ORS § 73.0505 — OR Code / Title 8 / Chapter 73 / Section 73.0505
73.0505 Evidence of dishonor
Status: in_force

(1) The following are admissible as evidence and create a presumption of dishonor and of any notice of dishonor stated:

(a) A document regular in form as provided in subsection (2) of this section which purports to be a protest;

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

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

(2) A protest is a certificate of dishonor made by a United States consul or vice consul, or a notary public described in ORS 194.375 (Protest of commercial paper) or other person authorized to administer oaths by the law of the place where dishonor occurs. The protest may be made upon information satisfactory to that person. The protest must identify the instrument and certify that either presentment has been made or, if not made, the reason why it was not made, and that the instrument has been dishonored by nonacceptance or nonpayment. The protest may also certify that notice of dishonor has been given to some or all parties. [1993 c.545 §66; 2009 c.123 §6; 2013 c.219 §54]

Source: Section 73.0505 — Evidence of dishonor , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 84.058 — OR Code / Title 8 / Chapter 84 / Section 84.058
84.058 Severability clause
Status: in_force

If any provision of ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions of ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) that can be given effect without the invalid provision or application, and to this end the provisions of ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) are severable. [2001 c.535 §20]

Source: Section 84.058 — Severability clause , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 80.020 — OR Code / Title 8 / Chapter 80 / Section 80.020
80.020 Effect of an assignment on a defense
Status: in_force

In the case of an assignment of a thing in action, an action or suit by the assignee is without prejudice to any setoff or other defense existing at the time of, or before notice of the assignment; but this section does not apply to a negotiable instrument transferred in good faith and upon good consideration before due.

Source: Section 80.020 — Effect of an assignment on a defense , https://www.­oregonlegislature.­gov/bills_laws/ors/ors080.­html (accessed May 26, 2025).
ORS § 79.0304 — OR Code / Title 8 / Chapter 79 / Section 79.0304
79.0304 UCC 9-304. Law governing perfection and priority of security interests in deposit accounts
Status: in_force

(1) The local law of a bank’s jurisdiction governs perfection, the effect of perfection or nonperfection and the priority of a security interest in a deposit account maintained with that bank.

(2) The following rules determine a bank’s jurisdiction for purposes of ORS 79.0301 (UCC 9-301. Law governing perfection and priority of security interests) to 79.0342 (UCC 9-342. Bank’s right to refuse to enter into or disclose existence of control agreement) :

(a) If an agreement between the bank and the debtor governing the deposit account expressly provides that a particular jurisdiction is the bank’s jurisdiction for purposes of ORS 79.0301 (UCC 9-301. Law governing perfection and priority of security interests) to 79.0342 (UCC 9-342. Bank’s right to refuse to enter into or disclose existence of control agreement) , this chapter or the Uniform Commercial Code, that jurisdiction is the bank’s jurisdiction.

(b) If paragraph (a) of this subsection does not apply and an agreement between the bank and its customer governing the deposit account expressly provides that the agreement is governed by the law of a particular jurisdiction, that jurisdiction is the bank’s jurisdiction.

(c) If neither paragraph (a) nor paragraph (b) of this subsection applies and an agreement between the bank and its customer governing the deposit account expressly provides that the deposit account is maintained at an office in a particular jurisdiction, that jurisdiction is the bank’s jurisdiction.

(d) If paragraphs (a) to (c) of this subsection do not apply, the bank’s jurisdiction is the jurisdiction in which the office identified in an account statement as the office serving the customer’s account is located.

(e) If paragraphs (a) to (d) of this subsection do not apply, the bank’s jurisdiction is the jurisdiction in which the chief executive office of the bank is located. [2001 c.445 §24]

Source: Section 79.0304 — UCC 9-304. Law governing perfection and priority of security interests in deposit accounts , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74.1030 — OR Code / Title 8 / Chapter 74 / Section 74.1030
74.1030 Variation by agreement
Status: in_force

(1) The effect of the provisions of this chapter may be varied by agreement, but the parties to the agreement cannot disclaim a bank’s responsibility for its lack of good faith or failure to exercise ordinary care or limit the measure of damages for the lack or failure. However, the parties may determine by agreement the standards by which the bank’s responsibility is to be measured if those standards are not manifestly unreasonable.

(2) Federal reserve regulations and operating circulars, clearing house rules, and the like have the effect of agreements under subsection (1) of this section whether or not specifically assented to by all parties interested in items handled.

(3) Action or nonaction approved by this chapter or pursuant to Federal Reserve regulations or operating circulars is the exercise of ordinary care and, in the absence of special instructions, action or nonaction consistent with clearing house rules and the like or with a general banking usage not disapproved by this chapter, is prima facie the exercise of ordinary care.

(4) The specification or approval of certain procedures by this chapter is not disapproval of other procedures that may be reasonable under the circumstances.

(5) The measure of damages for failure to exercise ordinary care in handling an item is the amount of the item reduced by an amount that could not have been realized by the exercise of ordinary care. If there is bad faith it includes any other damages the party suffered as a proximate consequence. [1961 c.726 § 74.1030 (Variation by agreement) ; 1993 c.545 §74]

Source: Section 74.1030 — Variation by agreement; measure of damages; action constituting ordinary care , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 84.072 — OR Code / Title 8 / Chapter 84 / Section 84.072
84.072 Conditions under which public body may send notice by electronic mail
Status: in_force

(1) As used in this section:

(a) “Agreement” has the meaning given that term in ORS 84.004 (Definitions for ORS 84.001 to 84.061) .

(b) “Public body” has the meaning given that term in ORS 174.109 (“Public body” defined) .

(2) A public body may send to a person by electronic mail a notice that a law of this state requires the public body to send by regular mail if:

(a) The law does not expressly prohibit or restrict the use of electronic mail as a means by which to deliver the notice;

(b) The person enters into an agreement with the public body in which the person provides the public body with an electronic mail address and affirmatively indicates that the public body may use the electronic mail address as a means for sending to the person a notice required by a law of this state;

(c) The public body, before entering into an agreement under paragraph (b) of this subsection, provides the person with a statement that, in a clear and conspicuous manner, informs the person that:

(A) The public body will use the electronic mail address the person provides as the means by which the public body sends to the person a notice required by a law of this state; and

(B) The person may withdraw the person’s agreement to receive the notice by electronic mail and may instead elect to receive the notice by regular mail; and

(d) The person has not withdrawn the agreement the person made under paragraph (b) of this subsection.

(3) A public body, in the statement described in subsection (2)(c) of this section and in each notice the public body sends by electronic mail under this section, shall describe a method by which a person who has agreed under subsection (2)(b) of this section to receive a notice by electronic mail may withdraw the person’s agreement.

(4) A notice sent in accordance with ORS 84.043 (Time and place of sending and receipt) (1) and this section to an electronic mail address a person has provided under subsection (2) of this section is presumed to have been received as provided in ORS 84.043 (Time and place of sending and receipt) (2). A person may rebut this presumption only by showing that the notice did not enter an information processing system as provided in ORS 84.043 (Time and place of sending and receipt) (2)(a) or that the notice was not in the form described in ORS 84.043 (Time and place of sending and receipt) (2)(b).

(5) Intentionally left blank —Ed.

(a) Except as otherwise provided in this section, ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) apply to a notice that a public body sends under this section and to an agreement between a public body and a person under this section.

(b) For purposes of this section, a notice that a public body sends by electronic mail is an electronic record as defined in ORS 84.004 (Definitions for ORS 84.001 to 84.061) . [2011 c.242 §1]

Source: Section 84.072 — Conditions under which public body may send notice by electronic mail , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 72a.3090 — OR Code / Title 8 / Chapter 72a / Section 72a.3090
72A.3090 Lessor’s and lessee’s rights when goods become fixtures
Status: in_force

(1) As used in this section:

(a) Goods are “fixtures” when they become so related to particular real estate that an interest in them arises under real estate law;

(b) A “fixture filing” is the filing, in the office where a record of a mortgage on the real estate would be filed or recorded, of a financing statement covering goods that are or are to become fixtures and conforming to the requirements of ORS 79.0502 (UCC 9-502. Contents of financing statement) (1) and (2);

(c) A lease is a “purchase money lease” unless the lessee has possession or use of the goods or the right to possession or use of the goods before the lease agreement is enforceable;

(d) A mortgage is a “construction mortgage” to the extent it secures an obligation incurred for the construction of an improvement on land including the acquisition cost of the land, if the recorded writing so indicates; and

(e) “Encumbrance” includes real estate mortgages and other liens on real estate and all other rights in real estate that are not ownership interests.

(2) Under this chapter a lease may be of goods that are fixtures or may continue in goods that become fixtures, but no lease exists under this chapter of ordinary building materials incorporated into an improvement on land.

(3) This chapter does not prevent creation of a lease of fixtures pursuant to real estate law.

(4) The perfected interest of a lessor of fixtures has priority over a conflicting interest of an encumbrancer or owner of the real estate if:

(a) The lease is a purchase money lease, the conflicting interest of the encumbrancer or owner arises before the goods become fixtures, the interest of the lessor is perfected by a fixture filing before the goods become fixtures or within 20 days thereafter, and the lessee has an interest of record in the real estate or is in possession of the real estate; or

(b) The interest of the lessor is perfected by a fixture filing before the interest of the encumbrancer or owner is of record, the lessor’s interest has priority over any conflicting interest of a predecessor in title of the encumbrancer or owner, and the lessee has an interest of record in the real estate or is in possession of the real estate.

(5) The interest of a lessor of fixtures, whether or not perfected, has priority over the conflicting interest of an encumbrancer or owner of the real estate if:

(a) The fixtures are readily removable factory or office machines, readily removable equipment that is not primarily used or leased for use in the operation of the real estate, or readily removable replacements of domestic appliances that are goods subject to a consumer lease, and before the goods become fixtures the lease contract is enforceable;

(b) The conflicting interest is a lien on the real estate obtained by legal or equitable proceedings after the lease contract is enforceable;

(c) The encumbrancer or owner has consented in writing to the lease or has disclaimed an interest in the goods as fixtures; or

(d) The lessee has a right to remove the goods as against the encumbrancer or owner. If the lessee’s right to remove terminates, the priority of the interest of the lessor continues for a reasonable time.

(6) Notwithstanding subsection (4)(a) of this section but otherwise subject to subsections (4) and (5) of this section, the interest of a lessor of fixtures, including the lessor’s residual interest, is subordinate to the conflicting interest of an encumbrancer of the real estate under a construction mortgage recorded before the goods become fixtures if the goods become fixtures before the completion of the construction. To the extent given to refinance a construction mortgage, the conflicting interest of an encumbrancer of the real estate under a mortgage has this priority to the same extent as the encumbrancer of the real estate under the construction mortgage.

(7) In cases not within subsections (1) to (6) of this section, priority between the interest of a lessor of fixtures, including the lessor’s residual interest, and the conflicting interest of an encumbrancer or owner of the real estate who is not the lessee is determined by the priority rules governing conflicting interests in real estate.

(8) If the interest of a lessor of fixtures, including the lessor’s residual interest, has priority over all conflicting interests of all owners and encumbrancers of the real estate, the lessor or the lessee may on default, expiration, termination or cancellation of the lease agreement, but subject to the lease agreement and this chapter, or if necessary to enforce the lessor’s or lessee’s other rights and remedies under this chapter, remove the goods from the real estate, free and clear of all conflicting interests of all owners and encumbrancers of the real estate, but the lessor or lessee must reimburse any encumbrancer or owner of the real estate who is not the lessee and who has not otherwise agreed for the cost of repair of any physical injury, but not for any diminution in value of the real estate caused by the absence of the goods removed or by any necessity of replacing them. A person entitled to reimbursement may refuse permission to remove until the party seeking removal gives adequate security for the performance of this obligation.

(9) Even though the lease agreement does not create a security interest, the interest of a lessor of fixtures, including the lessor’s residual interest, is perfected by filing a financing statement as a fixture filing for leased goods that are or are to become fixtures in accordance with the relevant provisions of ORS chapter 79. [1989 c.676 §39; 1993 c.646 §7; 1999 c.645 §2; 2001 c.445 §144]

Source: Section 72A.3090 — Lessor’s and lessee’s rights when goods become fixtures , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 74.4050 — OR Code / Title 8 / Chapter 74 / Section 74.4050
74.4050 Death or incompetence of customer
Status: in_force

(1) A payor or collecting bank’s authority to accept, pay or collect an item or to account for proceeds of its collection, if otherwise effective, is not rendered ineffective by incompetence of a customer of either bank existing at the time the item is issued or its collection is undertaken if the bank does not know of an adjudication of incompetence. Neither death nor incompetence of a customer revokes the authority to accept, pay, collect or account until the bank knows of the fact of death or of an adjudication of incompetence and has reasonable opportunity to act on it.

(2) Even with knowledge, a bank may for 10 days after the date of death pay or certify checks drawn on or before that date unless ordered to stop payment by a person claiming an interest in the account. [1961 c.726 § 74.4050 (Death or incompetence of customer) ; 1993 c.545 §107]

Source: Section 74.4050 — Death or incompetence of customer , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 72.7230 — OR Code / Title 8 / Chapter 72 / Section 72.7230
72.7230 Proof of market price: time and place
Status: in_force

(1) If an action based on anticipatory repudiation comes to trial before the time for performance with respect to some or all of the goods, any damages based on market price shall be determined according to the price of such goods prevailing at the time when the aggrieved party learned of the repudiation.

(2) If evidence of a price prevailing at the times or places described in this chapter is not readily available the price prevailing within any reasonable time before or after the time described or at any other place which in commercial judgment or under usage of trade would serve as a reasonable substitute for the one described may be used, making any proper allowance for the cost of transporting the goods to or from such other place.

(3) Evidence of a relevant price prevailing at a time or place other than the one described in this chapter offered by one party is not admissible unless and until the party has given the other party such notice as the court finds sufficient to prevent unfair surprise. [1961 c.726 § 72.7230 (Proof of market price: time and place) ]

Source: Section 72.7230 — Proof of market price: time and place , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.2040 — OR Code / Title 8 / Chapter 78 / Section 78.2040
78.2040 Effect of issuer’s restriction on transfer
Status: in_force

A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against a person without knowledge of the restriction unless:

(1) The security is certificated and the restriction is noted conspicuously on the security certificate; or

(2) The security is uncertificated and the registered owner has been notified of the restriction. [1961 c.726 § 78.2040 (Effect of issuer’s restriction on transfer) ; 1985 c.676 § 78.2040 (Effect of issuer’s restriction on transfer) ; 1995 c.328 §20]

Source: Section 78.2040 — Effect of issuer’s restriction on transfer , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 79.0602 — OR Code / Title 8 / Chapter 79 / Section 79.0602
79.0602 UCC 9-602. Waiver and variance of rights and duties
Status: in_force

Except as otherwise provided in ORS 79.0624 (UCC 9-624. Waiver) , to the extent that they give rights to a debtor or obligor and impose duties on a secured party, the debtor or obligor may not waive or vary the rules stated in the following listed sections:

(1) ORS 79.0207 (UCC 9-207. Rights and duties of secured party having possession or control of collateral) (2)(d)(C), which deals with use and operation of the collateral by the secured party;

(2) ORS 79.0210 (UCC 9-210. Request for accounting) , which deals with requests for an accounting and requests concerning a list of collateral and statement of account;

(3) ORS 79.0607 (UCC 9-607. Collection and enforcement by secured party) (3), which deals with collection and enforcement of collateral;

(4) ORS 79.0608 (UCC 9-608. Application of proceeds of collection or enforcement) (1) and 79.0615 (UCC 9-615. Application of proceeds of disposition) (3) to the extent that they deal with application or payment of noncash proceeds of collection, enforcement or disposition;

(5) ORS 79.0608 (UCC 9-608. Application of proceeds of collection or enforcement) (1) and 79.0615 (UCC 9-615. Application of proceeds of disposition) (4) to the extent that they require accounting for or payment of surplus proceeds of collateral;

(6) ORS 79.0609 (UCC 9-609. Secured party’s right to take possession after default) to the extent that it imposes upon a secured party that takes possession of collateral without judicial process the duty to do so without breach of the peace;

(7) ORS 79.0610 (UCC 9-610. Disposition of collateral after default) (2), 79.0611 (UCC 9-611. Notification before disposition of collateral) , 79.0613 (UCC 9-613. Contents and form of notification before disposition of collateral: general) and 79.0614 (UCC 9-614. Contents and form of notification before disposition of collateral: consumer-goods transaction) , which deal with disposition of collateral;

(8) ORS 79.0615 (UCC 9-615. Application of proceeds of disposition) (6), which deals with calculation of a deficiency or surplus when a disposition is made to the secured party, a person related to the secured party or a secondary obligor;

(9) ORS 79.0616 (UCC 9-616. Explanation of calculation of surplus or deficiency) , which deals with explanation of the calculation of a surplus or deficiency;

(10) ORS 79.0620 (UCC 9-620. Acceptance of collateral in full or partial satisfaction of obligation) , 79.0621 (UCC 9-621. Notification of proposal to accept collateral) and 79.0622 (UCC 9-622. Effect of acceptance of collateral) , which deal with acceptance of collateral in satisfaction of obligation;

(11) ORS 79.0623 (UCC 9-623. Right to redeem collateral) , which deals with redemption of collateral;

(12) ORS 79.0624 (UCC 9-624. Waiver) , which deals with permissible waivers; and

(13) ORS 79.0625 (UCC 9-625. Remedies for secured party’s failure to comply with article) and 79.0626 (UCC 9-626. Action in which deficiency or surplus is in issue) , which deal with the secured party’s liability for failure to comply with this chapter. [2001 c.445 §100]

Source: Section 79.0602 — UCC 9-602. Waiver and variance of rights and duties , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 79.0321 — OR Code / Title 8 / Chapter 79 / Section 79.0321
79.0321 UCC 9-321. Licensee of general intangible and lessee of goods in ordinary course of business
Status: in_force

(1) As used in this section, “licensee in ordinary course of business” means a person that becomes a licensee of a general intangible in good faith, without knowledge that the license violates the rights of another person in the general intangible, and in the ordinary course from a person in the business of licensing general intangibles of that kind. A person becomes a licensee in the ordinary course if the license to the person comports with the usual or customary practices in the kind of business in which the licensor is engaged or with the licensor’s own usual or customary practices.

