑1513 that relates to an initial financing statement filed on or after July 1, 1993 and before July 1, 2001, and is communicated in writing or by another medium authorized by filing-office rule. [PL 2001, c. 632, §3 (NEW).] [PL 2001, c. 632, §§1-3 (AMD).]

(2). Except as otherwise provided in subsections (5) and (6) , the fee for filing and indexing an initial financing statement of the kind described in section 9‑1515, subsection (2) is: (a). Sixty dollars if the financing statement indicates that it is filed in connection with a public-finance transaction and if the record is communicated in writing. Thirty dollars if the record is communicated by another medium authorized by filing-office rule; and [PL 2001, c. 632, §4 (AMD).] (b). Forty dollars if the financing statement indicates that it is filed in connection with a manufactured-home transaction and if the record is communicated in writing. Twenty dollars if the record is communicated by another medium authorized by filing-office rule. [PL 2001, c. 632, §5 (AMD).] [PL 2001, c. 632, §§4,5 (AMD).]

(3). The number of names required to be indexed does not affect the amount of the fee in subsections (1) and (2) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). The fee for responding to a request for information from the filing office, including for communicating whether there is on file any financing statement naming a particular debtor, is: (a). Twenty dollars if the request is communicated in writing; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Twelve dollars if the request is communicated by another medium authorized by filing-office rule. [PL 2001, c. 286, §13 (AMD).] [PL 2001, c. 286, §13 (AMD).]

(5). This section does not require a fee with respect to a record of a mortgage that is effective as a financing statement recorded as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut under section 9‑1502, subsection (3) . However, the recording and satisfaction fees that otherwise would be applicable to the record of the mortgage apply. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(6). This section does not apply to the fees with respect to recording documents in the registry of deeds. Fees for recording in the registry of deeds are set forth in Title 33, section 751 . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1329 — ME Code / Title 11 / Chapter 9-A / Section 9-1329
11 §9-1329. Priority of security interests in letter-of-credit right
Status: in_force

The following rules govern priority among conflicting security interests in the same letter-of-credit right. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(1). A security interest held by a secured party having control of the letter-of-credit right under section 9‑1107 has priority to the extent of its control over a conflicting security interest held by a secured party that does not have control. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). Security interests perfected by control under section 9‑1314 rank according to priority in time of obtaining control. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 4-1506 — ME Code / Title 11 / Chapter 4-A / Section 4-1506
11 §4-1506. Rate of interest
Status: in_force

(1). If, under this Article, a receiving bank is obliged to pay interest with respect to a payment order issued to the bank, the amount payable may be determined: (a). By agreement of the sender and receiving bank; or [PL 1991, c. 812, §2 (NEW).] (b). By a funds transfer system rule if the payment order is transmitted through a funds transfer system. [PL 1991, c. 812, §2 (NEW).] [PL 1991, c. 812, §2 (NEW).]

(2). If the amount of interest is not determined by an agreement or rule as stated in subsection (1) , the amount is calculated by multiplying the applicable federal funds rate by the amount on which interest is payable and then multiplying the product by the number of days for which interest is payable. The applicable federal funds rate is the average of the federal funds rates published by the Federal Reserve Bank of New York for each of the days for which interest is payable, divided by 360. The federal funds rate for any day on which a published rate is not available is the same as the published rate for the next preceding day for which there is a published rate. If a receiving bank that accepted a payment order is required to refund payment to the sender of the order because the funds transfer was not completed, but the failure to complete was not due to any fault by the bank, the interest payable is reduced by a percentage equal to the reserve requirement on deposits of the receiving bank. [PL 1991, c. 812, §2 (NEW).]
11 M.R.S. § 4-402 — ME Code / Title 11 / Chapter 4 / Section 4-402
11 §4-402. Bank's liability to customer for wrongful dishonor; time of determining insufficiency of account
Status: in_force

(1). Except as otherwise provided in this Article, 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. [PL 1993, c. 293, Pt. B, §40 (NEW).]

(2). 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. [PL 1993, c. 293, Pt. B, §40 (NEW).]

(3). 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. [PL 1993, c. 293, Pt. B, §40 (NEW).]
11 M.R.S. § 2-722 — ME Code / Title 11 / Chapter 2 / Section 2-722
11 §2-722. Who can sue third parties for injury to goods
Status: in_force

Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party to that contract,

(1). A right of action against the third party is in either party to the contract for sale who has title to or a security interest or a special property or an insurable interest in the goods; and if the goods have been destroyed or converted a right of action is also in the party who either bore the risk of loss under the contract for sale or has since the injury assumed that risk as against the other.

(2). If at the time of the injury the party plaintiff did not bear the risk of loss as against the other party to the contract for sale and there is no arrangement between them for disposition of the recovery, his suit or settlement is, subject to his own interest, as a fiduciary for the other party to the contract.

(3). Either party may with the consent of the other sue for the benefit of whom it may concern.
11 M.R.S. § 4-1502 — ME Code / Title 11 / Chapter 4-A / Section 4-1502
11 §4-1502. Creditor process served on receiving bank; setoff by beneficiary's bank
Status: in_force

(1). As used in this section, "creditor process" means levy, attachment, garnishment, notice of lien, sequestration or a similar process issued by or on behalf of a creditor or other claimant with respect to an account. [PL 1991, c. 812, §2 (NEW).]

(2). This subsection applies to the creditor process with respect to an authorized account of the sender of a payment order if the creditor process is served on the receiving bank. For the purpose of determining rights with respect to the creditor process, if the receiving bank accepts the payment order, the balance in the authorized account is deemed to be reduced by the amount of the payment order to the extent the bank did not otherwise receive payment of the order, unless the creditor process is served at a time and in a manner affording the bank a reasonable opportunity to act on it before the bank accepts the payment order. [PL 1991, c. 812, §2 (NEW).]

(3). If a beneficiary's bank has received a payment order for payment to the beneficiary's account in the bank, the following rules apply. (a). The bank may credit the beneficiary's account. The amount credited may be set off against an obligation owed by the beneficiary to the bank or applied to satisfy creditor process served on the bank with respect to the account. [PL 1991, c. 812, §2 (NEW).] (b). The bank may credit the beneficiary's account and allow withdrawal of the amount credited unless creditor process with respect to the account is served at a time and in a manner affording the bank a reasonable opportunity to act to prevent withdrawal. [PL 1991, c. 812, §2 (NEW).] (c). If creditor process with respect to the beneficiary's account has been served and the bank has had a reasonable opportunity to act on it, the bank may not reject the payment order except for a reason unrelated to the service of process. [PL 1991, c. 812, §2 (NEW).] [PL 1991, c. 812, §2 (NEW).]

(4). Creditor process with respect to a payment by the originator to the beneficiary pursuant to a funds transfer may be served only on the beneficiary's bank with respect to the debt owed by that bank to the beneficiary. Any other bank served with the creditor process is not obliged to act with respect to the process. [PL 1991, c. 812, §2 (NEW).]
11 M.R.S. § 5-1115 — ME Code / Title 11 / Chapter 5-A / Section 5-1115
11 §5-1115. Statute of limitations
Status: in_force

An action to enforce a right or obligation arising under this Article must be commenced within one year after the expiration date of the relevant letter of credit or one year after the claim for relief or cause of action accrues, whichever occurs later. A claim for relief or cause of action accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge of the breach. [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]
11 M.R.S. § 12-107 — ME Code / Title 11 / Chapter 12 / Section 12-107
11 §12-107. Governing law
Status: in_force

