ORS § 79.0407 — OR Code / Title 8 / Chapter 79 / Section 79.0407
79.0407 UCC 9-407. Restrictions on creation or enforcement of security interest in leasehold interest or in lessor’s residual interest
Status: in_force

(1) Except as otherwise provided in subsection (2) of this section, a term in a lease agreement is ineffective to the extent that it:

(a) Prohibits, restricts or requires the consent of a party to the lease to the assignment or transfer of, or the creation, attachment, perfection or enforcement of a security interest in, an interest of a party under the lease contract or in the lessor’s residual interest in the goods; or

(b) Provides that the assignment or transfer or the creation, attachment, perfection or enforcement of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination or remedy under the lease.

(2) Except as otherwise provided in ORS 72A.3030 (Alienability of party’s interest under lease contract or of lessor’s residual interest in goods) (7), a term described in subsection (1)(b) of this section is effective to the extent that there is:

(a) A transfer by the lessee of the lessee’s right of possession or use of the goods in violation of the term; or

(b) A delegation of a material performance of either party to the lease contract in violation of the term.

(3) The creation, attachment, perfection or enforcement of a security interest in the lessor’s interest under the lease contract or the lessor’s residual interest in the goods is not a transfer that materially impairs the lessee’s prospect of obtaining return performance or materially changes the duty of or materially increases the burden or risk imposed on the lessee within the purview of ORS 72A.3030 (Alienability of party’s interest under lease contract or of lessor’s residual interest in goods) (4) unless, and then only to the extent that, enforcement actually results in a delegation of material performance of the lessor. [2001 c.445 §69]

Source: Section 79.0407 — UCC 9-407. Restrictions on creation or enforcement of security interest in leasehold interest or in lessor’s residual interest , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74a.2100 — OR Code / Title 8 / Chapter 74a / Section 74a.2100
74A.2100 Rejection of payment order
Status: in_force

(1) A payment order is rejected by the receiving bank by a notice of rejection transmitted to the sender orally, electronically or in writing. A notice of rejection need not use any particular words and is sufficient if it indicates that the receiving bank is rejecting the order or will not execute or pay the order. Rejection is effective when the notice is given if transmission is by a means that is reasonable in the circumstances. If notice of rejection is given by a means that is not reasonable, rejection is effective when the notice is received. If an agreement of the sender and receiving bank establishes the means to be used to reject a payment order:

(a) Any means complying with the agreement is reasonable; and

(b) Any means not complying is not reasonable unless no significant delay in receipt of the notice resulted from the use of the noncomplying means.

(2) This subsection applies if a receiving bank other than the beneficiary’s bank fails to execute a payment order despite the existence on the execution date of a withdrawable credit balance in an authorized account of the sender sufficient to cover the order. If the sender does not receive notice of rejection of the order on the execution date and the authorized account of the sender does not bear interest, the bank is obliged to pay interest to the sender on the amount of the order for the number of days elapsing after the execution date to the earlier of the day the order is canceled pursuant to ORS 74A.2110 (Cancellation and amendment of payment order) (4) or the day the sender receives notice or learns that the order was not executed, counting the final day of the period as an elapsed day. If the withdrawable credit balance during that period falls below the amount of the order, the amount of interest is reduced accordingly.

(3) If a receiving bank suspends payments, all unaccepted payment orders issued to it are deemed rejected at the time the bank suspends payments.

(4) Acceptance of a payment order precludes a later rejection of the order. Rejection of a payment order precludes a later acceptance of the order. [1991 c.442 §18]

Source: Section 74A.2100 — Rejection of payment order , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 74.3020 — OR Code / Title 8 / Chapter 74 / Section 74.3020
74.3020 Payor bank’s responsibility for late return of item
Status: in_force

(1) Pursuant to ORS 74.2070 (Warranties of customer and collecting bank on transfer of item) (1), if an item is presented to and received by a payor bank, the bank is accountable for the amount of:

(a) A demand item, other than a documentary draft, whether properly payable or not, if the bank, in any case in which it is not also the depositary bank, retains the item beyond midnight of the banking day of receipt without settling for it or, whether or not it is also the depositary bank, does not pay or return the item or send notice of dishonor until after its midnight deadline; or

(b) Any other properly payable item unless within the time allowed for acceptance or payment of that item the bank either accepts or pays the item or returns it and accompanying documents.

(2) The liability of a payor bank to pay an item pursuant to subsection (1) of this section is subject to defenses based on breach of a presentment warranty under ORS 74.2080 (Presentment warranties) or proof that the person seeking enforcement of the liability presented or transferred the item for the purpose of defrauding the payor bank. [1961 c.726 § 74.3020 (Payor bank’s responsibility for late return of item) ; 1993 c.545 §102]

Source: Section 74.3020 — Payor bank’s responsibility for late return of item; defenses to liability of payor bank , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 71.2010 — OR Code / Title 8 / Chapter 71 / Section 71.2010
71.2010 General definitions
Status: in_force

(1) Unless the context otherwise requires, words or phrases defined in this section, or in the additional definitions contained in other chapters of the Uniform Commercial Code that apply to particular chapters or parts thereof, have the meanings stated.

(2) Subject to definitions contained in other chapters of the Uniform Commercial Code that apply to particular chapters or parts thereof:

(a) “Action” in the sense of a judicial proceeding includes recoupment, counterclaim, setoff, suit in equity and any other proceedings in which rights are determined.

(b) “Aggrieved party” means a party entitled to pursue a remedy.

(c) “Agreement,” as distinguished from “contract,” means the bargain of the parties in fact as found in their language or inferred from other circumstances including course of performance, course of dealing or usage of trade as provided in ORS 71.3030 (Course of performance, course of dealing and usage of trade) .

(d) “Bank” means a person engaged in the business of banking and includes a savings bank, savings and loan association, credit union and trust company.

(e) “Bearer” means a person in control of a negotiable electronic document of title or a person in possession of a negotiable instrument, negotiable tangible document of title or certificated security that is payable to bearer or indorsed in blank.

(f) “Bill of lading” means a document of title evidencing the receipt of goods for shipment issued by a person engaged in the business of directly or indirectly transporting or forwarding goods. The term does not include a warehouse receipt.

(g) “Branch” includes a separately incorporated foreign branch of a bank.

(h) “Burden of establishing” a fact means the burden of persuading the trier of fact that the existence of the fact is more probable than its nonexistence.

(i) “Buyer in ordinary course of business” means a person that buys goods in good faith, without knowledge that the sale violates the rights of another person in the goods, and in the ordinary course from a person, other than a pawnbroker, in the business of selling goods of that kind. A person buys goods in the ordinary course if the sale to the person comports with the usual or customary practices in the kind of business in which the seller is engaged or with the seller’s own usual or customary practices. A person that sells oil, gas or other minerals at the wellhead or minehead is a person in the business of selling goods of that kind. A buyer in ordinary course of business may buy for cash, by exchange of other property, or on secured or unsecured credit, and may acquire goods or documents of title under a preexisting contract for sale. Only a buyer that takes possession of the goods or has a right to recover the goods from the seller under ORS chapter 72 may be a buyer in ordinary course of business. “Buyer in ordinary course of business” does not include a person that acquires goods in a transfer in bulk or as security for or in total or partial satisfaction of a money debt.

(j) “Conspicuous,” with reference to a term, means so written, displayed or presented that a reasonable person against which it is to operate ought to have noticed it. Whether a term is “conspicuous” or not is a decision for the court. Conspicuous terms include the following:

(A) A heading in capitals equal to or greater in size in than the surrounding text, or in contrasting type, font or color to the surrounding text of the same or lesser size; and

(B) Language in the body of a record or display in larger type than the surrounding text, or in contrasting type, font or color to the surrounding text of the same size, or set off from the surrounding text of the same size by symbols or other marks that call attention to the language.

(k) “Consumer” means an individual who enters into a transaction primarily for personal, family or household purposes.

(L) “Contract,” as distinguished from “agreement,” means the total legal obligation that results from the parties’ agreement as determined by the Uniform Commercial Code as supplemented by any other applicable laws.

(m) “Creditor” includes a general creditor, a secured creditor, a lien creditor and any representative of creditors, including an assignee for the benefit of creditors, a trustee in bankruptcy, a receiver in equity and an executor or administrator of an insolvent debtor’s or assignor’s estate.

(n) “Defendant” includes a person in the position of defendant in a counterclaim, cross claim or third party claim.

(o) “Delivery,” with respect to an electronic document of title means voluntary transfer of control and with respect to an instrument, a tangible document of title, or chattel paper means voluntary transfer of possession.

(p) Intentionally left blank —Ed.

(A) “Document of title” means a record:

(i) That in the regular course of business or financing is treated as adequately evidencing that the person in possession or control of the record is entitled to receive, control, hold and dispose of the record and the goods the record covers; and

(ii) That purports to be issued by or addressed to a bailee and to cover goods in the bailee’s possession that are either identified or are fungible portions of an identified mass.

(B) The term includes a bill of lading, transport document, dock warrant, dock receipt, warehouse receipt and order for delivery of goods.

(C) “Electronic document of title” means a document of title evidenced by a record consisting of information stored in an electronic medium.

(D) “Tangible document of title” means a document of title evidenced by a record consisting of information that is inscribed on a tangible medium.

(q) “Fault” means default, breach or wrongful act or omission.

(r) “Fungible goods” means:

(A) Goods of which any unit, by nature or usage of trade, is the equivalent of any other like unit; or

(B) Goods that by agreement are treated as equivalent.

(s) “Genuine” means free of forgery or counterfeiting.

(t) “Good faith,” except as otherwise provided in ORS chapter 75, means honesty in fact and the observance of reasonable commercial standards of fair dealing.

(u) “Holder” means:

(A) The person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession;

(B) The person in possession of a negotiable tangible document of title if the goods are deliverable either to bearer or to the order of the person in possession; or

(C) The person in control of a negotiable electronic document of title.

(v) “Insolvency proceeding” includes an assignment for the benefit of creditors or other proceeding intended to liquidate or rehabilitate the estate of the person involved.

(w) “Insolvent” means:

(A) Having generally ceased to pay debts in the ordinary course of business other than as a result of bona fide dispute;

(B) Being unable to pay debts as they become due; or

(C) Being insolvent within the meaning of federal bankruptcy law.

(x) “Money” means a medium of exchange currently authorized or adopted by a domestic or foreign government. The term includes a monetary unit of account established by an intergovernmental organization or by agreement between two or more countries.

(y) “Organization” means a person other than an individual.

(z) “Party,” as distinguished from “third party,” means a person that has engaged in a transaction or made an agreement subject to the Uniform Commercial Code.

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

(bb) “Present value” means the amount as of a date certain of one or more sums payable in the future, discounted to the date certain by use of either an interest rate specified by the parties if that rate is not manifestly unreasonable at the time the transaction is entered into or, if an interest rate is not so specified, a commercially reasonable rate that takes into account the facts and circumstances at the time the transaction is entered into.

(cc) “Purchase” means taking by sale, lease, discount, negotiation, mortgage, pledge, lien, security interest, issue or reissue, gift or any other voluntary transaction creating an interest in property.

(dd) “Purchaser” means a person that takes by purchase.

(ee) “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.

(ff) “Remedy” means any remedial right to which an aggrieved party is entitled with or without resort to a tribunal.

(gg) “Representative” means a person empowered to act for another, including an agent, an officer of a corporation or association and a trustee, executor, or administrator of an estate.

(hh) “Right” includes remedy.

(ii) Intentionally left blank —Ed.

(A) “Security interest” means an interest in personal property or fixtures which secures payment or performance of an obligation. “Security interest” includes any interest of a consignor and a buyer of accounts, chattel paper, a payment intangible or a promissory note in a transaction that is subject to ORS chapter 79.

(B) “Security interest” does not include the special property interest of a buyer of goods on identification of such goods to a contract for sale under ORS 72.4010 (Passing of title) , but a buyer may also acquire a “security interest” by complying with ORS chapter 79.

(C) Except as otherwise provided in ORS 72.5050 (Seller’s shipment under reservation) , the right of a seller or lessor of goods under ORS chapter 72 or 72A to retain or acquire possession of the goods is not a “security interest,” but a seller or lessor may also acquire a “security interest” by complying with ORS chapter 79.

(D) The retention or reservation of title by a seller of goods notwithstanding shipment or delivery to the buyer under ORS 72.4010 (Passing of title) is limited in effect to a reservation of a “security interest.”

(E) Whether a transaction in the form of a lease creates a security interest is determined pursuant to ORS 71.2030 (Lease distinguished from security interest) .

(jj) “Send” in connection with a writing, record or notice means:

(A) To deposit in the mail or deliver for transmission by any other usual means of communication with postage or cost of transmission provided for and properly addressed and in the case of an instrument to an address specified thereon or otherwise agreed, or if there be none to any address reasonable under the circumstances; or

(B) In any other way to cause to be received any record or notice within the time it would have arrived if properly sent.

(kk) “Signed” includes using any symbol executed or adopted with present intention to adopt or accept a writing.

(LL) “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.

(mm) “Surety” includes a guarantor or other secondary obligor.

(nn) “Term” means a portion of an agreement that relates to a particular matter.

(oo) “Unauthorized signature” means a signature made without actual, implied or apparent authority. The term includes a forgery.

(pp) “Warehouse receipt” means a document of title issued by a person engaged in the business of storing goods for hire.

(qq) “Writing” includes printing, typewriting or any other intentional reduction to tangible form. “Written” has a corresponding meaning. [1961 c.726 § 71.2010 (General definitions) ; 1973 c.504 §2; 1985 c.676 § 71.2010 (General definitions) ; 1989 c.676 §81; 1993 c.545 §1; 1995 c.79 §20; 1997 c.834 §1; 2001 c.445 §131; 2009 c.181 §8]

Source: Section 71.2010 — General definitions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors071.­html (accessed May 26, 2025).
ORS § 79.0524 — OR Code / Title 8 / Chapter 79 / Section 79.0524
79.0524 UCC 9-524. Delay by filing office
Status: in_force

Delay by the filing office beyond a time limit prescribed by ORS 79.0501 (UCC 9-501. Filing office) to 79.0528 (Liability of Secretary of State) is excused if:

(1) The delay is caused by interruption of communication or computer facilities, war, emergency conditions, failure of equipment or other circumstances beyond control of the filing office; and

(2) The filing office exercises reasonable diligence under the circumstances. [2001 c.445 §95]

Source: Section 79.0524 — UCC 9-524. Delay by filing office , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 79.0403 — OR Code / Title 8 / Chapter 79 / Section 79.0403
79.0403 UCC 9-403. Agreement not to assert defenses against assignee
Status: in_force

(1) As used in this section, “value” has the meaning provided in ORS 73.0303 (Value and consideration) (1).

(2) Except as otherwise provided in this section, an agreement between an account debtor and an assignor not to assert against an assignee any claim or defense that the account debtor may have against the assignor is enforceable by an assignee that takes an assignment:

(a) For value;

(b) In good faith;

(c) Without notice of a claim of a property or possessory right to the property assigned; and

(d) Without notice of a defense or claim in recoupment of the type that may be asserted against a person entitled to enforce a negotiable instrument under ORS 73.0305 (Defenses and claims in recoupment) (1).

(3) Subsection (2) of this section does not apply to defenses of a type that may be asserted against a holder in due course of a negotiable instrument under ORS 73.0305 (Defenses and claims in recoupment) (2).

(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 rights of an assignee are subject to claims or defenses that the account debtor could assert against the original obligee, and the record does not include such a statement:

(a) The record has the same effect as if the record included such a statement; and

(b) The account debtor may assert against an assignee those claims and defenses that would have been available if the record included such a statement.

(5) 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.

(6) Except as otherwise provided in subsection (4) of this section, this section does not displace law other than this chapter which gives effect to an agreement by an account debtor not to assert a claim or defense against an assignee. [2001 c.445 §65]

Source: Section 79.0403 — UCC 9-403. Agreement not to assert defenses against assignee , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 73.0118 — OR Code / Title 8 / Chapter 73 / Section 73.0118
73.0118 Statute of limitations
Status: in_force

(1) Except as provided in subsection (5) of this section, an action to enforce the obligation of a party to pay a note payable at a definite time must be commenced within six years after the due date or dates stated in the note or, if a due date is accelerated, within six years after the accelerated due date.

(2) Except as provided in subsection (4) or (5) of this section, if demand for payment is made to the maker of a note payable on demand, an action to enforce the obligation of a party to pay the note must be commenced within six years after the demand. If no demand for payment is made to the maker, an action to enforce the note is barred if neither principal nor interest on the note has been paid for a continuous period of 10 years.

(3) Except as provided in subsection (4) of this section, an action to enforce the obligation of a party to an unaccepted draft to pay the draft must be commenced within six years after dishonor of the draft or 10 years after the date of the draft, whichever period expires first.

(4) An action to enforce the obligation of the acceptor of a certified check or the issuer of a teller’s check, cashier’s check or traveler’s check must be commenced within six years after the demand for payment is made to the acceptor or issuer.

(5) An action to enforce the obligation of a party to a certificate of deposit to pay the instrument must be commenced within six years after demand for payment is made to the maker, but if the instrument states a due date, the six-year period begins when a demand for payment is in effect and the due date has passed.

(6) An action to enforce the obligation of a party to pay an accepted draft, other than a certified check, must be commenced:

(a) Within six years after the due date or dates stated in the draft or acceptance if the obligation of the acceptor is payable at a definite time; or

(b) Within six years after the date of the acceptance if the obligation of the acceptor is payable on demand.

(7) Unless governed by other law regarding claims for indemnity or contribution, an action for any of the following must be commenced within six years after the claim for relief accrues:

(a) Conversion of an instrument, for money had and received, or like action based on conversion;

(b) Breach of warranty; or

(c) Enforcement of an obligation, duty or right arising under this chapter and not governed by this section.