(2) A licensee in ordinary course of business takes its rights under a nonexclusive license free of a security interest in the general intangible created by the licensor, even if the security interest is perfected and the licensee knows of its existence.

(3) A lessee in ordinary course of business takes its leasehold interest free of a security interest in the goods created by the lessor, even if the security interest is perfected and the lessee knows of its existence. [2001 c.445 §41]

Source: Section 79.0321 — UCC 9-321. Licensee of general intangible and lessee of goods in ordinary course of business , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72a.4050 — OR Code / Title 8 / Chapter 72a / Section 72a.4050
72A.4050 Excused performance
Status: in_force

Subject to ORS 72A.4040 (Substituted performance) on substituted performance, the following rules apply:

(1) Delay in delivery or nondelivery in whole or in part by a lessor or a supplier who complies with subsections (2) and (3) of this section is not a default under the lease contract if performance as agreed has been made impracticable by the occurrence of a contingency the nonoccurrence of which was a basic assumption on which the lease contract was made or by compliance in good faith with any applicable foreign or domestic governmental regulation or order, whether or not the regulation or order later proves to be invalid.

(2) If the causes mentioned in subsection (1) of this section affect only part of the lessor’s or the supplier’s capacity to perform, the lessor or supplier shall allocate production and deliveries among the lessor’s or supplier’s customers but at the lessor’s or supplier’s option may include regular customers not then under contract for sale or lease as well as the lessor or supplier’s own requirements for further manufacture. The lessor or supplier may so allocate in any manner that is fair and reasonable.

(3) The lessor seasonably shall notify the lessee and in the case of a finance lease the supplier seasonably shall notify the lessor and the lessee, if known, that there will be delay or nondelivery and, if allocation is required under subsection (2) of this section, of the estimated quota thus made available for the lessee. [1989 c.676 §45]

Source: Section 72A.4050 — Excused performance , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.8120 — OR Code / Title 8 / Chapter 72 / Section 72.8120
72.8120 Time for commencement of service and repair
Status: in_force

Where an option is exercised in favor of service and repair under ORS 72.8110 (Retailer’s service and repair of nonconforming good in absence of manufacturer’s service and repair facilities within state) , said service and repair must be commenced within a reasonable time, unless the buyer agrees in writing to the contrary. Delay caused by conditions beyond the control of the retail seller’s representative shall serve to extend the time for repair. Where such a delay arises, conforming goods shall be tendered as soon as possible following termination of the condition giving use to the delay. [1973 c.413 §10a]

Note: See note under 72.8010 (Definitions for ORS 72.8010 to 72.8200) .

Source: Section 72.8120 — Time for commencement of service and repair; effect of delay; tender of conforming goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 75.1150 — OR Code / Title 8 / Chapter 75 / Section 75.1150
75.1150 Statute of limitations
Status: in_force

An action to enforce a right or obligation arising under this chapter must be commenced within one year after the expiration date of the relevant letter of credit or one year after the cause of action accrues, whichever occurs later. A cause of action accrues when the breach occurs, regardless of the aggrieved party’s lack of knowledge of the breach. [1961 c.726 § 75.1150 (Statute of limitations) ; 1997 c.150 §18]

Source: Section 75.1150 — Statute of limitations , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 72a.5160 — OR Code / Title 8 / Chapter 72a / Section 72a.5160
72A.5160 Effect of acceptance of goods
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.

(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 cannot be revoked because of it. In any other case, if made with knowledge of a nonconformity, acceptance cannot be revoked because of it 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 chapter or the lease agreement for nonconformity.

(3) If a tender has been accepted:

(a) 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;

(b) Except in the case of a consumer lease, within a reasonable time after the lessee receives notice of litigation for infringement or the like, the lessee shall notify the lessor or be barred from any remedy over for liability established by the litigation; and

(c) The burden is on the lessee to establish any default.

(4) If a lessee is sued for breach of a warranty or other obligation for which a lessor or a supplier is answerable, 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 two litigations, then unless the person notified after seasonable receipt of the notice does come in and defend, that person is so bound.

(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 as provided in ORS 72A.2110 (Warranties against interference and against infringement) or else 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.

(5) Subsections (3) and (4) of this section apply to any obligation of a lessee to hold the lessor or the supplier harmless against infringement or the like. [1989 c.676 §63; 1993 c.646 §11]

Source: Section 72A.5160 — Effect of acceptance of goods; notice of default; burden of establishing default after acceptance; notice of claim or litigation to person answerable , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 79.0504 — OR Code / Title 8 / Chapter 79 / Section 79.0504
79.0504 UCC 9-504. Indication of collateral
Status: in_force

A financing statement sufficiently indicates the collateral that it covers if the financing statement provides:

(1) A description of the collateral pursuant to ORS 79.0108 (UCC 9-108. Sufficiency of description) ; or

(2) An indication that the financing statement covers all assets or all personal property. [2001 c.445 §75]

Source: Section 79.0504 — UCC 9-504. Indication of collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 71.3080 — OR Code / Title 8 / Chapter 71 / Section 71.3080
71.3080 Performance or acceptance under reservation of rights
Status: reserved

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

(2) Subsection (1) of this section does not apply to an accord and satisfaction. [2009 c.181 §21]

Note: See note under 71.3010 (Territorial applicability) .

Source: Section 71.3080 — Performance or acceptance under reservation of rights , https://www.­oregonlegislature.­gov/bills_laws/ors/ors071.­html (accessed May 26, 2025).
ORS § 72.8160 — OR Code / Title 8 / Chapter 72 / Section 72.8160
72.8160 Express warranty in addition to implied warranties
Status: in_force

Nothing in ORS 72.8010 (Definitions for ORS 72.8010 to 72.8200) to 72.8200 (Operative dates) prevents a person from making an express warranty that is in addition to implied warranties prescribed by ORS 72.8010 (Definitions for ORS 72.8010 to 72.8200) to 72.8200 (Operative dates) . [1973 c.413 §14]

Note: See note under 72.8010 (Definitions for ORS 72.8010 to 72.8200) .

Source: Section 72.8160 — Express warranty in addition to implied warranties , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0101 — OR Code / Title 8 / Chapter 79 / Section 79.0101
79.0101 UCC 9-101. Short title
Status: in_force

This chapter may be cited as Uniform Commercial Code–Secured Transactions. [2001 c.445 §1]

Source: Section 79.0101 — UCC 9-101. Short title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72a.2030 — OR Code / Title 8 / Chapter 72a / Section 72a.2030
72A.2030 Seals inoperative
Status: in_force

The affixing of a seal to a writing evidencing a lease contract or an offer to enter into a lease contract does not render the writing a sealed instrument and the law with respect to sealed instruments does not apply to the lease contract or offer. [1989 c.676 §12]

Source: Section 72A.2030 — Seals inoperative , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 73.0103 — OR Code / Title 8 / Chapter 73 / Section 73.0103
73.0103 Definitions
Status: in_force

(1) As used in this chapter:

(a) “Acceptor” means a drawee who has accepted a draft.

(b) “Drawee” means a person ordered in a draft to make payment.

(c) “Drawer” means a person who signs or is identified in a draft as a person ordering payment.

(d) “Maker” means a person who signs or is identified in a note as a person undertaking to pay.

(e) “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.

(f) “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 under this chapter or ORS chapter 74.

(g) “Party” means a party to an instrument.

(h) “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.

(i) “Prove” with respect to a fact means to meet the burden of establishing the fact as defined in ORS 71.2010 (General definitions) (2)(h).

(j) “Remitter” means a person who purchases an instrument from the issuer if the instrument is payable to an identified person other than the purchaser.

(2) Other definitions applying to this chapter and the sections in which they appear are:

“Acceptance” ORS 73.0409 (Acceptance of draft)

“Accommodated party” ORS 73.0419 (Instruments signed for accommodation)

“Accommodation party” ORS 73.0419 (Instruments signed for accommodation)

“Alteration” ORS 73.0407 (Alteration)

“Anomalous indorsement” ORS 73.0205 (Special indorsement)

“Blank indorsement” ORS 73.0205 (Special indorsement)

“Cashier’s check” ORS 73.0104 (Negotiable instrument)

“Certificate of deposit” ORS 73.0104 (Negotiable instrument)

“Certified check” ORS 73.0409 (Acceptance of draft)

“Check” ORS 73.0104 (Negotiable instrument)

“Consideration” ORS 73.0303 (Value and consideration)

“Demand draft” ORS 73.0104 (Negotiable instrument)

“Draft” ORS 73.0104 (Negotiable instrument)

“Holder in due course” ORS 73.0302 (Holder in due course)

“Incomplete instrument” ORS 73.0115 (Incomplete instrument)

“Indorsement” ORS 73.0204 (Indorsement)

“Indorser” ORS 73.0204 (Indorsement)

“Instrument” ORS 73.0104 (Negotiable instrument)

“Issue” ORS 73.0105 (Issue of instrument)

“Issuer” ORS 73.0105 (Issue of instrument)

“Negotiable instrument” ORS 73.0104 (Negotiable instrument)

“Negotiation” ORS 73.0201 (Negotiation)

“Note” ORS 73.0104 (Negotiable instrument)

“Payable at a definite time” ORS 73.0108 (Payable on demand or at definite time)

“Payable on demand” ORS 73.0108 (Payable on demand or at definite time)

“Payable to bearer” ORS 73.0109 (Payable to bearer or to order)

“Payable to order” ORS 73.0109 (Payable to bearer or to order)

“Payment” ORS 73.0602 (Payment)

“Person entitled to enforce” ORS 73.0301 (Person entitled to enforce instrument)

“Presentment” ORS 73.0501 (Presentment)

“Reacquisition” ORS 73.0207 (Reacquisition)

“Special indorsement” ORS 73.0205 (Special indorsement)

“Teller’s check” ORS 73.0104 (Negotiable instrument)

“Transfer of instrument” ORS 73.0203 (Transfer of instrument)

“Traveler’s check” ORS 73.0104 (Negotiable instrument)

“Value” ORS 73.0303 (Value and consideration)

(3) The following definitions in ORS chapter 74 apply to this chapter:

“Bank” ORS 74.1050 (“Bank”)

“Banking day” ORS 74.1040 (Definitions and index of definitions)

“Clearing house” ORS 74.1040 (Definitions and index of definitions)

“Collecting bank” ORS 74.1050 (“Bank”)

“Depositary bank” ORS 74.1050 (“Bank”)

“Documentary draft” ORS 74.1040 (Definitions and index of definitions)

“Intermediary bank” ORS 74.1050 (“Bank”)

“Item” ORS 74.1040 (Definitions and index of definitions)

“Payor bank” ORS 74.1050 (“Bank”)

“Suspends payments” ORS 74.1040 (Definitions and index of definitions)

(4) In addition, ORS chapter 71 contains general definitions and principles of construction and interpretation applicable throughout this chapter. [1993 c.545 §6; 1997 c.822 §1; 2009 c.181 §44]

Source: Section 73.0103 — Definitions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 79.0503 — OR Code / Title 8 / Chapter 79 / Section 79.0503
79.0503 UCC 9-503. Name of debtor and secured party
Status: in_force

(1) A financing statement sufficiently provides the name of the debtor:

(a) Except as otherwise provided in paragraph (c) of this subsection, if the debtor is a registered organization or the collateral is held in a trust that is a registered organization, only if the financing statement provides the name that is stated to be the registered organization’s name on the public organic record most recently filed with or issued or enacted by the registered organization’s jurisdiction of organization that purports to state, amend or restate the registered organization’s name;

(b) Subject to subsection (6) of this section, if the collateral is being administered by the personal representative of a decedent, only if the financing statement provides, as the name of the debtor, the name of the decedent and, in a separate part of the financing statement, indicates that the collateral is being administered by a personal representative;

(c) If the collateral is held in a trust that is not a registered organization, only if the financing statement:

(A) Provides, as the name of the debtor:

(i) If the organic record of the trust specifies a name for the trust, the name specified; or

(ii) If the organic record of the trust does not specify a name for the trust, the name of the settlor or testator; and

(B) In a separate part of the financing statement:

(i) If the name is provided in accordance with subparagraph (A)(i) of this paragraph, indicates that the collateral is held in trust; or

(ii) If the name is provided in accordance with subparagraph (A)(ii) of this paragraph, provides additional information sufficient to distinguish the trust from other trusts having one or more of the same settlors or the same testator and indicates that the collateral is held in a trust, unless the additional information so indicates;

(d) Subject to subsection (7) of this section, if the debtor is an individual to whom this state has issued a driver license or identification card that has not expired, only if the financing statement provides the name of the individual that is indicated on the driver license or identification card;

(e) If the debtor is an individual to whom paragraph (d) of this subsection does not apply, only if the financing statement provides the individual name of the debtor or the surname and first personal name of the debtor; and

(f) In other cases:

(A) If the debtor has a name, only if the financing statement provides the organizational name of the debtor; and

(B) If the debtor does not have a name, only if the financing statement provides the names of the partners, members, associates or other persons comprising the debtor in a manner that each name provided would be sufficient if the person named were the debtor.

(2) A financing statement that provides the name of the debtor in accordance with subsection (1) of this section is not rendered ineffective by the absence of:

(a) A trade name or other name of the debtor; or

(b) Unless required under subsection (1)(f)(B) of this section, names of partners, members, associates or other persons comprising the debtor.

(3) A financing statement that provides only the debtor’s trade name does not sufficiently provide the name of the debtor.

(4) Failure to indicate the representative capacity of a secured party or representative of a secured party does not affect the sufficiency of a financing statement.

(5) A financing statement may provide the name of more than one debtor and the name of more than one secured party.

(6) The name of the decedent indicated on the order appointing the personal representative of the decedent issued by the court having jurisdiction over the collateral is sufficient as the name of the decedent under subsection (1)(b) of this section.

(7) If this state has issued to an individual more than one driver license or identification card of a kind described in subsection (1)(d) of this section, the one that was issued most recently is the one to which subsection (1)(d) of this section refers.

(8) As used in this section, “name of the settlor or testator” means:

(a) If the settlor is a registered organization, the name that is stated to be the settlor’s name on the public organic record most recently filed with or issued or enacted by the settlor’s jurisdiction of organization that purports to state, amend or restate the settlor’s name; or

(b) In other cases, the name of the settlor or testator indicated in the trust’s organic record. [2001 c.445 §74; 2012 c.12 §12; 2015 c.538 §2]

Source: Section 79.0503 — UCC 9-503. Name of debtor and secured party , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 71.3030 — OR Code / Title 8 / Chapter 71 / Section 71.3030
71.3030 Course of performance, course of dealing and usage of trade
Status: in_force

(1) A “course of performance” is a sequence of conduct between the parties to a particular transaction that exists if:

(a) The agreement of the parties with respect to the transaction involves repeated occasions for performance by a party; and

(b) The other party, with knowledge of the nature of the performance and opportunity for objection to it, accepts the performance or acquiesces in it without objection.

(2) A “course of dealing” is a sequence of conduct concerning previous transactions between the parties to a particular transaction that is fairly to be regarded as establishing a common basis of understanding for interpreting the parties’ expressions and other conduct.

(3) A “usage of trade” is any practice or method of dealing having such regularity of observance in a place, vocation, or trade as to justify an expectation that the practice or method will be observed with respect to the transaction in question. The existence and scope of the usage must be proved as fact. If it is established that the usage is embodied in a trade code or similar record, the interpretation of the record is a question of law.

(4) A course of performance or course of dealing between the parties or usage of trade in the vocation or trade in which the parties are engaged or of which they are or should be aware is relevant in ascertaining the meaning of the parties’ agreement, may give particular meaning to specific terms of the agreement and may supplement or qualify the terms of the agreement. A usage of trade applicable in the place in which part of the performance under the agreement is to occur may be so utilized as to that part of the performance.

(5) Except as otherwise provided in subsection (6) of this section, the express terms of an agreement and any applicable course of performance, course of dealing or usage of trade must be construed whenever reasonable as consistent with each other. If such a construction is unreasonable:

(a) Express terms prevail over course of performance, course of dealing and usage of trade;

(b) Course of performance prevails over course of dealing and usage of trade; and

(c) Course of dealing prevails over usage of trade.

(6) Subject to ORS 72.2090 (Modification, rescission and waiver) , a course of performance is relevant to show a waiver or modification of any term inconsistent with the course of performance.

(7) Evidence of a relevant usage of trade offered by one party is not admissible unless that party has given the other party notice that the court finds sufficient to prevent unfair surprise to the other party. [2009 c.181 §16]

Note: See note under 71.3010 (Territorial applicability) .

Source: Section 71.3030 — Course of performance, course of dealing and usage of trade , https://www.­oregonlegislature.­gov/bills_laws/ors/ors071.­html (accessed May 26, 2025).
ORS § 72a.5300 — OR Code / Title 8 / Chapter 72a / Section 72a.5300
72A.5300 Lessor’s incidental damages
Status: in_force

Incidental damages to an aggrieved lessor include any commercially reasonable charges, expenses or commissions incurred in stopping delivery, in the transportation, care and custody of goods after the lessee’s default, in connection with return or disposition of the goods, or otherwise resulting from the default. [1989 c.676 §77]

Source: Section 72A.5300 — Lessor’s incidental damages , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.2100 — OR Code / Title 8 / Chapter 72 / Section 72.2100
72.2100 Delegation of performance
Status: in_force

(1) A party may perform the duty of the party through a delegate unless otherwise agreed or unless the other party has a substantial interest in having the original promisor perform or control the acts required by the contract. No delegation of performance relieves the party delegating of any duty to perform or any liability for breach.

(2) Except as otherwise provided in ORS 79.0406 (UCC 9-406. Discharge of account debtor) , unless otherwise agreed, all rights of either seller or buyer can be assigned except where the assignment would materially change the duty of the other party, or increase materially the burden or risk imposed on the other party by the contract, or impair materially the chance of the other party obtaining return performance. A right to damages for breach of the whole contract or a right arising out of the assignor’s due performance of the entire obligation of the assignor can be assigned despite agreement otherwise.