(1). Except as provided in subsection (2) , the local law of a controllable electronic record's jurisdiction governs a matter covered by this Article. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). For a controllable electronic record that evidences a controllable account or controllable payment intangible, the local law of the controllable electronic record's jurisdiction governs a matter covered by section 12‑106 unless an effective agreement determines that the local law of another jurisdiction governs. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). The following rules determine a controllable electronic record's jurisdiction under this section. (a). If the controllable electronic record, or a record attached to or logically associated with the controllable electronic record and readily available for review, expressly provides that a particular jurisdiction is the controllable electronic record's jurisdiction for purposes of this Article or the Uniform Commercial Code, that jurisdiction is the controllable electronic record's jurisdiction. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). If paragraph (a) does not apply and the rules of the system in which the controllable electronic record is recorded are readily available for review and expressly provide that a particular jurisdiction is the controllable electronic record's jurisdiction for purposes of this Article or the Uniform Commercial Code, that jurisdiction is the controllable electronic record's jurisdiction. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (c). If paragraphs (a) and (b) do not apply and the controllable electronic record, or a record attached to or logically associated with the controllable electronic record and readily available for review, expressly provides that the controllable electronic record is governed by the law of a particular jurisdiction, that jurisdiction is the controllable electronic record's jurisdiction. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (d). If paragraphs (a) , (b) and (c) do not apply and the rules of the system in which the controllable electronic record is recorded are readily available for review and expressly provide that the controllable electronic record or the system is governed by the law of a particular jurisdiction, that jurisdiction is the controllable electronic record's jurisdiction. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (e). If paragraphs (a) to (d) do not apply, the controllable electronic record's jurisdiction is the District of Columbia. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). If subsection (3), paragraph (e) applies and Article 12 is not in effect in the District of Columbia without material modification, the governing law for a matter covered by this Article is the law of the District of Columbia as though Article 12 were in effect in the District of Columbia without material modification. For the purposes of this subsection, " Article 12 " means Article 12 of Uniform Commercial Code Amendments (2022). [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(5). To the extent subsections (1) and (2) provide that the local law of the controllable electronic record's jurisdiction governs a matter covered by this Article, that law governs even if the matter or a transaction to which the matter relates does not bear any relation to the controllable electronic record's jurisdiction. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(6). The rights acquired under section 12‑104 by a purchaser or qualifying purchaser are governed by the law applicable under this section at the time of purchase. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 3-1303 — ME Code / Title 11 / Chapter 3-A / Section 3-1303
11 §3-1303. Value and consideration
Status: in_force

(1). An instrument is issued or transferred for value if: (a). The instrument is issued or transferred for a promise of performance, to the extent the promise has been performed; [PL 1993, c. 293, Pt. A, §2 (NEW).] (b). The transferee acquires a security interest or other lien in the instrument other than a lien obtained by judicial proceeding; [PL 1993, c. 293, Pt. A, §2 (NEW).] (c). The instrument is issued or transferred as payment of, or as security for, an antecedent claim against any person, whether or not the claim is due; [PL 1993, c. 293, Pt. A, §2 (NEW).] (d). The instrument is issued or transferred in exchange for a negotiable instrument; or [PL 1993, c. 293, Pt. A, §2 (NEW).] (e). The instrument is issued or transferred in exchange for the incurring of an irrevocable obligation to a 3rd party by the person taking the instrument. [PL 1993, c. 293, Pt. A, §2 (NEW).] [PL 1993, c. 293, Pt. A, §2 (NEW).]

(2). "Consideration" means any consideration sufficient to support a simple contract. The drawer or maker of an instrument has a defense if the instrument is issued without consideration. If an instrument is issued for a promise of performance, the issuer has a defense to the extent performance of the promise is due and the promise has not been performed. If an instrument is issued for value as stated in subsection (1) , the instrument is also issued for consideration. [PL 1993, c. 293, Pt. A, §2 (NEW).]
11 M.R.S. § 1-1108 — ME Code / Title 11 / Chapter 1-A / Section 1-1108
11 §1-1108. Relation to electronic signatures in Electronic Signatures in Global and National Commerce Act
Status: in_force

This Article modifies, limits and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 United States Code, Section 7001 et seq., except that nothing in this Article modifies, limits or supersedes Section 7001(c) of that Act or authorizes electronic delivery of any of the notices described in Section 7003(b) of that Act. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1107-A — ME Code / Title 11 / Chapter 9-A / Section 9-1107-A
11 §9-1107-A. Control of controllable electronic record, controllable account or controllable payment intangible
Status: in_force

(1). A secured party has control of a controllable electronic record as provided in section 12‑105 . [PL 2023, c. 669, Pt. A, §87 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). A secured party has control of a controllable account or controllable payment intangible if the secured party has control of the controllable electronic record that evidences the controllable account or controllable payment intangible. [PL 2023, c. 669, Pt. A, §87 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 9-1406 — ME Code / Title 11 / Chapter 9-A / Section 9-1406
11 §9-1406. Discharge of account debtor; notification of assignment; identification and proof of assignment; restrictions on assignment of accounts, chattel paper, payment intangibles, and promissory notes ineffective
Status: in_force

(1). Subject to subsections (2) to (10) , an account debtor on an account, chattel paper or a payment intangible may discharge its obligation by paying the assignor until, but not after, the account debtor receives a notification, signed by the assignor or the assignee, that the amount due or to become due has been assigned and that payment is to be made to the assignee. After receipt of the notification, the account debtor may discharge its obligation by paying the assignee and may not discharge the obligation by paying the assignor. [PL 2023, c. 669, Pt. A, §137 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). Subject to subsections (8) and (10) , notification is ineffective under subsection (1) : (a). If it does not reasonably identify the rights assigned; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). To the extent that an agreement between an account debtor and a seller of a payment intangible limits the account debtor's duty to pay a person other than the seller and the limitation is effective under law other than this Article; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). At the option of an account debtor, if the notification notifies the account debtor to make less than the full amount of any installment or other periodic payment to the assignee, even if: (i) Only a portion of the account, chattel paper or payment intangible has been assigned to that assignee; (ii) A portion has been assigned to another assignee; or (iii) The account debtor knows that the assignment to that assignee is limited. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §137 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). Subject to subsections (8) and (10) , if requested by the account debtor, an assignee shall seasonably furnish reasonable proof that the assignment has been made. Unless the assignee complies, the account debtor may discharge its obligation by paying the assignor, even if the account debtor has received a notification under subsection (1) . [PL 2023, c. 669, Pt. A, §137 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). Except as otherwise provided in subsection (5) and sections 2‑1303 and 9‑1407 , and subject to subsection (8) , a term in an agreement between an account debtor and an assignor or in a promissory note is ineffective to the extent that it: (a). Prohibits, restricts or requires the consent of the account debtor or person obligated on the promissory note to the assignment or transfer of, or the creation, attachment, perfection or enforcement of a security interest in, the account, chattel paper, payment intangible or promissory note; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Provides that the assignment or transfer or the creation, attachment, perfection or enforcement of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination or remedy under the account, chattel paper, payment intangible or promissory note. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] For the purposes of this subsection, "promissory note" includes a negotiable instrument that evidences chattel paper. [PL 2023, c. 669, Pt. A, §137 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(5). Subsection (4) does not apply to the sale of a payment intangible or promissory note other than a sale pursuant to a disposition under section 9‑1610 or an acceptance of collateral under section 9‑1620 . [PL 2013, c. 317, Pt. A, §18 (AMD).]

(6). Except as otherwise provided in sections 2‑1303 and 9‑1407 and subject to subsections (8) and (9) , a rule of law, statute, or regulation that prohibits, restricts or requires the consent of a government, governmental body or official, or account debtor to the assignment or transfer of, or creation of a security interest in, an account or chattel paper is ineffective to the extent that the rule of law, statute or regulation: (a). Prohibits, restricts or requires the consent of the government, governmental body or official, or account debtor to the assignment or transfer of, or the creation, attachment, perfection or enforcement of a security interest in the account or chattel paper; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Provides that the assignment or transfer or the creation, attachment, perfection or enforcement of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination or remedy under the account or chattel paper. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(7). Subject to subsections (8) and (10) , an account debtor may not waive or vary its option under subsection (2), paragraph (c) . [PL 2023, c. 669, Pt. A, §137 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(8). This section is subject to law other than this Article that establishes a different rule for an account debtor who is an individual and who incurred the obligation primarily for personal, family or household purposes. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(9). This section does not apply to an assignment of a health-care-insurance receivable. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(10). Subsections (1) , (2) , (3) and (7) do not apply to a controllable account or controllable payment intangible. [PL 2023, c. 669, Pt. A, §137 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 2-1307 — ME Code / Title 11 / Chapter 2-A / Section 2-1307
11 §2-1307. Priority of liens arising by attachment or levy on, security interests in and other claims to goods
Status: in_force

(1). Except as otherwise provided in section 2‑1306 , a creditor of a lessee takes subject to the lease contract. [PL 1999, c. 699, Pt. B, §15 (RPR); PL 1999, c. 699, Pt. B, §28 (AFF).]