(8) The circumstances under which the running of a limitation period may be tolled shall be determined by other law. [1993 c.545 §21]

Source: Section 73.0118 — Statute of limitations , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.5010 — OR Code / Title 8 / Chapter 72 / Section 72.5010
72.5010 Insurable interest in goods
Status: in_force

(1) The buyer obtains a special property and an insurable interest in goods by identification of existing goods as goods to which the contract refers even though the goods so identified are nonconforming and the buyer has an option to return or reject them. Such identification can be made at any time and in any manner explicitly agreed to by the parties. In the absence of explicit agreement identification occurs:

(a) When the contract is made if it is for the sale of goods already existing and identified.

(b) If the contract is for the sale of future goods other than those described in paragraph (c) of this subsection, when goods are shipped, marked or otherwise designated by the seller as goods to which the contract refers.

(c) When the crops are planted or otherwise become growing crops or the young are conceived if the contract is for the sale of unborn young to be born within 12 months after contracting or for the sale of crops to be harvested within 12 months or the next normal harvest season after contracting whichever is longer.

(2) The seller retains an insurable interest in goods so long as title to or any security interest in the goods remains in the seller and where the identification is by the seller alone the seller may, until default or insolvency or notification to the buyer that the identification is final, substitute other goods for those identified.

(3) Nothing in this section impairs any insurable interest recognized under any other statute or rule of law. [1961 c.726 § 72.5010 (Insurable interest in goods) ]

Source: Section 72.5010 — Insurable interest in goods; manner of identification of goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 77.6020 — OR Code / Title 8 / Chapter 77 / Section 77.6020
77.6020 Judicial process against goods covered by negotiable document of title
Status: in_force

Unless a document of title was originally issued upon delivery of the goods by a person that did not have power to dispose of them, a lien does not attach by virtue of any judicial process to goods in the possession of a bailee for which a negotiable document of title is outstanding unless possession or control of the document is first surrendered to the bailee or the document’s negotiation is enjoined. The bailee may not be compelled to deliver the goods pursuant to process until possession or control of the document is surrendered to the bailee or to the court. A purchaser of the document for value without notice of the process or injunction takes free of the lien imposed by judicial process. [1961 c.726 § 77.6020 (Judicial process against goods covered by negotiable document of title) ; 2009 c.181 §87]

Source: Section 77.6020 — Judicial process against goods covered by negotiable document of title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 74.1110 — OR Code / Title 8 / Chapter 74 / Section 74.1110
74.1110 Statute of limitations
Status: in_force

An action to enforce an obligation, duty or right arising under this chapter must be commenced within three years after the claim for relief accrues. [1993 c.545 §83]

Source: Section 74.1110 — Statute of limitations , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 78.4010 — OR Code / Title 8 / Chapter 78 / Section 78.4010
78.4010 Duty of issuer to register transfer
Status: in_force

(1) If a certificated security in registered form is presented to an issuer with a request to register transfer or an instruction is presented to an issuer with a request to register transfer of an uncertificated security, the issuer shall register the transfer as requested if:

(a) Under the terms of the security the person seeking registration of transfer is eligible to have the security registered in its name;

(b) The indorsement or instruction is made by the appropriate person or by an agent who has actual authority to act on behalf of the appropriate person;

(c) Reasonable assurance as described in ORS 78.4020 (Assurance that indorsement or instruction is effective) is given that the indorsement or instruction is genuine and authorized;

(d) Any applicable law relating to the collection of taxes has been complied with;

(e) The transfer does not violate any restriction on transfer imposed by the issuer in accordance with ORS 78.2040 (Effect of issuer’s restriction on transfer) ;

(f) A demand that the issuer not register transfer has not become effective under ORS 78.4030 (Demand that issuer not register transfer) , or the issuer has complied with ORS 78.4030 (Demand that issuer not register transfer) (2) but no legal process or indemnity bond has been obtained as provided in ORS 78.4030 (Demand that issuer not register transfer) (4); and

(g) The transfer is in fact rightful or is to a protected purchaser.

(2) If an issuer is under a duty to register a transfer of a security, the issuer is liable to a person presenting a certificated security or an instruction for registration or to the person’s principal for loss resulting from unreasonable delay in registration or failure or refusal to register the transfer. [1961 c.726 § 78.4010 (Duty of issuer to register transfer) ; 1985 c.676 § 78.4010 (Duty of issuer to register transfer) ; 1995 c.328 §34]

Source: Section 78.4010 — Duty of issuer to register transfer , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 74.1090 — OR Code / Title 8 / Chapter 74 / Section 74.1090
74.1090 Waiver of time limits
Status: in_force

(1) Unless otherwise instructed, a collecting bank in a good faith effort to secure payment of a specific item drawn on a payor other than a bank, and with or without the approval of any person involved, may waive, modify or extend time limits imposed or permitted by the Uniform Commercial Code for a period not exceeding two additional banking days without discharge of drawers or indorsers or liability to its transferor or a prior party.

(2) Delay by a collecting bank or payor bank beyond time limits prescribed or permitted by the Uniform Commercial Code or by instructions is excused if:

(a) The delay is caused by interruption of communication or computer facilities, suspension of payments by another bank, war, emergency conditions, failure of equipment or other circumstances beyond the control of the bank; and

(b) The bank exercises such diligence as the circumstances require. [1993 c.545 §81]

Source: Section 74.1090 — Waiver of time limits; when delay excused , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 72.3270 — OR Code / Title 8 / Chapter 72 / Section 72.3270
72.3270 Special incidents of sale on approval and sale or return
Status: in_force

(1) Under a sale on approval unless otherwise agreed:

(a) Although the goods are identified to the contract the risk of loss and the title do not pass to the buyer until acceptance; and

(b) Use of the goods consistent with the purpose of trial is not acceptance but failure seasonably to notify the seller of election to return the goods is acceptance, and if the goods conform to the contract acceptance of any part is acceptance of the whole; and

(c) After due notification of election to return, the return is at the seller’s risk and expense but a merchant buyer must follow any reasonable instructions.

(2) Under a sale or return unless otherwise agreed:

(a) The option to return extends to the whole or any commercial unit of the goods while in substantially their original condition, but must be exercised seasonably; and

(b) The return is at the buyer’s risk and expense. [1961 c.726 § 72.3270 (Special incidents of sale on approval and sale or return) ]

Source: Section 72.3270 — Special incidents of sale on approval and sale or return , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72a.5020 — OR Code / Title 8 / Chapter 72a / Section 72a.5020
72A.5020 Notice after default
Status: in_force

Except as otherwise provided in this chapter or the lease agreement, the lessor or lessee in default under the lease contract is not entitled to notice of default or notice of enforcement from the other party to the lease agreement. [1989 c.676 §49]

Source: Section 72A.5020 — Notice after default , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72a.5260 — OR Code / Title 8 / Chapter 72a / Section 72a.5260
72A.5260 Lessor’s stoppage of delivery in transit or otherwise
Status: in_force

(1) A lessor may stop delivery of goods in the possession of a carrier or other bailee if the lessor discovers the lessee to be insolvent and may stop delivery of carload, truckload, planeload or larger shipments of express or freight if the lessee repudiates or fails to make a payment due before delivery, whether for rent, security or otherwise under the lease contract, or for any other reason the lessor has a right to withhold or take possession of the goods.

(2) In pursuing its remedies under subsection (1) of this section, the lessor may stop delivery until:

(a) Receipt of the goods by the lessee;

(b) Acknowledgment to the lessee by any bailee of the goods, except a carrier, that the bailee holds the goods for the lessee; or

(c) Such an acknowledgment to the lessee by a carrier via reshipment or as a warehouse.

(3) Intentionally left blank —Ed.

(a) To stop delivery, a lessor shall so notify as to enable the bailee by reasonable diligence to prevent delivery of the goods.

(b) After notification, the bailee shall hold and deliver the goods according to the directions of the lessor, but the lessor is liable to the bailee for any ensuing charges or damages.

(c) A carrier who has issued a nonnegotiable bill of lading is not obliged to obey a notification to stop received from a person other than the consignor. [1989 c.676 §73; 2009 c.181 §41]

Source: Section 72A.5260 — Lessor’s stoppage of delivery in transit or otherwise , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 78.4050 — OR Code / Title 8 / Chapter 78 / Section 78.4050
78.4050 Replacement of lost, destroyed or wrongfully taken security certificate
Status: in_force

(1) If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed or wrongfully taken, the issuer shall issue a new certificate if the owner:

(a) So requests before the issuer has notice that the certificate has been acquired by a protected purchaser;

(b) Files with the issuer a sufficient indemnity bond; and

(c) Satisfies other reasonable requirements imposed by the issuer.

(2) If, after the issue of a new security certificate, a protected purchaser of the original certificate presents it for registration of transfer, the issuer shall register the transfer unless an overissue would result. In that case, the issuer’s liability is governed by ORS 78.2100 (Overissue) . In addition to any rights on the indemnity bond, an issuer may recover the new certificate from a person to whom it was issued or any person taking under that person, except a protected purchaser. [1961 c.726 § 78.4050 (Replacement of lost, destroyed or wrongfully taken security certificate) ; 1985 c.676 § 78.4050 (Replacement of lost, destroyed or wrongfully taken security certificate) ; 1995 c.328 §38]

Source: Section 78.4050 — Replacement of lost, destroyed or wrongfully taken security certificate , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 72.3240 — OR Code / Title 8 / Chapter 72 / Section 72.3240
72.3240 “No arrival, no sale” term
Status: in_force

Under a term “no arrival, no sale” or terms of like meaning, unless otherwise agreed:

(1) The seller must properly ship conforming goods and if they arrive by any means the seller must tender them on arrival but the seller assumes no obligation that the goods will arrive unless the seller has caused the nonarrival; and

(2) Where without fault of the seller the goods are in part lost or have so deteriorated as no longer to conform to the contract or arrive after the contract time, the buyer may proceed as if there had been casualty to identified goods as provided in ORS 72.6130 (Casualty to identified goods) . [1961 c.726 § 72.3240 (“No arrival, no sale” term) ]

Source: Section 72.3240 — “No arrival, no sale” term , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.1030 — OR Code / Title 8 / Chapter 78 / Section 78.1030
78.1030 Rules for determining whether certain obligations and interests are securities or financial assets
Status: in_force

(1) A share or similar equity interest issued by a corporation, business trust, joint stock company or similar entity is a security.

(2) An “investment company security” is a security. “Investment company security” means a share or similar equity interest issued by an entity that is registered as an investment company under the federal investment company laws, an interest in a unit investment trust that is so registered or a face-amount certificate issued by a face-amount certificate company that is so registered. “Investment company security” does not include an insurance policy, endowment policy or annuity contract issued by an insurance company.

(3) An interest in a partnership or limited liability company is not a security unless it is dealt in or traded on securities exchanges or in securities markets, its terms expressly provide that it is a security governed by this chapter or it is an investment company security. However, an interest in a partnership or limited liability company is a financial asset if it is held in a securities account.

(4) A writing that is a security certificate is governed by this chapter and not by ORS chapter 73, even though it also meets the requirements of that chapter. However, a negotiable instrument governed by ORS chapter 73 is a financial asset if it is held in a securities account.

(5) An option or similar obligation issued by a clearing corporation to its participants is not a security, but is a financial asset.

(6) A commodity contract, as defined in ORS 79.0102 (UCC 9-102. Definitions and index of definitions) , is not a security or a financial asset.

(7) A document of title is not a financial asset unless ORS 78.1020 (Definitions and index of definitions) (1)(i)(A)(iii) applies. [1961 c.726 § 78.1030 (Rules for determining whether certain obligations and interests are securities or financial assets) ; 1985 c.676 § 78.1030 (Rules for determining whether certain obligations and interests are securities or financial assets) ; 1995 c.328 §3; 2001 c.445 §151; 2009 c.181 §90]

Source: Section 78.1030 — Rules for determining whether certain obligations and interests are securities or financial assets , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 73.0302 — OR Code / Title 8 / Chapter 73 / Section 73.0302
73.0302 Holder in due course
Status: in_force

(1) Subject to ORS 73.0106 (Unconditional promise or order) (3) and (4), “holder in due course” means the holder of an instrument if:

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

(b) The holder took the instrument:

(A) For value;

(B) In good faith;

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

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

(E) Without notice of any claim to the instrument described in ORS 73.0306 (Claims to an instrument) ; and

(F) Without notice that any party has a defense or claim in recoupment described in ORS 73.0305 (Defenses and claims in recoupment) .

(2) Notice of discharge of a party, other than discharge in an insolvency proceeding, is not notice of a defense under subsection (1) of this section, but discharge is effective against a person who became a holder in due course with notice of the discharge. Public filing or recording of a document does not of itself constitute notice of a defense, claim in recoupment or claim to the instrument.

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

(a) By legal process or by purchase in an execution, bankruptcy or creditor’s sale or similar proceeding;

(b) By purchase as part of a bulk transaction not in ordinary course of business of the transferor; or

(c) As the successor in interest to an estate or other organization.

(4) If, under ORS 73.0303 (Value and consideration) (1)(a), the promise of performance that is the consideration for an instrument has been partially performed, the holder may assert rights as a holder in due course of the instrument only to the fraction of the amount payable under the instrument equal to the value of the partial performance divided by the value of the promised performance.

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

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

(7) This section is subject to any law limiting status as a holder in due course in particular classes of transactions. [1993 c.545 §31]

Source: Section 73.0302 — Holder in due course , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 84.070 — OR Code / Title 8 / Chapter 84 / Section 84.070
84.070 Consumer transactions
Status: in_force

(1) As used in this section:

(a) “Consumer” means:

(A) An individual who obtains, through a transaction, products or services that are used primarily for personal, family or household purposes; and

(B) The legal representative of the individual.

(b) “Electronic record,” “information” and “transaction” have the meanings given those terms in ORS 84.004 (Definitions for ORS 84.001 to 84.061) .

(2) Notwithstanding ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) , if a statute, rule or other rule of law requires that information relating to a transaction be provided or made available to a consumer in writing, the use of an electronic record to provide or make available, whichever is required, the information satisfies the requirement that the information be in writing if:

(a) The consumer has affirmatively consented to the use of the electronic record and has not withdrawn the consent;

(b) The consumer, before consenting, is provided with a clear and conspicuous statement:

(A) Informing the consumer of:

(i) Any right or option of the consumer to have the record provided or made available on paper or in other nonelectronic form; and

(ii) The right of the consumer to withdraw the consent to have the record provided or made available in an electronic form and of any conditions, consequences, which may include termination of the parties’ relationship, or fees in the event of the withdrawal of the consent;

(B) Informing the consumer of whether the consent applies:

(i) Only to the particular transaction that gave rise to the obligation to provide or make available the record; or

(ii) To identified categories of records that may be provided or made available during the course of the parties’ relationship;

(C) Describing the procedures the consumer must use to withdraw consent as provided in subparagraph (A) of this paragraph and to update information needed to contact the consumer electronically; and

(D) Informing the consumer:

(i) How, after the consent, the consumer may, upon request, obtain a paper copy of an electronic record; and

(ii) Whether any fee will be charged for the paper copy of an electronic record;

(c) The consumer:

(A) Before consenting, is provided with a statement of the hardware and software requirements for access to and retention of the electronic records; and

(B) Consents electronically, or confirms the consent electronically, in a manner that reasonably demonstrates that the consumer can access information in the electronic form that will be used to provide the information that is the subject of the consent; and

(d) After the consent of a consumer in accordance with paragraph (a) of this subsection, if a change in the hardware or software requirements needed to access or retain electronic records creates a material risk that the consumer will not be able to access or retain a subsequent electronic record that was the subject of the consent, the person providing the record:

(A) Provides the consumer with a statement of:

(i) The revised hardware and software requirements for access to and retention of the electronic records; and

(ii) The consumer’s right to withdraw consent without imposition of any fees for the withdrawal and without the imposition of any condition or consequence that was not disclosed under paragraph (b)(A) of this subsection; and

(B) Again complies with paragraph (c) of this subsection.

(3) Intentionally left blank —Ed.

(a) Nothing in ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) affects the content or timing of any disclosure or other record required to be provided or made available to any consumer under any statute, rule or other rule of law.

(b) If a law enacted before October 1, 2000, expressly requires a record to be provided or made available by a specified method that requires verification or acknowledgment of receipt, the record may be provided or made available electronically only if the method used provides verification or acknowledgment of receipt, whichever is required.

(4) The legal effectiveness, validity or enforceability of any contract executed by a consumer may not be denied solely because of the failure to obtain electronic consent or confirmation of consent by that consumer in accordance with subsection (2)(c)(B) of this section.

(5) Withdrawal of consent by a consumer may not affect the legal effectiveness, validity or enforceability of electronic records provided or made available to that consumer in accordance with subsection (2) of this section before implementation of the consumer’s withdrawal of consent. A consumer’s withdrawal of consent is effective within a reasonable period of time after the provider of the record receives the withdrawal. Failure to comply with subsection (2)(d) of this section may, at the election of the consumer, be treated as a withdrawal of consent for purposes of this subsection.

(6) Except as otherwise provided by law, if an insurer can reliably store and reproduce an oral communication or a recording of an oral communication, the oral communication or the recording qualifies as a notice or document delivered by electronic means for the purposes of this section.

(7) Subsections (2) to (6) of this section do not apply to any records that are provided or made available to a consumer who has consented before June 22, 2001, to receive such records in electronic form as permitted by any statute, rule or other rule of law.

(8) Notwithstanding ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) , if a statute, rule or other rule of law requires that a contract or other record relating to a transaction be provided or made available to a consumer in writing, the legal effectiveness, validity or enforceability of an electronic record of the contract or other record may be denied if the electronic record is not in a form that is capable of being retained and accurately reproduced for later reference by all parties or persons who are entitled to retain the contract or other record.