(3) The creation, attachment, perfection or enforcement of a security interest in the seller’s interest under a contract is not a transfer that materially changes the duty of or increases materially the burden or risk imposed on the buyer or impairs materially the buyer’s chance of obtaining return performance within the purview of subsection (2) of this section unless, and then only to the extent that, enforcement actually results in a delegation of material performance of the seller. Even in that event, the creation, attachment, perfection and enforcement of the security interest remain effective, but (i) the seller is liable to the buyer for damages caused by the delegation to the extent that the damages could not reasonably be prevented by the buyer, and (ii) a court having jurisdiction may grant other appropriate relief, including cancellation of the contract for sale or an injunction against enforcement of the security interest or consummation of the enforcement.

(4) Unless the circumstances indicate the contrary a prohibition of assignment of “the contract” is to be construed as barring only the delegation to the assignee of the assignor’s performance.

(5) An assignment of “the contract” or of “all my rights under the contract” or an assignment in similar general terms is an assignment of rights and unless the language or the circumstances (as in an assignment for security) indicate the contrary, it is a delegation of performance of the duties of the assignor and its acceptance by the assignee constitutes a promise by the assignee to perform those duties. This promise is enforceable by either the assignor or the other party to the original contract.

(6) The other party may treat any assignment which delegates performance as creating reasonable grounds for insecurity and may without prejudice to the rights of the other party against the assignor demand assurances from the assignee as provided in ORS 72.6090 (Right to adequate assurance of performance) . [1961 c.726 § 72.2100 (Delegation of performance) ; 2001 c.445 §133]

Source: Section 72.2100 — Delegation of performance; assignment of rights , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72.4030 — OR Code / Title 8 / Chapter 72 / Section 72.4030
72.4030 Power to transfer
Status: in_force

(1) A purchaser of goods acquires all title which the transferor had or had power to transfer except that a purchaser of a limited interest acquires rights only to the extent of the interest purchased. A person with voidable title has power to transfer a good title to a good faith purchaser for value. When goods have been delivered under a transaction of purchase the purchaser has such power even though:

(a) The transferor was deceived as to the identity of the purchaser; or

(b) The delivery was in exchange for a check which is later dishonored; or

(c) It was agreed that the transaction was to be a “cash sale”; or

(d) The delivery was procured through fraud punishable as larcenous under the criminal law.

(2) Notwithstanding any other provision of this section, when livestock has been delivered under a transaction of purchase, is transported by private, common or contract carrier and on the accompanying brand inspection certificate or memorandum of brand inspection certificate the seller has noted that as consideration for the transaction of purchase a draft, check, certificate of deposit or note was given, if the draft, check, certificate of deposit or note is later dishonored, the buyer does not have power to transfer good title to a good faith purchaser for value.

(3) Any entrusting of possession of goods to a merchant who deals in goods of that kind gives the merchant power to transfer all rights of the entruster to a buyer in ordinary course of business.

(4) “Entrusting” includes any delivery and any acquiescence in retention of possession regardless of any condition expressed between the parties to the delivery or acquiescence and regardless of whether the procurement of the entrusting of the possessor’s disposition of the goods have been such as to be larcenous under the criminal law.

(5) The rights of other purchasers of goods and of lien creditors are governed by ORS chapter 79 on secured transactions and ORS chapter 77 on documents of title. [1961 c.726 § 72.4030 (Power to transfer) ; 1973 c.287 §2; 1991 c.83 §4; 2001 c.445 §137]

Source: Section 72.4030 — Power to transfer; good faith purchase of goods; “entrusting.” , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0210 — OR Code / Title 8 / Chapter 79 / Section 79.0210
79.0210 UCC 9-210. Request for accounting
Status: in_force

(1) As used in this section:

(a) “Request” means a record of a type described in paragraph (b), (c) or (d) of this subsection.

(b) “Request for an accounting” means a record authenticated 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.

(c) “Request regarding a list of collateral” means a record authenticated 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.

(d) “Request regarding a statement of account” means a record authenticated 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.

(2) Subject to subsections (3), (4), (5) and (6) of this section, 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 14 days after receipt:

(a) In the case of a request for an accounting, by authenticating and sending to the debtor an accounting; and

(b) In the case of a request regarding a list of collateral or a request regarding a statement of account, by authenticating and sending to the debtor an approval or correction.

(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 an authenticated record including a statement to that effect within 14 days after receipt.

(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 14 days after receipt by sending to the debtor an authenticated record:

(a) Disclaiming any interest in the collateral; and

(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 collateral.

(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 14 days after receipt by sending to the debtor an authenticated record:

(a) Disclaiming any interest in the obligations; and

(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.

(6) A debtor is entitled without charge to one response to a request under this section during any six-month period. The secured party may require payment of a charge not exceeding $25 for each additional response. [2001 c.445 §20]

Source: Section 79.0210 — UCC 9-210. Request for accounting; request regarding list of collateral or statement of account , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 71.1010 — OR Code / Title 8 / Chapter 71 / Section 71.1010
71.1010 Short titles
Status: in_force

(1) This chapter and ORS chapters 72, 72A, 73, 74, 74A, 75, 77, 78 and 79 may be cited as the Uniform Commercial Code.

(2) This chapter may be cited as Uniform Commercial Code–General Provisions. [1961 c.726 § 71.1010 (Short titles) ; 1989 c.676 §79; 1991 c.83 §2; 1991 c.442 §§39,40; 2001 c.445 §129; 2009 c.181 §1]

Source: Section 71.1010 — Short titles , https://www.­oregonlegislature.­gov/bills_laws/ors/ors071.­html (accessed May 26, 2025).
ORS § 83.100 — OR Code / Title 8 / Chapter 83 / Section 83.100
83.100 Extra charges
Status: in_force

(1) Except as provided in ORS 20.082 (Attorney fees for small contract claims) , the holder of any retail installment contract or retail charge agreement may not collect any delinquency or collection charges, including any attorney’s fee and court costs and disbursements, unless the contract or charge agreement so provides. In such cases, the charges shall be reasonable, and no attorney’s fee may be recovered unless the contract or charge agreement is referred for collection to an attorney not a salaried employee of the holder.

(2) The contract or charge agreement may contain other provisions not inconsistent with the purposes of ORS 83.010 (Definitions for ORS 83.010 to 83.190) to 83.190 (Civil penalties) , including but not limited to provisions relating to refinancing, transfer of the buyer’s equity, construction permits and title reports. [1963 c.489 §9; 2001 c.542 §7]

Source: Section 83.100 — Extra charges; miscellaneous provisions of contract , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 72a.1050 — OR Code / Title 8 / Chapter 72a / Section 72a.1050
72A.1050 Territorial application of act to goods covered by certificate of title
Status: in_force

Subject to the provisions of ORS 72A.3040 (Subsequent lease of goods by lessor) and 72A.3050 (Sale or sublease of goods by lessee) , with respect to goods covered by a certificate of title issued under a statute of this state or of another jurisdiction, compliance and the effect of compliance or noncompliance with a certificate of title statute are governed by the law, including the conflict of laws rules, of the jurisdiction issuing the certificate until the earlier of:

(1) Surrender of the certificate; or

(2) Four months after the goods are removed from that jurisdiction and thereafter until a new certificate of title is issued by another jurisdiction. [1989 c.676 §5]

Source: Section 72A.1050 — Territorial application of act to goods covered by certificate of title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 83.600 — OR Code / Title 8 / Chapter 83 / Section 83.600
83.600 Schedule of payments
Status: in_force

Upon written request from the buyer, the holder of a retail installment contract shall give or forward to the buyer a written statement of the dates and amounts of payments made and the total amount unpaid on the contract. A buyer shall be given a written receipt for any payment when made in cash. [1957 c.625 §12]

Source: Section 83.600 — Schedule of payments; receipts , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 79.0621 — OR Code / Title 8 / Chapter 79 / Section 79.0621
79.0621 UCC 9-621. 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, an authenticated notification of a claim of an interest in the collateral;

(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:

(A) Identified the collateral;

(B) Was indexed under the debtor’s name as of that date; and

(C) 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

(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 ORS 79.0311 (UCC 9-311. Perfection of security interests in property subject to certain statutes, regulations and treaties) (1).

(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) of this section. [2001 c.445 §119]

Source: Section 79.0621 — UCC 9-621. Notification of proposal to accept collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72a.4010 — OR Code / Title 8 / Chapter 72a / Section 72a.4010
72A.4010 Insecurity
Status: in_force

(1) A lease contract imposes an obligation on each party that the other’s expectation of receiving due performance will not be impaired.

(2) If reasonable grounds for insecurity arise with respect to the performance of either party, the insecure party may demand in writing adequate assurance of due performance. Until the insecure party receives that assurance, if commercially reasonable, the insecure party may suspend any performance for which the insecure party has not already received the agreed return.

(3) A repudiation of the lease contract occurs if assurance of due performance adequate under the circumstances of the particular case is not provided to the insecure party within a reasonable time, not to exceed 30 days after receipt of a demand by the other party.

(4) Between merchants, the reasonableness of grounds for insecurity and the adequacy of any assurance offered must be determined according to commercial standards.

(5) Acceptance of any nonconforming delivery or payment does not prejudice the aggrieved party’s right to demand adequate assurance of future performance. [1989 c.676 §41]

Source: Section 72A.4010 — Insecurity; adequate assurance of performance , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 78.1070 — OR Code / Title 8 / Chapter 78 / Section 78.1070
78.1070 Whether indorsement, instruction or entitlement order is effective
Status: in_force

(1) “Appropriate person” means:

(a) With respect to an indorsement, the person specified by a security certificate or by an effective special indorsement to be entitled to the security;

(b) With respect to an instruction, the registered owner of an uncertificated security;

(c) With respect to an entitlement order, the entitlement holder;

(d) If the person designated in paragraph (a), (b) or (c) of this subsection is deceased, the designated person’s successor taking under other law, or the designated person’s personal representative acting for the estate of the decedent; or

(e) If the person designated in paragraph (a), (b) or (c) of this subsection lacks capacity, the designated person’s guardian, conservator or other similar representative who has power under other law to transfer the security or financial asset.

(2) An indorsement, instruction or entitlement order is effective if:

(a) It is made by the appropriate person;

(b) It is made by a person who has power under the law of agency to transfer the security or financial asset on behalf of the appropriate person, including, in the case of an instruction or entitlement order, a person who has control under ORS 78.1060 (Control) (3)(b) or (4)(b); or

(c) The appropriate person has ratified it or is otherwise precluded from asserting its ineffectiveness.

(3) An indorsement, instruction or entitlement order made by a representative is effective even if:

(a) The representative has failed to comply with a controlling instrument or with the law of the state having jurisdiction of the representative relationship, including any law requiring the representative to obtain court approval of the transaction; or

(b) The representative’s action in making the indorsement, instruction or entitlement order or using the proceeds of the transaction is otherwise a breach of duty.

(4) If a security is registered in the name of or specially indorsed to a person described as a representative, or if a securities account is maintained in the name of a person described as a representative, an indorsement, instruction or entitlement order made by the person is effective even though the person is no longer serving in the described capacity.

(5) Effectiveness of an indorsement, instruction or entitlement order is determined as of the date the indorsement, instruction or entitlement order is made, and an indorsement, instruction or entitlement order does not become ineffective by reason of any later change of circumstances. [1985 c.676 § 78.1070 (Whether indorsement, instruction or entitlement order is effective) ; 1995 c.328 §7]

Source: Section 78.1070 — Whether indorsement, instruction or entitlement order is effective , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 72a.1090 — OR Code / Title 8 / Chapter 72a / Section 72a.1090
72A.1090 Option to accelerate at will
Status: in_force

A term providing that one party or the party’s successor in interest may accelerate payment or performance or require collateral or additional collateral “at will” or “when the party purports to be 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. [1989 c.676 §9]

Source: Section 72A.1090 — Option to accelerate at will , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72a.5050 — OR Code / Title 8 / Chapter 72a / Section 72a.5050
72A.5050 Cancellation and termination and effect of cancellation, termination, rescission or fraud on rights and remedies
Status: in_force

(1) On cancellation of the lease contract, all obligations that are still executory on both sides are discharged, but any right based on prior default or performance survives, and the canceling party also retains any remedy for default of the whole lease contract or any unperformed balance.

(2) On termination of the lease contract, all obligations that are still executory on both sides are discharged but any right based on prior default or performance survives.

(3) Unless the contrary intention clearly appears, expressions of “cancellation,” “rescission” or the like of the lease contract may not be construed as a renunciation or discharge of any claim in damages for an antecedent default.

(4) Rights and remedies for material misrepresentation or fraud include all rights and remedies available under this chapter for default.

(5) Neither rescission nor a claim for rescission of the lease contract nor rejection or return of the goods may bar or be considered inconsistent with a claim for damages or other right or remedy. [1989 c.676 §52]

Source: Section 72A.5050 — Cancellation and termination and effect of cancellation, termination, rescission or fraud on rights and remedies , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72a.5030 — OR Code / Title 8 / Chapter 72a / Section 72a.5030
72A.5030 Modification or impairment of rights and remedies
Status: in_force

(1) Except as otherwise provided in this chapter, the lease agreement may include rights and remedies for default in addition to or in substitution for those provided in this chapter and may limit or alter the measure of damages recoverable under this chapter.

(2) Resort to a remedy provided under this chapter or in the lease agreement is optional unless the remedy is expressly agreed to be exclusive. If circumstances cause an exclusive or limited remedy to fail of its essential purpose, or provision for an exclusive remedy is unconscionable, remedy may be had as provided in this chapter.

(3) Consequential damages may be liquidated under ORS 72A.5040 (Liquidation of damages) , or may otherwise be limited, altered or excluded unless the limitation, alteration or exclusion is unconscionable. Limitation, alteration or exclusion of consequential damages for injury to the person in the case of consumer goods is prima facie unconscionable but limitation, alteration or exclusion of damages where the loss is commercial is not prima facie unconscionable.

(4) Rights and remedies on default by the lessor or the lessee with respect to any obligation or promise collateral or ancillary to the lease contract are not impaired by this chapter. [1989 c.676 §50; 1993 c.646 §9]

Source: Section 72A.5030 — Modification or impairment of rights and remedies , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.6040 — OR Code / Title 8 / Chapter 72 / Section 72.6040
72.6040 Buyer’s options as to salvage of rightfully rejected goods
Status: in_force

Subject to the provisions of ORS 72.6030 (Merchant buyer’s duties as to rightfully rejected goods) on perishables if the seller gives no instructions within a reasonable time after notification of rejection the buyer may store the rejected goods for the seller’s account or reship them to the seller or resell them for the seller’s account with reimbursement as provided in ORS 72.6030 (Merchant buyer’s duties as to rightfully rejected goods) . Such action is not acceptance or conversion. [1961 c.726 § 72.6040 (Buyer’s options as to salvage of rightfully rejected goods) ]

Source: Section 72.6040 — Buyer’s options as to salvage of rightfully rejected goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 83.813 — OR Code / Title 8 / Chapter 83 / Section 83.813
83.813 Exemption from certain disclosure requirements for assignee of retail installment contract
Status: in_force

(1) The disclosure provisions of ORS 83.010 (Definitions for ORS 83.010 to 83.190) to 83.680 (Waiver of provisions of ORS 83.510 to 83.680) and 83.990 (Penalties) shall not apply to the assignee of any retail installment contract when:

(a) The assignor is a motor vehicle dealer or retail seller;

(b) The assignee regularly extends credit to natural persons primarily for personal, family or household purposes;

(c) The credit is subject to a service charge or finance charge or is payable by a written agreement in more than four installments; and

(d) The retail installment contract is in the form regularly used by the assignee in similar transactions.

(2) The assignee of a motor vehicle dealer or retail seller regularly extends credit to natural persons primarily for personal, family or household purposes only if the assignee extended credit more than 25 times in the preceding calendar year or more than five times in the preceding calendar year for transactions secured by a dwelling. If the assignee does not meet these numerical standards in the preceding calendar year, the numerical standards shall be applied to the current calendar year. [1991 c.296 §2; 1999 c.240 §3; 2001 c.117 §14]

Note: See note under 83.811 (Exemption from certain disclosure requirements for motor vehicle dealer or retail seller) .

Source: Section 83.813 — Exemption from certain disclosure requirements for assignee of retail installment contract , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 79.0322 — OR Code / Title 8 / Chapter 79 / Section 79.0322
79.0322 UCC 9-322. Priorities among conflicting security interests in and agricultural liens on same collateral
Status: in_force

(1) Except as otherwise provided in this section, priority among conflicting security interests and agricultural liens in the same collateral is determined according to the following rules:

(a) Conflicting perfected security interests and agricultural liens rank according to priority in time of filing or perfection. Priority dates from the earlier of the time a filing covering the collateral is first made or the security interest or agricultural lien is first perfected, if there is no period thereafter when there is neither filing nor perfection.

(b) A perfected security interest or agricultural lien has priority over a conflicting unperfected security interest or agricultural lien.

(c) The first security interest or agricultural lien to attach or become effective has priority if conflicting security interests and agricultural liens are unperfected.

(2) For the purposes of subsection (1)(a) of this section:

(a) The time of filing or perfection as to a security interest in collateral is also the time of filing or perfection as to a security interest in proceeds; and

(b) The time of filing or perfection as to a security interest in collateral supported by a supporting obligation is also the time of filing or perfection as to a security interest in the supporting obligation.

(3) Except as otherwise provided in subsection (6) of this section, a security interest in collateral which qualifies for priority over a conflicting security interest under ORS 79.0327 (UCC 9-327. Priority of security interests in deposit account) , 79.0328 (UCC 9-328. Priority of security interests in investment property) , 79.0329 (UCC 9-329. Priority of security interests in letter-of-credit right) , 79.0330 (UCC 9-330. Priority of purchaser of chattel paper or instrument) or 79.0331 (UCC 9-331. Priority of rights of purchasers of instruments, documents and securities under ORS chapters 73, 77 and 78) also has priority over a conflicting security interest in:

(a) Any supporting obligation for the collateral; and

(b) Proceeds of the collateral if:

(A) The security interest in proceeds is perfected;

(B) The proceeds are cash proceeds or of the same type as the collateral; and

(C) In the case of proceeds that are proceeds of proceeds, all intervening proceeds are cash proceeds, proceeds of the same type as the collateral or an account relating to the collateral.

(4) Subject to subsection (5) of this section and except as otherwise provided in subsection (6) of this section, if a security interest in chattel paper, deposit accounts, negotiable documents, instruments, investment property or letter-of-credit rights is perfected by a method other than filing, conflicting perfected security interests in proceeds of the collateral rank according to priority in time of filing.