(2). Except as otherwise provided in subsection (3) and in sections 2‑1306 and 2‑1308 , a creditor of a lessor takes subject to the lease contract unless the creditor holds a lien that attached to the goods before the lease contract became enforceable. (a). [PL 1999, c. 699, Pt. B, §15 (RP); PL 1999, c. 699, Pt. B, §28 (AFF).] (b). [PL 1999, c. 699, Pt. B, §15 (RP); PL 1999, c. 699, Pt. B, §28 (AFF).] (c). [PL 1999, c. 699, Pt. B, §15 (RP); PL 1999, c. 699, Pt. B, §28 (AFF).] [PL 1999, c. 699, Pt. B, §15 (RPR); PL 1999, c. 699, Pt. B, §28 (AFF).]

(3). [PL 1999, c. 699, Pt. B, §15 (RP); PL 1999, c. 699, Pt. B, §28 (AFF).]

(4). [PL 1999, c. 699, Pt. B, §15 (RP); PL 1999, c. 699, Pt. B, §28 (AFF).]

(5). Except as otherwise provided in section 9‑1317 , 9‑1321 and 9‑1323 , a lessee takes a leasehold interest subject to a security interest held by a creditor of the lessor. [PL 1999, c. 699, Pt. B, §15 (NEW); PL 1999, c. 699, Pt. B, §28 (AFF).]
11 M.R.S. § 7-1401 — ME Code / Title 11 / Chapter 7-A / Section 7-1401
11 §7-1401. Irregularities in issue of receipt or bill or conduct of issuer
Status: in_force

The obligations imposed by this Article on an issuer apply to a document of title even if: [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(1). The document does not comply with the requirements of this Article or of any other statute, rule or regulation regarding its issuance, form or content; [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(2). The issuer violated laws regulating the conduct of its business; [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(3). The goods covered by the document were owned by the bailee when the document was issued; or [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(4). The person issuing the document is not a warehouse but the document purports to be a warehouse receipt. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]
11 M.R.S. § 2-1201 — ME Code / Title 11 / Chapter 2-A / Section 2-1201
11 §2-1201. Statute of frauds
Status: in_force

(1). A lease contract is not enforceable by way of action or defense unless: (a). The total payments to be made under the lease contract, excluding payments for options to renew or buy, are less than $1,000; or [PL 1991, c. 805, §4 (NEW).] (b). There is a record, signed by the party against whom enforcement is sought or by that party's authorized agent, sufficient to indicate that a lease contract has been made between the parties and to describe the goods leased and the lease term. [PL 2023, c. 669, Pt. A, §26 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §26 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). Any description of leased goods or of the lease term is sufficient and satisfies subsection (1), paragraph (b) , whether or not it is specific, if it reasonably identifies what is described. [PL 1991, c. 805, §4 (NEW).]

(3). A record is not insufficient because it omits or incorrectly states a term agreed upon, but the lease contract is not enforceable under subsection (1), paragraph (b) beyond the lease term and the quantity of goods shown in the record. [PL 2023, c. 669, Pt. A, §27 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). A lease contract that does not satisfy the requirements of subsection (1) but is valid in other respects, is enforceable: (a). If the goods are to be specifically manufactured or obtained for the lessee and are not suitable for lease or sale to others in the ordinary course of the lessor's business, and the lessor, before notice of repudiation is received and under circumstances that reasonably indicate that the goods are for the lessee, has made either a substantial beginning of their manufacture or commitments for their procurement; [PL 1991, c. 805, §4 (NEW).] (b). If the party against whom enforcement is sought admits in that party's pleading, testimony or otherwise in court that a lease contract was made, but the lease contract is not enforceable under this provision beyond the quantity of goods admitted; or [PL 1991, c. 805, §4 (NEW).] (c). With respect to goods that have been received and accepted by the lessee. [PL 1991, c. 805, §4 (NEW).] [PL 1991, c. 805, §4 (NEW).]

(5). The lease term under a lease contract referred to in subsection (4) is: (a). If there is a record signed by the party against whom enforcement is sought or by that party's authorized agent specifying the lease term, the term so specified; [PL 2023, c. 669, Pt. A, §28 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). If the party against whom enforcement is sought admits in that party's pleading, testimony, or otherwise in court a lease term, the term so admitted; or [PL 1991, c. 805, §4 (NEW).] (c). A reasonable lease term. [PL 1991, c. 805, §4 (NEW).] [PL 2023, c. 669, Pt. A, §28 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 9-1614 — ME Code / Title 11 / Chapter 9-A / Section 9-1614
11 §9-1614. Contents and form of notification before disposition of collateral: consumer-goods transaction
Status: in_force

In a consumer-goods transaction, the following rules apply. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(1). A notification of disposition must provide the following information: (a). The information specified in section 9‑1613, subsection (1) ; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). A description of any liability for a deficiency of the person to which the notification is sent; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). A telephone number from which the amount that must be paid to the secured party to redeem the collateral under section 9‑1623 is available; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (d). A telephone number or mailing address from which additional information concerning the disposition and the obligation secured is available. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). A particular phrasing of the notification is not required. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). The following form of notification, when completed in accordance with the instructions in subsection (3‑A) , provides sufficient information. (Name and address of secured party) (Date) NOTICE OF OUR PLAN TO SELL PROPERTY (Name and address of any obligor who is also a debtor) Subject: (Identify transaction) We have your (describe collateral), because you broke promises in our agreement. {1} We will sell (describe collateral) at public sale. A sale could include a lease or license. The sale will be held as follows: (Date) (Time) (Place) You may attend the sale and bring bidders if you want. {2} We will sell (describe collateral) at private sale sometime after (date). A sale could include a lease or license. {3} The money that we get from the sale, after paying our costs, will reduce the amount you owe. If we get less money than you owe, you (will or will not, as applicable) still owe us the difference. If we get more money than you owe, you will get the extra money, unless we must pay it to someone else. {4} You can get the property back at any time before we sell it by paying us the full amount you owe, not just the past due payments, including our expenses. To learn the exact amount you must pay, call us at (telephone number). {5} If you want us to explain to you in (writing) (writing or in (description of electronic record)) (description of electronic record) how we have figured the amount that you owe us, {6} call us at (telephone number) (or) (write us at (secured party's address)) (or contact us by (description of electronic communication method)) {7} and request (a written explanation) (a written explanation or an explanation in (description of electronic record)) (an explanation in (description of electronic record)). {8} We will charge you $ (amount) for the explanation if we sent you another written explanation of the amount you owe us within the last six months. {9} If you need more information about the sale (call us at (telephone number)) (or) (write us at (secured party's address)) (or contact us by (description of electronic communication method)). {10} We are sending this notice to the following other people who have an interest in (describe collateral) or who owe money under your agreement: (Names of all other debtors and obligors, if any) [End of Form] [PL 2023, c. 669, Pt. A, §152 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3-A). The following instructions apply to the form of notification in subsection (3) . (a). The instructions in this subsection refer to the numbers in braces before items in the form of notification in subsection (3) . Do not include the numbers or braces in the notification. The numbers and braces are used only for the purpose of these instructions. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). Include and complete either item {1}, if the notification relates to a public disposition of the collateral, or item {2}, if the notification relates to a private disposition of the collateral. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (c). Include and complete items {3}, {4}, {5}, {6} and {7}. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (d). In item {5}, include and complete any one of the 3 alternative methods for the explanation: writing, writing or electronic record or electronic record. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (e). In item {6}, include the telephone number. In addition, the sender may include and complete either or both of the 2 additional alternative methods of communication, writing or electronic communication, for the recipient of the notification to communicate with the sender. Neither of the two additional methods of communication is required to be included. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (f). In item {7}, include and complete the method or methods for the explanation, writing, writing or electronic record or electronic record, included in item {5}. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (g). Include and complete item {8} only if a written explanation is included in item {5} as a method for communicating the explanation and the sender will charge the recipient for another written explanation. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (h). In item {9}, include either the telephone number or the address or both the telephone number and the address. In addition, the sender may include and complete the additional method of communication, electronic communication, for the recipient of the notification to communicate with the sender. The additional method of electronic communication is not required to be included. [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (i). If item {10} does not apply, insert "None" after "agreement:". [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §153 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). A notification in the form of subsection (3) is sufficient, even if additional information appears at the end of the form. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). A notification in the form of subsection (3) is sufficient, even if it includes errors in information not required by subsection (1) , unless the error is misleading with respect to rights arising under this Article. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(6). If a notification under this section is not in the form of subsection (3) , law other than this Article determines the effect of including information not required by subsection (1) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 2-205 — ME Code / Title 11 / Chapter 2 / Section 2-205
11 §2-205. Firm offers
Status: in_force