(9) Subject to the requirements of subsections (2) and (10)(c) of this section, an electronic record that provides or delivers a notice, offer, disclosure, document, form, correspondence, information or other communication required or permitted under the insurance laws of this state, including but not limited to a notice of a cancellation, termination or nonrenewal of insurance, satisfies the requirement that the notice, offer, disclosure, document, form, correspondence, information or other communication be provided or made available to a consumer in writing. If proof of mailing is sufficient proof of notice, confirmation of electronic delivery of a notice in any form is sufficient proof of notice.

(10) Nothing in ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) authorizes using an electronic record to provide or deliver any notice of:

(a) The cancellation or termination of utility services, including water, heat and power;

(b) Default, acceleration, repossession, foreclosure or eviction, or the right to cure, under a credit agreement secured by, or a rental agreement for, a primary residence of an individual;

(c) The cancellation or termination of health insurance or benefits or life insurance benefits, excluding annuities; or

(d) Recall of a product, or material failure of a product, that risks endangering health or safety.

(11) ORS 84.001 (Short title) to 84.061 (Federal electronic signatures law partially superseded) do not apply to any document required to accompany any transportation or handling of hazardous materials, pesticides or other toxic or dangerous materials. [2001 c.535 §24; 2005 c.106 §1; 2014 c.34 §1]

Source: Section 84.070 — Consumer transactions; treatment of oral communications; consent to use of electronic records , https://www.­oregonlegislature.­gov/bills_laws/ors/ors084.­html (accessed May 26, 2025).
ORS § 79.0333 — OR Code / Title 8 / Chapter 79 / Section 79.0333
79.0333 UCC 9-333. Priority of certain liens arising by operation of law
Status: in_force

(1) As used in this section, “possessory lien” means an interest, other than a security interest or an agricultural lien:

(a) Which secures payment or performance of an obligation for services or materials furnished with respect to goods by a person in the ordinary course of the person’s business;

(b) Which is created by statute or rule of law in favor of the person; and

(c) Whose effectiveness depends on the person’s possession of the goods.

(2) A possessory lien on goods has priority over a security interest in the goods unless the lien is created by a statute that expressly provides otherwise. [2001 c.445 §53]

Source: Section 79.0333 — UCC 9-333. Priority of certain liens arising by operation of law , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74.4060 — OR Code / Title 8 / Chapter 74 / Section 74.4060
74.4060 Statements to customer
Status: in_force

(1) A bank that sends or makes available to a customer a statement of account showing payment of items for the account shall either return or make available to the customer the items paid or provide information in the statement of account sufficient to allow the customer reasonably to identify the items paid. The statement of account provides sufficient information if the item is described by item number, amount and date of payment.

(2) If the items are not returned to the customer, the person retaining the items shall either retain the items or, if the items are destroyed, maintain the capacity to furnish legible copies of the items until the expiration of seven years after receipt of the items. A customer may request an item from the bank that paid the item, and the bank must provide in a reasonable time either the item or, if the item has been destroyed or is not otherwise obtainable, a legible copy of the item.

(3) If a bank sends or makes available a statement of account or items pursuant to subsection (1) of this section, the customer must exercise reasonable promptness in examining the statement or the items to determine whether any payment was not authorized because an alteration of an item or because a purported signature by or on behalf of the customer was not authorized. If, based on the statement or items provided, the customer should reasonably have discovered the unauthorized payment, the customer must promptly notify the bank of the relevant facts.

(4) If the bank proves that the customer failed, with respect to an item, to comply with the duties imposed on the customer by subsection (3) of this section the customer is precluded from asserting against the bank:

(a) The customer’s unauthorized signature or any alteration on the item, if the bank also proves that it suffered a loss by reason of the failure; and

(b) The customer’s unauthorized signature or alteration by the same wrongdoer on any other item paid in good faith by the bank if the payment was made before the bank received notice from the customer of the unauthorized signature or alteration and after the customer had been afforded a reasonable period of time, not exceeding 30 days, in which to examine the item or statement of account and notify the bank.

(5) If subsection (4) of this section applies and the customer proves that the bank failed to exercise ordinary care in paying the item and that the failure substantially contributed to loss, the loss is allocated between the customer precluded and the bank asserting the preclusion according to the extent to which the failure of the customer to comply with subsection (3) of this section and the failure of the bank to exercise ordinary care contributed to the loss. If the customer proves that the bank did not pay the item in good faith, the preclusion under subsection (4) of this section does not apply.

(6) Without regard to care or lack of care of either the customer or the bank, a customer who does not within 180 days after the statement or items are made available to the customer as provided in subsection (1) of this section discover and report the customer’s unauthorized signature on or any alteration on the face or back of the item or does not within 18 months from that time discover and report any unauthorized indorsement on the item is precluded from asserting against the bank the unauthorized signature or indorsement or alteration. If there is a preclusion under this subsection, the payor bank may not recover for breach of warranty under ORS 74.2080 (Presentment warranties) with respect to the unauthorized signature or indorsement or alteration to which the preclusion applies. [1961 c.726 § 74.4060 (Statements to customer) ; 1989 c.604 §1; 1993 c.545 §108]

Source: Section 74.4060 — Statements to customer; requirements; retaining copies of items; duty of customer to determine unauthorized payment; allocation of loss , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 78.5060 — OR Code / Title 8 / Chapter 78 / Section 78.5060
78.5060 Duty of securities intermediary to exercise rights as directed by entitlement holder
Status: in_force

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

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

(2) In the absence of agreement, the securities intermediary either places the entitlement holder in a position to exercise the rights directly or exercises due care in accordance with reasonable commercial standards to follow the direction of the entitlement holder. [1995 c.328 §46]

Source: Section 78.5060 — Duty of securities intermediary to exercise rights as directed by entitlement holder , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 77.2100 — OR Code / Title 8 / Chapter 77 / Section 77.2100
77.2100 Enforcement of warehouse’s lien
Status: in_force

(1) Except as otherwise provided in subsection (2) of this section, a warehouse’s lien 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 warehouse is not of itself sufficient to establish that the sale was not made in a commercially reasonable manner. The warehouse sells in a commercially reasonable manner if the warehouse 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) A warehouse may enforce its lien on goods other than goods stored by a merchant in the course of its business only if the following requirements are satisfied:

(a) All persons known to claim an interest in the goods must be notified.

(b) The notification must include an itemized statement of the claim, a description of the goods subject to the lien, a demand for payment within a specified time not less than 10 days after receipt of the notification, and a conspicuous statement that unless the claim is paid within that time the goods will be advertised for sale and sold by auction at a specified time and place.

(c) The sale must conform to the terms of the notification.

(d) The sale must be held at the nearest suitable place to where the goods are held or stored.

(e) After the expiration of the time given in the notification, an advertisement of the sale must be published once a week for two weeks consecutively in a newspaper of general circulation where the sale is to be held. The advertisement must include a description of the goods, the name of the person on whose account the goods are being held, and the time and place of the sale. The sale must take place at least 15 days after the first publication. If there is no newspaper of general circulation where the sale is to be held, the advertisement must be posted at least 10 days before the sale in not fewer than six conspicuous places in the neighborhood of the proposed sale.

(3) 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 warehouse subject to the terms of the receipt and this chapter.

(4) A warehouse may buy at any public sale held pursuant to this section.

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

(6) A warehouse 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 warehouse would have been bound to deliver the goods.

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

(8) If a lien is on goods stored by a merchant in the course of the merchant’s business, the lien may be enforced in accordance with subsection (1) or (2) of this section.

(9) A warehouse 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 § 77.2100 (Enforcement of warehouse’s lien) ; 2009 c.181 §64]

BILLS OF LADING: SPECIAL PROVISIONS

Source: Section 77.2100 — Enforcement of warehouse’s lien , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 79.0604 — OR Code / Title 8 / Chapter 79 / Section 79.0604
79.0604 UCC 9-604. Procedure if security agreement covers real property or fixtures
Status: in_force

(1) If a security agreement covers both personal and real property, a secured party may proceed:

(a) Under ORS 79.0601 (UCC 9-601. Rights after default) to 79.0628 (UCC 9-628. Nonliability and limitation on liability of secured party) as to the personal property without prejudicing any rights with respect to the real property; or

(b) As to both the personal property and the real property in accordance with the rights with respect to the real property, in which case the other 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) do not apply.

(2) Subject to subsection (3) of this section, if a security agreement covers goods that are or become fixtures, a secured party may proceed:

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

(b) In accordance with the rights with respect to real property, in which case the other 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) do not apply.

(3) Subject to the other 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) , if a secured party holding a security interest in fixtures has priority over all owners and encumbrancers of the real property, the secured party, after default, may remove the collateral from the real property.

(4) A secured party that removes collateral shall promptly reimburse any encumbrancer or owner of the real property, other than the debtor, for the cost of repair of any physical injury caused by the removal. The secured party need not reimburse the encumbrancer or owner for any diminution in value of the real property 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 secured party gives adequate assurance for the performance of the obligation to reimburse. [2001 c.445 §102]

Source: Section 79.0604 — UCC 9-604. Procedure if security agreement covers real property or fixtures , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 79.0521 — OR Code / Title 8 / Chapter 79 / Section 79.0521
79.0521 UCC 9-521. Uniform form of written financing statement and amendment
Status: in_force

A filing office that accepts written records may not refuse to accept a written initial financing statement, addendum or amendment in the form and format set forth in the final official text of the 2010 revisions to Article 9 of the Uniform Commercial Code promulgated by The American Law Institute and the Uniform Law Commission, except for a reason set forth in ORS 79.0516 (UCC 9-516. What constitutes filing) (2). [2001 c.445 §92; 2012 c.12 §17]

Source: Section 79.0521 — UCC 9-521. Uniform form of written financing statement and amendment , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 75.1080 — OR Code / Title 8 / Chapter 75 / Section 75.1080
75.1080 Issuer’s rights and obligations
Status: in_force

(1) Except as provided in ORS 75.1090 (Fraud and forgery) , an issuer shall honor a presentation that, as determined by the standard practice referred to in subsection (5) of this section, appears on its face strictly to comply with the terms and conditions of the letter of credit. Except as provided in ORS 75.1130 (Successor of beneficiary) and unless otherwise agreed with the applicant, an issuer shall dishonor a presentation that does not appear to comply with the terms and conditions of the letter of credit.

(2) An issuer has a reasonable time after presentation, but not later than the seventh business day after the issuer receives the documents:

(a) To honor;

(b) If the letter of credit provides for honor to be completed more than seven business days after presentation, to accept a draft or incur a deferred obligation; or

(c) To give notice to the presenter of discrepancies in the presentation.

(3) Except as otherwise provided in subsection (4) of this section, an issuer is precluded from asserting as a basis for dishonor:

(a) Any discrepancy if timely notice is not given; or

(b) Any discrepancy not stated in the notice if timely notice is given.

(4) Failure to give the notice specified in subsection (2) of this section or to mention fraud, forgery or expiration in the notice does not preclude the issuer from asserting, as a basis for dishonor, fraud or forgery as described in ORS 75.1090 (Fraud and forgery) (1) or expiration of the letter of credit before presentation.

(5) An issuer shall observe standard practice of financial institutions that regularly issue letters of credit. Determination of the issuer’s observance of the standard practice is a matter of interpretation for the court. The court shall offer the parties a reasonable opportunity to present evidence of the standard practice.

(6) An issuer is not responsible for:

(a) The performance or nonperformance of the underlying contract, arrangement, or transaction;

(b) An act or omission of another person; or

(c) Observance or knowledge of the usage of a particular trade other than the standard practice referred to in subsection (5) of this section.

(7) If an undertaking constituting a letter of credit under ORS 75.1020 (Definitions) (1)(j) contains nondocumentary conditions, an issuer shall disregard the nondocumentary conditions and treat them as if they were not stated.

(8) An issuer that has dishonored a presentation shall return the documents or hold them at the disposal of, and send advice to that effect to, the presenter.

(9) An issuer that has honored a presentation as permitted or required by this chapter:

(a) Is entitled to be reimbursed by the applicant in immediately available funds not later than the date of its payment of funds;

(b) Takes the documents free of claims of the beneficiary or presenter;

(c) Is precluded from asserting a right of recourse on a draft under ORS 73.0414 (Obligation of drawer) and 73.0415 (Obligation of indorser) ;

(d) Except as provided in ORS 75.1100 (Warranties) and 75.1170 (Subrogation of issuer, applicant and nominated person) , is precluded from restitution of money paid or other value given by mistake to the extent the mistake concerns discrepancies in the documents or tender that are apparent on the face of the presentation; and

(e) Is discharged to the extent of its performance under the letter of credit unless the issuer honored a presentation in which a required signature of a beneficiary was forged. [1961 c.726 § 75.1080 (Issuer’s rights and obligations) ; 1997 c.150 §11]

Source: Section 75.1080 — Issuer’s rights and obligations , https://www.­oregonlegislature.­gov/bills_laws/ors/ors075.­html (accessed May 26, 2025).
ORS § 74a.2040 — OR Code / Title 8 / Chapter 74a / Section 74a.2040
74A.2040 Refund of payment and duty of customer to report with respect to unauthorized payment order
Status: in_force

(1) If a receiving bank accepts a payment order issued in the name of its customer as sender which is not authorized and not effective as the order of the customer under ORS 74A.2020 (Authorized and verified payment orders) or not enforceable, in whole or in part, against the customer under ORS 74A.2030 (Unenforceability of certain verified payment orders) , the bank shall refund any payment of the payment order received from the customer to the extent the bank is not entitled to enforce payment and shall pay interest on the refundable amount calculated from the date the bank received payment to the date of the refund. However, the customer is not entitled to interest from the bank on the amount to be refunded if the customer fails to exercise ordinary care to determine that the order was not authorized by the customer and to notify the bank of the relevant facts within a reasonable time not exceeding 90 days after the date the customer received notification from the bank that the order was accepted or that the customer’s account was debited with respect to the order. The bank is not entitled to any recovery from the customer on account of a failure by the customer to give notification as stated in this section.

(2) Reasonable time under subsection (1) of this section may be fixed by agreement as stated in ORS 71.3020 (Variation by agreement) (2), but the obligation of a receiving bank to refund payment as stated in subsection (1) of this section may not otherwise be varied by agreement. [1991 c.442 §12; 2009 c.181 §48]

Source: Section 74A.2040 — Refund of payment and duty of customer to report with respect to unauthorized payment order , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 72.7120 — OR Code / Title 8 / Chapter 72 / Section 72.7120
72.7120 “Cover”
Status: in_force

(1) After a breach within ORS 72.7110 (Buyer’s remedies in general) the buyer may “cover” by making in good faith and without unreasonable delay any reasonable purchase of or contract to purchase goods in substitution for those due from the seller.

(2) The buyer may recover from the seller as damages the difference between the cost of cover and the contract price together with any incidental or consequential damages as defined in ORS 72.7150 (Buyer’s incidental and consequential damages) , but less expenses saved in consequence of the seller’s breach.

(3) Failure of the buyer to effect cover within this section does not bar the buyer from any other remedy. [1961 c.726 § 72.7120 (“Cover”) ]

Source: Section 72.7120 — “Cover”; buyer’s procurement of substitute goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 83.160 — OR Code / Title 8 / Chapter 83 / Section 83.160
83.160 Waiver of ORS 83.010 to 83.190
Status: in_force

No act or agreement of the retail buyer before or at the time of the making of a retail installment contract, retail charge agreement or purchases thereunder shall constitute a valid waiver of any of the provisions of ORS 83.010 (Definitions for ORS 83.010 to 83.190) to 83.190 (Civil penalties) or of any remedies granted to the buyer by law. [1963 c.489 §16]

Source: Section 83.160 — Waiver of ORS 83.010 to 83.190 , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 72a.3070 — OR Code / Title 8 / Chapter 72a / Section 72a.3070
72A.3070 Priority of liens arising by attachment or levy on goods
Status: in_force

(1) Except as otherwise provided in ORS 72A.3060 (Priority of certain liens arising by operation of law) , a creditor of a lessee takes subject to the lease contract.

(2) Except as otherwise provided in subsection (3) of this section and in ORS 72A.3060 (Priority of certain liens arising by operation of law) and 72A.3080 (Special rights of creditors) , a creditor of a lessor takes subject to the lease contract unless the creditor holds a lien that attached to the goods before the lease contract became enforceable.

(3) Except as otherwise provided in ORS 79.0317 (UCC 9-317. Interests that take priority over or take free of security interest or agricultural lien) , 79.0321 (UCC 9-321. Licensee of general intangible and lessee of goods in ordinary course of business) and 79.0323 (UCC 9-323. Future advances) , a lessee takes a leasehold interest subject to a security interest held by a creditor of the lessor. [1989 c.676 §37; 1993 c.646 §6; 2001 c.445 §143]

Source: Section 72A.3070 — Priority of liens arising by attachment or levy on goods; priority of certain security interests in goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 78.1160 — OR Code / Title 8 / Chapter 78 / Section 78.1160
78.1160 Securities intermediary as purchaser for value
Status: in_force

A securities intermediary that receives a financial asset and establishes a security entitlement to the financial asset in favor of an entitlement holder is a purchaser for value of the financial asset. A securities intermediary that acquires a security entitlement to a financial asset from another securities intermediary acquires the security entitlement for value if the securities intermediary acquiring the security entitlement establishes a security entitlement to the financial asset in favor of an entitlement holder. [1995 c.328 §16]

ISSUE; ISSUER

Source: Section 78.1160 — Securities intermediary as purchaser for value , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 74.1060 — OR Code / Title 8 / Chapter 74 / Section 74.1060
74.1060 Payable through or payable at bank
Status: in_force

(1) If an item states that it is “payable through” a bank identified in the item:

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

(b) The item may be presented for payment only by or through the bank.

(2) If an item states that it is “payable at” a bank identified in the item:

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

(b) The item may be presented for payment only by or through the bank.