(5) Subsection (4) of this section applies only if the proceeds of the collateral are not cash proceeds, chattel paper, negotiable documents, instruments, investment property or letter-of-credit rights.

(6) Subsections (1) to (5) of this section are subject to:

(a) Subsection (7) of this section and the other provisions of ORS 79.0301 (UCC 9-301. Law governing perfection and priority of security interests) to 79.0342 (UCC 9-342. Bank’s right to refuse to enter into or disclose existence of control agreement) ;

(b) ORS 74.2100 (Security interest of collecting bank in items) with respect to a security interest of a collecting bank;

(c) ORS 75.1180 (Security interest of issuer or nominated person) with respect to a security interest of an issuer or nominated person; and

(d) ORS 79.0110 (UCC 9-110. Security interests arising under ORS chapter 72 or 72A) with respect to a security interest arising under ORS chapter 72 or 72A.

(7) A perfected agricultural lien on collateral has priority over a conflicting security interest in or agricultural lien on the same collateral if the statute creating the agricultural lien so provides. [2001 c.445 §42]

Source: Section 79.0322 — UCC 9-322. Priorities among conflicting security interests in and agricultural liens on same collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74a.1030 — OR Code / Title 8 / Chapter 74a / Section 74a.1030
74A.1030 Payment order
Status: in_force

(1) As used in this chapter:

(a) “Beneficiary” means the person to be paid by the beneficiary’s bank.

(b) “Beneficiary’s bank” means the bank identified in a payment order in which an account for the beneficiary is to be credited pursuant to the order or which otherwise is to make payment to the beneficiary if the order does not provide for payment to an account.

(c) “Payment order” means an instruction of a sender to a receiving bank, transmitted orally, electronically or in writing, to pay, or to cause another bank to pay, a fixed or determinable amount of money to a beneficiary if:

(A) The instruction does not state a condition for payment to the beneficiary other than time of payment;

(B) The receiving bank is to be reimbursed by debiting an account of, or otherwise receiving payment from, the sender; and

(C) The instruction is transmitted by the sender directly to the receiving bank or to an agent, funds-transfer system or communication system for transmittal to the receiving bank.

(d) “Receiving bank” means the bank to which the sender’s instruction is addressed.

(e) “Sender” means the person giving the instruction to the receiving bank.

(2) If an instruction complying with subsection (1)(c) of this section is to make more than one payment to a beneficiary, the instruction is a separate payment order with respect to each payment.

(3) A payment order is issued when it is sent to the receiving bank. [1991 c.442 §3]

Source: Section 74A.1030 — Payment order; definitions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 83.740 — OR Code / Title 8 / Chapter 83 / Section 83.740
83.740 Duties of seller upon cancellation of sale or revocation of offer to purchase
Status: in_force

(1) The seller must tender to the buyer any payments made by the buyer and any note or other evidence of indebtedness within 10 days after a home solicitation sale has been canceled or an offer to purchase has been revoked.

(2) If the down payment includes goods traded in, the goods must be tendered in substantially as good condition as when received by the seller. If the seller fails to tender the goods as provided by this section, the buyer may elect to recover an amount equal to the trade-in allowance stated in the agreement.

(3) The buyer may retain possession of goods delivered to the buyer by the seller, and has a lien on the goods in the possession or control of the buyer for any recovery to which the buyer is entitled, until the seller has complied with the obligations imposed by this section. [1971 c.744 §21(4); 1977 c.170 §3]

Source: Section 83.740 — Duties of seller upon cancellation of sale or revocation of offer to purchase , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 79.0615 — OR Code / Title 8 / Chapter 79 / Section 79.0615
79.0615 UCC 9-615. Application of proceeds of disposition
Status: in_force

(1) A secured party shall apply or pay over for application the cash proceeds of disposition under ORS 79.0610 (UCC 9-610. Disposition of collateral after default) 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 fees and legal expenses incurred by the secured party;

(b) The satisfaction of obligations secured by the security interest or agricultural lien under which the disposition is made;

(c) The satisfaction of obligations secured by any subordinate security interest in or other subordinate lien on the collateral if:

(A) The secured party receives from the holder of the subordinate security interest or other lien an authenticated demand for proceeds before distribution of the proceeds is completed; and

(B) 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

(d) A secured party that is a consignor of the collateral if the secured party receives from the consignor an authenticated demand for proceeds before distribution of the proceeds is completed.

(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)(c) of this section.

(3) A secured party need not apply or pay over for application noncash proceeds of disposition under ORS 79.0610 (UCC 9-610. Disposition of collateral after default) 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.

(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) of this section and permitted by subsection (3) of this section:

(a) Unless subsection (1)(d) of this section 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

(b) The obligor is liable for any deficiency.

(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

(b) The obligor is not liable for any deficiency.

(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 ORS 79.0601 (UCC 9-601. Rights after default) to 79.0628 (UCC 9-628. Nonliability and limitation on liability of secured party) 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

(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.

(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;

(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

(c) Is not obligated to account to or pay the holder of the security interest or other lien for any surplus. [2001 c.445 §113]

Source: Section 79.0615 — UCC 9-615. Application of proceeds of disposition; liability for deficiency and right to surplus , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 79.0404 — OR Code / Title 8 / Chapter 79 / Section 79.0404
79.0404 UCC 9-404. Rights acquired by assignee
Status: in_force

(1) Unless an account debtor has made an enforceable agreement not to assert defenses or claims and subject to subsections (2) to (5) of this section, the rights of an assignee are subject to:

(a) All terms of the agreement between the account debtor and assignor and any defense or claim in recoupment arising from the transaction that gave rise to the contract; and

(b) Any other defense or claim of the account debtor against the assignor which accrues before the account debtor receives a notification of the assignment authenticated by the assignor or the assignee.

(2) Subject to subsection (3) of this section and except as otherwise provided in subsection (4) of this section, the claim of an account debtor against an assignor may be asserted against an assignee under subsection (1) of this section only to reduce the amount the account debtor owes.

(3) This section is subject to law other than this chapter which establishes a different rule for an account debtor who is an individual and who incurred the obligation primarily for personal, family or household purposes.

(4) In a consumer transaction, if a record evidences the account debtor’s obligation, law other than this chapter requires that the record include a statement to the effect that the account debtor’s recovery against an assignee with respect to claims and defenses against the assignor may not exceed amounts paid by the account debtor under the record, and the record does not include such a statement, the extent to which a claim of an account debtor against the assignor may be asserted against an assignee is determined as if the record included such a statement.

(5) This section does not apply to an assignment of a health-care-insurance receivable. [2001 c.445 §66]

Source: Section 79.0404 — UCC 9-404. Rights acquired by assignee; claims and defenses against assignee , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 84.004 — OR Code / Title 8 / Chapter 84 / Section 84.004
84.004 Definitions for ORS 84.001 to 84.061
Status: in_force

As used in ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) :

(1) “Agreement” means the bargain of the parties in fact, as found in their language or inferred from other circumstances and from rules, regulations and procedures given the effect of agreements under laws otherwise applicable to a particular transaction.

(2) “Automated transaction” means a transaction conducted or performed, in whole or in part, by electronic means or electronic records, in which the acts or records of one or both parties are not reviewed by an individual in the ordinary course in forming a contract, performing under an existing contract or fulfilling an obligation required by the transaction.

(3) “Computer program” means a set of statements or instructions to be used directly or indirectly in an information processing system in order to bring about a certain result.

(4) “Contract” means the total legal obligation resulting from the parties’ agreement under ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) and other applicable law.

(5) “Electronic” means relating to technology having electrical, digital, magnetic, wireless, optical, electromagnetic or similar capabilities.

(6) “Electronic agent” means a computer program or an electronic or other automated means used independently to initiate an action or respond to electronic records or performances in whole or in part, without review or action by an individual.

(7) “Electronic record” means a record created, generated, sent, communicated, received or stored by electronic means.

(8) “Electronic signature” means an electronic sound, symbol or process attached to or logically associated with a record and executed or adopted by a person with the intent to sign the record.

(9) “Governmental agency” means an executive, legislative or judicial agency, department, board, commission, authority, institution or instrumentality of the federal government or of a state or of a county, municipality or other political subdivision of a state.

(10) “Information” means data, text, images, sounds, codes, computer programs, software, databases or the like.

(11) “Information processing system” means an electronic system for creating, generating, sending, receiving, storing, displaying or processing information.

(12) “Person” means an individual, corporation, business trust, partnership, limited liability company, association, joint venture, governmental agency, public corporation or any other legal or commercial entity.

(13) “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.

(14) “Security procedure” means a procedure employed for the purpose of verifying that an electronic signature, record or performance is that of a specific person or for detecting changes or errors in the information in an electronic record. “Security procedure” includes a procedure that requires the use of algorithms or other codes, identifying words or numbers, encryption, or callback or other acknowledgment procedures.

(15) “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. “State” includes an Indian tribe or band or an Alaska Native village that is recognized by federal law or formally acknowledged by a state.

(16) “Transaction” means an action or set of actions occurring between two or more persons relating to the conduct of business, commercial or governmental affairs. [2001 c.535 §2; 2009 c.294 §10; 2021 c.97 §7]

Source: Section 84.004 — Definitions for ORS 84.001 to 84.061 , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 77.3080 — OR Code / Title 8 / Chapter 77 / Section 77.3080
77.3080 Enforcement of carrier’s lien
Status: in_force

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

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

(3) A carrier may buy at any public sale pursuant to this section.

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

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

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

(7) A carrier’s lien may be enforced pursuant to either subsection (1) of this section or the procedure set forth in ORS 77.2100 (Enforcement of warehouse’s lien) (2).

(8) A carrier is liable for damages caused by failure to comply with the requirements for sale under this section and in case of willful violation is liable for conversion. [1961 c.726 § 77.3080 (Enforcement of carrier’s lien) ; 2009 c.181 §71]

Source: Section 77.3080 — Enforcement of carrier’s lien , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 80.124 — OR Code / Title 8 / Chapter 80 / Section 80.124
80.124 Courtesy notice
Status: in_force

Nothing in ORS 80.100 (Definitions for ORS 80.100 to 80.130) to 80.130 (Place to register as buyer of farm product, commission merchant or selling agent) shall prevent a secured party from providing a courtesy notice to any person regarding the secured party’s security interests in farm products. The rights or obligations of the secured party or any other person shall not be affected by the failure of a secured party to give a courtesy notice or by the accuracy or completeness of the information given in such a notice. [Formerly 79.6090]

Source: Section 80.124 — Courtesy notice , https://www.­oregonlegislature.­gov/bills_laws/ors/ors080.­html (accessed May 26, 2025).
ORS § 73.0412 — OR Code / Title 8 / Chapter 73 / Section 73.0412
73.0412 Obligation of issuer of note or cashier’s check
Status: in_force

The issuer of a note or cashier’s check or other draft drawn on the drawer is obliged to pay the instrument according to its terms at the time it was issued or, if not issued, at the time it first came into possession of a holder, or if the issuer signed an incomplete instrument, according to its terms when completed, to the extent stated in ORS 73.0115 (Incomplete instrument) and 73.0407 (Alteration) . The obligation is owed to a person entitled to enforce the instrument or to an indorser who paid the instrument under ORS 73.0115 (Incomplete instrument) . [1993 c.545 §53]

Source: Section 73.0412 — Obligation of issuer of note or cashier’s check , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.7080 — OR Code / Title 8 / Chapter 72 / Section 72.7080
72.7080 Seller’s damages for nonacceptance or repudiation
Status: in_force

(1) Subject to subsection (2) of this section and to the provisions of ORS 72.7230 (Proof of market price: time and place) with respect to proof of market price, the measure of damages for nonacceptance or repudiation by the buyer is the difference between the market price at the time and place for tender and the unpaid contract price together with any incidental damages provided in ORS 72.7100 (Seller’s incidental damages) , but less expenses saved in consequence of the buyer’s breach.

(2) If the measure of damages provided in subsection (1) of this section is inadequate to put the seller in as good a position as performance would have done then the measure of damages is the profit (including reasonable overhead) which the seller would have made from full performance by the buyer, together with any incidental damages provided in ORS 72.7100 (Seller’s incidental damages) , due allowance for costs reasonably incurred and due credit for payments or proceeds of resale. [1961 c.726 § 72.7080 (Seller’s damages for nonacceptance or repudiation) ]

Source: Section 72.7080 — Seller’s damages for nonacceptance or repudiation , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72.7210 — OR Code / Title 8 / Chapter 72 / Section 72.7210
72.7210 Remedies for fraud
Status: in_force

Remedies for material misrepresentation or fraud include all remedies available under this chapter for nonfraudulent breach. Neither rescission or a claim for rescission of the contract for sale nor rejection or return of the goods shall bar or be deemed inconsistent with a claim for damages or other remedy. [1961 c.726 § 72.7210 (Remedies for fraud) ]

Source: Section 72.7210 — Remedies for fraud , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72a.5120 — OR Code / Title 8 / Chapter 72a / Section 72a.5120
72A.5120 Lessee’s duties as to rightfully rejected goods
Status: in_force

(1) Except as otherwise provided in ORS 72A.5110 (Merchant lessee’s duties as to rightfully rejected goods) with respect to goods that threaten to decline in value speedily and subject to any security interest of a lessee under ORS 72A.5080 (Lessee’s remedies) :

(a) The lessee, after rejection of goods in the lessee’s possession, shall hold them with reasonable care at the lessor’s or the supplier’s disposition for a reasonable time after the lessee’s seasonable notification of rejection; and

(b) If the lessor or the supplier gives no instructions within a reasonable time after notification of rejection, the lessee may store the rejected goods for the lessor’s or the supplier’s account or ship them to the lessor or the supplier or dispose of them for the lessor’s or the supplier’s account with reimbursement in the manner provided in ORS 72A.5110 (Merchant lessee’s duties as to rightfully rejected goods) .

(2) If the lessee complies with subsection (1) of this section, the lessee has no further obligations with regard to goods rightfully rejected.

(3) Action by the lessee pursuant to subsection (1) of this section is not acceptance or conversion. [1989 c.676 §59]

Source: Section 72A.5120 — Lessee’s duties as to rightfully rejected goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.5020 — OR Code / Title 8 / Chapter 72 / Section 72.5020
72.5020 Buyer’s right to goods on seller’s repudiation, failure to deliver or insolvency
Status: in_force

(1) Subject to subsections (2) and (3) of this section and even though the goods have not been shipped, a buyer who has paid a part or all of the price of goods in which the buyer has a special property under the provisions of ORS 72.5010 (Insurable interest in goods) may on making and keeping good a tender of any unpaid portion of their price recover them from the seller if:

(a) In the case of goods bought for personal, family or household purposes, the seller repudiates or fails to deliver as required by the contract; or

(b) In all cases, the seller becomes insolvent within 10 days after receipt of the first installment on their price.

(2) The buyer’s right to recover the goods under subsection (1)(a) of this section vests upon acquisition of a special property, even if the seller had not then repudiated or failed to deliver.

(3) If the identification creating the special property of the buyer has been made by the buyer the buyer acquires the right to recover the goods only if they conform to the contract for sale. [1961 c.726 § 72.5020 (Buyer’s right to goods on seller’s repudiation, failure to deliver or insolvency) ; 2001 c.104 §24; 2001 c.445 §138]

Source: Section 72.5020 — Buyer’s right to goods on seller’s repudiation, failure to deliver or insolvency , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 75.1110 — OR Code / Title 8 / Chapter 75 / Section 75.1110
75.1110 Remedies
Status: in_force

(1) If an issuer wrongfully dishonors or repudiates its obligation to pay money under a letter of credit before presentation, the beneficiary, successor or nominated person presenting on its own behalf may recover from the issuer the amount that is the subject of the dishonor or repudiation. If the issuer’s obligation under the letter of credit is not for the payment of money, the claimant may obtain specific performance or, at the claimant’s election, recover an amount equal to the value of performance from the issuer. In either case, the claimant may also recover incidental but not consequential damages. The claimant is not obligated to take action to avoid damages that might be due from the issuer under this subsection. If, although not obligated to do so, the claimant avoids damages, the claimant’s recovery from the issuer must be reduced by the amount of damages avoided. The issuer has the burden of proving the amount of damages avoided. In the case of repudiation, the claimant need not present any document.

(2) If an issuer wrongfully dishonors a draft or demand presented under a letter of credit or honors a draft or demand in breach of its obligation to the applicant, the applicant may recover damages resulting from the breach, including incidental but not consequential damages, less any amount saved as a result of the breach.

(3) If an adviser or nominated person other than a confirmer breaches an obligation under this section or an issuer breaches an obligation not covered in subsection (1) or (2) of this section, a person to whom the obligation is owed may recover damages resulting from the breach, including incidental but not consequential damages, less any amount saved as a result of the breach. To the extent of the confirmation, a confirmer has the liability of an issuer specified in this subsection and subsections (1) and (2) of this section.

(4) An issuer, nominated person or adviser who is found liable under subsection (1), (2) or (3) of this section shall pay interest on the amount owed thereunder from the date of wrongful dishonor or other appropriate date.

(5) Reasonable attorney fees and other expenses of litigation shall be awarded to the prevailing party in an action in which a remedy is sought under this section.

(6) Damages that would otherwise be payable by a party for breach of an obligation under this section may be liquidated by agreement or undertaking, but only in an amount or by a formula that is reasonable in light of the harm anticipated. [1961 c.726 § 75.1110 (Remedies) ; 1997 c.150 §14]

Source: Section 75.1110 — Remedies , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 79.0315 — OR Code / Title 8 / Chapter 79 / Section 79.0315
79.0315 UCC 9-315. Secured party’s rights on disposition of collateral and in proceeds
Status: in_force

(1) Except as otherwise provided in this chapter and in ORS 72.4030 (Power to transfer) (2):

(a) A security interest or agricultural lien continues in collateral notwithstanding sale, lease, license, exchange or other disposition thereof unless the secured party authorized the disposition free of the security interest or agricultural lien; and

(b) A security interest attaches to any identifiable proceeds of collateral.

(2) Proceeds that are commingled with other property are identifiable proceeds:

(a) If the proceeds are goods, to the extent provided by ORS 79.0336 (UCC 9-336. Commingled goods) ; and

(b) If the proceeds are not goods, to the extent that the secured party identifies the proceeds by a method of tracing, including application of equitable principles, that is permitted under law other than this chapter with respect to commingled property of the type involved.