An offer by a merchant to buy or sell goods in a signed record that by its terms gives assurance that it will be held open is not revocable, for lack of consideration, during the time stated or if no time is stated for a reasonable time, but in no event may such period of irrevocability exceed 3 months; but any such term of assurance on a form supplied by the offeree must be separately signed by the offeror. [PL 2023, c. 669, Pt. A, §20 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 2-1101 — ME Code / Title 11 / Chapter 2-A / Section 2-1101
11 §2-1101. Short title
Status: in_force

This Article may be known and cited as the "Uniform Commercial Code -- Leases." [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 1-1309 — ME Code / Title 11 / Chapter 1-A / Section 1-1309
11 §1-1309. Option to accelerate at will
Status: in_force

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. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]
11 M.R.S. § 1-1205 — ME Code / Title 11 / Chapter 1-A / Section 1-1205
11 §1-1205. Reasonable time; seasonableness
Status: in_force

(1). Whether a time for taking an action required by the Uniform Commercial Code is reasonable depends on the nature, purpose and circumstances of the action. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(2). An action is taken seasonably if it is taken at or within the time agreed or, if no time is agreed, at or within a reasonable time. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]
11 M.R.S. § 2-307 — ME Code / Title 11 / Chapter 2 / Section 2-307
11 §2-307. Delivery in single lot or several lots
Status: in_force

Unless otherwise agreed all goods called for by a contract for sale must be tendered in a single delivery and payment is due only on such tender but where the circumstances give either party the right to make or demand delivery in lots the price if it can be apportioned may be demanded for each lot.
11 M.R.S. § 1-1102 — ME Code / Title 11 / Chapter 1-A / Section 1-1102
11 §1-1102. Scope of article
Status: in_force

This Article applies to a transaction to the extent that it is governed by another Article of the Uniform Commercial Code. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]
11 M.R.S. § 5-1103 — ME Code / Title 11 / Chapter 5-A / Section 5-1103
11 §5-1103. Scope
Status: in_force

(1). This Article applies to letters of credit and to certain rights and obligations arising out of transactions involving letters of credit. [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]

(2). The statement of a rule in this Article does not by itself require, imply or negate application of the same or a different rule to a situation not provided for, or to a person not specified, in this Article. [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]

(3). With the exception of this subsection, subsections (1) and (4) , section 5‑1102, subsection (1), paragraphs (i) and (j) , section 5‑1106, subsection (4) , and section 5‑1114, subsection (4) , and except to the extent prohibited in section 1‑1302 and section 5‑1117, subsection (4) , the effect of this Article may be varied by agreement or by a provision stated or incorporated by reference in an undertaking. A term in an agreement or undertaking generally excusing liability or generally limiting remedies for failure to perform obligations is not sufficient to vary obligations prescribed by this Article. [PL 2009, c. 325, Pt. B, §22 (AMD); PL 2009, c. 325, Pt. B, §27 (AFF).]

(4). Rights and obligations of an issuer to a beneficiary or a nominated person under a letter of credit are independent of the existence, performance or nonperformance of a contract or arrangement out of which the letter of credit arises or which underlies it, including contracts or arrangements between the issuer and the applicant and between the applicant and the beneficiary. [PL 1997, c. 429, Pt. A, §2 (NEW); PL 1997, c. 429, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1301 — ME Code / Title 11 / Chapter 9-A / Section 9-1301
11 §9-1301. Law governing perfection and priority of security interests
Status: in_force

Except as otherwise provided in sections 9‑1303 to 9‑1306‑B , the following rules determine the law governing perfection, the effect of perfection or nonperfection and the priority of a security interest in collateral. [PL 2023, c. 669, Pt. A, §96 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(1). Except as otherwise provided in this section, while a debtor is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of a security interest in collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). While collateral is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of a possessory security interest in that collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). Except as otherwise provided in subsection (4) , while negotiable tangible documents, goods, instruments or money is located in a jurisdiction, the local law of that jurisdiction governs: (a). Perfection of a security interest in the goods by filing a fixture filing; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Perfection of a security interest in timber to be cut; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). The effect of perfection or nonperfection and the priority of a nonpossessory security interest in the collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §97 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). The local law of the jurisdiction in which the wellhead or minehead is located governs perfection, the effect of perfection or nonperfection and the priority of a security interest in as-extracted collateral. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 2-1508 — ME Code / Title 11 / Chapter 2-A / Section 2-1508
11 §2-1508. Lessee's remedies
Status: in_force

(1). If a lessor fails to deliver the goods in conformity to the lease contract ( section 2‑1509 ) or repudiates the lease contract ( section 2‑1402 ) or a lessee rightfully rejects the goods ( section 2‑1509 ) or justifiably revokes acceptance of the goods ( section 2‑1517 ) then, with respect to any goods involved and with respect to all of the goods if, under an installment lease contract the value of the whole lease contract is substantially impaired ( section 2‑1510 ) the lessor is in default under the lease contract and the lessee may: (a). Cancel the lease contract ( section 2‑1505, subsection (1) ); [PL 1991, c. 805, §4 (NEW).] (b). Recover so much of the rent and security as has been paid and is just under the circumstances; [PL 1991, c. 805, §4 (NEW).] (c). Cover and recover damages as to all goods affected, whether or not they have been identified to the lease contract ( sections 2‑1518 and 2‑1520 ) or recover damages for nondelivery ( sections 2‑1519 and 2‑1520 ); or [PL 1991, c. 805, §4 (NEW).] (d). Exercise any other rights or pursue any other remedies provided in the lease contract. [PL 1991, c. 805, §4 (NEW).] [PL 1991, c. 805, §4 (NEW).]

(2). If a lessor fails to deliver the goods in conformity to the lease contract or repudiates the lease contract, the lessee may also: (a). If the goods have been identified, recover them ( section 2‑1522 ); or [PL 1991, c. 805, §4 (NEW).] (b). In a proper case, obtain specific performance or replevy the goods ( section 2‑1521 ). [PL 1991, c. 805, §4 (NEW).] [PL 1991, c. 805, §4 (NEW).]

(3). If a lessor is otherwise in default under a lease contract, the lessee may exercise the rights and pursue the remedies provided in the lease contract, which may include a right to cancel the lease, and provided in section 2‑1519, subsection (3) . [PL 1991, c. 805, §4 (NEW).]

(4). If a lessor has breached a warranty, whether express or implied, the lessee may recover damages ( section 2‑1519, subsection (4) ). [PL 1991, c. 805, §4 (NEW).]

(5). On rightful rejection or justifiable revocation of acceptance, a lessee has a security interest in goods in the lessee's possession or control for any rent and security that has been paid and any expenses reasonably incurred in their inspection, receipt, transportation, care and custody and may hold those goods and dispose of them in good faith and in a commercially reasonable manner subject to section 2‑1527, subsection (5) . [PL 1991, c. 805, §4 (NEW).]

(6). Subject to the provisions of section 2‑1407 , a lessee, on notifying the lessor of the lessee's intention to do so, may deduct all or any part of the damages resulting from any default under the lease contract from any part of the rent still due under the same lease contract. [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 2-1204 — ME Code / Title 11 / Chapter 2-A / Section 2-1204
11 §2-1204. Formation in general
Status: in_force

(1). A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties that recognizes the existence of a lease contract. [PL 1991, c. 805, §4 (NEW).]

(2). An agreement sufficient to constitute a lease contract may be found although the moment of its making is undetermined. [PL 1991, c. 805, §4 (NEW).]

(3). Although one or more terms are left open, a lease contract does not fail for indefiniteness if the parties have intended to make a lease contract and there is a reasonably certain basis for giving an appropriate remedy. [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 9-1202 — ME Code / Title 11 / Chapter 9-A / Section 9-1202
11 §9-1202. Title to collateral immaterial
Status: in_force

Except as otherwise provided with respect to consignments or sales of accounts, chattel paper, payment intangibles or promissory notes, the provisions of this Article with regard to rights and obligations apply whether title to collateral is in the secured party or the debtor. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 2-1218 — ME Code / Title 11 / Chapter 2-A / Section 2-1218
11 §2-1218. Insurance and proceeds
Status: in_force

(1). A lessee obtains an insurable interest when existing goods are identified to the lease contract even though the goods identified are nonconforming and the lessee has an option to reject them. [PL 1991, c. 805, §4 (NEW).]