(3) If a draft names a nonbank drawee and it is unclear whether a bank named in the draft is a co-drawee or a collecting bank, the bank is a collecting bank. [1961 c.726 § 74.1060 (Payable through or payable at bank) ; 1963 c.402 §2; 1993 c.545 §77]

Source: Section 74.1060 — Payable through or payable at bank; collecting bank , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 73.0408 — OR Code / Title 8 / Chapter 73 / Section 73.0408
73.0408 Drawee not liable on unaccepted draft
Status: in_force

A check or other draft does not of itself operate as an assignment of funds in the hands of the drawee available for its payment, and the drawee is not liable on the instrument until the drawee accepts it. [1993 c.545 §49]

Source: Section 73.0408 — Drawee not liable on unaccepted draft , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 79.0328 — OR Code / Title 8 / Chapter 79 / Section 79.0328
79.0328 UCC 9-328. Priority of security interests in investment property
Status: in_force

The following rules govern priority among conflicting security interests in the same investment property:

(1) A security interest held by a secured party having control of investment property under ORS 79.0106 (UCC 9-106. Control of investment property) has priority over a security interest held by a secured party that does not have control of the investment property.

(2) Except as otherwise provided in subsections (3) and (4) of this section, conflicting security interests held by secured parties each of which has control under ORS 79.0106 (UCC 9-106. Control of investment property) rank according to priority in time of:

(a) If the collateral is a security, obtaining control;

(b) If the collateral is a security entitlement carried in a securities account and:

(A) If the secured party obtained control under ORS 78.1060 (Control) (4)(a), the secured party’s becoming the person for which the securities account is maintained;

(B) If the secured party obtained control under ORS 78.1060 (Control) (4)(b), the securities intermediary’s agreement to comply with the secured party’s entitlement orders with respect to security entitlements carried or to be carried in the securities account; or

(C) If the secured party obtained control through another person under ORS 78.1060 (Control) (4)(c), the time on which priority would be based under this subsection if the other person were the secured party; or

(c) If the collateral is a commodity contract carried with a commodity intermediary, the satisfaction of the requirement for control specified in ORS 79.0106 (UCC 9-106. Control of investment property) (2)(b) with respect to commodity contracts carried or to be carried with the commodity intermediary.

(3) A security interest held by a securities intermediary in a security entitlement or a securities account maintained with the securities intermediary has priority over a conflicting security interest held by another secured party.

(4) A security interest held by a commodity intermediary in a commodity contract or a commodity account maintained with the commodity intermediary has priority over a conflicting security interest held by another secured party.

(5) A security interest in a certificated security in registered form which is perfected by taking delivery under ORS 79.0313 (UCC 9-313. When possession by or delivery to secured party perfects security interest without filing) (1) and not by control under ORS 79.0314 (UCC 9-314. Perfection by control) has priority over a conflicting security interest perfected by a method other than control.

(6) Conflicting security interests created by a broker, securities intermediary, or commodity intermediary which are perfected without control under ORS 79.0106 (UCC 9-106. Control of investment property) rank equally.

(7) In all other cases, priority among conflicting security interests in investment property is governed by ORS 79.0322 (UCC 9-322. Priorities among conflicting security interests in and agricultural liens on same collateral) and 79.0323 (UCC 9-323. Future advances) . [2001 c.445 §48]

Source: Section 79.0328 — UCC 9-328. Priority of security interests in investment property , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 79.0510 — OR Code / Title 8 / Chapter 79 / Section 79.0510
79.0510 UCC 9-510. Effectiveness of filed record
Status: in_force

(1) A filed record is effective only to the extent that it was filed by a person that may file it under ORS 79.0509 (UCC 9-509. Persons entitled to file a record) .

(2) A record authorized by one secured party of record does not affect the financing statement with respect to another secured party of record.

(3) A continuation statement that is not filed within the six-month period prescribed by ORS 79.0515 (UCC 9-515. Duration and effectiveness of financing statement) (4) is ineffective. [2001 c.445 §81]

Source: Section 79.0510 — UCC 9-510. Effectiveness of filed record , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 73.0402 — OR Code / Title 8 / Chapter 73 / Section 73.0402
73.0402 Signature by representative
Status: in_force

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

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

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

(b) Subject to subsection (3) of this section, if the form of the signature does not show unambiguously that the signature is made in a representative capacity or the represented person is not identified in the instrument, the representative is liable on the instrument to a holder in due course that took the instrument without notice that the representative was not intended to be liable on the instrument. With respect to any other person, the representative is liable on the instrument unless the representative proves that the original parties did not intend the representative to be liable on the instrument.

(3) If a representative signs the name of the representative as drawer of a check without indication of the representative status and the check is payable from an account of the represented person who is identified on the check, the signer is not liable on the check if the signature is an authorized signature of the represented person. [1993 c.545 §43]

Source: Section 73.0402 — Signature by representative , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.7050 — OR Code / Title 8 / Chapter 72 / Section 72.7050
72.7050 Seller’s stoppage of delivery in transit or otherwise
Status: in_force

(1) The seller may stop delivery of goods in the possession of a carrier or other bailee when the seller discovers the buyer to be insolvent as provided in ORS 72.7020 (Seller’s remedies on discovery of buyer’s insolvency) and may stop delivery of carload, truckload, planeload or larger shipments of express or freight when the buyer repudiates or fails to make a payment due before delivery or if for any other reason the seller has a right to withhold or reclaim the goods.

(2) As against such buyer the seller may stop delivery until:

(a) Receipt of the goods by the buyer;

(b) Acknowledgment to the buyer by any bailee of the goods except a carrier that the bailee holds the goods for the buyer;

(c) Such acknowledgment to the buyer by a carrier by reshipment or as a warehouse; or

(d) Negotiation to the buyer of any negotiable document of title covering the goods.

(3) Intentionally left blank —Ed.

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

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

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

(d) A carrier who has issued a nonnegotiable bill of lading is not obliged to obey a notification to stop received from a person other than the consignor. [1961 c.726 § 72.7050 (Seller’s stoppage of delivery in transit or otherwise) ; 2009 c.181 §35]

Source: Section 72.7050 — Seller’s stoppage of delivery in transit or otherwise , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0613 — OR Code / Title 8 / Chapter 79 / Section 79.0613
79.0613 UCC 9-613. Contents and form of notification before disposition of collateral: general
Status: in_force

Except in a consumer-goods transaction, the following rules apply:

(1) The contents of a notification of disposition are sufficient if the notification:

(a) Indicates the name of the debtor and the name, address and telephone number of the secured party;

(b) Describes the collateral that is the subject of the intended disposition;

(c) States the method of intended disposition;

(d) States that the debtor is entitled to an accounting of the unpaid indebtedness and states the charge, if any, for an accounting; and

(e) States the time and place of a public disposition or the time after which any other disposition is to be made.

(2) Whether the contents of a notification that lacks any of the information specified in subsection (1) of this section are nevertheless sufficient is a question of fact.

(3) The contents of a notification providing substantially the information specified in subsection (1) of this section are sufficient, even if the notification includes:

(a) Information not specified by subsection (1) of this section; or

(b) Minor errors that are not seriously misleading.

(4) A particular phrasing of the notification is not required.

(5) The following form of notification and the form appearing in ORS 79.0614 (UCC 9-614. Contents and form of notification before disposition of collateral: consumer-goods transaction) (3), when completed, provide sufficient information:

To: (Name of debtor, obligor or other person to which the notification is sent.)

From: (Name, address and telephone number of secured party.)

Name of Debtor(s): (Include only if debtor(s) are not an addressee.)

For a public disposition:

We will sell or lease or license, as applicable the (describe collateral) to the highest qualified bidder in public as follows:

Day and date: _________

Time: _________

Place: _________

For a private disposition:

We will sell or lease or license, as applicable the (describe collateral) privately sometime after (day and date).

You are entitled to an accounting of the unpaid indebtedness secured by the property that we intend to sell or lease or license, as applicable for a charge of $_____. You may request an accounting by calling us at (telephone number).

[2001 c.445 §111]

Source: Section 79.0613 — UCC 9-613. Contents and form of notification before disposition of collateral: general , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72a.5150 — OR Code / Title 8 / Chapter 72a / Section 72a.5150
72A.5150 Acceptance of goods
Status: in_force

(1) Acceptance of goods occurs after the lessee has had a reasonable opportunity to inspect the goods and:

(a) The lessee signifies or acts with respect to the goods in a manner that signifies to the lessor or the supplier that the goods are conforming or that the lessee will take or retain them in spite of their nonconformity; or

(b) The lessee fails to make an effective rejection of the goods under ORS 72A.5090 (Lessee’s rights on improper delivery) .

(2) Acceptance of a part of any commercial unit is acceptance of that entire unit. [1989 c.676 §62]

Source: Section 72A.5150 — Acceptance of goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.3170 — OR Code / Title 8 / Chapter 72 / Section 72.3170
72.3170 Cumulation and conflict of warranties express or implied
Status: in_force

Warranties whether express or implied shall be construed as consistent with each other and as cumulative, but if such construction is unreasonable the intention of the parties shall determine which warranty is dominant. In ascertaining that intention the following rules apply:

(1) Exact or technical specifications displace an inconsistent sample or model or general language of description.

(2) A sample from an existing bulk displaces inconsistent general language of description.

(3) Express warranties displace inconsistent implied warranties other than an implied warranty of fitness for a particular purpose. [1961 c.726 § 72.3170 (Cumulation and conflict of warranties express or implied) ]

Source: Section 72.3170 — Cumulation and conflict of warranties express or implied , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 73.0206 — OR Code / Title 8 / Chapter 73 / Section 73.0206
73.0206 Restrictive indorsement
Status: in_force

(1) An indorsement limiting payment to a particular person or otherwise prohibiting further transfer or negotiation of the instrument is not effective to prevent further transfer or negotiation of the instrument.

(2) An indorsement stating a condition to the right of the indorsee to receive payment does not affect the right of the indorsee to enforce the instrument. A person paying the instrument or taking it for value or collection may disregard the condition, and the rights and liabilities of that person are not affected by whether the condition has been fulfilled.

(3) If an instrument bears an indorsement described in ORS 74.2010 (Status of collecting bank as agent and provisional status of credits) (2), or in blank or to a particular bank using the words “for deposit,” “for collection” or other words indicating a purpose of having the instrument collected by a bank for the indorser or for a particular account, the following rules apply:

(a) A person, other than a bank, who purchases the instrument when so indorsed converts the instrument unless the amount paid for the instrument is received by the indorser or applied consistently with the indorsement.

(b) A depositary bank that purchased the instrument or takes it for collection when so indorsed converts the instrument unless the amount paid by the bank with respect to the instrument is received by the indorser or applied consistently with the indorsement.

(c) A payor bank that is also the depositary bank or that takes the instrument for immediate payment over the counter from a person other than a collecting bank converts the instrument unless the proceeds of the instrument are received by the indorser or applied consistently with the indorsement.

(d) Except as otherwise provided in paragraph (c) of this subsection, a payor bank or intermediary bank may disregard the indorsement and is not liable if the proceeds of the instrument are not received by the indorser or applied consistently with the indorsement.

(4) Except for an indorsement covered by subsection (3) of this section, if an instrument bears an indorsement using words to the effect that payment is to be made to the indorsee as agent, trustee or other fiduciary for the benefit of the indorser or another person, the following rules apply:

(a) Unless there is notice of breach of fiduciary duty as provided in ORS 73.0307 (Notice of breach of fiduciary duty) , a person who purchases the instrument from the indorsee or takes the instrument from the indorsee for collection or payment may pay the proceeds of payment or the value given for the instrument to the indorsee without regard to whether the indorsee violates a fiduciary duty to the indorser.

(b) A subsequent transferee of the instrument or person who pays the instrument is neither given notice nor otherwise affected by the restriction in the indorsement unless the transferee or payor knows that the fiduciary dealt with the instrument or its proceeds in breach of fiduciary duty.

(5) The presence on an instrument of an indorsement to which this section applies does not prevent a purchaser of the instrument from becoming a holder in due course of the instrument unless the purchaser is a converter under subsection (3) of this section or has notice or knowledge of breach of fiduciary duty as stated in subsection (4) of this section.

(6) In an action to enforce the obligation of a party to pay the instrument, the obligor has a defense if payment would violate an indorsement to which this section applies and the payment is not permitted by this section. [1993 c.545 §28]

Source: Section 73.0206 — Restrictive indorsement , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 79.0628 — OR Code / Title 8 / Chapter 79 / Section 79.0628
79.0628 UCC 9-628. Nonliability and limitation on liability of secured party
Status: in_force

(1) Unless a secured party knows that a person is a debtor or obligor, knows the identity of the person and knows how to communicate with the person:

(a) The secured party is not liable to the person, or to a secured party or lienholder that has filed a financing statement against the person, for failure to comply with this chapter; and

(b) The secured party’s failure to comply with this chapter does not affect the liability of the person for a deficiency.

(2) A secured party is not liable because of its status as secured party:

(a) To a person that is a debtor or obligor, unless the secured party knows:

(A) That the person is a debtor or obligor;

(B) The identity of the person; and

(C) How to communicate with the person; or

(b) To a secured party or lienholder that has filed a financing statement against a person, unless the secured party knows:

(A) That the person is a debtor; and

(B) The identity of the person.

(3) A secured party is not liable to any person, and a person’s liability for a deficiency is not affected, because of any act or omission arising out of the secured party’s reasonable belief that a transaction is not a consumer-goods transaction or a consumer transaction or that goods are not consumer goods, if the secured party’s belief is based on its reasonable reliance on:

(a) A debtor’s representation concerning the purpose for which collateral was to be used, acquired or held; or

(b) An obligor’s representation concerning the purpose for which a secured obligation was incurred.

(4) A secured party is not liable to any person under ORS 79.0625 (UCC 9-625. Remedies for secured party’s failure to comply with article) (3)(b) for its failure to comply with ORS 79.0616 (UCC 9-616. Explanation of calculation of surplus or deficiency) .

(5) A secured party is not liable under ORS 79.0625 (UCC 9-625. Remedies for secured party’s failure to comply with article) (3)(b) more than once with respect to any one secured obligation. [2001 c.445 §126]

79.6010 [1983 c.246 §3; renumbered 79.8010 in 1987]

Source: Section 79.0628 — UCC 9-628. Nonliability and limitation on liability of secured party; liability of secondary obligor , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74.2120 — OR Code / Title 8 / Chapter 74 / Section 74.2120
74.2120 Presentment by notice of item not payable by, through or at bank
Status: in_force

(1) Unless otherwise instructed, a collecting bank may present an item not payable by, through or at a bank by sending to the party to accept or pay a written notice that the bank holds the item for acceptance or payment. The notice must be sent in time to be received on or before the day when presentment is due and the bank must meet any requirement of the party to accept or pay under ORS 73.0501 (Presentment) by the close of the bank’s next banking day after it knows of the requirement.

(2) If presentment is made by notice, and payment, acceptance or request for compliance with a requirement under ORS 73.0501 (Presentment) is not received by the close of business on the day after maturity or, in the case of demand items, by the close of business on the third banking day after notice was sent, the presenting bank may treat the item as dishonored and charge any drawer or indorser by sending it notice of the facts. [1961 c.726 § 74.2120 (Presentment by notice of item not payable by, through or at bank) ; 1985 c.436 §1; 1993 c.545 §95; 1995 c.79 §26]

Source: Section 74.2120 — Presentment by notice of item not payable by, through or at bank; liability of drawer or indorser , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 79.0505 — OR Code / Title 8 / Chapter 79 / Section 79.0505
79.0505 UCC 9-505. Filing and compliance with other statutes and treaties for consignments, leases, other bailments and other transactions
Status: in_force

(1) A consignor, lessor or other bailor of goods, a licensor or a buyer of a payment intangible or promissory note may file a financing statement, or may comply with a statute or treaty described in ORS 79.0311 (UCC 9-311. Perfection of security interests in property subject to certain statutes, regulations and treaties) (1), using the terms “consignor,” “consignee,” “lessor,” “lessee,” “bailor,” “bailee,” “licensor,” “licensee,” “owner,” “registered owner,” “buyer,” “seller” or words of similar import, instead of the terms “secured party” and “debtor.”

(2) ORS 79.0501 (UCC 9-501. Filing office) to 79.0528 (Liability of Secretary of State) apply to the filing of a financing statement under subsection (1) of this section and, as appropriate, to compliance that is equivalent to filing a financing statement under ORS 79.0311 (UCC 9-311. Perfection of security interests in property subject to certain statutes, regulations and treaties) (2), but the filing or compliance is not of itself a factor in determining whether the collateral secures an obligation. If it is determined for another reason that the collateral secures an obligation, a security interest held by the consignor, lessor, bailor, licensor, owner or buyer which attaches to the collateral is perfected by the filing or compliance. [2001 c.445 §76]

Source: Section 79.0505 — UCC 9-505. Filing and compliance with other statutes and treaties for consignments, leases, other bailments and other transactions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 73.0310 — OR Code / Title 8 / Chapter 73 / Section 73.0310
73.0310 Effect of instrument on obligation for which taken
Status: in_force

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

(2) Unless otherwise agreed and except as provided in subsection (1) of this section, if a note or an uncertified check is taken for an obligation, the obligation is suspended to the same extent the obligation would be discharged if an amount of money equal to the amount of the instrument were taken, and the following rules apply:

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

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

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

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

(3) If an instrument other than one described in subsection (1) or (2) of this section is taken for an obligation, the effect is:

(a) That stated in subsection (1) of this section, if the instrument is one on which a bank is liable as maker or acceptor; or

(b) That stated in subsection (2) of this section in any other case. [1993 c.545 §39]

Source: Section 73.0310 — Effect of instrument on obligation for which taken , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72a.2200 — OR Code / Title 8 / Chapter 72a / Section 72a.2200
72A.2200 Effect of default on risk of loss
Status: in_force

(1) Where risk of loss is to pass to the lessee and the time of passage is not stated:

(a) If a tender or delivery of goods so fails to conform to the lease contract as to give a right of rejection, the risk of their loss remains with the lessor or, in the case of a finance lease, the supplier, until cure or acceptance.