(3) A security interest in proceeds is a perfected security interest if the security interest in the original collateral was perfected.

(4) A perfected security interest in proceeds becomes unperfected on the 21st day after the security interest attaches to the proceeds unless:

(a) The following conditions are satisfied:

(A) A filed financing statement covers the original collateral;

(B) The proceeds are collateral in which a security interest may be perfected by filing in the office in which the financing statement has been filed; and

(C) The proceeds are not acquired with cash proceeds;

(b) The proceeds are identifiable cash proceeds; or

(c) The security interest in the proceeds is perfected other than under subsection (3) of this section when the security interest attaches to the proceeds or within 20 days thereafter.

(5) If a filed financing statement covers the original collateral, a security interest in proceeds which remains perfected under subsection (4)(a) of this section becomes unperfected at the later of:

(a) When the effectiveness of the filed financing statement lapses under ORS 79.0515 (UCC 9-515. Duration and effectiveness of financing statement) or is terminated under ORS 79.0513 (UCC 9-513. Termination statement) ; or

(b) The 21st day after the security interest attaches to the proceeds. [2001 c.445 §35; 2003 c.14 §26]

Source: Section 79.0315 — UCC 9-315. Secured party’s rights on disposition of collateral and in proceeds , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 75.1040 — OR Code / Title 8 / Chapter 75 / Section 75.1040
75.1040 Formal requirements
Status: in_force

A letter of credit, confirmation, advice, transfer, amendment or cancellation may be issued in any form that is a record and is authenticated:

(1) By a signature; or

(2) In accordance with the agreement of the parties to the standard practice referred to in ORS 75.1080 (Issuer’s rights and obligations) (5). [1961 c.726 § 75.1040 (Formal requirements) ; 1997 c.150 §7]

Source: Section 75.1040 — Formal requirements , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 73.0312 — OR Code / Title 8 / Chapter 73 / Section 73.0312
73.0312 Lost, destroyed or stolen cashier’s check, teller’s check or certified check
Status: in_force

(1) In this section:

(a) “Check” means a cashier’s check, teller’s check or certified check.

(b) “Claimant” means a person who claims the right to receive the amount of a cashier’s check, teller’s check or certified check that was lost, destroyed or stolen.

(c) “Declaration of loss” means a written statement, made under penalty of perjury, to the effect that:

(A) The declarer lost possession of a check;

(B) The declarer is the drawer or payee of the check, in the case of a certified check, or the remitter or payee of the check, in the case of a cashier’s check or teller’s check;

(C) The loss of possession was not the result of a transfer by the declarer or a lawful seizure; and

(D) The declarer cannot reasonably obtain possession of the check because the check was destroyed, its whereabouts cannot be determined, or it is in the wrongful possession of an unknown person or a person that cannot be found or is not amenable to service of process.

(d) “Obligated bank” means the issuer of a cashier’s check or teller’s check or the acceptor of a certified check.

(2) A claimant may assert a claim to the amount of a check by a communication to the obligated bank describing the check with reasonable certainty and requesting payment of the amount of the check, if:

(a) The claimant is the drawer or payee of a certified check or the remitter or payee of a cashier’s check or teller’s check;

(b) The communication contains or is accompanied by a declaration of loss of the claimant with respect to the check;

(c) The communication is received at a time and in a manner affording the bank a reasonable time to act on it before the check is paid; and

(d) The claimant provides reasonable identification if requested by the obligated bank.

(3) Delivery of a declaration of loss is a warranty of the truth of the statement made in the declaration. If a claim is asserted in compliance with subsection (2) of this section, the following rules apply:

(a) The claim becomes enforceable at the later of:

(A) The time the claim is asserted; or

(B) The 90th day following the date of the check, in the case of a cashier’s check or teller’s check, or the 90th day following the date of the acceptance, in the case of a certified check.

(b) Until the claim becomes enforceable, it has no legal effect and the obligated bank may pay the check or, in the case of a teller’s check, may permit the drawee to pay the check. Payment to a person entitled to enforce the check discharges all liability of the obligated bank with respect to the check.

(c) If the claim becomes enforceable before the check is presented for payment, the obligated bank is not obliged to pay the check.

(d) When the claim becomes enforceable, the obligated bank becomes obliged to pay the amount of the check to the claimant if payment of the check has not been made to a person entitled to enforce the check. Subject to ORS 74.3020 (Payor bank’s responsibility for late return of item) (1)(a), payment to the claimant discharges all liability of the obligated bank with respect to the check.

(4) If the obligated bank pays the amount of a check to a claimant under subsection (2)(d) of this section, and the check is presented for payment by a person having rights of a holder in due course, the claimant is obliged to:

(a) Refund the payment to the obligated bank if the check is paid; or

(b) Pay the amount of the check to the person having rights of a holder in due course if the check is dishonored.

(5) If a claimant has the right to assert a claim under subsection (2) of this section and is also a person entitled to enforce a cashier’s check, teller’s check or certified check that is lost, destroyed or stolen, the claimant may assert rights with respect to the check either under this section or ORS 73.0309 (Enforcement of lost, destroyed or stolen instrument) . [1993 c.545 §41]

Source: Section 73.0312 — Lost, destroyed or stolen cashier’s check, teller’s check or certified check , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 79.0507 — OR Code / Title 8 / Chapter 79 / Section 79.0507
79.0507 UCC 9-507. Effect of certain events on effectiveness of financing statement
Status: in_force

(1) A filed financing statement remains effective with respect to collateral that is sold, exchanged, leased, licensed or otherwise disposed of and in which a security interest or agricultural lien continues, even if the secured party knows of or consents to the disposition.

(2) Except as otherwise provided in subsection (3) of this section and ORS 79.0506 (UCC 9-506. Effect of errors or omissions) (4) and 79.0508 (UCC 9-508. Effectiveness of financing statement if new debtor becomes bound by security agreement) , a financing statement is not rendered ineffective if, after the financing statement is filed, the information provided in the financing statement becomes seriously misleading under ORS 79.0506 (UCC 9-506. Effect of errors or omissions) .

(3) If the name that a filed financing statement provides for a debtor becomes insufficient as the name of the debtor under ORS 79.0503 (UCC 9-503. Name of debtor and secured party) (1) so that the financing statement becomes seriously misleading under ORS 79.0506 (UCC 9-506. Effect of errors or omissions) :

(a) The financing statement is effective to perfect a security interest in collateral acquired by the debtor before, or within four months after, the filed financing statement becomes seriously misleading; and

(b) The financing statement is not effective to perfect a security interest in collateral acquired by the debtor more than four months after the filed financing statement becomes seriously misleading, unless an amendment to the financing statement which renders the financing statement not seriously misleading is filed within four months after the financing statement becomes seriously misleading. [2001 c.445 §78; 2012 c.12 §13]

Source: Section 79.0507 — UCC 9-507. Effect of certain events on effectiveness of financing statement , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 73.0205 — OR Code / Title 8 / Chapter 73 / Section 73.0205
73.0205 Special indorsement
Status: in_force

(1) If an indorsement is made by the holder of an instrument, whether payable to an identified person or payable to bearer, and the indorsement identifies a person to whom it makes the instrument payable, it is a “special indorsement.” When specially indorsed, an instrument becomes payable to the identified person and may be negotiated only by the indorsement of that person. The principles stated in ORS 73.0110 (Identification of person to whom instrument is payable) apply to special indorsements.

(2) If an indorsement is made by the holder of an instrument and it is not a special indorsement, it is a “blank indorsement.” When indorsed in blank, an instrument becomes payable to bearer and may be negotiated by transfer of possession alone until specially indorsed.

(3) The holder may convert a blank indorsement that consists only of a signature into a special indorsement by writing, above the signature of the indorser, words identifying the person to whom the instrument is made payable.

(4) “Anomalous indorsement” means an indorsement made by a person who is not the holder of the instrument. An anomalous indorsement does not affect the manner in which the instrument may be negotiated. [1993 c.545 §27]

Source: Section 73.0205 — Special indorsement; blank indorsement; anomalous indorsement , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.2090 — OR Code / Title 8 / Chapter 72 / Section 72.2090
72.2090 Modification, rescission and waiver
Status: in_force

(1) An agreement modifying a contract within this chapter needs no consideration to be binding.

(2) A signed agreement which excludes modification or rescission except by a signed writing cannot be otherwise modified or rescinded, but except as between merchants such a requirement on a form supplied by the merchant must be separately signed by the other party.

(3) The requirements of ORS 72.2010 (Formal requirements: statute of frauds) , relating to the statute of frauds must be satisfied if the contract as modified is within its provisions.

(4) Although an attempt at modification or rescission does not satisfy the requirements of subsection (2) or (3) of this section, it can operate as a waiver.

(5) A party who has made a waiver affecting an executory portion of the contract may retract the waiver by reasonable notification received by the other party that strict performance will be required of any term waived, unless the retraction would be unjust in view of a material change of position in reliance on the waiver. [1961 c.726 § 72.2090 (Modification, rescission and waiver) ]

Source: Section 72.2090 — Modification, rescission and waiver , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 84.010 — OR Code / Title 8 / Chapter 84 / Section 84.010
84.010 Prospective application
Status: in_force

ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) apply to any electronic record or electronic signature created, generated, sent, communicated, received or stored on or after June 22, 2001. [2001 c.535 §4]

Source: Section 84.010 — Prospective application , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 75.1010 — OR Code / Title 8 / Chapter 75 / Section 75.1010
75.1010 Short title
Status: in_force

This chapter may be cited as Uniform Commercial Code–Letters of Credit. [1961 c.726 § 75.1010 (Short title) ]

Source: Section 75.1010 — Short title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 72.3140 — OR Code / Title 8 / Chapter 72 / Section 72.3140
72.3140 Implied warranty: merchantability
Status: in_force

(1) Unless excluded or modified as provided in ORS 72.3160 (Exclusion or modification of warranties) , 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 be at least 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 as provided in ORS 72.3160 (Exclusion or modification of warranties) other implied warranties may arise from course of dealing or usage of trade. [1961 c.726 § 72.3140 (Implied warranty: merchantability) ]

Source: Section 72.3140 — Implied warranty: merchantability; usage of trade , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 73.0305 — OR Code / Title 8 / Chapter 73 / Section 73.0305
73.0305 Defenses and claims in recoupment
Status: in_force

(1) Except as stated in subsection (2) of this section, the right to enforce the obligation of a party to pay an instrument is subject to the following:

(a) A defense of the obligor based on:

(A) Infancy of the obligor to the extent it is a defense to a simple contract;

(B) Duress, lack of legal capacity or illegality of the transaction which, under other law, nullifies the obligation of the obligor;

(C) Fraud that induced the obligor to sign the instrument with neither knowledge nor reasonable opportunity to learn of its character or its essential terms; or

(D) Discharge of the obligor in insolvency proceedings;

(b) A defense of the obligor stated in another section of this chapter or a defense of the obligor that would be available if the person entitled to enforce the instrument were enforcing a right to payment under a simple contract; and

(c) A claim in recoupment of the obligor against the original payee of the instrument if the claim arose from the transaction that gave rise to the instrument, but the claim of the obligor may be asserted against a transferee of the instrument only to reduce the amount owing on the instrument at the time the action is brought.

(2) The right of a holder in due course to enforce the obligation of a party to pay the instrument is subject to defenses of the obligor stated in subsection (1)(a) of this section, but is not subject to defenses of the obligor stated in subsection (1)(b) of this section or claims in recoupment stated in subsection (1)(c) of this section against a person other than the holder.

(3) Except as stated in subsection (4) of this section, in an action to enforce the obligation of a party to pay the instrument, the obligor may not assert against the person entitled to enforce the instrument a defense, claim in recoupment or claim to the instrument of another person, but the other person’s claim to the instrument may be asserted by the obligor if the other person is joined in the action and personally asserts the claim against the person entitled to enforce the instrument. An obligor is not obliged to pay the instrument if the person seeking enforcement of the instrument does not have rights of a holder in due course and the obligor proves that the instrument is a lost or stolen instrument.

(4) In an action to enforce the obligation of an accommodation party or pay an instrument, the accommodation party may assert against the person entitled to enforce the instrument any defense or claim in recoupment under subsection (1) of this section that the accommodated party could assert against the person entitled to enforce the instrument, except the defenses of discharge in insolvency proceedings, infancy and lack of legal capacity. [1993 c.545 §34]

Source: Section 73.0305 — Defenses and claims in recoupment , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.7170 — OR Code / Title 8 / Chapter 72 / Section 72.7170
72.7170 Deduction of damages from the price
Status: in_force

The buyer on notifying the seller of the intention of the buyer to do so may deduct all or any part of the damages resulting from any breach of the contract from any part of the price still due under the same contract. [1961 c.726 § 72.7170 (Deduction of damages from the price) ]

Source: Section 72.7170 — Deduction of damages from the price , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0317 — OR Code / Title 8 / Chapter 79 / Section 79.0317
79.0317 UCC 9-317. Interests that take priority over or take free of security interest or agricultural lien
Status: in_force

(1) A security interest or agricultural lien is subordinate to the rights of:

(a) A person entitled to priority under ORS 79.0322 (UCC 9-322. Priorities among conflicting security interests in and agricultural liens on same collateral) ; and

(b) Except as otherwise provided in subsection (5) of this section, a person that becomes a lien creditor before the earlier of the time:

(A) The security interest or agricultural lien is perfected; or

(B) One of the conditions specified in ORS 79.0203 (UCC 9-203. Attachment and enforceability of security interest) (2)(c) is met and a financing statement covering the collateral is filed.

(2) Except as otherwise provided in subsection (5) of this section, a buyer, other than a secured party, of tangible chattel paper, tangible documents, goods, instruments or a certificated security takes free of a security interest or agricultural lien if the buyer gives value and receives delivery of the collateral without knowledge of the security interest or agricultural lien and before it is perfected.

(3) Except as otherwise provided in subsection (5) of this section, a lessee of goods takes free of a security interest or agricultural lien if the lessee gives value and receives delivery of the collateral without knowledge of the security interest or agricultural lien and before it is perfected.

(4) A licensee of a general intangible or a buyer, other than a secured party, of collateral other than tangible chattel paper, tangible documents, goods, instruments or a certificated security takes free of a security interest if the licensee or buyer gives value without knowledge of the security interest and before it is perfected.

(5) Except as otherwise provided in ORS 79.0320 (UCC 9-320. Buyer of goods) and 79.0321 (UCC 9-321. Licensee of general intangible and lessee of goods in ordinary course of business) , if a person files a financing statement with respect to a purchase-money security interest before or within 20 days after the debtor receives delivery of the collateral, the security interest takes priority over the rights of a buyer, lessee or lien creditor which arise between the time the security interest attaches and the time of filing. [2001 c.445 §37; 2009 c.181 §100; 2012 c.12 §7]

Source: Section 79.0317 — UCC 9-317. Interests that take priority over or take free of security interest or agricultural lien , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72a.2210 — OR Code / Title 8 / Chapter 72a / Section 72a.2210
72A.2210 Casualty to identified goods
Status: in_force

If a lease contract requires goods identified when the lease contract is made, and the goods suffer casualty without fault of the lessee, the lessor or the supplier before delivery, or the goods suffer casualty before risk of loss passes to the lessee pursuant to the lease agreement or ORS 72A.2190 (Risk of loss) , then:

(1) If the loss is total, the lease contract is avoided; and

(2) If the loss is partial or the goods have so deteriorated as to no longer conform to the lease contract, the lessee may nevertheless demand inspection and at the lessee’s option either treat the lease contract as avoided or, except in a finance lease, accept the goods with due allowance from the rent payable for the balance of the lease term for the deterioration or the deficiency in quantity but without further right against the lessor. [1989 c.676 §30]

Source: Section 72A.2210 — Casualty to identified goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72a.2020 — OR Code / Title 8 / Chapter 72a / Section 72a.2020
72A.2020 Final written expression
Status: in_force

Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing 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:

(1) By course of dealing or usage of trade or by course of performance; and

(2) By evidence of consistent additional terms unless the court finds the writing to have been intended also as a complete and exclusive statement of the terms of the agreement. [1989 c.676 §11]

Source: Section 72A.2020 — Final written expression; parol or extrinsic evidence , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 79.0401 — OR Code / Title 8 / Chapter 79 / Section 79.0401
79.0401 UCC 9-401. Alienability of debtor’s rights
Status: in_force

(1) Except as otherwise provided in subsection (2) of this section and ORS 79.0406 (UCC 9-406. Discharge of account debtor) , 79.0407 (UCC 9-407. Restrictions on creation or enforcement of security interest in leasehold interest or in lessor’s residual interest) , 79.0408 (UCC 9-408. Restrictions on assignment of promissory notes, health-care-insurance receivables, and certain general intangibles ineffective) and 79.0409 (UCC 9-409. Restrictions on assignment of letter-of-credit rights ineffective) , whether a debtor’s rights in collateral may be voluntarily or involuntarily transferred is governed by law other than this chapter.

(2) An agreement between the debtor and secured party which prohibits a transfer of the debtor’s rights in collateral or makes the transfer a default does not prevent the transfer from taking effect. [2001 c.445 §63]

Source: Section 79.0401 — UCC 9-401. Alienability of debtor’s rights , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 77.3090 — OR Code / Title 8 / Chapter 77 / Section 77.3090
77.3090 Duty of care
Status: in_force

(1) A carrier that issues a bill of lading, whether negotiable or nonnegotiable, shall exercise the degree of care in relation to the goods which a reasonably careful person would exercise under similar circumstances. This subsection does not affect any statute, regulation or rule of law that imposes liability upon a common carrier for damages not caused by its negligence.

(2) Damages may be limited by a term in the bill of lading or in a transportation agreement that the carrier’s liability may not exceed a value stated in the bill or transportation agreement if the carrier’s rates are dependent upon value and the consignor is afforded an opportunity to declare a higher value and the consignor is advised of the opportunity. However, such a limitation is not effective with respect to the carrier’s liability for conversion to its own use.