(2). If a lessee has an insurable interest only by reason of the lessor's identification of the goods, the lessor, until default or insolvency or notification to the lessee that identification is final, may substitute other goods for those identified. [PL 1991, c. 805, §4 (NEW).]

(3). Notwithstanding a lessee's insurable interest under subsections (1) and (2) , the lessor retains an insurable interest until an option to buy has been exercised by the lessee and risk of loss has passed to the lessee. [PL 1991, c. 805, §4 (NEW).]

(4). Nothing in this section impairs any insurable interest recognized under any other statute or rule of law. [PL 1991, c. 805, §4 (NEW).]

(5). The parties by agreement may determine that one or more parties have an obligation to obtain and pay for insurance covering the goods and by agreement may determine the beneficiary of the proceeds of the insurance. [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 8-1104 — ME Code / Title 11 / Chapter 8-A / Section 8-1104
11 §8-1104. Acquisition of security or financial asset or interest in a security or financial asset
Status: in_force

(1). A person acquires a security or an interest in a security, under this Article if: (a). The person is a purchaser to whom a security is delivered pursuant to section 8‑1301 ; or [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). The person acquires a security entitlement to the security pursuant to section 8‑1501 . [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 1997, c. 429, Pt. B, §2 (NEW).]

(2). A person acquires a financial asset, other than a security or an interest in a security, under this Article if the person acquires a security entitlement to the financial asset. [PL 1997, c. 429, Pt. B, §2 (NEW).]

(3). A person who acquires a security entitlement to a security or other financial asset has the rights specified in Part 5 but is a purchaser of any security, security entitlement or other financial asset held by the securities intermediary only to the extent provided in Section 8‑1503 . [PL 1997, c. 429, Pt. B, §2 (NEW).]

(4). Unless the context shows that a different meaning is intended, a person who is required by other law, regulation, rule or agreement to transfer, deliver, present, surrender, exchange or otherwise put in the possession of another person a security or financial asset satisfies that requirement by causing the other person to acquire an interest in the security or financial asset pursuant to subsection (1) or (2) . [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 12-105 — ME Code / Title 11 / Chapter 12 / Section 12-105
11 §12-105. Control of controllable electronic record
Status: in_force

(1). A person has control of a controllable electronic record if the electronic record, a record attached to or logically associated with the electronic record or a system in which the electronic record is recorded: (a). Gives the person: (i) Power to avail itself of substantially all the benefit from the electronic record; and (ii) Exclusive power, subject to subsection (2) , to: (A) Prevent others from availing themselves of substantially all the benefit from the electronic record; and (B) Transfer control of the electronic record to another person or cause another person to obtain control of another controllable electronic record as a result of the transfer of the electronic record; and [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). Enables the person readily to identify itself in any way, including by name, identifying number, cryptographic key, office or account number, as having the powers specified in paragraph (a) . [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). Subject to subsection (3) , a power is exclusive under subsection (1), paragraph (a) , subparagraph (ii), divisions (A) and (B) even if: (a). The controllable electronic record, a record attached to or logically associated with the electronic record or a system in which the electronic record is recorded limits the use of the electronic record or has a protocol that is programmed to cause a change, including a transfer or loss of control or a modification of benefits afforded by the electronic record; or [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). The power is shared with another person. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(3). A power of a person is not shared with another person under subsection (2), paragraph (b) and the person's power is not exclusive if: (a). The person can exercise the power only if the power also is exercised by the other person; and [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). The other person: (i) Can exercise the power without exercise of the power by the person; or (ii) Is the transferor to the person of an interest in the controllable electronic record or a controllable account or controllable payment intangible evidenced by the controllable electronic record. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(4). If a person has the powers specified in subsection (1), paragraph (a) , subparagraph (ii), divisions (A) and (B), the powers are presumed to be exclusive. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(5). A person has control of a controllable electronic record if another person, other than the transferor to the person of an interest in the controllable electronic record or a controllable account or controllable payment intangible evidenced by the controllable electronic record: (a). Has control of the electronic record and acknowledges that it has control on behalf of the person; or [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). Obtains control of the electronic record after having acknowledged that it will obtain control of the electronic record on behalf of the person. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(6). A person that has control under this section is not required to acknowledge that it has control on behalf of another person. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(7). If a person acknowledges that it has or will obtain control on behalf of another person, unless the person otherwise agrees or law other than this Article or Article 9‑A otherwise provides, the person does not owe any duty to the other person and is not required to confirm the acknowledgment to any other person. [PL 2023, c. 669, Pt. B, §1 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 2-204 — ME Code / Title 11 / Chapter 2 / Section 2-204
11 §2-204. Formation in general
Status: in_force

(1). A contract for sale of goods may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of such a contract.

(2). An agreement sufficient to constitute a contract for sale may be found even though the moment of its making is undetermined.

(3). Even though one or more terms are left open, a contract for sale does not fail for indefiniteness if the parties have intended to make a contract and there is a reasonably certain basis for giving an appropriate remedy.
11 M.R.S. § 8-1201 — ME Code / Title 11 / Chapter 8-A / Section 8-1201
11 §8-1201. Issuer
Status: in_force

(1). With respect to an obligation on or a defense to a security, an "issuer" includes a person that: (a). Places or authorizes the placing of its name on a security certificate, other than as authenticating trustee, registrar, transfer agent or the like, to evidence a share, participation or other interest in its property or in an enterprise, or to evidence its duty to perform an obligation represented by the certificate; [PL 1997, c. 429, Pt. B, §2 (NEW).] (b). Creates a share, participation or other interest in its property or in an enterprise, or undertakes an obligation, that is an uncertificated security; [PL 1997, c. 429, Pt. B, §2 (NEW).] (c). Directly or indirectly creates a fractional interest in its rights or property, if the fractional interest is represented by a security certificate; or [PL 1997, c. 429, Pt. B, §2 (NEW).] (d). Becomes responsible for, or in place of, another person described as an issuer in this section. [PL 1997, c. 429, Pt. B, §2 (NEW).] [PL 1997, c. 429, Pt. B, §2 (NEW).]

(2). With respect to an obligation on or defense to a security, a guarantor is an issuer to the extent of its guaranty, whether or not its obligation is noted on a security certificate. [PL 1997, c. 429, Pt. B, §2 (NEW).]

(3). With respect to a registration of a transfer, issuer means a person on whose behalf transfer books are maintained. [PL 1997, c. 429, Pt. B, §2 (NEW).]
11 M.R.S. § 4-303 — ME Code / Title 11 / Chapter 4 / Section 4-303
11 §4-303. When items subject to notice, stop-payment order, legal process or setoff; order in which items may be charged or certified
Status: in_force

(1). 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: (a). The bank accepts or certifies the item; [PL 1993, c. 293, Pt. B, §38 (AMD).] (b). The bank pays the item in cash; [PL 1993, c. 293, Pt. B, §38 (AMD).] (c). The bank settles for the item without having a right to revoke the settlement under statute, clearinghouse rule or agreement; [PL 1993, c. 293, Pt. B, §38 (AMD).] (d). [PL 1993, c. 293, Pt. B, §38 (RP).] (e). The bank becomes accountable for the amount of the item under section 4‑302 dealing with the payor bank's responsibility for late return of items; or [PL 1993, c. 293, Pt. B, §38 (AMD).] (f). 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. [PL 1993, c. 293, Pt. B, §38 (NEW).] [PL 1993, c. 293, Pt. B, §38 (AMD).]

(2). Subject to subsection (1) , items may be accepted, paid, certified or charged to the indicated account of its customer in any order. [PL 1993, c. 293, Pt. B, §38 (AMD).]
11 M.R.S. § 2-608 — ME Code / Title 11 / Chapter 2 / Section 2-608
11 §2-608. Revocation of acceptance in whole or in part
Status: in_force

(1). The buyer may revoke his acceptance of a lot or commercial unit whose nonconformity substantially impairs its value to him if he has accepted it (a). On the reasonable assumption that its nonconformity would be cured and it has not been seasonably cured; or (b). Without discovery of such nonconformity, if his acceptance was reasonably induced either by the difficulty of discovery before acceptance or by the seller's assurances.