(b) If the lessee rightfully revokes acceptance, the lessee, to the extent of any deficiency in the lessee’s effective insurance coverage, may treat the risk of loss as having remained with the lessor from the beginning.

(2) Whether or not risk of loss is to pass to the lessee, if the lessee as to conforming goods already identified to a lease contract repudiates or is otherwise in default under the lease contract, the lessor, or, in the case of a finance lease, the supplier, to the extent of any deficiency in the lessor’s or supplier’s effective insurance coverage may treat the risk of loss as resting on the lessee for a commercially reasonable time. [1989 c.676 §29]

Source: Section 72A.2200 — Effect of default on risk of loss , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 72.3200 — OR Code / Title 8 / Chapter 72 / Section 72.3200
72.3200 C.I.F. and C. and F. terms
Status: in_force

(1) The term C.I.F. means that the price includes in a lump sum the cost of the goods and the insurance and freight to the named destination. The term C. and F. or C.F. means that the price so includes cost and freight to the named destination.

(2) Unless otherwise agreed and even though used only in connection with the stated price and destination, the term C.I.F. destination or its equivalent requires the seller at the expense and risk of the seller to:

(a) Put the goods into the possession of a carrier at the port for shipment and obtain a negotiable bill or bills of lading covering the entire transportation to the named destination; and

(b) Load the goods and obtain a receipt from the carrier (which may be contained in the bill of lading) showing that the freight has been paid or provided for; and

(c) Obtain a policy or certificate of insurance, including any war risk insurance, of a kind and on terms then current at the port of shipment in the usual amount, in the currency of the contract, shown to cover the same goods covered by the bill of lading and providing for payment of loss to the order of the buyer or for the account of whom it may concern; but the seller may add to the price the amount of the premium for any such war risk insurance; and

(d) Prepare an invoice of the goods and procure any other documents required to effect shipment or to comply with the contract; and

(e) Forward and tender with commercial promptness all the documents in due form and with any indorsement necessary to perfect the buyer’s rights.

(3) Unless otherwise agreed the term C. and F. or its equivalent has the same effect and imposes upon the seller the same obligations and risks as a C.I.F. term except the obligation as to insurance.

(4) Under the term C.I.F. or C. and F. unless otherwise agreed the buyer must make payment against tender of the required documents and the seller may not tender nor the buyer demand delivery of the goods in substitution for the documents. [1961 c.726 § 72.3200 (C.I.F. and C. and F. terms) ]

Source: Section 72.3200 — C.I.F. and C. and F. terms , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72a.2090 — OR Code / Title 8 / Chapter 72a / Section 72a.2090
72A.2090 Lessee under finance lease as beneficiary of supply contract
Status: in_force

(1) The benefit of a supplier’s promises to the lessor under the supply contract and of all warranties, whether express or implied, including those of any third party provided in connection with or as part of the supply contract, extends to the lessee to the extent of the lessee’s leasehold interest under a finance lease related to the supply contract, but is subject to the terms of the warranty and of the supply contract and all defenses or claims arising therefrom.

(2) The extension of the benefit of a supplier’s promises and of warranties to the lessee under subsection (1) of this section does not:

(a) Modify the rights and obligations of the parties to the supply contract, whether arising therefrom or otherwise; or

(b) Impose any duty or liability under the supply contract on the lessee.

(3) Any modification or rescission of the supply contract by the supplier and the lessor is effective between the supplier and the lessee unless, before the modification or rescission, the supplier has received notice that the lessee has entered into a finance lease related to the supply contract. If the modification or rescission is effective between the supplier and the lessee, the lessor is deemed to have assumed, in addition to the obligations of the lessor to the lessee under the lease contract, promises of the supplier to the lessor and warranties that were so modified or rescinded as they existed and were available to the lessee before modification or rescission.

(4) In addition to the extension of the benefit of the supplier’s promises and of warranties to the lessee under subsection (1) of this section, the lessee retains all rights that the lessee may have against the supplier that arise from an agreement between the lessee and the supplier or under other law. [1989 c.676 §18; 1993 c.646 §3]

Source: Section 72A.2090 — Lessee under finance lease as beneficiary of supply contract , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 74.4010 — OR Code / Title 8 / Chapter 74 / Section 74.4010
74.4010 When bank may charge customer’s account
Status: in_force

(1) A bank may charge against the account of a customer an item that is properly payable from that account even though the charge creates an overdraft. An item is properly payable if it is authorized by the customer and is in accordance with any agreement between the customer and bank.

(2) A customer is not liable for the amount of an overdraft if the customer neither signed the item nor benefits from the proceeds of the item.

(3) A bank may charge against the account of a customer a check that is otherwise properly payable from the account, even though payment was made before the date of the check, unless the customer has given notice to the bank of the postdating describing the check with reasonable certainty. The notice is effective for the period stated in ORS 74.4030 (Customer’s right to stop payment) (2) for stop payment orders, and must be received at such time and in such manner as to afford the bank a reasonable opportunity to act on it before the bank takes any action with respect to the check described in ORS 74.3030 (When items subject to notice, stop payment order, legal process or setoff) . If a bank charges against the account of a customer a check before the date stated in the notice of postdating, the bank is liable for damages for the loss resulting from its act. The loss may include damages for dishonor of subsequent items under ORS 74.4020 (Bank’s liability to customer for wrongful dishonor) .

(4) A bank that in good faith makes payment to a holder may charge the indicated account of its customer according to:

(a) The original terms of the altered item; or

(b) The terms of the completed item, even though the bank knows the item has been completed unless the bank has notice that the completion was improper. [1961 c.726 § 74.4010 (When bank may charge customer’s account) ; 1993 c.545 §104]

Source: Section 74.4010 — When bank may charge customer’s account , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 77.5070 — OR Code / Title 8 / Chapter 77 / Section 77.5070
77.5070 Warranties on negotiation or delivery of document of title
Status: in_force

If a person negotiates or delivers a document of title for value, otherwise than as a mere intermediary under ORS 77.5080 (Warranties of collecting bank as to documents) , unless otherwise agreed, the transferor, in addition to any warranty made in selling or leasing the goods, warrants to the immediate purchaser only that:

(1) The document is genuine;

(2) The transferor does not have knowledge of any fact that would impair the document’s validity or worth; and

(3) The negotiation or delivery is rightful and fully effective with respect to the title to the document and the goods it represents. [1961 c.726 § 77.5070 (Warranties on negotiation or delivery of document of title) ; 2009 c.181 §83]

Source: Section 77.5070 — Warranties on negotiation or delivery of document of title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 79.0310 — OR Code / Title 8 / Chapter 79 / Section 79.0310
79.0310 UCC 9-310. When filing required to perfect security interest or agricultural lien
Status: in_force

(1) Except as otherwise provided in subsection (2) of this section and 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) (2), a financing statement must be filed to perfect all security interests and agricultural liens.

(2) The filing of a financing statement is not necessary to perfect a security interest:

(a) That is perfected under ORS 79.0308 (UCC 9-308. When security interest or agricultural lien is perfected) (4), (5), (6) or (7);

(b) That is perfected under ORS 79.0309 (UCC 9-309. Security interest perfected upon attachment) when it attaches;

(c) In property subject to 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);

(d) In goods in possession of a bailee that are perfected 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) (4)(a) or (b);

(e) In certificated securities, documents, goods or instruments that are perfected without filing, control or possession 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);

(f) In collateral in the secured party’s possession under ORS 79.0313 (UCC 9-313. When possession by or delivery to secured party perfects security interest without filing) ;

(g) In a certificated security which is perfected by delivery of the security certificate to the secured party under ORS 79.0313 (UCC 9-313. When possession by or delivery to secured party perfects security interest without filing) ;

(h) In deposit accounts, electronic chattel paper, electronic documents, investment property or letter-of-credit rights that are perfected by control under ORS 79.0314 (UCC 9-314. Perfection by control) ;

(i) In proceeds that are perfected under ORS 79.0315 (UCC 9-315. Secured party’s rights on disposition of collateral and in proceeds) ; or

(j) That are perfected under ORS 79.0316 (UCC 9-316. Effect of change in governing law) .

(3) If a secured party assigns a perfected security interest or agricultural lien, a filing under this chapter is not required to continue the perfected status of the security interest against creditors of and transferees from the original debtor. [2001 c.445 §30; 2009 c.181 §96]

Source: Section 79.0310 — UCC 9-310. When filing required to perfect security interest or agricultural lien; security interests and agricultural liens to which filing provisions do not apply , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74a.1040 — OR Code / Title 8 / Chapter 74a / Section 74a.1040
74A.1040 Funds transfer
Status: in_force

As used in this chapter:

(1) “Funds transfer” means the series of transactions, beginning with the originator’s payment order, made for the purpose of making payment to the beneficiary of the order. The term includes any payment order issued by the originator’s bank or an intermediary bank intended to carry out the originator’s payment order. A funds transfer is completed by acceptance by the beneficiary’s bank of a payment order for the benefit of the beneficiary of the originator’s payment order.

(2) “Intermediary bank” means a receiving bank other than the originator’s bank or the beneficiary’s bank.

(3) “Originator” means the sender of the first payment order in a funds transfer.

(4) “Originator’s bank” means:

(a) The receiving bank to which the payment order of the originator is issued if the originator is not a bank; or

(b) The originator if the originator is a bank. [1991 c.442 §4]

Source: Section 74A.1040 — Funds transfer; definitions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 74.2100 — OR Code / Title 8 / Chapter 74 / Section 74.2100
74.2100 Security interest of collecting bank in items
Status: in_force

(1) A collecting bank has a security interest in an item and in any accompanying documents or in the proceeds of either:

(a) In case of an item deposited in an account, to the extent to which credit given for the item has been withdrawn or applied;

(b) In case of an item for which it has given credit available for withdrawal as of right, to the extent of the credit given, whether or not the credit is drawn upon or there is a right of charge-back; or

(c) If it makes an advance on or against the item.

(2) If credit given for several items received at one time or pursuant to a single agreement is withdrawn or applied in part, the security interest remains upon all the items, any accompanying documents or the proceeds of either. For the purpose of this action, credits first given are first withdrawn.

(3) Receipt by a collecting bank of a final settlement for an item is a realization on its security interest in the item, accompanying documents and proceeds. So long as the bank does not receive final settlement for the item or give up possession of the item or possession or control of the accompanying documents for purposes other than collection, the security interest continues to that extent and is subject to ORS chapter 79, but:

(a) No security agreements are necessary to make the security interest enforceable under ORS 79.0203 (UCC 9-203. Attachment and enforceability of security interest) (2)(c)(A);

(b) No filing is required to perfect the security interest; and

(c) The security interest has priority over conflicting perfected security interests in the item, accompanying documents or proceeds. [1961 c.726 § 74.2100 (Security interest of collecting bank in items) ; 1993 c.545 §93; 2001 c.445 §146; 2009 c.181 §46]

Source: Section 74.2100 — Security interest of collecting bank in items; priority , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 73.0502 — OR Code / Title 8 / Chapter 73 / Section 73.0502
73.0502 Dishonor
Status: in_force

(1) Dishonor of a note is governed by the following rules:

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

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

(c) If the note is not payable on demand and paragraph (b) of this subsection does not apply, the note is dishonored if it is not paid on the day it becomes payable.

(2) Dishonor of an unaccepted draft other than a documentary draft is governed by the following rules:

(a) If a check is duly presented for payment to the payor bank otherwise than for immediate payment over the counter, the check is dishonored if the payor bank makes timely return of the check or sends timely notice of dishonor or nonpayment under ORS 74.3010 (Deferred posting) or 74.3020 (Payor bank’s responsibility for late return of item) , or becomes accountable for the amount of the check under ORS 74.3020 (Payor bank’s responsibility for late return of item) .

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

(c) If a draft is payable on a date stated in the draft, the draft is dishonored if:

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

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

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

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

(4) Dishonor of an accepted draft is governed by the following rules:

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

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

(5) In any case in which presentment is otherwise required for dishonor under this section and presentment is excused under ORS 73.0504 (Excused presentment and notice of dishonor) , dishonor occurs without presentment if the instrument is not duly accepted or paid.

(6) If a draft is dishonored because timely acceptance of the draft was not made and the person entitled to demand acceptance consents to a later acceptance, from the time of acceptance the draft is treated as never having been dishonored. [1993 c.545 §63]

Source: Section 73.0502 — Dishonor , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.6140 — OR Code / Title 8 / Chapter 72 / Section 72.6140
72.6140 Substituted performance
Status: in_force

(1) Where without fault of either party the agreed berthing, loading, or unloading facilities fail or an agreed type of carrier becomes unavailable or the agreed manner of delivery otherwise becomes commercially impracticable but a commercially reasonable substitute is available, such substitute performance must be tendered and accepted.

(2) If the agreed means or manner of payment fails because of domestic or foreign governmental regulation, the seller may withhold or stop delivery unless the buyer provides a means or manner of payment which is commercially a substantial equivalent. If delivery has already been taken, payment by the means or in the manner provided by the regulation discharges the buyer’s obligation unless the regulation is discriminatory, oppressive or predatory. [1961 c.726 § 72.6140 (Substituted performance) ]

Source: Section 72.6140 — Substituted performance , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.5010 — OR Code / Title 8 / Chapter 78 / Section 78.5010
78.5010 Securities account
Status: in_force

(1) “Securities account” means an account to which a financial asset is or may be credited in accordance with an agreement under which the person maintaining the account undertakes to treat the person for whom the account is maintained as entitled to exercise the rights that comprise the financial asset.

(2) Except as otherwise provided in subsections (4) and (5) of this section, a person acquires a security entitlement if a securities intermediary:

(a) Indicates by book entry that a financial asset has been credited to the person’s securities account;

(b) Receives a financial asset from the person or acquires a financial asset for the person and, in either case, accepts it for credit to the person’s securities account; or

(c) Becomes obligated under other law, regulation or rule to credit a financial asset to the person’s securities account.

(3) If a condition of subsection (2) of this section has been met, a person has a security entitlement even though the securities intermediary does not itself hold the financial asset.

(4) If a securities intermediary holds a financial asset for another person, and the financial asset is registered in the name of, payable to the order of, or specially indorsed to the other person, and has not been indorsed to the securities intermediary or in blank, the other person is treated as holding the financial asset directly rather than as having a security entitlement with respect to the financial asset.

(5) Issuance of a security is not establishment of a security entitlement. [1995 c.328 §41]

Source: Section 78.5010 — Securities account; acquisition of security entitlement from securities intermediary , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 83.565 — OR Code / Title 8 / Chapter 83 / Section 83.565
83.565 Finance charge computed by actuarial method
Status: in_force

(1) Notwithstanding any other provision of ORS 83.510 (Definitions for ORS 83.510 to 83.680) to 83.680 (Waiver of provisions of ORS 83.510 to 83.680) and 83.820 (Consumer paper) to 83.895 (Effect of seller’s failure to provide notice) , a motor vehicle dealer, in a retail installment contract, may contract for and charge, receive and collect a finance charge computed by the actuarial method.

(2) When a retail installment contract provides for a finance charge computed by the actuarial method:

(a) The retail installment contract may provide for any other charge, cost or fee allowed under ORS 83.510 (Definitions for ORS 83.510 to 83.680) to 83.680 (Waiver of provisions of ORS 83.510 to 83.680) and 83.820 (Consumer paper) to 83.895 (Effect of seller’s failure to provide notice) , in addition to the finance charge.

(b) The amount to be disclosed as the finance charge and used as the finance charge component of the other amounts disclosed pursuant to ORS 83.510 (Definitions for ORS 83.510 to 83.680) to 83.680 (Waiver of provisions of ORS 83.510 to 83.680) and 83.820 (Consumer paper) to 83.895 (Effect of seller’s failure to provide notice) shall be the amount of the finance charge to be paid assuming all payments are made exactly as agreed.

(c) The retail installment contract for the sale of a mobile home may provide that the holder may refuse to accept prepayments of less than the entire amount owed under the retail installment contract if the prepayments:

(A) Are tendered on dates other than a specified date each month; and

(B) Are not in amounts equal to the principal portion of one or more of the earliest unmatured monthly installments.

(d) The contract shall contain the following notice in printing or writing of a size equal to at least 10-point bold type, in lieu of the notice required by ORS 83.520 (Form and contents of retail installment contract) (2)(c):

Do not sign this contract before you read it or if it contains any blank space, except that:

(1) If delivery of the motor vehicle or mobile home is to be made to you after this contract is signed, the serial number or other identifying information and the due date of the first installment may be filled in at the time of delivery; and

(2) If the name of the financing agency is not known at the time the contract is executed, the name of the financing agency may be inserted in the contract on or about the date the name of the financing agency is known.

You are entitled to a copy of this contract.

You have the right to pay in advance the full amount due and if you do so you may save a portion of the finance charge.

(e) The refund credit provisions of ORS 83.620 (Voluntary prepayment by buyer) shall not apply. [1981 c.910 §4; 1995 c.519 §5; 2001 c.117 §8]

Source: Section 83.565 — Finance charge computed by actuarial method; requirements; notice , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 74a.2030 — OR Code / Title 8 / Chapter 74a / Section 74a.2030
74A.2030 Unenforceability of certain verified payment orders
Status: in_force

(1) If an accepted payment order is not, under ORS 74A.2020 (Authorized and verified payment orders) , an authorized order of a customer identified as sender, but is effective as an order of the customer pursuant to ORS 74A.2020 (Authorized and verified payment orders) , the following rules apply:

(a) By express written agreement, the receiving bank may limit the extent to which it is entitled to enforce or retain payment of the payment order.