(3) Reasonable provisions as to the time and manner of presenting claims and commencing actions based on the shipment may be included in a bill of lading or a transportation agreement. [1961 c.726 § 77.3090 (Duty of care) ; 2009 c.181 §72]

WAREHOUSE RECEIPTS AND BILLS OF LADING: GENERAL OBLIGATIONS

Source: Section 77.3090 — Duty of care; contractual limitation of carrier’s liability , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 78.1120 — OR Code / Title 8 / Chapter 78 / Section 78.1120
78.1120 Creditor’s legal process
Status: in_force

(1) The interest of a debtor in a certificated security may be reached by a creditor only by actual seizure of the security certificate by the officer making the attachment or levy, except as otherwise provided in subsection (4) of this section. However, a certificated security for which the certificate has been surrendered to the issuer may be reached by a creditor by legal process upon the issuer.

(2) The interest of a debtor in an uncertificated security may be reached by a creditor only by legal process upon the issuer at the issuer’s chief executive office in the United States, except as otherwise provided in subsection (4) of this section.

(3) The interest of a debtor in a security entitlement may be reached by a creditor only by legal process upon the securities intermediary with whom the debtor’s securities account is maintained, except as otherwise provided in subsection (4) of this section.

(4) The interest of a debtor in a certificated security for which the certificate is in the possession of a secured party, in an uncertificated security registered in the name of a secured party or in a security entitlement maintained in the name of a secured party may be reached by a creditor by legal process upon the secured party.

(5) A creditor whose debtor is the owner of a certificated security, uncertificated security or security entitlement is entitled to aid from a court of competent jurisdiction, by injunction or otherwise, in reaching the certificated security, uncertificated security or security entitlement or in satisfying the claim by means allowed at law or in equity in regard to property that cannot readily be reached by other legal process. [1995 c.328 §12]

Source: Section 78.1120 — Creditor’s legal process , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 77.4030 — OR Code / Title 8 / Chapter 77 / Section 77.4030
77.4030 Obligation of bailee to deliver
Status: in_force

(1) A bailee shall deliver the goods to a person entitled under a document of title if the person complies with subsections (2) and (3) of this section unless and to the extent that the bailee establishes any of the following:

(a) Delivery of the goods to a person whose receipt was rightful as against the claimant;

(b) Damage to or delay, loss or destruction of the goods for which the bailee is not liable;

(c) Previous sale or other disposition of the goods in lawful enforcement of a lien or on a warehouse’s lawful termination of storage;

(d) The exercise by a seller of its right to stop delivery pursuant to ORS 72.7050 (Seller’s stoppage of delivery in transit or otherwise) or by a lessor of its right to stop delivery pursuant to ORS 72A.5260 (Lessor’s stoppage of delivery in transit or otherwise) ;

(e) A diversion, reconsignment or other disposition pursuant to ORS 77.3030 (Diversion) ;

(f) Release, satisfaction or any other personal defense against the claimant; or

(g) Any other lawful excuse.

(2) A person claiming goods covered by a document of title shall satisfy the bailee’s lien if the bailee so requests or if the bailee is prohibited by law from delivering the goods until the charges are paid.

(3) Unless a person claiming the goods is a person against which the document of title does not confer a right under ORS 77.5030 (Document of title to goods defeated in certain cases) (1):

(a) The person claiming under the document shall surrender possession or control of any outstanding negotiable document covering the goods for cancellation or indication of partial deliveries; and

(b) The bailee shall cancel the document or conspicuously indicate in the document the partial delivery or the bailee is liable to any person to which the document is duly negotiated. [1961 c.726 § 77.4030 (Obligation of bailee to deliver) ; 2009 c.181 §75]

Source: Section 77.4030 — Obligation of bailee to deliver; excuse , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 79.0520 — OR Code / Title 8 / Chapter 79 / Section 79.0520
79.0520 UCC 9-520. Acceptance and refusal to accept record
Status: in_force

(1) A filing office shall refuse to accept a record for filing for a reason set forth in ORS 79.0516 (UCC 9-516. What constitutes filing) (2) and may refuse to accept a record for filing only for a reason set forth in ORS 79.0516 (UCC 9-516. What constitutes filing) (2).

(2) Intentionally left blank —Ed.

(a) If a filing office refuses to accept a record for filing, it shall communicate to the person that presented the record the fact of and reason for the refusal and the date and time the record would have been filed had the filing office accepted it. The communication must be made at the time and in the manner prescribed by filing-office rule but, in the case of a filing office described in ORS 79.0501 (UCC 9-501. Filing office) (1)(b), in no event more than two business days after the filing office receives the record or, if the record is delivered by mail, four business days after the filing office receives the record.

(b) In the case of a refusal to accept a record under ORS 79.0516 (UCC 9-516. What constitutes filing) (2)(h), the filing office shall, within the period specified in paragraph (a) of this subsection, index the communication regarding the refusal and not the refused record. The communication must remain indexed for 20 days after the date of the communication unless, within the 20-day period, the secured party files a request for a hearing under subsection (5) of this section. If the secured party files a timely request for a hearing, the communication must remain indexed until the case is finally concluded.

(3) A filed financing statement satisfying ORS 79.0502 (UCC 9-502. Contents of financing statement) (1) and (2) is effective, even if the filing office is required to refuse to accept it for filing under subsection (1) of this section. However, ORS 79.0338 (UCC 9-338. Priority of security interest or agricultural lien perfected by filed financing statement providing certain incorrect information) applies to a filed financing statement providing information described in ORS 79.0516 (UCC 9-516. What constitutes filing) (2)(e) which is incorrect at the time the financing statement is filed.

(4) If a record communicated to a filing office provides information that relates to more than one debtor, ORS 79.0501 (UCC 9-501. Filing office) to 79.0528 (Liability of Secretary of State) apply as to each debtor separately.

(5) Intentionally left blank —Ed.

(a) If the filing office described in ORS 79.0501 (UCC 9-501. Filing office) (1)(b) refuses to accept a record for filing under ORS 79.0516 (UCC 9-516. What constitutes filing) (2)(h), the secured party may contest the refusal by filing with the Secretary of State, within 20 days after the date of the communication regarding the refusal, a written request for a hearing before the Secretary of State. The request need not be in any particular form, but the secured party shall specify the grounds upon which the secured party considers the refusal unlawful and shall attach the record to the request.

(b) The Secretary of State may not grant a hearing unless a secured party files a request for a hearing within the period specified in paragraph (a) of this subsection. If a secured party files a timely request for a hearing, the Secretary of State shall hold a hearing in accordance with the applicable provisions of ORS chapter 183.

(c) The Secretary of State may delegate to a hearing officer appointed by the Secretary of State all or part of the authority to conduct hearings under this subsection.

(d) If the Secretary of State or the hearing officer determines that the record should not have been refused, the filing office shall index the record as of the date the record was originally presented for filing.

(e) Final orders issued in a proceeding under this subsection are subject to review by the Court of Appeals as provided in ORS 183.480 (Judicial review of agency orders) and 183.482 (Jurisdiction for review of contested cases) . [2001 c.445 §91; 2003 c.267 §3]

Source: Section 79.0520 — UCC 9-520. Acceptance and refusal to accept record , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 83.610 — OR Code / Title 8 / Chapter 83 / Section 83.610
83.610 Delivery to buyer of instrument indicating full payment
Status: in_force

After the payment of all sums for which the buyer is obligated under a retail installment contract or other security agreement, as defined in ORS 79.0102 (UCC 9-102. Definitions and index of definitions) , and upon written demand made by the buyer, the holder of such contract or agreement shall mail to the buyer at the buyer’s last-known address, good and sufficient instruments to indicate payment in full and to release all security in the motor vehicle. This section is supplementary to and is not restrictive of ORS 86.440 (Discharge of mortgage recorded with county recording officer) , 86.460 (Discharge of mortgage filed with Secretary of State) and 803.097 (Perfection of security interest in vehicle) or of ORS chapter 79. [1957 c.625 §23; 1961 c.726 §400; 1983 c.338 §880; 1989 c.148 §5; 2001 c.445 §161]

Source: Section 83.610 — Delivery to buyer of instrument indicating full payment; release of security , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 72.8040 — OR Code / Title 8 / Chapter 72 / Section 72.8040
72.8040 Retailer’s or distributor’s implied warranty of fitness
Status: in_force

Except if the retailer or distributor disclaims the warranty in the manner prescribed by ORS 72.8010 (Definitions for ORS 72.8010 to 72.8200) to 72.8200 (Operative dates) , on every sale or consignment for sale of a consumer good sold at retail in this state by a retail dealer or distributor who has reason to know at the time of the retail sale that the good is required for a particular purpose, and that the buyer relies on the retailer’s or distributor’s skill or judgment to select or furnish a suitable good, the retailer or distributor gives the retailer’s or distributor’s implied warranty of fitness for that purpose. [1973 c.413 §5]

Note: See note under 72.8010 (Definitions for ORS 72.8010 to 72.8200) .

Source: Section 72.8040 — Retailer’s or distributor’s implied warranty of fitness , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.1130 — OR Code / Title 8 / Chapter 78 / Section 78.1130
78.1130 Statute of frauds inapplicable
Status: in_force

A contract or modification of a contract for the sale or purchase of a security is enforceable whether or not there is a writing signed or record authenticated by a party against whom enforcement is sought, even if the contract or modification is not capable of performance within one year of its making. [1995 c.328 §13]

Source: Section 78.1130 — Statute of frauds inapplicable , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 80.121 — OR Code / Title 8 / Chapter 80 / Section 80.121
80.121 Confirmation of existence of any effective financing statement
Status: in_force

(1) On request, the Secretary of State shall furnish to persons not registered under ORS 80.118 (Master list of farm products) oral confirmation within 24 hours of the existence of any effective financing statement followed by written confirmation to any buyer of farm products buying from a debtor or commission merchant or selling agent selling for a seller covered by such statement.

(2) The request for oral confirmation shall be in writing and shall be presented to the office of the Secretary of State during normal business hours.

(3) Information on an effective financing statement may be furnished by telephone to the requestor of an oral confirmation.

(4) Oral confirmation shall be followed by written confirmation from the Secretary of State within 48 hours after the oral confirmation.

(5) The Secretary of State shall by rule prescribe the service fees for processing oral and written confirmation requests on effective financing statements. [Formerly 79.6080]

Source: Section 80.121 — Confirmation of existence of any effective financing statement; fee; rules , https://www.­oregonlegislature.­gov/bills_laws/ors/ors080.­html (accessed May 26, 2025).
ORS § 72a.1060 — OR Code / Title 8 / Chapter 72a / Section 72a.1060
72A.1060 Limitation on power of parties to consumer lease to choose applicable law and judicial forum
Status: in_force

(1) If the law chosen by the parties to a consumer lease is that of a jurisdiction other than a jurisdiction in which the lessee or lessor resides at the time the lease agreement becomes enforceable or within 30 days thereafter or in which the goods are to be used, the choice is not enforceable.

(2) If the judicial forum chosen by the parties to a consumer lease is a forum that would not otherwise have jurisdiction over the lessee, the choice is not enforceable. [1989 c.676 §6]

Source: Section 72A.1060 — Limitation on power of parties to consumer lease to choose applicable law and judicial forum , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72a.5200 — OR Code / Title 8 / Chapter 72a / Section 72a.5200
72A.5200 Lessee’s incidental and consequential damages
Status: in_force

(1) Incidental damages resulting from a lessor’s default include expenses reasonably incurred in inspection, receipt, transportation, and care and custody of goods rightfully rejected or goods the acceptance of which is justifiably revoked, any commercially reasonable charges, expenses or commissions in connection with effecting cover and any other reasonable expense incident to the default.

(2) Consequential damages resulting from a lessor’s default include:

(a) Any loss resulting from general or particular requirements and needs of which the lessor at the time of contracting had reason to know and which could not reasonably be prevented by cover or otherwise; and

(b) Injury to person or property proximately resulting from any breach of warranty. [1989 c.676 §67]

Source: Section 72A.5200 — Lessee’s incidental and consequential damages , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 73.0420 — OR Code / Title 8 / Chapter 73 / Section 73.0420
73.0420 Conversion of instrument
Status: in_force

(1) The law applicable to conversion of personal property applies to instruments. An instrument is also converted if it is taken by transfer, other than a negotiation, from a person not entitled to enforce the instrument or a bank makes or obtains payment with respect to the instrument for a person not entitled to enforce the instrument or receive payment. An action for conversion of an instrument may not be brought by:

(a) The issuer or acceptor of the instrument; or

(b) A payee or indorsee who did not receive delivery of the instrument either directly or through delivery to an agent or a co-payee.

(2) In an action under subsection (1) of this section, the measure of liability is presumed to be the amount payable on the instrument, but recovery may not exceed the amount of the plaintiff’s interest in the instrument.

(3) A representative, other than a depositary bank, who has in good faith dealt with an instrument or its proceeds on behalf of one who was not the person entitled to enforce the instrument is not liable in conversion to that person beyond the amount of any proceeds that it has not paid out. [1993 c.545 §61]

Source: Section 73.0420 — Conversion of instrument , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 83.190 — OR Code / Title 8 / Chapter 83 / Section 83.190
83.190 Civil penalties
Status: in_force

Any person who violates any order or injunction issued pursuant to ORS 83.010 (Definitions for ORS 83.010 to 83.190) to 83.190 (Civil penalties) shall forfeit and pay a civil penalty of not more than $1,000. For the purpose of this section the circuit court issuing any injunction shall retain jurisdiction, and the cause shall be continued, and in such cases the Attorney General acting in the name of the state may petition for the recovery of civil penalties. [1963 c.489 §21]

MOTOR VEHICLES; MOBILE HOMES

Source: Section 83.190 — Civil penalties , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 84.007 — OR Code / Title 8 / Chapter 84 / Section 84.007
84.007 Scope
Status: in_force

(1) Except as otherwise provided in subsection (2) of this section, ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) apply to electronic records and electronic signatures relating to a transaction.

(2) ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) do not apply to a transaction to the extent it is governed by:

(a) A law governing the creation and execution of wills, codicils or testamentary trusts; or

(b) The Uniform Commercial Code other than ORS chapters 72 and 72A.

(3) ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) apply to an electronic record or electronic signature otherwise excluded from the application of ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) under subsection (2) of this section to the extent it is governed by a law other than those specified in subsection (2) of this section.

(4) A transaction subject to ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) is also subject to other applicable substantive law. [2001 c.535 §3; 2009 c.181 §103]

Source: Section 84.007 — Scope , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 79.0625 — OR Code / Title 8 / Chapter 79 / Section 79.0625
79.0625 UCC 9-625. Remedies for secured party’s failure to comply with article
Status: in_force

(1) If it is established that a secured party is not proceeding in accordance with this chapter, a court may order or restrain collection, enforcement or disposition of collateral on appropriate terms and conditions.

(2) Subject to subsections (3), (4) and (6) of this section, a person is liable for damages in the amount of any loss caused by a failure to comply with this chapter. Loss caused by a failure to comply may include loss resulting from the debtor’s inability to obtain, or increased costs of, alternative financing.

(3) Except as otherwise provided in ORS 79.0628 (UCC 9-628. Nonliability and limitation on liability of secured party) :

(a) A person that, at the time of the failure, was a debtor, was an obligor, or held a security interest in or other lien on the collateral may, in an individual action only, recover damages under subsection (2) of this section for its loss;

(b) If the collateral is consumer goods, a person that was a debtor or a secondary obligor at the time a secured party failed to comply with ORS 79.0601 (UCC 9-601. Rights after default) to 79.0628 (UCC 9-628. Nonliability and limitation on liability of secured party) may, in an individual action only, recover an amount not less than $1,000; and

(c) The court may award reasonable attorney fees to the prevailing party in an action under this subsection.

(4) A debtor whose deficiency is eliminated under ORS 79.0626 (UCC 9-626. Action in which deficiency or surplus is in issue) may recover damages for the loss of any surplus. However, a debtor or secondary obligor whose deficiency is eliminated or reduced under ORS 79.0626 (UCC 9-626. Action in which deficiency or surplus is in issue) may not otherwise recover under subsection (2) of this section for noncompliance with the provisions of ORS 79.0601 (UCC 9-601. Rights after default) to 79.0628 (UCC 9-628. Nonliability and limitation on liability of secured party) relating to collection, enforcement, disposition or acceptance.

(5) Regarding a transaction that is a consumer transaction or in which the collateral is consumer goods, in addition to any damages recoverable under subsection (2) of this section, the debtor, consumer obligor, or person named as a debtor in a filed record, as applicable, may, in an individual action only, recover $500 for each instance from a person that:

(a) Fails to comply with ORS 79.0208 (UCC 9-208. Additional duties of secured party having control of collateral) ;

(b) Fails to comply with ORS 79.0209 (UCC 9-209. Duties of secured party if account debtor has been notified of assignment) ;

(c) After July 1, 2001, files a record that the person is not entitled to file under ORS 79.0509 (UCC 9-509. Persons entitled to file a record) (1) if the record is not released or terminated within 10 days after receipt by the secured party of an authenticated request from the debtor that explains the basis for the request;

(d) Fails to cause the secured party of record to file or send a termination statement as required by ORS 79.0513 (UCC 9-513. Termination statement) (1) or (3); or

(e) Fails to comply with ORS 79.0616 (UCC 9-616. Explanation of calculation of surplus or deficiency) (2) and whose failure is part of a pattern, or consistent with a practice, of noncompliance.

(6) A debtor or consumer obligor may recover damages under subsection (2) of this section and, in addition, $500 in each case from a person that, without reasonable cause, fails to comply with a request under ORS 79.0210 (UCC 9-210. Request for accounting) . A recipient of a request under ORS 79.0210 (UCC 9-210. Request for accounting) which never claimed an interest in the collateral or obligations that are the subject of a request under ORS 79.0210 (UCC 9-210. Request for accounting) has a reasonable excuse for failure to comply with the request within the meaning of this subsection.

(7) If a secured party fails to comply with a request regarding a list of collateral or a statement of account under ORS 79.0210 (UCC 9-210. Request for accounting) , the secured party may claim a security interest only as shown in the list or statement included in the request as against a person that is reasonably misled by the failure. [2001 c.445 §123]

Source: Section 79.0625 — UCC 9-625. Remedies for secured party’s failure to comply with article , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74.1040 — OR Code / Title 8 / Chapter 74 / Section 74.1040
74.1040 Definitions and index of definitions
Status: in_force

(1) In this chapter, unless the context otherwise requires:

(a) “Account” means any deposit or credit account with a bank, including a demand, time, savings, passbook, share draft or like account, other than an account evidenced by a certificate of deposit.