(2). Revocation of acceptance must occur within a reasonable time after the buyer discovers or should have discovered the ground for it and before any substantial change in condition of the goods which is not caused by their own defects. It is not effective until the buyer notifies the seller of it.

(3). A buyer who so revokes has the same rights and duties with regard to the goods involved as if he had rejected them.
11 M.R.S. § 9-1615 — ME Code / Title 11 / Chapter 9-A / Section 9-1615
11 §9-1615. Application of proceeds of disposition; liability for deficiency and right to surplus
Status: in_force

(1). A secured party shall apply or pay over for application the cash proceeds of disposition under section 9‑1610 in the following order to: (a). The reasonable expenses of retaking, holding, preparing for disposition, processing and disposing and, to the extent provided for by agreement and not prohibited by law, reasonable attorney's fees and legal expenses incurred by the secured party; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The satisfaction of obligations secured by the security interest or agricultural lien under which the disposition is made; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). The satisfaction of obligations secured by any subordinate security interest in or other subordinate lien on the collateral if: (i) The secured party receives from the holder of the subordinate security interest or other lien a signed demand for proceeds before distribution of the proceeds is completed; and (ii) In a case in which a consignor has an interest in the collateral, the subordinate security interest or other lien is senior to the interest of the consignor; and [PL 2023, c. 669, Pt. A, §154 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (d). A secured party that is a consignor of the collateral if the secured party receives from the consignor a signed demand for proceeds before distribution of the proceeds is completed. [PL 2023, c. 669, Pt. A, §155 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §§154, 155 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). If requested by a secured party, a holder of a subordinate security interest or other lien shall furnish reasonable proof of the interest or lien within a reasonable time. Unless the holder does so, the secured party need not comply with the holder's demand under subsection (1), paragraph (c) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). A secured party need not apply or pay over for application noncash proceeds of disposition under section 9‑1610 unless the failure to do so would be commercially unreasonable. A secured party that applies or pays over for application noncash proceeds shall do so in a commercially reasonable manner. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). If the security interest under which a disposition is made secures payment or performance of an obligation, after making the payments and applications required by subsection (1) and permitted by subsection (3) : (a). Unless subsection (1), paragraph (d) requires the secured party to apply or pay over cash proceeds to a consignor, the secured party shall account to and pay a debtor for any surplus; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The obligor is liable for any deficiency. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). If the underlying transaction is a sale of accounts, chattel paper, payment intangibles or promissory notes: (a). The debtor is not entitled to any surplus; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The obligor is not liable for any deficiency. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(6). The surplus or deficiency following a disposition is calculated based on the amount of proceeds that would have been realized in a disposition complying with this part to a transferee other than the secured party, a person related to the secured party or a secondary obligor if: (a). The transferee in the disposition is the secured party, a person related to the secured party or a secondary obligor; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The amount of proceeds of the disposition is significantly below the range of proceeds that a complying disposition to a person other than the secured party, a person related to the secured party or a secondary obligor would have brought. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(7). A secured party that receives cash proceeds of a disposition in good faith and without knowledge that the receipt violates the rights of the holder of a security interest or other lien that is not subordinate to the security interest or agricultural lien under which the disposition is made: (a). Takes the cash proceeds free of the security interest or other lien; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Is not obligated to apply the proceeds of the disposition to the satisfaction of obligations secured by the security interest or other lien; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). Is not obligated to account to or pay the holder of the security interest or other lien for any surplus. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1505 — ME Code / Title 11 / Chapter 9-A / Section 9-1505
11 §9-1505. Filing and compliance with other statutes and treaties for consignments, leases, other bailments and other transactions
Status: in_force

(1). A consignor, lessor, or other bailor of goods, a licensor or a buyer of a payment intangible or promissory note may file a financing statement, or may comply with a statute or treaty described in section 9‑1311, subsection (1) , using the terms "consignor," "consignee," "lessor," "lessee," "bailor," "bailee," "licensor," "licensee," "owner," "registered owner," "buyer" or "seller," or words of similar import, instead of the terms "secured party" and "debtor." [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(2). This part applies to the filing of a financing statement under subsection (1) and, as appropriate, to compliance that is equivalent to filing a financing statement under section 9‑1311, subsection (2) , but the filing or compliance is not of itself a factor in determining whether the collateral secures an obligation. If it is determined for another reason that the collateral secures an obligation, a security interest held by the consignor, lessor, bailor, licensor, owner or buyer that attaches to the collateral is perfected by the filing or compliance. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]
11 M.R.S. § 9-1316 — ME Code / Title 11 / Chapter 9-A / Section 9-1316
11 §9-1316. Effect of change in governing law
Status: in_force

(1). A security interest perfected pursuant to the law of the jurisdiction designated in section 9‑1301, subsection (1) , section 9‑1305, subsection (3) , section 9‑1306‑A, subsection (4) or section 9‑1306‑B, subsection (2) remains perfected until the earliest of: (a). The time perfection would have ceased under the law of that jurisdiction; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The expiration of 4 months after a change of the debtor's location to another jurisdiction; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). The expiration of one year after a transfer of collateral to a person that thereby becomes a debtor and is located in another jurisdiction; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (d). The expiration of one year after a new debtor located in another jurisdiction becomes bound under section 9‑1203, subsection (4) . [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §112 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(2). If a security interest described in subsection (1) becomes perfected under the law of the other jurisdiction before the earliest time or event described in that subsection, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earliest time or event, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(3). A possessory security interest in collateral, other than goods covered by a certificate of title and collateral, as extracted, consisting of goods, remains continuously perfected if: (a). The collateral is located in one jurisdiction and subject to a security interest perfected under the law of that jurisdiction; [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). Thereafter the collateral is brought into another jurisdiction; and [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (c). Upon entry into the other jurisdiction, the security interest is perfected under the law of the other jurisdiction. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(4). Except as otherwise provided in subsection (5) , a security interest in goods covered by a certificate of title that is perfected by any method under the law of another jurisdiction when the goods become covered by a certificate of title from this State remains perfected until the security interest would have become unperfected under the law of the other jurisdiction had the goods not become so covered. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(5). A security interest described in subsection (4) becomes unperfected as against a purchaser of the goods for value and is deemed never to have been perfected as against a purchaser of the goods for value if the applicable requirements for perfection under section 9‑1311, subsection (2) or section 9‑1313 are not satisfied before the earlier of: (a). The time the security interest would have become unperfected under the law of the other jurisdiction had the goods not become covered by a certificate of title from this State; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The expiration of 4 months after the goods had become so covered. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(6). A security interest in chattel paper, controllable accounts, controllable electronic records, controllable payment intangibles, deposit accounts, letter-of-credit rights or investment property that is perfected under the law of the chattel paper's jurisdiction, the controllable electronic record's jurisdiction, the bank's jurisdiction, the issuer's jurisdiction, a nominated person's jurisdiction, the securities intermediary's jurisdiction or the commodity intermediary's jurisdiction, as applicable, remains perfected until the earlier of: (a). The time the security interest would have become unperfected under the law of that jurisdiction; or [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] (b). The expiration of 4 months after a change of the applicable jurisdiction to another jurisdiction. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).] [PL 2023, c. 669, Pt. A, §113 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(7). If a security interest described in subsection (6) becomes perfected under the law of the other jurisdiction before the earlier of the time or the end of the period described in that subsection, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earlier of that time or the end of that period, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. [PL 1999, c. 699, Pt. A, §2 (NEW); PL 1999, c. 699, Pt. A, §4 (AFF).]

(8). The following rules apply to collateral to which a security interest attaches within 4 months after the debtor changes its location to another jurisdiction. (a). A financing statement filed before the change pursuant to the law of the jurisdiction designated in section 9‑1301, subsection (1) or 9‑1305, subsection (3) is effective to perfect a security interest in the collateral if the financing statement would have been effective to perfect a security interest in the collateral had the debtor not changed its location. [PL 2013, c. 317, Pt. A, §14 (NEW).] (b). If a security interest perfected by a financing statement that is effective under paragraph (a) becomes perfected under the law of the other jurisdiction before the earlier of the time the financing statement would have become ineffective under the law of the jurisdiction designated in section 9‑1301, subsection (1) or 9‑1305, subsection (3) or the expiration of the 4-month period, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earlier time or event, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. [PL 2013, c. 317, Pt. A, §14 (NEW).] [PL 2013, c. 317, Pt. A, §14 (NEW).]