(b) The receiving bank is not entitled to enforce or retain payment of the payment order if the customer proves that the order was not caused, directly or indirectly, by a person:

(A) Entrusted at any time with duties to act for the customer with respect to payment orders or the security procedure; or

(B) Who obtained access to transmitting facilities of the customer or who obtained from a source controlled by the customer and without authority of the receiving bank, information facilitating breach of the security procedure, regardless of how the information was obtained or whether the customer was at fault.

(2) “Information” includes any access device, computer software or the like.

(3) This section applies to amendments of payment orders to the same extent it applies to payment orders. [1991 c.442 §11]

Source: Section 74A.2030 — Unenforceability of certain verified payment orders , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 77.3070 — OR Code / Title 8 / Chapter 77 / Section 77.3070
77.3070 Lien of carrier
Status: in_force

(1) A carrier has a lien on the goods covered by a bill of lading or on the proceeds thereof in the carrier’s possession for charges after the date of the carrier’s receipt of the goods for storage or transportation, including demurrage and terminal charges, and for expenses necessary for preservation of the goods incident to their transportation or reasonably incurred in their sale pursuant to law. However, against a purchaser for value of a negotiable bill of lading, a carrier’s lien is limited to charges stated in the bill or the applicable tariffs or, if no charges are stated, a reasonable charge.

(2) A lien for charges and expenses under subsection (1) of this section on goods that the carrier was required by law to receive for transportation is effective against the consignor or any person entitled to the goods unless the carrier had notice that the consignor lacked authority to subject the goods to those charges and expenses. Any other lien under subsection (1) of this section is effective against the consignor and any person that permitted the bailor to have control or possession of the goods unless the carrier had notice that the bailor lacked authority.

(3) A carrier loses its lien on any goods that it voluntarily delivers or unjustifiably refuses to deliver. [1961 c.726 § 77.3070 (Lien of carrier) ; 2009 c.181 §70]

Source: Section 77.3070 — Lien of carrier , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 79.0523 — OR Code / Title 8 / Chapter 79 / Section 79.0523
79.0523 UCC 9-523. Information from filing office
Status: in_force

(1) If a person that files a written record requests an acknowledgment of the filing, the filing office shall send an image of the record showing the number assigned to the record pursuant to ORS 79.0519 (UCC 9-519. Numbering, maintaining and indexing records) (1)(a) and the date and time of the filing of the record to the person indicated on the financing statement or amendment as the person to whom the acknowledgment should be sent or, if no person is so indicated, to the secured party or the person filing the written record. However, if the person furnishes a copy of the record to the filing office, the filing office may instead:

(a) Note upon the copy the number assigned to the record pursuant to ORS 79.0519 (UCC 9-519. Numbering, maintaining and indexing records) (1)(a) and the date and time of the filing of the record; and

(b) Send the copy to the person indicated on the financing statement or amendment as the person to whom the acknowledgment should be sent or, if no person is so indicated, to the secured party or the person filing the written record.

(2) If a person files a record other than a written record, the filing office shall communicate an acknowledgment to the person indicated on the financing statement or amendment as the person to whom the acknowledgment should be sent or, if no person is so indicated, to the secured party or the person filing the record. The acknowledgment shall provide:

(a) The information in the record;

(b) The number assigned to the record pursuant to ORS 79.0519 (UCC 9-519. Numbering, maintaining and indexing records) (1)(a); and

(c) The date and time of the filing of the record.

(3) The filing office shall communicate or otherwise make available in a record the following information to any person that requests it:

(a) Whether there is on file on a date and time specified by the filing office, but not a date earlier than five business days before the filing office receives the request, any financing statement that:

(A) Designates a particular debtor or, if the request so states, designates a particular debtor at the address specified in the request;

(B) Has not lapsed under ORS 79.0515 (UCC 9-515. Duration and effectiveness of financing statement) with respect to all secured parties of record; and

(C) If the request so states, has lapsed under ORS 79.0515 (UCC 9-515. Duration and effectiveness of financing statement) and a record of which is maintained by the filing office under ORS 79.0522 (UCC 9-522. Maintenance and destruction of records) (1);

(b) The date and time of filing of each financing statement;

(c) The information provided in each financing statement; and

(d) All notices of federal lien or certificates or notices affecting a lien, if any, filed under ORS 87.806 (Filing of federal tax liens) to 87.831 (Short title) for a particular person whose name is identical to the particular debtor named in the financing statement.

(4) In complying with its duty under subsection (3) of this section, the filing office may communicate information in any medium. However, if requested, the filing office shall communicate information by issuing a record that can be admitted into evidence in the courts of this state without extrinsic evidence of its authenticity.

(5) The filing office described in ORS 79.0501 (UCC 9-501. Filing office) (1)(b) shall perform the acts required by subsections (1) to (4) of this section at the time and in the manner prescribed by filing-office rule, but not later than two business days after the filing office receives the request or, if the request is delivered by mail, not later than four business days after the filing office receives the request.

(6) At least every two weeks, the filing office described in ORS 79.0501 (UCC 9-501. Filing office) (1)(b) shall offer to sell or license to the public on a nonexclusive basis, in bulk, copies of all records filed in it under ORS 79.0501 (UCC 9-501. Filing office) to 79.0528 (Liability of Secretary of State) . The filing office shall offer the copies of any record in the medium in which the filing office maintains the record. The filing office may offer the copies in additional media. [2001 c.445 §94; 2003 c.14 §31]

Source: Section 79.0523 — UCC 9-523. Information from filing office; sale or license of records , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 73.0308 — OR Code / Title 8 / Chapter 73 / Section 73.0308
73.0308 Proof of signatures and status as holder in due course
Status: in_force

(1) In an action with respect to an instrument, the authenticity of, and authority to make, each signature on the instrument is admitted unless specifically denied in the pleadings. If the validity of a signature is denied in the pleadings, the burden of establishing validity is on the person claiming validity, but the signature is presumed to be authentic and authorized unless the action is to enforce the liability of the purported signer and the signer is dead or incompetent at the time of trial of the issue of validity of the signature. If an action to enforce the instrument is brought against a person as the undisclosed principal of a person who signed the instrument as a party to the instrument, the plaintiff has the burden of establishing that the defendant is liable on the instrument as a represented person under ORS 73.0402 (Signature by representative) (1).

(2) If the validity of signatures is admitted or proved and there is compliance with subsection (1) of this section, a plaintiff producing the instrument is entitled to payment if the plaintiff proves entitlement to enforce the instrument under ORS 73.0301 (Person entitled to enforce instrument) , unless the defendant proves a defense or claim in recoupment. If a defense or claim in recoupment is proved, the right to payment of the plaintiff is subject to the defense or claim, except to the extent the plaintiff proves that the plaintiff has rights of a holder in due course that are not subject to the defense or claim. [1993 c.545 §37]

Source: Section 73.0308 — Proof of signatures and status as holder in due course , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 77.5040 — OR Code / Title 8 / Chapter 77 / Section 77.5040
77.5040 Rights acquired in the absence of due negotiation
Status: in_force

(1) A transferee of a document of title, whether negotiable or nonnegotiable, to which the document has been delivered but not duly negotiated, acquires the title and rights that the document’s transferor had or had actual authority to convey.

(2) In the case of a transfer of a nonnegotiable document of title, until but not after the bailee receives notice of the transfer, the rights of the transferee may be defeated:

(a) By those creditors of the transferor which could treat the transfer as void under ORS 72.4020 (Rights of seller’s creditors against sold goods) or 72A.3080 (Special rights of creditors) ;

(b) By a buyer from the transferor in ordinary course of business if the bailee has delivered the goods to the buyer or received notification of the buyer’s rights;

(c) By a lessee from the transferor in ordinary course of business if the bailee has delivered the goods to the lessee or received notification of the lessee’s rights; or

(d) As against the bailee by good faith dealings of the bailee with the transferor.

(3) A diversion or other change of shipping instructions by the consignor in a nonnegotiable bill of lading which causes the bailee not to deliver the goods to the consignee defeats the consignee’s title to the goods if the goods have been delivered to a buyer in ordinary course of business or lessee in ordinary course of business and, in any event, defeats the consignee’s rights against the bailee.

(4) Delivery of the goods pursuant to a nonnegotiable document of title may be stopped by a seller under ORS 72.7050 (Seller’s stoppage of delivery in transit or otherwise) or a lessor under ORS 72A.5260 (Lessor’s stoppage of delivery in transit or otherwise) subject to the requirements of due notification in those sections. A bailee that honors the seller’s or lessor’s instructions is entitled to be indemnified by the seller or lessor against any resulting loss or expense. [1961 c.726 § 77.5040 (Rights acquired in the absence of due negotiation) ; 2009 c.181 §80]

Source: Section 77.5040 — Rights acquired in the absence of due negotiation; effect of diversion; stoppage of delivery , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 81.030 — OR Code / Title 8 / Chapter 81 / Section 81.030
81.030 Receipt for paying money or delivering instruments or property
Status: in_force

Whoever pays money or delivers an instrument or property is entitled to a receipt therefor from the person to whom the payment or delivery is made, and may demand a proper signature to such receipt as a condition of the payment or delivery.

Source: Section 81.030 — Receipt for paying money or delivering instruments or property , https://www.­oregonlegislature.­gov/bills_laws/ors/ors081.­html (accessed May 26, 2025).
ORS § 72.5130 — OR Code / Title 8 / Chapter 72 / Section 72.5130
72.5130 Buyer’s right to inspection of goods
Status: in_force

(1) Unless otherwise agreed and subject to subsection (3) of this section, where goods are tendered or delivered or identified to the contract for sale, the buyer has a right before payment or acceptance to inspect them at any reasonable place and time and in any reasonable manner. When the seller is required or authorized to send the goods to the buyer, the inspection may be after their arrival.

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

(3) Unless otherwise agreed and subject to the provisions of ORS 72.3210 (C.I.F. or C. and F.: “net landed weights”) (3) on C.I.F. contracts, the buyer is not entitled to inspect the goods before payment of the price when the contract provides:

(a) For delivery “C.O.D.” or on other like terms; or

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

(4) A place or method of inspection fixed by the parties is presumed to be exclusive but unless otherwise expressly agreed it does not postpone identification or shift the place for delivery or for passing the risk of loss. If compliance becomes impossible, inspection shall be as provided in this section unless the place or method fixed was clearly intended as an indispensable condition failure of which avoids the contract. [1961 c.726 § 72.5130 (Buyer’s right to inspection of goods) ]

Source: Section 72.5130 — Buyer’s right to inspection of goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 74a.5070 — OR Code / Title 8 / Chapter 74a / Section 74a.5070
74A.5070 Choice of law
Status: in_force

(1) The following rules apply unless the affected parties otherwise agree or subsection (3) of this section applies:

(a) The rights and obligations between the sender of a payment order and the receiving bank are governed by the law of the jurisdiction in which the receiving bank is located.

(b) The rights and obligations between the beneficiary’s bank and the beneficiary are governed by the law of the jurisdiction in which the beneficiary’s bank is located.

(c) The issue of when payment is made pursuant to a funds transfer by the originator to the beneficiary is governed by the law of the jurisdiction in which the beneficiary’s bank is located.

(2) If the parties described in each paragraph of subsection (1) of this section have made an agreement selecting the law of a particular jurisdiction to govern rights and obligations between each other, the law of that jurisdiction governs those rights and obligations, whether or not the payment order or the funds transfer bears a reasonable relation to that jurisdiction.

(3) A funds-transfer system rule may select the law of a particular jurisdiction to govern:

(a) Rights and obligations between participating banks with respect to payment orders transmitted or processed through the system; or

(b) The rights and obligations of some or all parties to a funds transfer any part of which is carried out by means of the system.

(4) A choice of law made pursuant to subsection (3)(a) of this section is binding on participating banks. A choice of law made pursuant to subsection (3)(b) of this section is binding on the originator, other sender or a receiving bank having notice that the funds-transfer system might be used in the funds transfer and of the choice of law by the system when the originator, other sender or receiving bank issued or accepted a payment order. The beneficiary of a funds transfer is bound by the choice of law if, when the funds transfer is initiated, the beneficiary has notice that the funds-transfer system might be used in the funds transfer and of the choice of law by the system. The law of a jurisdiction selected pursuant to this subsection may govern whether or not that law bears a reasonable relation to the matter in issue.

(5) In the event of inconsistency between an agreement under subsection (2) of this section and a choice-of-law rule under subsection (3) of this section, the agreement under subsection (2) of this section prevails.

(6) If a funds transfer is made by use of more than one funds-transfer system and there is inconsistency between choice-of-law rules of the systems, the matter in issue is governed by the law of the selected jurisdiction that has the most significant relationship to the matter in issue. [1991 c.442 §38]

Source: Section 74A.5070 — Choice of law , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 73.0101 — OR Code / Title 8 / Chapter 73 / Section 73.0101
73.0101 Short title
Status: in_force

This chapter may be cited as Uniform Commercial Code–Negotiable Instruments. [1993 c.545 §4]

Source: Section 73.0101 — Short title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 72.6010 — OR Code / Title 8 / Chapter 72 / Section 72.6010
72.6010 Buyer’s rights on improper delivery
Status: in_force

Subject to the provisions of ORS 72.6120 (“Installment contract”) on breach in installment contracts and unless otherwise agreed under ORS 72.7180 (Liquidation or limitation of damages) and 72.7190 (Contractual modification or limitation of remedy) on contractual limitations of remedy, if the goods or the tender of delivery fail in any respect to conform to the contract, the buyer may:

(1) Reject the whole; or

(2) Accept the whole; or

(3) Accept any commercial unit or units and reject the rest. [1961 c.726 § 72.6010 (Buyer’s rights on improper delivery) ]

Source: Section 72.6010 — Buyer’s rights on improper delivery , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.2060 — OR Code / Title 8 / Chapter 78 / Section 78.2060
78.2060 Completion or alteration of security certificate
Status: in_force

(1) If a security certificate contains the signatures necessary to its issue or transfer but is incomplete in any other respect:

(a) Any person may complete it by filling in the blanks as authorized; and

(b) Even if the blanks are incorrectly filled in, the security certificate as completed is enforceable by a purchaser who took it for value and without notice of the incorrectness.

(2) A complete security certificate that has been improperly altered, even if fraudulently, remains enforceable, but only according to its original terms. [1961 c.726 § 78.2060 (Completion or alteration of security certificate) ; 1985 c.676 § 78.2060 (Completion or alteration of security certificate) ; 1995 c.328 §22]

Source: Section 78.2060 — Completion or alteration of security certificate , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 81.020 — OR Code / Title 8 / Chapter 81 / Section 81.020
81.020 Objection to tender
Status: in_force

The person to whom a tender is made shall at that time specify any objection the person may have to the money, instrument or property or the person shall be deemed to have waived it; and if the objection is to the amount of money, the terms of the instrument or the amount or kind of property, the person must specify the amount, terms or kind which the person requires or be precluded from objecting afterwards.

Source: Section 81.020 — Objection to tender , https://www.­oregonlegislature.­gov/bills_laws/ors/ors081.­html (accessed May 26, 2025).
ORS § 79.0606 — OR Code / Title 8 / Chapter 79 / Section 79.0606
79.0606 UCC 9-606. Time of default for agricultural lien
Status: in_force

For purposes of ORS 79.0601 (UCC 9-601. Rights after default) to 79.0628 (UCC 9-628. Nonliability and limitation on liability of secured party) , a default occurs in connection with an agricultural lien at the time the secured party becomes entitled to enforce the lien in accordance with the statute under which it was created. [2001 c.445 §104]

Source: Section 79.0606 — UCC 9-606. Time of default for agricultural lien , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 83.510 — OR Code / Title 8 / Chapter 83 / Section 83.510
83.510 Definitions for ORS 83.510 to 83.680
Status: in_force

As used in ORS 83.510 (Definitions for ORS 83.510 to 83.680) to 83.680 (Waiver of provisions of ORS 83.510 to 83.680) except where the context otherwise requires:

(1) “Cash sale price” means the price for which the motor vehicle dealer would sell to the buyer, and the buyer would buy from the motor vehicle dealer, the motor vehicle that is covered by the retail installment contract, if the sale were a sale for cash instead of a retail installment sale. The cash sale price may include any taxes, registration, license and other fees and charges for accessories and their installation and for delivering, servicing, repairing or improving the motor vehicle.

(2) “Finance charge” means that part of the time sale price that exceeds the aggregate of the cash sale price, the amounts, if any, included in a retail installment sale for insurance and other benefits, and official fees.

(3) Intentionally left blank —Ed.

(a) “Financing agency” means a person engaged, in whole or in part, in purchasing or otherwise acquiring retail installment contracts or retail lease agreements from one or more motor vehicle dealers or retail lessors. “Financing agency” includes, but is not limited to, financial institutions, as defined in ORS 706.008 (Additional definitions for Bank Act) , and consumer credit companies, if so engaged. “Financing agency” also includes a motor vehicle dealer or retail lessor engaged, in whole or in part, in the business of holding retail installment contracts or retail lease agreements acquired from retail buyers or retail lessees.

(b) “Financing agency” does not include the pledgee or other holder of more than one retail installment contract or retail lease agreement pledged or otherwise given by a motor vehicle dealer or a transferee from the motor vehicle dealer to a lender as collateral security for a loan made to the motor vehicle dealer or transferee of the motor vehicle dealer.

(4) “Holder” of a retail installment contract or retail lease agreement means the motor vehicle dealer or retail lessor of the motor vehicle covered by the contract or lease or, if the contract or lease is purchased or otherwise acquired by a financing agency or other assignee, the financing agency or other assignee.

(5) “Mobile home” means a structure, transportable in one or more sections, that is eight body feet or more in width and 32 body feet or more in length, and that is built on a permanent chassis and designed to be used as a dwelling with or without a permanent foundation when connected to the required utilities. “Mobile home” includes the plumbing, heating, air conditioning and electrical systems contained within the structure.

(6) Intentionally left blank —Ed.

(a) “Motor vehicle” or “vehicle” means:

(A) A self-propelled device used for transportation of person or property upon a public highway.