(b) “Afternoon” means the period of a day between noon and midnight.

(c) “Banking day” has the meaning given that term in ORS 708A.650 (Banking days) .

(d) “Clearing house” means an association of banks or other payors regularly clearing items.

(e) “Customer” means a person having an account with a bank or for whom a bank has agreed to collect items, including a bank that maintains an account at another bank.

(f) “Documentary draft” means a draft to be presented for acceptance or payment if specified documents, certificated securities defined in ORS 78.1020 (Definitions and index of definitions) or instructions for uncertificated securities described in ORS 78.1020 (Definitions and index of definitions) , or other certificates, statements or the like are to be received by the drawee or other payor before acceptance or payment of the draft.

(g) “Draft” means a draft as defined in ORS 73.0104 (Negotiable instrument) or an item, other than an instrument, that is an order.

(h) “Drawee” means a person ordered in a draft to make payment.

(i) “Item” means an instrument or a promise or order to pay money handled by a bank for collection or payment. The term does not include a payment order governed by ORS chapter 74A or a credit or debit card slip.

(j) “Midnight deadline” with respect to a bank is midnight on its next banking day following the banking day on which it receives the relevant item or notice or from which the time for taking action commences to run, whichever is later.

(k) “Settle” means to pay in cash, by clearing house settlement, in a charge or credit or by remittance, or otherwise as agreed. A settlement may be either provisional or final.

(L) “Suspends payments” with respect to a bank means that it has been closed by order of the supervisory authorities, that a public officer has been appointed to take it over, or that it ceases or refuses to make payments in the ordinary course of business.

(2) Other definitions applying to this chapter and the sections in which they appear are:

(a) “Agreement for electronic presentment,” as defined in ORS 74.1120 (Electronic presentment) .

(b) “Bank,” as defined in ORS 74.1050 (“Bank”) .

(c) “Collecting bank,” as defined in ORS 74.1050 (“Bank”) .

(d) “Depositary bank,” as defined in ORS 74.1050 (“Bank”) .

(e) “Intermediary bank,” as defined in ORS 74.1050 (“Bank”) .

(f) “Payor bank,” as defined in ORS 74.1050 (“Bank”) .

(g) “Presenting bank,” as defined in ORS 74.1050 (“Bank”) .

(h) “Presentment notice,” as defined in ORS 74.1120 (Electronic presentment) .

(3) “Control” as provided in ORS 77.1060 (Control of electronic document of title) and the following definitions in other sections apply to this chapter:

(a) “Acceptance,” as defined in ORS 73.0409 (Acceptance of draft) .

(b) “Alteration,” as defined in ORS 73.0407 (Alteration) .

(c) “Cashier’s check,” as defined in ORS 73.0104 (Negotiable instrument) .

(d) “Certificate of deposit,” as defined in ORS 73.0104 (Negotiable instrument) .

(e) “Certified check,” as defined in ORS 73.0409 (Acceptance of draft) .

(f) “Check,” as defined in ORS 73.0104 (Negotiable instrument) .

(g) “Holder in due course,” as defined in ORS 73.0302 (Holder in due course) .

(h) “Instrument,” as defined in ORS 73.0104 (Negotiable instrument) .

(i) “Notice of dishonor,” as defined in ORS 73.0503 (Notice of dishonor) .

(j) “Order,” as defined in ORS 73.0103 (Definitions) .

(k) “Ordinary care,” as defined in ORS 73.0103 (Definitions) .

(L) “Person entitled to enforce,” as defined in ORS 73.0301 (Person entitled to enforce instrument) .

(m) “Presentment,” as defined in ORS 73.0501 (Presentment) .

(n) “Promise,” as defined in ORS 73.0103 (Definitions) .

(o) “Prove,” as defined in ORS 73.0103 (Definitions) .

(p) “Teller’s check,” as defined in ORS 73.0104 (Negotiable instrument) .

(q) “Unauthorized signature,” as defined in ORS 73.0403 (Unauthorized signature) .

(4) In addition, ORS chapter 71 contains general definitions and principles of construction and interpretation applicable throughout this chapter. [1961 c.726 § 74.1040 (Definitions and index of definitions) ; 1993 c.220 §1; 1993 c.545 §75; 1995 c.328 §67; 1997 c.631 §379; 2009 c.181 §45]

Source: Section 74.1040 — Definitions and index of definitions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 77.1060 — OR Code / Title 8 / Chapter 77 / Section 77.1060
77.1060 Control of electronic document of title
Status: in_force

(1) A person has control of an electronic document of title if a system employed for evidencing the transfer of interests in the electronic document reliably establishes that person as the person to which the electronic document was issued or transferred.

(2) A system satisfies subsection (1) of this section, and a person is deemed to have control of an electronic document of title, if the document is created, stored and assigned in such a manner that:

(a) A single authoritative copy of the document exists which is unique, identifiable and, except as otherwise provided in paragraphs (d), (e) and (f) of this subsection, unalterable;

(b) The authoritative copy identifies the person asserting control as:

(A) The person to which the document was issued; or

(B) If the authoritative copy indicates that the document has been transferred, the person to which the document was most recently transferred;

(c) The authoritative copy is communicated to and maintained by the person asserting control or a designated custodian;

(d) Copies or amendments that add or change an identified assignee of the authoritative copy can be made only with the consent of the person asserting control;

(e) Each copy of the authoritative copy and any copy of a copy is readily identifiable as a copy that is not the authoritative copy; and

(f) Any amendment of the authoritative copy is readily identifiable as authorized or unauthorized. [2009 c.181 §54]

Note: 77.1060 (Control of electronic document of title) was enacted into law by the Legislative Assembly but was not added to or made a part of ORS chapter 77 or any series therein by legislative action. See Preface to Oregon Revised Statutes for further explanation.

WAREHOUSE RECEIPTS: SPECIAL PROVISIONS

Source: Section 77.1060 — Control of electronic document of title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 74.5020 — OR Code / Title 8 / Chapter 74 / Section 74.5020
74.5020 Presentment of “on arrival” drafts
Status: in_force

If a draft or the relevant instructions require presentment “on arrival,” “when goods arrive” or the like, the collecting bank need not present until in its judgment a reasonable time for arrival of the goods has expired. Refusal to pay or accept because the goods have not arrived is not dishonor; the bank must notify its transferor of the refusal but need not present the draft again until it is instructed to do so or learns of the arrival of the goods. [1961 c.726 § 74.5020 (Presentment of “on arrival” drafts) ; 1993 c.545 §111]

Source: Section 74.5020 — Presentment of “on arrival” drafts , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 77.3040 — OR Code / Title 8 / Chapter 77 / Section 77.3040
77.3040 Bills of lading in a set
Status: in_force

(1) Except as customary in international transportation, a tangible bill of lading may not be issued in a set of parts. The issuer is liable for damages caused by violation of this subsection.

(2) If a tangible bill of lading is lawfully issued in a set of parts, each of which contains an identification code and is expressed to be valid only if the goods have not been delivered against any other part, the whole of the parts constitutes one bill.

(3) If a tangible negotiable bill of lading is lawfully issued in a set of parts and different parts are negotiated to different persons, the title of the holder to which the first due negotiation is made prevails as to both the document of title and the goods even if any later holder may have received the goods from the carrier in good faith and discharged the carrier’s obligation by surrendering its part.

(4) A person that negotiates or transfers a single part of a tangible bill of lading issued in a set is liable to holders of that part as if it were the whole set.

(5) The bailee shall deliver in accordance with ORS 77.4010 (Irregularities in issue of receipt or bill or conduct of issuer) to 77.4040 (No liability for good faith delivery pursuant to document of title) against the first presented part of a tangible bill of lading lawfully issued in a set. Delivery in this manner discharges the bailee’s obligation on the whole bill. [1961 c.726 § 77.3040 (Bills of lading in a set) ; 2009 c.181 §68]

Source: Section 77.3040 — Bills of lading in a set , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 78.1090 — OR Code / Title 8 / Chapter 78 / Section 78.1090
78.1090 Warranties in indirect holding
Status: in_force

(1) A person who originates an entitlement order to a securities intermediary warrants to the securities intermediary that:

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

(b) There is no adverse claim to the security entitlement.

(2) A person who delivers a security certificate to a securities intermediary for credit to a securities account or originates an instruction with respect to an uncertificated security directing that the uncertificated security be credited to a securities account makes the warranties specified in ORS 78.1080 (Warranties in direct holding) (1) or (2) to the securities intermediary.

(3) If a securities intermediary delivers a security certificate to its entitlement holder or causes its entitlement holder to be registered as the owner of an uncertificated security, the securities intermediary makes the warranties specified in ORS 78.1080 (Warranties in direct holding) (1) or (2) to the entitlement holder. [1995 c.328 §9]

Source: Section 78.1090 — Warranties in indirect holding , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 73.0301 — OR Code / Title 8 / Chapter 73 / Section 73.0301
73.0301 Person entitled to enforce instrument
Status: in_force

“Person entitled to enforce” an instrument means the holder of the instrument, a nonholder in possession of the instrument who has the rights of a holder, or a person not in possession of the instrument who is entitled to enforce the instrument pursuant to ORS 73.0309 (Enforcement of lost, destroyed or stolen instrument) or 73.0418 (Payment or acceptance by mistake) (4). A person may be a person entitled to enforce the instrument even though the person is not the owner of the instrument or is in wrongful possession of the instrument. [1993 c.545 §30]

Source: Section 73.0301 — Person entitled to enforce instrument , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 83.730 — OR Code / Title 8 / Chapter 83 / Section 83.730
83.730 Written agreement or offer to purchase
Status: reserved

(1) A home solicitation sale must be evidenced by a written agreement or offer to purchase signed by the buyer. At the time a buyer executes the written agreement or offer to purchase:

(a) The seller must furnish the buyer with a fully completed copy of the written agreement or offer to purchase.

(b) The written agreement or offer to purchase must:

(A) Designate as the date of the transaction the date on which the buyer actually signs;

(B) Contain the name of the seller and address of the seller’s place of business;

(C) Be in the same language as the language that is principally used in the sales presentation; and

(D) Contain, in immediate proximity to a space reserved for the signature of the buyer, in at least 10-point boldfaced type, a statement in substantially the following form:

You, the buyer, may cancel this transaction at any time prior to midnight of the third business day after the date of this transaction. See the attached notice of buyer’s right to cancel for an explanation of the right to cancel.

(c) The seller must provide the buyer, by a method chosen by the seller, with a duplicate copy of the notice of the buyer’s right to cancel described in subsection (2) of this section so that, if the buyer cancels the transaction, the buyer can retain a complete copy of the written agreement or offer to purchase. If both copies of the notice are not attached to the written agreement or offer to purchase, the seller shall change the last sentence in the statement required under paragraph (b)(D) of this subsection to conform to the actual location of the copies of the notice. Both copies of the notice must contain:

(A) The name of the seller;

(B) The address of the seller’s place of business;

(C) The date of the transaction; and

(D) The date, not earlier than the third business day following the date of the transaction, by which the buyer may give notice of cancellation.

(d) The seller must orally inform the buyer of the buyer’s right to cancel.

(2) The notice of the buyer’s right to cancel must be in conspicuous type, 10-point or larger, and must read as follows:

NOTICE OF BUYER’S RIGHT TO CANCEL

(1) (Date) You, the buyer, may cancel this agreement without any penalty, cancellation fee or other financial obligation by mailing or delivering a notice to the seller within THREE BUSINESS DAYS from the above date.

(2) If you cancel:

(a) Any property you traded in, any payments you made under the sales contract and any checks or notes you signed will be returned within 10 business days following receipt by the seller of your notice of cancellation. Any security interest that arises from the transaction will be canceled.

(b) You may either make available to the seller at your residence, in substantially as good condition as when received, any goods delivered to you under the sales contract or you may comply with the seller’s instructions regarding the return shipment of the goods at the seller’s expense and risk.

(c) If you make the goods available to the seller at your residence and the seller does not pick up the goods within 20 days of the date of your notice of cancellation, you may keep or discard the goods without further obligation.

(d) If you do not make the goods available to the seller, or if you agree to return the goods to the seller and you do not return the goods, you must perform all of your obligations under the sales contract.

(3) To cancel this transaction, mail or deliver a signed and dated copy of this notice or other written expression of your intention to cancel, or send a telegram, to (name of seller) at (address of seller’s place of business) not later than 12 midnight on (date), the third business day after you signed the written agreement or offer to purchase.

I HEREBY CANCEL THIS TRANSACTION.

__________________ _____

(Signature of buyer) (Date)

(3) In a home solicitation sale subject to federal rules under 16 C.F.R. part 429, the seller may provide the notice required by the federal rules in lieu of the notice required under subsection (2) of this section if the notice required under federal rules contains the information specified in subsection (1)(c) of this section.

(4) Until the seller has complied with this section the buyer may cancel the home solicitation sale by notifying the seller in any manner and by any means of an intention to cancel. [1971 c.744 §21(3); 1977 c.170 §2; 2005 c.223 §3]

Source: Section 83.730 — Written agreement or offer to purchase; contents; notice of buyer’s right to cancel; form , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 72a.5040 — OR Code / Title 8 / Chapter 72a / Section 72a.5040
72A.5040 Liquidation of damages
Status: in_force

(1) Damages payable by either party for default, or any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or loss or damage to the lessor’s residual interest, may be liquidated in the lease agreement but only at an amount or by a formula that is reasonable in light of the then anticipated harm caused by the default or other act or omission. A provision in the lease agreement which states that damages in the event of the lessee’s default and the lessor’s sale of the goods include, in addition to costs payable to third parties, any past due amounts plus the sum of the present value of future rentals, the lessor’s costs of enforcing the lease, the lessor’s reasonably predictable residual at expiration, reasonable compensation for any loss of tax benefits, or an equivalent amount, and any other damages suffered or to be suffered by the lessor because of the lessee’s default, less the net proceeds of sale, is reasonable.

(2) If the lease agreement provides for liquidation of damages, and such provision does not comply with subsection (1) of this section, or such provision is an exclusive or limited remedy that circumstances cause to fail of its essential purpose, remedy may be had as provided in this chapter.

(3) If the lessor justifiably withholds or stops delivery of goods because of the lessee’s default or insolvency under ORS 72A.5250 (Lessor’s right to possession of goods) or 72A.5260 (Lessor’s stoppage of delivery in transit or otherwise) , the lessee is entitled to restitution of any amount by which the sum of the lessee’s payments exceeds:

(a) The amount to which the lessor is entitled by virtue of terms liquidating the lessor’s damages in accordance with subsection (1) of this section; or

(b) In the absence of those terms, 20 percent of the then present value of the total rent the lessee was obligated to pay for the balance of the lease term, or, in the case of a consumer lease, the lesser of such amount or $500.

(4) A lessee’s right to restitution under subsection (3) of this section is subject to offset to the extent the lessor establishes:

(a) A right to recover damages under the provisions of this chapter other than subsection (1) of this section; and

(b) The amount or value of any benefits received by the lessee directly or indirectly by reason of the lease contract. [1989 c.676 §51]

Source: Section 72A.5040 — Liquidation of damages , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.4005 — OR Code / Title 8 / Chapter 72 / Section 72.4005
72.4005 Definitions for ORS 72.4010 and 72.4030
Status: in_force

As used in ORS 72.4010 (Passing of title) and 72.4030 (Power to transfer) , “draft,” “check,” “certificate of deposit” and “note” have the meaning for those terms provided in ORS 73.0104 (Negotiable instrument) . [1973 c.287 §4; 1993 c.545 §117]

Source: Section 72.4005 — Definitions for ORS 72.4010 and 72.4030 , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72.8070 — OR Code / Title 8 / Chapter 72 / Section 72.8070
72.8070 Right to make express warranty
Status: in_force

(1) Nothing in ORS 72.8010 (Definitions for ORS 72.8010 to 72.8200) to 72.8200 (Operative dates) affects the right of a manufacturer, distributor or retailer to make an express warranty with respect to a consumer good. Effective disclaimer of the implied warranty of merchantability or the implied warranty of fitness by a manufacturer, distributor or retailer making an express warranty with respect to a consumer good requires compliance with ORS 72.8050 (Disclaimer of implied warranty of merchantability or implied warranty of fitness) .

(2) When with respect to sale of a consumer good to a retail buyer no express warranty is made or the duration of an express warranty is not stated, the implied warranty of merchantability or, if applicable, the implied warranty of fitness endures:

(a) Except if the good is a motor vehicle, for one year after the sale; or

(b) If the good is a motor vehicle, until expiration of one year after the sale or until 12,000 miles of use, whichever first occurs.

(3) When with respect to sale of a consumer good to a retail buyer an express warranty of a stated duration is made, the implied warranty of merchantability or, if applicable, the implied warranty of fitness endures for not less than 60 days after the sale and for the duration of the express warranty or the duration prescribed for the good under subsection (2) of this section, whichever first occurs. [1973 c.413 §7]

Note: See note under 72.8010 (Definitions for ORS 72.8010 to 72.8200) .

Source: Section 72.8070 — Right to make express warranty; effect of express warranty upon disclaimer; duration of implied warranty of merchantability or implied warranty of fitness , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 75.1020 — OR Code / Title 8 / Chapter 75 / Section 75.1020
75.1020 Definitions
Status: in_force

(1) As used in this chapter:

(a) “Adviser” means a person who, at the request of the issuer, a confirmer or another adviser, notifies or requests another adviser to notify the beneficiary that a letter of credit has been issued, confirmed or amended.

(b) “Applicant” means a person at whose request or for whose account a letter of credit is issued. “Applicant” includes a person who requests that an issuer issue a letter of credit on behalf of another if the person making the request undertakes an obligation to reimburse the issuer.

(c) “Beneficiary” means a person who under the terms of a letter of credit is entitled to have its complying presentation honored. “Beneficiary” includes a person to whom drawing rights have been transferred under a transferable letter of credit.

(d) “Confirmer” means a nominated person who undertakes, at the request or with the consent of the issuer, to honor a presentation under a letter of credit issued by another.

(e) “Dishonor” of a letter of credit means failure timely to honor or to take an interim action, such as acceptance of a draft, that may be required by the letter of credit.