(9). If a financing statement naming an original debtor is filed pursuant to the law of the jurisdiction designated in section 9‑1301, subsection (1) or 9‑1305, subsection (3) and the new debtor is located in another jurisdiction, the following rules apply. (a). The financing statement is effective to perfect a security interest in collateral acquired by the new debtor before, and within 4 months after, the new debtor becomes bound under section 9‑1203, subsection (4) , if the financing statement would have been effective to perfect a security interest in the collateral had the collateral been acquired by the original debtor. [PL 2013, c. 317, Pt. A, §14 (NEW).] (b). A security interest perfected by the financing statement and that becomes perfected under the law of the other jurisdiction before the earlier of the time the financing statement would have become ineffective under the law of the jurisdiction designated in section 9‑1301, subsection (1) or 9‑1305, subsection (3) or the expiration of the 4-month period remains perfected thereafter. A security interest that is perfected by the financing statement but that does not become perfected under the law of the other jurisdiction before the earlier time or event becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. [PL 2013, c. 317, Pt. A, §14 (NEW).] [PL 2013, c. 317, Pt. A, §14 (NEW).]
11 M.R.S. § 9-1326-A — ME Code / Title 11 / Chapter 9-A / Section 9-1326-A
11 §9-1326-A. Priority of security interest in controllable account, controllable electronic record and controllable payment intangible
Status: in_force

A security interest in a controllable account, controllable electronic record or controllable payment intangible held by a secured party having control of the account, electronic record or payment intangible has priority over a conflicting security interest held by a secured party that does not have control. [PL 2023, c. 669, Pt. A, §124 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]
11 M.R.S. § 7-1204 — ME Code / Title 11 / Chapter 7-A / Section 7-1204
11 §7-1204. Duty of care; contractual limitation of warehouse's liability
Status: in_force

(1). A warehouse is liable for damages for loss of or injury to the goods caused by its failure to exercise care with regard to the goods that a reasonably careful person would exercise under similar circumstances. Unless otherwise agreed, the warehouse is not liable for damages that could not have been avoided by the exercise of that care. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(2). Damages may be limited by a term in the warehouse receipt or storage agreement limiting the amount of liability in case of loss or damage beyond which the warehouse is not liable. Such a limitation is not effective with respect to the warehouse's liability for conversion to its own use. On request of the bailor in a record at the time of signing the storage agreement or within a reasonable time after receipt of the warehouse receipt, the warehouse's liability may be increased on part or all of the goods covered by the storage agreement or the warehouse receipt. In this event, increased rates may be charged based on an increased valuation of the goods. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]

(3). Reasonable provisions as to the time and manner of presenting claims and commencing actions based on the bailment may be included in the warehouse receipt or storage agreement. [PL 2009, c. 324, Pt. A, §2 (NEW); PL 2009, c. 324, Pt. A, §4 (AFF).]
11 M.R.S. § 2-1109 — ME Code / Title 11 / Chapter 2-A / Section 2-1109
11 §2-1109. Option to accelerate at will
Status: in_force

(1). A term providing that one party or that party's successor in interest may accelerate payment of performance or require collateral or additional collateral "at will," "when the party represents that that party is insecure" or in words of similar import must be construed to mean that the party has power to do so only if the party in good faith believes that the prospect of payment or performance is impaired. [PL 1991, c. 805, §4 (NEW).]

(2). With respect to a consumer lease, the burden of establishing good faith under subsection (1) is on the party who exercised the power; otherwise the burden of establishing lack of good faith is on the party against whom the power has been exercised. [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 2-1516 — ME Code / Title 11 / Chapter 2-A / Section 2-1516
11 §2-1516. Effect of acceptance of goods; notice of default; burden of establishing default after acceptance; notice of claim or litigation to person answerable over
Status: in_force

(1). A lessee must pay rent for any goods accepted in accordance with the lease contract, with due allowance for goods rightfully rejected or not delivered. [PL 1991, c. 805, §4 (NEW).]

(2). A lessee's acceptance of goods precludes rejection of the goods accepted. In the case of a finance lease, if made with knowledge of a nonconformity, acceptance can not be revoked because of the nonconforming. In any other case, if made with knowledge of a nonconformity, acceptance can not be revoked because of the nonconformity unless the acceptance was on the reasonable assumption that the nonconformity would be seasonably cured. Acceptance does not of itself impair any other remedy provided by this Article or the lease agreement for nonconformity. [PL 1991, c. 805, §4 (NEW).]

(3). If a tender has been accepted: (a). Except in the case of a consumer lease, within a reasonable time after the lessee discovers or should have discovered any default, the lessee shall notify the lessor and the supplier, if any, or be barred from any remedy against the party not notified; [PL 1991, c. 805, §4 (NEW).] (b). In the case of a consumer lease, within a reasonable time after the lessee discovers or should have discovered any default, the lessee shall notify either the lessor or any assignee of the lessor. By notifying one of these parties the lessee preserves any remedy against any of the parties; and [PL 1991, c. 805, §4 (NEW).] (c). The burden is on the lessee to establish any default. [PL 1991, c. 805, §4 (NEW).] [PL 1991, c. 805, §4 (NEW).]

(4). If a lessee is sued for breach of a warranty or other obligation for which a lessor or a supplier is answerable over, the following apply. (a). The lessee may give the lessor or the supplier, or both, written notice of the litigation. If the notice states that the person notified may come in and defend and that if the person notified does not do so that person will be bound in any action against that person by the lessee by any determination of fact common to the 2 litigations, then unless the person notified after seasonable receipt of the notice does come in and defend that person is so bound. [PL 1991, c. 805, §4 (NEW).] (b). The lessor or the supplier may demand in writing that the lessee turn over control of the litigation including settlement if the claim is one for infringement or the like ( section 2‑1211 ) or be barred from any remedy over. If the demand states that the lessor or the supplier agrees to bear all expense and to satisfy any adverse judgment, then unless the lessee after seasonable receipt of the demand does turn over control, the lessee is so barred. [PL 1991, c. 805, §4 (NEW).] [PL 1991, c. 805, §4 (NEW).]

(5). Subsections (3) and (4) apply to any obligation of a lessee to hold the lessor or the supplier harmless against infringement or the like ( section 2‑1211 ). [PL 1991, c. 805, §4 (NEW).]
11 M.R.S. § 1-1201 — ME Code / Title 11 / Chapter 1-A / Section 1-1201
11 §1-1201. General definitions
Status: in_force

Unless the context otherwise requires, words or phrases defined in this section, or in the additional definitions contained in other Articles of the Uniform Commercial Code that apply to particular Articles or Parts thereof, have the meanings stated. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