(B) A trailer, semitrailer, mobile home or trailer home.

(b) “Motor vehicle” or “vehicle” does not include tractors, power shovels, road machinery, agricultural machinery, boat trailers or other machinery not designed primarily for highway transportation, which may be used incidentally to transport persons or property on a public highway, or devices that move upon or are guided by a track or travel through the air.

(7) “Motor vehicle dealer” means any person who sells, trades, leases, displays or offers for sale, trade, lease or exchange motor vehicles pursuant to a retail installment contract or retail lease agreement or who offers to negotiate or purchase motor vehicles on behalf of third parties pursuant to a retail installment contract or retail lease agreement.

(8) “Official fees” means the filing or other fees required by law to be paid to a public officer to perfect the interest or lien, in or on a motor vehicle, retained or taken by a motor vehicle dealer under a retail installment contract or retail lease agreement, and to file or record a release, satisfaction or discharge of the contract.

(9) “Person” means individual, partnership, corporation, association or other group, however organized.

(10) “Retail buyer” or “buyer” means a person who buys a motor vehicle from a motor vehicle dealer and who executes a retail installment contract in connection therewith.

(11) “Retail installment contract” or “contract” means an agreement, entered into in this state, pursuant to which the title to, the property in or a lien upon a motor vehicle, which is the subject matter of a retail installment sale, is retained or taken by a motor vehicle dealer from a retail buyer as security, in whole or in part, for the buyer’s obligation. “Retail installment contract” or “contract” includes a chattel mortgage, a conditional sales contract and a contract for the bailment or leasing of a motor vehicle by which the bailee or lessee contracts to pay as compensation for its use a sum substantially equivalent to or in excess of its value and by which it is agreed that the bailee or lessee is bound to become, or for no other or for a merely nominal consideration has the option of becoming, the owner of the motor vehicle upon full compliance with the terms of the contract.

(12) Intentionally left blank —Ed.

(a) “Retail installment sale” or “sale” means a sale of a motor vehicle by a motor vehicle dealer to a retail buyer for a time sale price payable in one or more installments, payment of which is secured by a retail installment contract. “Retail installment sale” or “sale” includes a bailment or leasing as described in subsection (11) of this section.

(b) “Retail installment sale” or “sale” does not include a sale of a motor vehicle for resale in the ordinary course of the buyer’s business.

(13) “Retail lease” means a lease of a motor vehicle by a retail lessor to a retail lessee, payment of which is secured by a retail lease agreement. “Retail lease” does not include a lease that constitutes a retail installment contract.

(14) “Retail lease agreement” means an agreement entered into in this state between a retail lessor and a retail lessee for the lease of a motor vehicle. The agreement shall be in the form of a bailment or lease for the use of a motor vehicle by an individual for personal, family or household purposes, whether or not the retail lessee has the option to purchase or otherwise become the owner of the motor vehicle at the expiration of the lease.

(15) “Retail lessee” means a person who leases a motor vehicle from a retail lessor by entering into a retail lease agreement.

(16) “Retail lessor” means a motor vehicle dealer who transfers an interest in or supplies a motor vehicle to a retail lessee, regardless of whether or not the motor vehicle dealer is identified as the retail lessor on the retail lease agreement.

(17) “Time sale price” means the aggregate of the cash sale price of the motor vehicle, the amount, if any, included for insurance and other benefits, official fees and the finance charge. [1957 c.625 §1; 1979 c.304 §1; 1979 c.816 §1a; 1987 c.674 §1; 1997 c.631 §383; 2001 c.104 §25; 2001 c.117 §1]

Source: Section 83.510 — Definitions for ORS 83.510 to 83.680 , https://www.­oregonlegislature.­gov/bills_laws/ors/ors083.­html (accessed May 26, 2025).
ORS § 72.8200 — OR Code / Title 8 / Chapter 72 / Section 72.8200
72.8200 Operative dates
Status: in_force

ORS 72.8010 (Definitions for ORS 72.8010 to 72.8200) to 72.8200 (Operative dates) apply to a consumer good sold on or after January 1, 1974. However, ORS 72.8020 (Manufacturer’s implied warranty of merchantability) , 72.8030 (Manufacturer’s implied warranty of fitness) , 72.8040 (Retailer’s or distributor’s implied warranty of fitness) and 72.8090 (Form of express warranty) only apply to a consumer good manufactured on or after January 1, 1974. [1973 c.413 §18]

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

Source: Section 72.8200 — Operative dates , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0611 — OR Code / Title 8 / Chapter 79 / Section 79.0611
79.0611 UCC 9-611. Notification before disposition of collateral
Status: in_force

(1) As used in this section, “notification date” means the earlier of the date on which:

(a) A secured party sends to the debtor and any secondary obligor an authenticated notification of disposition; or

(b) The debtor and any secondary obligor waive the right to notification.

(2) Except as otherwise provided in subsection (4) of this section, a secured party that disposes of collateral under ORS 79.0610 (UCC 9-610. Disposition of collateral after default) shall send to the persons specified in subsection (3) of this section a reasonable authenticated notification of disposition.

(3) To comply with subsection (2) of this section, the secured party shall send an authenticated notification of disposition to:

(a) The debtor;

(b) Any secondary obligor; and

(c) If the collateral is other than consumer goods:

(A) Any other person from which the secured party has received, before the notification date, an authenticated notification of a claim of an interest in the collateral;

(B) Any other secured party or lienholder that, 10 days before the notification date, held a security interest in or other lien on the collateral perfected by the filing of a financing statement that:

(i) Identified the collateral;

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

(iii) Was filed in the office 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 notification date, 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).

(4) Subsection (2) of this section does not apply if the collateral is perishable or threatens to decline speedily in value or is of a type customarily sold on a recognized market.

(5) A secured party complies with the requirement for notification prescribed by subsection (3)(c)(B) of this section if:

(a) Not later than 20 days or earlier than 30 days before the notification date, the secured party requests, in a commercially reasonable manner, information concerning financing statements indexed under the debtor’s name in the office indicated in subsection (3)(c)(B) of this section; and

(b) Before the notification date, the secured party:

(A) Did not receive a response to the request for information; or

(B) Received a response to the request for information and sent an authenticated notification of disposition to each secured party or other lienholder named in that response whose financing statement covered the collateral. [2001 c.445 §109]

Source: Section 79.0611 — UCC 9-611. Notification before disposition of collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 72.6100 — OR Code / Title 8 / Chapter 72 / Section 72.6100
72.6100 Anticipatory repudiation
Status: in_force

When either party repudiates the contract with respect to a performance not yet due the loss of which will substantially impair the value of the contract to the other, the aggrieved party may:

(1) For a commercially reasonable time await performance by the repudiating party; or

(2) Resort to any remedy for breach as provided in ORS 72.7030 (Seller’s remedies in general) and 72.7110 (Buyer’s remedies in general) , even though the aggrieved party has notified the repudiating party that the aggrieved party would await the latter’s performance and has urged retraction; and

(3) In either case suspend the performance of the aggrieved party or proceed in accordance with the provisions of ORS 72.7040 (Seller’s right to identify goods to the contract notwithstanding breach or to salvage unfinished goods) on the seller’s right to identify goods to the contract notwithstanding breach or to salvage unfinished goods. [1961 c.726 § 72.6100 (Anticipatory repudiation) ]

Source: Section 72.6100 — Anticipatory repudiation , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 72a.3020 — OR Code / Title 8 / Chapter 72a / Section 72a.3020
72A.3020 Title to and possession of goods
Status: in_force

Except as otherwise provided in this chapter, each provision of this chapter applies whether the lessor or a third party has title to the goods, and whether the lessor, the lessee or a third party has possession of the goods, notwithstanding any statute or rule of law that possession or the absence of possession is fraudulent. [1989 c.676 §32]

Source: Section 72A.3020 — Title to and possession of goods , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 74.2090 — OR Code / Title 8 / Chapter 74 / Section 74.2090
74.2090 Encoding and retention warranties
Status: in_force

(1) A person who encodes information on or with respect to an item after issue warrants to any subsequent collecting bank and to the payor bank or other payor that the information is correctly encoded. If the customer of a depositary bank encodes, that bank also makes the warranty.

(2) A person who undertakes to retain an item pursuant to an agreement for electronic presentment warrants to any subsequent collecting bank and to the payor bank or other payor that retention and presentment of the item comply with the agreement. If the customer of a depositary bank undertakes to retain an item, that bank also makes this warranty.

(3) A person to whom warranties are made under this section and who took the item in good faith may recover from the warrantor as damages for breach of warranty an amount equal to the loss suffered as a result of the breach, plus expenses and loss of interest incurred as a result of the breach. [1961 c.726 § 74.2090 (Encoding and retention warranties) ; 1993 c.545 §92]

Source: Section 74.2090 — Encoding and retention warranties; remedies , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 79.0509 — OR Code / Title 8 / Chapter 79 / Section 79.0509
79.0509 UCC 9-509. Persons entitled to file a record
Status: in_force

(1) A person may file an initial financing statement, amendment that adds collateral covered by a financing statement, or amendment that adds a debtor to a financing statement only if:

(a) The debtor authorizes the filing in an authenticated record or pursuant to subsection (2) or (3) of this section; or

(b) The person holds an agricultural lien that has become effective at the time of filing and the financing statement covers only collateral in which the person holds an agricultural lien.

(2) By authenticating or becoming bound as debtor by a security agreement, a debtor or new debtor authorizes the filing of an initial financing statement, and an amendment, covering:

(a) The collateral described in the security agreement; and

(b) Property that becomes collateral under ORS 79.0315 (UCC 9-315. Secured party’s rights on disposition of collateral and in proceeds) (1)(b), whether or not the security agreement expressly covers proceeds.

(3) By acquiring collateral in which a security interest or agricultural lien continues under ORS 79.0315 (UCC 9-315. Secured party’s rights on disposition of collateral and in proceeds) (1)(a), a debtor authorizes the filing of an initial financing statement, and an amendment, covering the collateral and property that becomes collateral under ORS 79.0315 (UCC 9-315. Secured party’s rights on disposition of collateral and in proceeds) (1)(b).

(4) A person may file an amendment other than an amendment that adds collateral covered by a financing statement or an amendment that adds a debtor to a financing statement only if:

(a) The secured party of record authorizes the filing; or

(b) The amendment is a termination statement for a financing statement as to which the secured party of record has failed to file or send a termination statement as required by ORS 79.0513 (UCC 9-513. Termination statement) (1) or (3), the debtor authorizes the filing, and the termination statement indicates that the debtor authorized it to be filed.

(5) If there is more than one secured party of record for a financing statement, each secured party of record may authorize the filing of an amendment under subsection (4) of this section. [2001 c.445 §80]

Source: Section 79.0509 — UCC 9-509. Persons entitled to file a record , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 80.115 — OR Code / Title 8 / Chapter 80 / Section 80.115
80.115 Requirements for effective financing statement
Status: in_force

(1) An effective financing statement for farm products as defined in ORS 80.100 (Definitions for ORS 80.100 to 80.130) is sufficient to register a security interest in a farm product if the statement:

(a) Contains the name and address of the secured party;

(b) Contains the name and address of each person, whether or not a debtor, subjecting the farm products to the security interest;

(c) Contains the approved unique identifier of each person described in paragraph (b) of this subsection;

(d) Describes the farm products subject to the security interest created by the debtor, including the amount of the farm products when applicable, and identifies the county in this state in which the farm products are produced or located;

(e) Is signed, authorized or otherwise authenticated by the debtor;

(f) Is an original or reproduced copy of the original; and

(g) Is accompanied by the required filing fee.

(2) An effective financing statement must be amended in writing within three months, similarly signed, authorized or otherwise authenticated, and filed, to reflect material changes.

(3) An effective financing statement for farm products remains effective for a period of five years from the date of filing, subject to extensions for additional periods of five years each by refiling or filing a continuation statement within six months before the expiration of the five-year period.

(4) An effective financing statement for farm products lapses on either the expiration of the effective period of the statement or the filing of a notice signed, authorized or otherwise authenticated by the secured party that the statement has lapsed, whichever occurs first. Unless otherwise provided in writing between the secured party and the debtor, a statement that the effective financing statement has lapsed shall be filed within 15 days after there is no outstanding secured obligation and no commitment to make advances, incur obligations or otherwise give value under the security interest.

(5) The Secretary of State shall, by rule, prescribe the filing fee for each effective financing statement for farm products or change to and continuation of the effective financing statement, and the filing fee for the notice that the effective financing statement has lapsed. Each effective financing statement may reflect more than one type of farm product. The filing fee shall be per debtor name.

(6) An effective financing statement is sufficient if it complies with this section even though it contains minor errors that are not seriously misleading.

(7) The requirement under this section that a document be signed, authorized or otherwise authenticated by the debtor or the secured party is satisfied if the debtor has executed a security agreement granting a security interest in the farm products to the secured party. [Formerly 79.6060; 2005 c.191 §1; 2007 c.186 §15]

Source: Section 80.115 — Requirements for effective financing statement; amendment; duration; lapse; fee; rules , https://www.­oregonlegislature.­gov/bills_laws/ors/ors080.­html (accessed May 26, 2025).
ORS § 72.7100 — OR Code / Title 8 / Chapter 72 / Section 72.7100
72.7100 Seller’s incidental damages
Status: in_force

Incidental damages to an aggrieved seller include any commercially reasonable charges, expenses or commissions incurred in stopping delivery, in the transportation, care and custody of goods after the buyer’s breach, in connection with return or resale of the goods or otherwise resulting from the breach. [1961 c.726 § 72.7100 (Seller’s incidental damages) ]

Source: Section 72.7100 — Seller’s incidental damages , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 79.0325 — OR Code / Title 8 / Chapter 79 / Section 79.0325
79.0325 UCC 9-325. Priority of security interests in transferred collateral
Status: in_force

(1) Except as otherwise provided in subsection (2) of this section, a security interest created by a debtor is subordinate to a security interest in the same collateral created by another person if:

(a) The debtor acquired the collateral subject to the security interest created by the other person;

(b) The security interest created by the other person was perfected when the debtor acquired the collateral; and

(c) There is no period thereafter when the security interest is unperfected.

(2) Subsection (1) of this section subordinates a security interest only if the security interest:

(a) Otherwise would have priority solely under ORS 79.0322 (UCC 9-322. Priorities among conflicting security interests in and agricultural liens on same collateral) (1) or 79.0323 (UCC 9-323. Future advances) ; or

(b) Arose solely under ORS 72.7110 (Buyer’s remedies in general) (3) or 72A.5080 (Lessee’s remedies) (5). [2001 c.445 §45]

Source: Section 79.0325 — UCC 9-325. Priority of security interests in transferred collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74a.4060 — OR Code / Title 8 / Chapter 74a / Section 74a.4060
74A.4060 Payment by originator to beneficiary
Status: in_force

(1) Subject to ORS 74A.2110 (Cancellation and amendment of payment order) (5) and 74A.4050 (Payment by beneficiary’s bank to beneficiary) (4) and (5), the originator of a funds transfer pays the beneficiary of the originator’s payment order:

(a) At the time a payment order for the benefit of the beneficiary is accepted by the beneficiary’s bank in the funds transfer; and

(b) In an amount equal to the amount of the order accepted by the beneficiary’s bank, but not more than the amount of the originator’s order.

(2) If payment under subsection (1) of this section is made to satisfy an obligation, the obligation is discharged to the same extent discharge would result from payment to the beneficiary of the same amount in money, unless:

(a) The payment under subsection (1) of this section was made by a means prohibited by the contract of the beneficiary with respect to the obligation;

(b) The beneficiary, within a reasonable time after receiving notice of receipt of the order by the beneficiary’s bank, notified the originator of the beneficiary’s refusal of the payment;

(c) Funds with respect to the order were not withdrawn by the beneficiary or applied to a debt of the beneficiary; and

(d) The beneficiary would suffer a loss that could reasonably have been avoided if payment had been made by a means complying with the contract.

(3) If payment by the originator does not result in discharge under this section, the originator is subrogated to the rights of the beneficiary to receive payment from the beneficiary’s bank under ORS 74A.4040 (Obligation of beneficiary’s bank to pay and give notice to beneficiary) (1).

(4) For the purpose of determining whether discharge of an obligation occurs under subsection (2) of this section, if the beneficiary’s bank accepts a payment order in an amount equal to the amount of the originator’s payment order less charges of one or more receiving banks in the funds transfer, payment to the beneficiary is deemed to be in the amount of the originator’s order unless upon demand by the beneficiary the originator does not pay the beneficiary the amount of the deducted charges.

(5) Rights of the originator or of the beneficiary of a funds transfer under this section may be varied only by agreement of the originator and the beneficiary. [1991 c.442 §31]

Source: Section 74A.4060 — Payment by originator to beneficiary; discharge of underlying obligation , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 73.0604 — OR Code / Title 8 / Chapter 73 / Section 73.0604
73.0604 Discharge by cancellation or renunciation
Status: in_force

(1) A person entitled to enforce an instrument, with or without consideration, may discharge the obligation of a party to pay the instrument:

(a) By an intentional voluntary act, such as surrender of the instrument to the party, destruction, mutilation, or cancellation of the instrument, cancellation or striking out of the party’s signature, or the addition of words to the instrument indicating discharge; or

(b) By agreeing not to sue or otherwise renouncing rights against the party by a signed writing.

(2) Cancellation or striking out of an indorsement pursuant to subsection (1) of this section does not affect the status and rights of a party derived from the indorsement. [1993 c.545 §70]

Source: Section 73.0604 — Discharge by cancellation or renunciation , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 79.0623 — OR Code / Title 8 / Chapter 79 / Section 79.0623
79.0623 UCC 9-623. Right to redeem collateral
Status: in_force

(1) A debtor, any secondary obligor or any other secured party or lienholder may redeem collateral.