(f) “Document” means a draft or other demand, document of title, investment security, certificate, invoice or other record, statement or representation of fact, law, right or opinion:

(A) That is presented in a written or other medium permitted by the letter of credit or, unless prohibited by the letter of credit, by the standard practice referred to in ORS 75.1080 (Issuer’s rights and obligations) (5); and

(B) That is capable of being examined for compliance with the terms and conditions of the letter of credit. A document may not be oral.

(g) “Good faith” means honesty in fact in the conduct of the transaction concerned.

(h) “Honor” of a letter of credit means performance of the issuer’s undertaking in the letter of credit to pay or deliver an item of value. Unless the letter of credit otherwise provides, “honor” occurs:

(A) Upon payment;

(B) If the letter of credit provides for acceptance, upon acceptance of a draft and, at maturity, its payment; or

(C) If the letter of credit provides for incurring a deferred obligation, upon incurring the obligation and, at maturity, its performance.

(i) “Issuer” means a bank or other person that issues a letter of credit, but does not include an individual who makes an engagement for personal, family or household purposes.

(j) “Letter of credit” means a definite undertaking that satisfies the requirements of ORS 75.1040 (Formal requirements) by an issuer to a beneficiary at the request or for the account of an applicant or, in the case of a financial institution, to itself or for its own account, to honor a documentary presentation by payment or delivery of an item of value.

(k) “Nominated person” means a person whom the issuer:

(A) Designates or authorizes to pay, accept, negotiate or otherwise give value under a letter of credit; and

(B) Undertakes by agreement or custom and practice to reimburse.

(L) “Presentation” means delivery of a document to an issuer or nominated person for honor or giving of value under a letter of credit.

(m) “Presenter” means a person making a presentation as or on behalf of a beneficiary or nominated person.

(n) “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.

(o) “Successor of a beneficiary” means a person who succeeds to substantially all of the rights of a beneficiary by operation of law, including a corporation with or into which the beneficiary has been merged or consolidated, an administrator, executor, personal representative, trustee in bankruptcy, debtor in possession, liquidator and receiver.

(2) Other definitions applying to this chapter and the sections in which they appear are:

“Acceptance” ORS 73.0409 (Acceptance of draft)

“Value” ORS 73.0303 (Value and consideration) ,

ORS 74.2110 (Bank as holder in due course)

(3) ORS chapter 71 contains certain additional general definitions and principles of construction and interpretation applicable throughout this chapter. [1961 c.726 § 75.1020 (Definitions) ; 1997 c.150 §5]

Source: Section 75.1020 — Definitions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 72.2060 — OR Code / Title 8 / Chapter 72 / Section 72.2060
72.2060 Offer and acceptance in formation of contract
Status: in_force

(1) Unless otherwise unambiguously indicated by the language or circumstances:

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

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

(2) Where the beginning of a requested performance is a reasonable mode of acceptance an offeror who is not notified of acceptance within a reasonable time may treat the offer as having lapsed before acceptance. [1961 c.726 § 72.2060 (Offer and acceptance in formation of contract) ]

Source: Section 72.2060 — Offer and acceptance in formation of contract , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0502 — OR Code / Title 8 / Chapter 79 / Section 79.0502
79.0502 UCC 9-502. Contents of financing statement
Status: in_force

(1) Subject to subsection (2) of this section, a financing statement is sufficient only if it:

(a) Provides the name of the debtor;

(b) Provides the name of the secured party or a representative of the secured party; and

(c) Indicates the collateral covered by the financing statement.

(2) Except as otherwise provided in ORS 79.0501 (UCC 9-501. Filing office) (2), to be sufficient, a financing statement that covers as-extracted collateral or timber to be cut, or which is filed as a fixture filing and covers goods that are or are to become fixtures, must satisfy subsection (1) of this section and also:

(a) Indicate that it covers this type of collateral;

(b) Indicate that it is to be filed for record in the real property records;

(c) Provide a description of the real property to which the collateral is related sufficient to give constructive notice of a mortgage under the law of this state if the description were contained in a record of the mortgage of the real property; and

(d) If the debtor does not have an interest of record in the real property, provide the name of a record owner.

(3) A record of a mortgage is effective, from the date of recording, as a financing statement filed as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut only if:

(a) The record indicates the goods or accounts that it covers;

(b) The goods are or are to become fixtures related to the real property described in the record or the collateral is related to the real property described in the record and is as-extracted collateral or timber to be cut;

(c) The record satisfies the requirements for a financing statement in this section except that:

(A) The record need not indicate that the record is to be filed in the real property records; and

(B) If the record provides the name of the debtor or the surname and first personal name of the debtor, even if the debtor is an individual to whom ORS 79.0503 (UCC 9-503. Name of debtor and secured party) (1)(d) applies, the record sufficiently provides the name of a debtor; and

(d) The record is duly recorded.

(4) A financing statement may be filed before a security agreement is made or a security interest otherwise attaches. [2001 c.445 §73; 2015 c.538 §1]

Source: Section 79.0502 — UCC 9-502. Contents of financing statement; record of mortgage as financing statement; time of filing financing statement , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72.6120 — OR Code / Title 8 / Chapter 72 / Section 72.6120
72.6120 “Installment contract”
Status: in_force

(1) An “installment contract” is one which requires or authorizes the delivery of goods in separate lots to be separately accepted, even though the contract contains a clause “each delivery is a separate contract” or its equivalent.

(2) The buyer may reject any installment which is nonconforming if the nonconformity substantially impairs the value of that installment and cannot be cured or if the nonconformity is a defect in the required documents; but if the nonconformity does not fall within subsection (3) of this section and the seller gives adequate assurance of its cure the buyer must accept that installment.

(3) Whenever nonconformity or default with respect to one or more installments substantially impairs the value of the whole contract there is a breach of the whole. But the aggrieved party reinstates the contract if the aggrieved party accepts a nonconforming installment without seasonably notifying of cancellation or if the aggrieved party brings an action with respect only to past installments or demands performance as to future installments. [1961 c.726 § 72.6120 (“Installment contract”) ]

Source: Section 72.6120 — “Installment contract”; breach , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 74a.3020 — OR Code / Title 8 / Chapter 74a / Section 74a.3020
74A.3020 Obligations of receiving bank in execution of payment order
Status: in_force

(1) Except as provided in subsections (2) to (4) of this section, if the receiving bank accepts a payment order pursuant to ORS 74A.2090 (Acceptance of payment order) (1), the bank has the following obligations in executing the order:

(a) The receiving bank is obliged to issue, on the execution date, a payment order complying with the sender’s order and to follow the sender’s instructions concerning any intermediary bank or funds-transfer system to be used in carrying out the funds transfer, or the means by which payment orders are to be transmitted in the funds transfer. If the originator’s bank issues a payment order to an intermediary bank, the originator’s bank is obliged to instruct the intermediary bank according to the instruction of the originator. An intermediary bank in the funds transfer is similarly bound by an instruction given to it by the sender of the payment order it accepts.

(b) If the sender’s instruction states that the funds transfer is to be carried out telephonically or by wire transfer or otherwise indicates that the funds transfer is to be carried out by the most expeditious means, the receiving bank is obliged to transmit its payment order by the most expeditious available means, and to instruct any intermediary bank accordingly. If a sender’s instruction states a payment date, the receiving bank is obliged to transmit its payment order at a time and by means reasonably necessary to allow payment to the beneficiary on the payment date or as soon thereafter as is feasible.

(2) Unless otherwise instructed, a receiving bank executing a payment order may use any funds-transfer system if use of that system is reasonable in the circumstances, and issue a payment order to the beneficiary’s bank or to an intermediary bank through which a payment order conforming to the sender’s order can expeditiously be issued to the beneficiary’s bank if the receiving bank exercises ordinary care in the selection of the intermediary bank. A receiving bank is not required to follow an instruction of the sender designating a funds-transfer system to be used in carrying out the funds-transfer if the receiving bank, in good faith, determines that it is not feasible to follow the instruction or that following the instruction would unduly delay completion of the funds transfer.

(3) Unless subsection (1)(b) of this section applies or the receiving bank is otherwise instructed, the bank may execute a payment order by transmitting its payment order by first class mail or by any means reasonable in the circumstances. If the receiving bank is instructed to execute the sender’s order by transmitting its payment order by a particular means, the receiving bank may issue its payment order by the means stated or by any means as expeditious as the means stated.

(4) Unless instructed by the sender:

(a) The receiving bank may not obtain payment of its charges for services and expenses in connection with the execution of the sender’s order by issuing a payment order in an amount equal to the amount of the sender’s order less the amount of the charges; and

(b) May not instruct a subsequent receiving bank to obtain payment of its charges in the same manner. [1991 c.442 §22]

Source: Section 74A.3020 — Obligations of receiving bank in execution of payment order , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 74.1080 — OR Code / Title 8 / Chapter 74 / Section 74.1080
74.1080 Time of receipt of items
Status: in_force

(1) For the purpose of allowing time to process items, prove balances and make the necessary entries on its books to determine its position for a day, a bank may fix an afternoon hour of 2 p.m. or later as a cutoff hour for the handling of money and items and the making of entries on its books.

(2) An item or deposit of money received on any day after a cutoff hour so fixed or after the close of the banking day may be treated as being received at the opening of the next banking day. [1961 c.726 § 74.1080 (Time of receipt of items) ; 1993 c.545 §79]

Source: Section 74.1080 — Time of receipt of items , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 79.0609 — OR Code / Title 8 / Chapter 79 / Section 79.0609
79.0609 UCC 9-609. Secured party’s right to take possession after default
Status: in_force

(1) After default, a secured party:

(a) May take possession of the collateral; and

(b) Without removal, may render equipment unusable and dispose of collateral on a debtor’s premises under ORS 79.0610 (UCC 9-610. Disposition of collateral after default) .

(2) A secured party may proceed under subsection (1) of this section:

(a) Pursuant to judicial process; or

(b) Without judicial process, if it proceeds without breach of the peace.

(3) If so agreed, and in any event after default, a secured party may require the debtor to assemble the collateral and make it available to the secured party at a place to be designated by the secured party which is reasonably convenient to both parties. [2001 c.445 §107]

Source: Section 79.0609 — UCC 9-609. Secured party’s right to take possession after default , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 84.049 — OR Code / Title 8 / Chapter 84 / Section 84.049
84.049 Creation and retention of electronic records by governmental agency
Status: in_force

(1) A governmental agency of this state shall determine whether, and the extent to which, the governmental agency will create and retain electronic records or convert written records or records that exist in other forms into electronic records.

(2) A person with authority to create or retain custody of a record on behalf of a governmental agency may approve the conversion of the record into an electronic record in accordance with policies the governmental agency adopts. [2001 c.535 §17; 2011 c.39 §3]

Source: Section 84.049 — Creation and retention of electronic records by governmental agency; conversion of records into electronic records , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 72.7200 — OR Code / Title 8 / Chapter 72 / Section 72.7200
72.7200 Effect of “cancellation” or “rescission” on claims for antecedent breach
Status: in_force

Unless the contrary intention clearly appears, expressions of “cancellation” or “rescission” of the contract or the like shall not be construed as a renunciation or discharge of any claim in damages for an antecedent breach. [1961 c.726 § 72.7200 (Effect of “cancellation” or “rescission” on claims for antecedent breach) ]

Source: Section 72.7200 — Effect of “cancellation” or “rescission” on claims for antecedent breach , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0323 — OR Code / Title 8 / Chapter 79 / Section 79.0323
79.0323 UCC 9-323. Future advances
Status: in_force

(1) Except as otherwise provided in subsection (3) of this section, for purposes of determining the priority of a perfected security interest under ORS 79.0322 (UCC 9-322. Priorities among conflicting security interests in and agricultural liens on same collateral) (1)(a), perfection of the security interest dates from the time an advance is made to the extent that the security interest secures an advance that:

(a) Is made while the security interest is perfected only:

(A) Under ORS 79.0309 (UCC 9-309. Security interest perfected upon attachment) when it attaches; or

(B) Temporarily under ORS 79.0312 (UCC 9-312. Perfection of security interests in chattel paper, deposit accounts, documents, goods covered by documents, instruments, investment property, letter-of-credit rights and money) (5), (6) or (7); and

(b) Is not made pursuant to a commitment entered into before or while the security interest is perfected by a method other than under ORS 79.0309 (UCC 9-309. Security interest perfected upon attachment) or 79.0312 (UCC 9-312. Perfection of security interests in chattel paper, deposit accounts, documents, goods covered by documents, instruments, investment property, letter-of-credit rights and money) (5), (6) or (7).

(2) Except as otherwise provided in subsection (3) of this section, a security interest is subordinate to the rights of a person that becomes a lien creditor to the extent that the security interest secures an advance made more than 45 days after the person becomes a lien creditor unless the advance is made:

(a) Without knowledge of the lien; or

(b) Pursuant to a commitment entered into without knowledge of the lien.

(3) Subsections (1) and (2) of this section do not apply to a security interest held by a secured party that is a buyer of accounts, chattel paper, payment intangibles or promissory notes or a consignor.

(4) Except as otherwise provided in subsection (5) of this section, a buyer of goods other than a buyer in ordinary course of business takes free of a security interest to the extent that it secures advances made after the earlier of:

(a) The time the secured party acquires knowledge of the buyer’s purchase; or

(b) Forty-five days after the purchase.

(5) Subsection (4) of this section does not apply if the advance is made pursuant to a commitment entered into without knowledge of the buyer’s purchase and before the expiration of the 45-day period.

(6) Except as otherwise provided in subsection (7) of this section, a lessee of goods, other than a lessee in ordinary course of business, takes the leasehold interest free of a security interest to the extent that it secures advances made after the earlier of:

(a) The time the secured party acquires knowledge of the lease; or

(b) Forty-five days after the lease contract becomes enforceable.

(7) Subsection (6) of this section does not apply if the advance is made pursuant to a commitment entered into without knowledge of the lease and before the expiration of the 45-day period. [2001 c.445 §43]

Source: Section 79.0323 — UCC 9-323. Future advances , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72.3230 — OR Code / Title 8 / Chapter 72 / Section 72.3230
72.3230 Form of bill of lading required in overseas shipment
Status: in_force

(1) Where the contract contemplates overseas shipment and contains a term C.I.F. or C. and F. or F.O.B. vessel, the seller unless otherwise agreed must obtain a negotiable bill of lading stating that the goods have been loaded on board or, in the case of a term C.I.F. or C. and F., received for shipment.

(2) Where in a case within subsection (1) of this section a tangible bill of lading has been issued in a set of parts, unless otherwise agreed if the documents are not to be sent from abroad the buyer may demand tender of the full set; otherwise only one part of the bill of lading need be tendered. Even if the agreement expressly requires a full set:

(a) Due tender of a single part is acceptable within the provisions of ORS 72.5080 (Cure by seller of improper tender or delivery) (1) on cure of improper delivery; and

(b) Even though the full set is demanded, if the documents are sent from abroad the person tendering an incomplete set may nevertheless require payment upon furnishing an indemnity which the buyer in good faith deems adequate.

(3) A shipment by water or by air or a contract contemplating such shipment is “overseas” in so far as by usage of trade or agreement it is subject to the commercial, financing or shipping practices characteristic of international deep water commerce. [1961 c.726 § 72.3230 (Form of bill of lading required in overseas shipment) ; 2009 c.181 §28]

Source: Section 72.3230 — Form of bill of lading required in overseas shipment; “overseas.” , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72.6060 — OR Code / Title 8 / Chapter 72 / Section 72.6060
72.6060 What constitutes acceptance of goods
Status: in_force

(1) Acceptance of goods occurs when the buyer:

(a) After a reasonable opportunity to inspect the goods signifies to the seller that the goods are conforming or that the buyer will take or retain them in spite of their nonconformity; or

(b) Fails to make an effective rejection as provided in ORS 72.6020 (Manner and effect of rightful rejection) (1), but such acceptance does not occur until the buyer has had a reasonable opportunity to inspect them; or

(c) Does any act inconsistent with the seller’s ownership; but if such act is wrongful as against the seller it is an acceptance only if ratified by the seller.

(2) Acceptance of a part of any commercial unit is acceptance of that entire unit. [1961 c.726 § 72.6060 (What constitutes acceptance of goods) ]

Source: Section 72.6060 — What constitutes acceptance of goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 75.1160 — OR Code / Title 8 / Chapter 75 / Section 75.1160
75.1160 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 or otherwise authenticated by the affected parties in the manner provided in ORS 75.1040 (Formal requirements) 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.

(2) Unless subsection (1) of this section 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 this subsection.

(3) Intentionally left blank —Ed.

(a) Except as 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.

(b) Except to the extent of any conflict with the nonvariable provisions specified in ORS 75.1030 (Application of chapter) (3), rules of custom or practice govern if:

(A) This chapter would govern the liability of an issuer, nominated person or adviser under subsection (1) or (2) of this section;

(B) The relevant undertaking incorporates rules of custom or practice; and

(C) There is conflict between this chapter and those rules as applied to that undertaking.

(4) If there is conflict between this chapter and ORS chapters 73, 74, 74A or 79, this chapter governs.

(5) The forum for settling disputes arising out of an undertaking under this chapter may be chosen in the manner and with the binding effect that governing law may be chosen in accordance with subsection (1) of this section. [1961 c.726 § 75.1160 (Choice of law and forum) ; 1973 c.504 §4; 1997 c.150 §19]

Source: Section 75.1160 — Choice of law and forum , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 73.0407 — OR Code / Title 8 / Chapter 73 / Section 73.0407
73.0407 Alteration
Status: in_force

(1) “Alteration” means:

(a) An unauthorized change in an instrument that purports to modify in any respect the obligation of a party; or

(b) An unauthorized addition of words or numbers or other change to an incomplete instrument relating to the obligation of a party.

(2) Except as provided in subsection (3) of this section, an alteration fraudulently made discharges a party whose obligation is affected by the alteration unless that party assents or is precluded from asserting the alteration. No other alteration discharges a party, and the instrument may be enforced according to its original terms.

(3) A payor bank or drawee paying a fraudulently altered instrument or a person taking it for value or for collection, in good faith and without notice of the alteration, may enforce rights with respect to the instrument:

(a) According to its original terms; or

(b) In the case of an incomplete instrument altered by unauthorized completion, according to its terms as completed. [1993 c.545 §48]

Source: Section 73.0407 — Alteration , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).