Subject to definitions contained in other Articles of the Uniform Commercial Code that apply to particular Articles or Parts thereof, the following terms have the following meanings. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(1). "Action," in the sense of a judicial proceeding, includes recoupment, counterclaim, set-off, suit in equity and any other proceeding in which rights are determined. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(2). "Aggrieved party" means a party entitled to pursue a remedy. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(3). "Agreement," as distinguished from "contract," means the bargain of the parties in fact, as found in their language or inferred from other circumstances, including course of performance, course of dealing or usage of trade as provided in section 1‑1303 . [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(4). "Bank" means a person engaged in the business of banking and includes a savings bank, savings and loan association, credit union and trust company. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(5). "Bearer" means a person in control of a negotiable electronic document of title or a person in possession of a negotiable instrument, negotiable tangible document of title or certificated security that is payable to bearer or indorsed in blank. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(6). "Bill of lading" means a document of title evidencing the receipt of goods for shipment issued by a person engaged in the business of directly or indirectly transporting or forwarding goods. The term does not include a warehouse receipt. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(7). "Branch" includes a separately incorporated foreign branch of a bank. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(8). "Burden of establishing" a fact means the burden of persuading the trier of fact that the existence of the fact is more probable than its nonexistence. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(9). "Buyer in ordinary course of business" means a person that buys goods in good faith, without knowledge that the sale violates the rights of another person in the goods, and in the ordinary course from a person, other than a pawnbroker, in the business of selling goods of that kind. A person buys goods in the ordinary course if the sale to the person comports with the usual or customary practices in the kind of business in which the seller is engaged or with the seller's own usual or customary practices. A person that sells oil, gas or other minerals at the wellhead or minehead is a person in the business of selling goods of that kind. A buyer in ordinary course of business may buy for cash, by exchange of other property or on secured or unsecured credit, and may acquire goods or documents of title under a preexisting contract for sale. Only a buyer that takes possession of the goods or has a right to recover the goods from the seller under Article 2 may be a buyer in ordinary course of business. "Buyer in ordinary course of business" does not include a person that acquires goods in a transfer in bulk or as security for or in total or partial satisfaction of a money debt. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(10). "Conspicuous," with reference to a term, means so written, displayed or presented that, based on the totality of the circumstances, a reasonable person against which it is to operate ought to have noticed it. Whether a term is "conspicuous" or not is a decision for the court. (a). [PL 2023, c. 669, Pt. A, §1 (RP); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). [PL 2023, c. 669, Pt. A, §1 (RP); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §1 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(11). "Consumer" means an individual who enters into a transaction primarily for personal, family or household purposes. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(12). "Contract," as distinguished from "agreement," means the total legal obligation that results from the parties' agreement as determined by the Uniform Commercial Code as supplemented by any other applicable laws. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(13). "Creditor" includes a general creditor, a secured creditor, a lien creditor and any representative of creditors, including an assignee for the benefit of creditors, a trustee in bankruptcy, a receiver in equity and an executor or administrator of an insolvent debtor's or assignor's estate. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(14). "Defendant" includes a person in the position of defendant in a counterclaim, cross-claim or 3rd-party claim. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(15). "Delivery," with respect to an electronic document of title, means voluntary transfer of control and, with respect to an instrument, a tangible document of title or an authoritative tangible copy of a record evidencing chattel paper, means voluntary transfer of possession. [PL 2023, c. 669, Pt. A, §2 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(16). "Document of title" means a record: (a). That in the regular course of business or financing is treated as adequately evidencing that the person in possession or control of the record is entitled to receive, control, hold and dispose of the record and the goods the record covers; and [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). That purports to be issued by or addressed to a bailee and to cover goods in the bailee's possession that are either identified or are fungible portions of an identified mass. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] The term includes a bill of lading, transport document, dock warrant, dock receipt, warehouse receipt and order for delivery of goods. An electronic document of title means a document of title evidenced by a record consisting of information stored in an electronic medium. A tangible document of title means a document of title evidenced by a record consisting of information that is inscribed on a tangible medium. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(16-A). "Electronic" means relating to technology having electrical, digital, magnetic, wireless, optical, electromagnetic or similar capabilities. [PL 2023, c. 669, Pt. A, §3 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(17). "Fault" means a default, breach or wrongful act or omission. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(18). "Fungible goods" means: (a). Goods of which any unit, by nature or usage of trade, is the equivalent of any other like unit; or [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). Goods that by agreement are treated as equivalent. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(19). "Genuine" means free of forgery or counterfeiting. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(20). "Good faith," except as otherwise provided in Article 5‑A , means honesty in fact and the observance of reasonable commercial standards of fair dealing. [RR 2013, c. 2, §16 (COR).]

(21). "Holder" means: (a). The person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). The person in possession of a negotiable tangible document of title if the goods are deliverable either to bearer or to the order of the person in possession; and [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (c). The person in control, other than pursuant to section 7‑1106 , of a negotiable electronic document of title. [PL 2023, c. 669, Pt. A, §4 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §4 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(22). "Insolvency proceeding" includes an assignment for the benefit of creditors or other proceeding intended to liquidate or rehabilitate the estate of the person involved. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(23). "Insolvent" means: (a). Having generally ceased to pay debts in the ordinary course of business other than as a result of bona fide dispute; [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (b). Being unable to pay debts as they become due; or [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] (c). Being insolvent within the meaning of federal bankruptcy law. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).] [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(24). "Money" means a medium of exchange that is currently authorized or adopted by a domestic or foreign government and is not in an electronic form. The term includes a monetary unit of account established by an intergovernmental organization or by agreement between 2 or more countries. [PL 2023, c. 669, Pt. A, §5 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(25). "Organization" means a person other than an individual. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(26). "Party," as distinguished from "3rd party," means a person that has engaged in a transaction or made an agreement subject to the Uniform Commercial Code. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(27). "Person" means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, government, governmental subdivision, agency or instrumentality or any other legal or commercial entity. "Person" includes a protected series, however denominated, of an entity if the protected series is established under law other than the Uniform Commercial Code that limits, or limits if conditions specified under the law are satisfied, the ability of a creditor of the entity or of any other protected series of the entity to satisfy a claim from assets of the protected series. [PL 2023, c. 669, Pt. A, §6 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(28). "Present value" means the amount as of a date certain of one or more sums payable in the future, discounted to the date certain by use of either an interest rate specified by the parties if that rate is not manifestly unreasonable at the time the transaction is entered into or, if an interest rate is not so specified, a commercially reasonable rate that takes into account the facts and circumstances at the time the transaction is entered into. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(29). "Purchase" means taking by sale, lease, discount, negotiation, mortgage, pledge, lien, security interest, issue or reissue, gift or any other voluntary transaction creating an interest in property. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(30). "Purchaser" means a person that takes by purchase. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(31). "Record" means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(32). "Remedy" means any remedial right to which an aggrieved party is entitled with or without resort to a tribunal. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(33). "Representative" means a person empowered to act for another, including an agent, an officer of a corporation or association and a trustee, executor or administrator of an estate. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(34). "Right" includes remedy. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(35). "Security interest" means an interest in personal property or fixtures that secures payment or performance of an obligation. "Security interest" includes any interest of a consignor and a buyer of accounts, chattel paper, a payment intangible or a promissory note in a transaction that is subject to Article 9‑A . "Security interest" does not include the special property interest of a buyer of goods on identification of those goods to a contract for sale under section 2‑401 , but a buyer may also acquire a "security interest" by complying with Article 9‑A . Except as otherwise provided in section 2‑505 , the right of a seller or lessor of goods under Article 2 or 2‑A to retain or acquire possession of the goods is not a "security interest," but a seller or lessor may also acquire a "security interest" by complying with Article 9‑A . The retention or reservation of title by a seller of goods notwithstanding shipment or delivery to the buyer under section 2‑401 is limited in effect to a reservation of a "security interest." Whether a transaction in the form of a lease creates a "security interest" is determined pursuant to section 1‑1203 . [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(36). "Send," in connection with a record or notification, means: (a). To deposit in the mail, deliver for transmission or transmit by any other usual means of communication, with postage or cost of transmission provided for, addressed to any address reasonable under the circumstances; or [PL 2023, c. 669, Pt. A, §7 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). To cause the record or notification to be received within the time it would have been received if properly sent under paragraph (a) . [PL 2023, c. 669, Pt. A, §7 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).] [PL 2023, c. 669, Pt. A, §7 (AMD); PL 2023, c. 669, Pt. E, §1 (AFF).]

(37). [PL 2023, c. 669, Pt. A, §8 (RP); PL 2023, c. 669, Pt. E, §1 (AFF).]

(37-A). "Sign" means, with present intent to authenticate or adopt a record: (a). To execute or adopt a tangible symbol; or [PL 2023, c. 669, Pt. A, §9 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] (b). To attach to or logically associate with the record an electronic symbol, sound or process. [PL 2023, c. 669, Pt. A, §9 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).] "Signed," "signing" and "signature" have corresponding meanings. [PL 2023, c. 669, Pt. A, §9 (NEW); PL 2023, c. 669, Pt. E, §1 (AFF).]

(38). "State" means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands or any territory or insular possession subject to the jurisdiction of the United States. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(39). "Surety" includes a guarantor or other secondary obligor. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(40). "Term" means a portion of an agreement that relates to a particular matter. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(41). "Unauthorized signature" means a signature made without actual, implied or apparent authority. The term includes a forgery. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(42). "Warehouse receipt" means a document of title issued by a person engaged in the business of storing goods for hire. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]

(43). "Writing" includes printing, typewriting or any other intentional reduction to tangible form. "Written" has a corresponding meaning. [PL 2009, c. 325, Pt. A, §2 (NEW); PL 2009, c. 325, Pt. A, §4 (AFF).]