(2) To redeem collateral, a person shall tender:

(a) Fulfillment of all obligations secured by the collateral; and

(b) The reasonable expenses and attorney fees described in ORS 79.0615 (UCC 9-615. Application of proceeds of disposition) (1)(a).

(3) A redemption may occur at any time before a secured party:

(a) Has collected collateral under ORS 79.0607 (UCC 9-607. Collection and enforcement by secured party) ;

(b) Has disposed of collateral or entered into a contract for its disposition under ORS 79.0610 (UCC 9-610. Disposition of collateral after default) ; or

(c) Has accepted collateral in full or partial satisfaction of the obligation it secures under ORS 79.0622 (UCC 9-622. Effect of acceptance of collateral) . [2001 c.445 §121]

Source: Section 79.0623 — UCC 9-623. Right to redeem collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74a.1010 — OR Code / Title 8 / Chapter 74a / Section 74a.1010
74A.1010 Short title
Status: in_force

This chapter may be cited as Uniform Commercial Code–Funds Transfers. [1991 c.442 §1]

Source: Section 74A.1010 — Short title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 72.3180 — OR Code / Title 8 / Chapter 72 / Section 72.3180
72.3180 Third party beneficiaries of warranties express or implied
Status: in_force

A seller’s warranty whether express or implied extends to any natural person who is in the family or household of the buyer or who is a guest in the home of the buyer if it is reasonable to expect that such person may use, consume or be affected by the goods and who is injured in person by breach of the warranty. A seller may not exclude or limit the operation of this section. [1961 c.726 § 72.3180 (Third party beneficiaries of warranties express or implied) ]

Source: Section 72.3180 — Third party beneficiaries of warranties express or implied , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 82.025 — OR Code / Title 8 / Chapter 82 / Section 82.025
82.025 Exemptions from application of ORS 82.010 (3) and (4) and 82.020
Status: in_force

ORS 82.010 (Legal rate of interest) (3) and (4) and 82.020 (Computation of interest) do not apply to:

(1) Any financial institution or trust company, as those terms are defined in ORS 706.008 (Additional definitions for Bank Act) , any consumer finance licensee under ORS chapter 725 or any pawnbroker licensed under ORS chapter 726.

(2) Any lender approved by the Secretary of Housing and Urban Development of the United States for participation in any mortgage insurance program under the National Housing Act (12 U.S.C. 1701 et seq.).

(3) Any loan secured by a first lien on real property or made to finance the acquisition of real property and secured by any lien on that property.

(4) Any loan that is secured by real property, scheduled under the loan agreement to be repaid in substantially equal payments and made by a lender described in this subsection. A lender under this subsection is one who makes, invests in or arranges real property loans, including loans secured by first liens on residential manufactured homes, aggregating more than $1 million per year. Under this subsection, payments shall be substantially equal if, under the terms of the loan agreement, no single scheduled payment is more than twice the amount of any other scheduled payment.

(5) Any loan wholly or partially secured or covered by guarantees or insurance by the Federal Housing Administration, the United States Department of Veterans Affairs or Rural Development or the Farm Service Agency of the United States Department of Agriculture, any department, bureau, board, commission or agency of the United States, or any corporation wholly owned, directly or indirectly by the United States.

(6) Any loan permitted under applicable federal law and regulations from a tax qualified retirement plan to a person then a participant under the plan.

(7) Any bona fide sale or resale of securities or commercial paper.

(8) Any interest charge by broker-dealers registered under the Securities Exchange Act of 1934 for carrying a debit balance in an account for a customer if the debit balance is payable on demand and secured by stocks or bonds. [1987 c.215 §21; 1991 c.67 §13; 1997 c.631 §382; 2007 c.71 §17]

Source: Section 82.025 — Exemptions from application of ORS 82.010 (3) and (4) and 82.020 , https://www.­oregonlegislature.­gov/bills_laws/ors/ors082.­html (accessed May 26, 2025).
ORS § 72.2030 — OR Code / Title 8 / Chapter 72 / Section 72.2030
72.2030 Seals inoperative
Status: in_force

The affixing of a seal to a writing evidencing a contract for sale or an offer to buy or sell goods does not constitute the writing a sealed instrument and the law with respect to sealed instruments does not apply to such a contract or offer. [1961 c.726 § 72.2030 (Seals inoperative) ]

Source: Section 72.2030 — Seals inoperative , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.4070 — OR Code / Title 8 / Chapter 78 / Section 78.4070
78.4070 Authenticating trustee, transfer agent and registrar
Status: in_force

A person acting as authenticating trustee, transfer agent, registrar or other agent for an issuer in the registration of a transfer of the issuer’s securities, in the issue of new security certificates or uncertificated securities or in the cancellation of surrendered security certificates has the same obligation to the holder or owner of a certificated or uncertificated security with regard to the particular functions performed as the issuer has in regard to those functions. [1985 c.676 § 78.4070 (Authenticating trustee, transfer agent and registrar) ; 1995 c.328 §40]

Source: Section 78.4070 — Authenticating trustee, transfer agent and registrar , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 79.0620 — OR Code / Title 8 / Chapter 79 / Section 79.0620
79.0620 UCC 9-620. Acceptance of collateral in full or partial satisfaction of obligation
Status: in_force

(1) Except as otherwise provided in subsection (7) of this section, a secured party may accept collateral in full or partial satisfaction of the obligation it secures only if:

(a) The debtor consents to the acceptance under subsection (3) of this section;

(b) The secured party does not receive, within the time set forth in subsection (4) of this section, a notification of objection to the proposal authenticated by:

(A) A person to which the secured party was required to send a proposal under ORS 79.0621 (UCC 9-621. Notification of proposal to accept collateral) ; or

(B) Any other person, other than the debtor, holding an interest in the collateral subordinate to the security interest that is the subject of the proposal;

(c) If the collateral is consumer goods, the collateral is not in the possession of the debtor when the debtor consents to the acceptance; and

(d) Subsection (5) of this section does not require the secured party to dispose of the collateral or the debtor waives the requirement pursuant to ORS 79.0624 (UCC 9-624. Waiver) .

(2) A purported or apparent acceptance of collateral under this section is ineffective unless:

(a) The secured party consents to the acceptance in an authenticated record or sends a proposal to the debtor; and

(b) The conditions of subsection (1) of this section are met.

(3) For purposes of this section:

(a) A debtor consents to an acceptance of collateral in partial satisfaction of the obligation it secures only if the debtor agrees to the terms of the acceptance in a record authenticated after default; and

(b) A debtor consents to an acceptance of collateral in full satisfaction of the obligation it secures only if the debtor agrees to the terms of the acceptance in a record authenticated after default or the secured party:

(A) Sends to the debtor after default a proposal that is unconditional or subject only to a condition that collateral not in the possession of the secured party be preserved or maintained;

(B) In the proposal, proposes to accept collateral in full satisfaction of the obligation it secures; and

(C) Does not receive a notification of objection authenticated by the debtor within 20 days after the proposal is sent.

(4) To be effective under subsection (1)(b) of this section, a notification of objection must be received by the secured party:

(a) In the case of a person to which the proposal was sent pursuant to ORS 79.0621 (UCC 9-621. Notification of proposal to accept collateral) , within 20 days after notification was sent to that person; and

(b) In other cases:

(A) Within 20 days after the last notification was sent pursuant to ORS 79.0621 (UCC 9-621. Notification of proposal to accept collateral) ; or

(B) If a notification was not sent, before the debtor consents to the acceptance under subsection (3) of this section.

(5) A secured party that has taken possession of collateral shall dispose of the collateral pursuant to ORS 79.0610 (UCC 9-610. Disposition of collateral after default) within the time specified in subsection (6) of this section if:

(a) Sixty percent of the cash price has been paid in the case of a purchase-money security interest in consumer goods; or

(b) Sixty percent of the principal amount of the obligation secured has been paid in the case of a non-purchase-money security interest in consumer goods.

(6) To comply with subsection (5) of this section, the secured party shall dispose of the collateral:

(a) Within 180 days after taking possession; or

(b) Within any longer period to which the debtor and all secondary obligors have agreed in an agreement to that effect entered into and authenticated after default.

(7) In a consumer transaction, a secured party may not accept collateral in partial satisfaction of the obligation it secures. [2001 c.445 §118]

Source: Section 79.0620 — UCC 9-620. Acceptance of collateral in full or partial satisfaction of obligation; compulsory disposition of collateral , https://www.­oregonlegislature.­gov/bills_laws/ors/ors079.­html (accessed May 26, 2025).
ORS § 74.1070 — OR Code / Title 8 / Chapter 74 / Section 74.1070
74.1070 Separate office of bank for computing time for actions, notices and orders
Status: in_force

A bank or separate office of a bank is a separate bank for the purpose of computing the time within which and determining the place at or to which action may be taken or notices or orders must be given under this chapter and ORS chapter 73. [1961 c.726 § 74.1070 (Separate office of bank for computing time for actions, notices and orders) ; 1993 c.545 §78]

Source: Section 74.1070 — Separate office of bank for computing time for actions, notices and orders , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 73.0112 — OR Code / Title 8 / Chapter 73 / Section 73.0112
73.0112 Interest
Status: in_force

(1) Unless otherwise provided in the instrument:

(a) An instrument is not payable with interest; and

(b) Interest on an interest-bearing instrument is payable from the date of the instrument.

(2) Interest may be stated in an instrument as a fixed or variable amount of money or it may be expressed as a fixed or variable rate or rates. The amount or rate of interest may be stated or described in the instrument in any manner and may require reference to information not contained in the instrument. If an instrument provides for interest, but the amount of interest payable cannot be ascertained from the description, interest is payable at the judgment rate in effect at the place of payment of the instrument and at the time interest first accrues.

(3) Nothing in subsection (1)(a) of this section shall affect any right of a holder of a check, draft or order that has been dishonored by nonacceptance or nonpayment or on which the maker or drawer has stopped payment without good cause:

(a) To collect interest on the debt or obligation for which the check, draft or order was given, pursuant to ORS 82.010 (Legal rate of interest) ; or

(b) To exercise the remedies provided in ORS 30.701 (Actions against maker of dishonored check) . [1993 c.545 §15; 1999 c.707 §2]

Source: Section 73.0112 — Interest , https://www.­oregonlegislature.­gov/bills_laws/ors/ors073.­html (accessed May 26, 2025).
ORS § 77.6010 — OR Code / Title 8 / Chapter 77 / Section 77.6010
77.6010 Lost, stolen or destroyed documents of title
Status: in_force

(1) If a document of title is lost, stolen or destroyed, a court may order delivery of the goods or issuance of a substitute document and the bailee may without liability to any person comply with the order. If the document was negotiable, a court may not order delivery of the goods or issuance of a substitute document without the claimant’s posting security unless it finds that any person that may suffer loss as a result of nonsurrender of possession or control of the document is adequately protected against the loss. If the document was nonnegotiable, the court may require security. The court may also order payment of the bailee’s reasonable costs and attorney fees in any action under this subsection.

(2) A bailee that without a court order delivers goods to a person claiming under a missing negotiable document of title is liable to any person injured thereby. If the delivery is not in good faith, the bailee is liable for conversion. Delivery in good faith is not conversion if the claimant posts security with the bailee in an amount at least double the value of the goods at the time of posting to indemnify any person injured by the delivery which files a notice of claim within one year after the delivery. [1961 c.726 § 77.6010 (Lost, stolen or destroyed documents of title) ; 2009 c.181 §86]

Source: Section 77.6010 — Lost, stolen or destroyed documents of title , https://www.­oregonlegislature.­gov/bills_laws/ors/ors077.­html (accessed May 26, 2025).
ORS § 74a.3050 — OR Code / Title 8 / Chapter 74a / Section 74a.3050
74A.3050 Liability for late or improper execution or failure to execute payment order
Status: in_force

(1) If a funds transfer is completed but execution of a payment order by the receiving bank in breach of ORS 74A.3020 (Obligations of receiving bank in execution of payment order) results in delay in payment to the beneficiary, the bank is obliged to pay interest to either the originator or the beneficiary of the funds transfer for the period of delay caused by the improper execution. Except as provided in subsection (3) of this section, additional damages are not recoverable.

(2) If execution of a payment order by a receiving bank in breach of ORS 74A.3020 (Obligations of receiving bank in execution of payment order) results in noncompletion of the funds transfer, failure to use an intermediary bank designated by the originator or issuance of a payment order that does not comply with the terms of the payment order of the originator, the bank is liable to the originator for the expenses of the originator in the funds transfer and for incidental expenses and interest losses, to the extent not covered by subsection (1) of this section, resulting from the improper execution. Except as provided in subsection (3) of this section, additional damages are not recoverable.

(3) In addition to the amounts payable under subsections (1) and (2) of this section, damages, including consequential damages, are recoverable to the extent provided in an express written agreement of the receiving bank.

(4) If a receiving bank fails to execute a payment order it was obliged by express agreement to execute, the receiving bank is liable to the sender for the expenses of the sender in the transaction and for incidental expenses and interest losses resulting from the failure to execute. Additional damages, including consequential damages, are recoverable to the extent provided in an express written agreement of the receiving bank, but are not otherwise recoverable.

(5) The court may award reasonable attorney fees to the prevailing party in an action to recover amounts under this section.

(6) Except as stated in this section, the liability of a receiving bank under subsections (1) and (2) of this section may not be varied by agreement. [1991 c.442 §25; 1995 c.618 §44]

Source: Section 74A.3050 — Liability for late or improper execution or failure to execute payment order , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 72a.4040 — OR Code / Title 8 / Chapter 72a / Section 72a.4040
72A.4040 Substituted performance
Status: in_force

(1) If without fault of the lessee, the lessor and the supplier, the agreed berthing, loading or unloading facilities fail or the agreed type of carrier becomes unavailable or the agreed manner of delivery otherwise becomes commercially impracticable, but a commercially reasonable substitute is available, the substitute performance must be tendered and accepted.

(2) If the agreed means or manner of payment fails because of domestic or foreign governmental regulation:

(a) The lessor may withhold or stop delivery or cause the supplier to withhold or stop delivery unless the lessee provides a means or manner of payment that is commercially a substantial equivalent; and

(b) If delivery has already been taken, payment by the means or in the manner provided by the regulation discharges the lessee’s obligation unless the regulation is discriminatory, oppressive or predatory. [1989 c.676 §44]

Source: Section 72A.4040 — Substituted performance , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).
ORS § 78.5050 — OR Code / Title 8 / Chapter 78 / Section 78.5050
78.5050 Duty of securities intermediary with respect to payments and distributions
Status: in_force

(1) A securities intermediary shall take action to obtain a payment or distribution made by the issuer of a financial asset. A securities intermediary satisfies the duty if:

(a) The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder and the securities intermediary; or

(b) In the absence of agreement, the securities intermediary exercises due care in accordance with reasonable commercial standards to attempt to obtain the payment or distribution.

(2) A securities intermediary is obligated to its entitlement holder for a payment or distribution made by the issuer of a financial asset if the payment or distribution is received by the securities intermediary. [1995 c.328 §45]

Source: Section 78.5050 — Duty of securities intermediary with respect to payments and distributions , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 74.2060 — OR Code / Title 8 / Chapter 74 / Section 74.2060
74.2060 Transfer between banks
Status: in_force

Any agreed method that identifies the transferor bank is sufficient for the item’s further transfer to another bank. [1961 c.726 § 74.2060 (Transfer between banks) ; 1993 c.545 §89]

Source: Section 74.2060 — Transfer between banks , https://www.­oregonlegislature.­gov/bills_laws/ors/ors074.­html (accessed May 26, 2025).
ORS § 72.3130 — OR Code / Title 8 / Chapter 72 / Section 72.3130
72.3130 Express warranties by affirmation, promise, description, sample
Status: in_force

(1) Express warranties by the seller are created as follows:

(a) Any affirmation of fact or promise made by the seller to the buyer which relates to the goods and becomes part of the basis of the bargain creates an express warranty that the goods shall conform to the affirmation or promise.

(b) Any description of the goods which is made part of the basis of the bargain creates an express warranty that the goods shall conform to the description.

(c) Any sample or model which is made part of the basis of the bargain creates an express warranty that the whole of the goods shall conform to the sample or model.

(2) It is not necessary to the creation of an express warranty that the seller use formal words such as “warrant” or “guarantee” or that the seller have a specific intention to make a warranty, but an affirmation merely of the value of the goods or a statement purporting to be merely the seller’s opinion or commendation of the goods does not create a warranty. [1961 c.726 § 72.3130 (Express warranties by affirmation, promise, description, sample) ]

Source: Section 72.3130 — Express warranties by affirmation, promise, description, sample , https://www.­oregonlegislature.­gov/bills_laws/ors/ors072.­html (accessed May 26, 2025).
ORS § 78.5090 — OR Code / Title 8 / Chapter 78 / Section 78.5090
78.5090 Specification of duties of securities intermediary by other statute or regulation
Status: in_force

(1) If the substance of a duty imposed upon a securities intermediary by ORS 78.5040 (Duty of securities intermediary to maintain financial asset) , 78.5050 (Duty of securities intermediary with respect to payments and distributions) , 78.5060 (Duty of securities intermediary to exercise rights as directed by entitlement holder) , 78.5070 (Duty of securities intermediary to comply with entitlement order) and 78.5080 (Duty of securities intermediary to change entitlement holder’s position to other form of security holding) is the subject of other statute, regulation or rule, compliance with that statute, regulation or rule satisfies the duty.

(2) To the extent that specific standards for the performance of the duties of a securities intermediary or the exercise of the rights of an entitlement holder are not specified by other statute, regulation or rule or by agreement between the securities intermediary and the entitlement holder, the securities intermediary shall perform its duties and the entitlement holder shall exercise its rights in a commercially reasonable manner.

(3) The obligation of a securities intermediary to perform the duties imposed by ORS 78.5040 (Duty of securities intermediary to maintain financial asset) , 78.5050 (Duty of securities intermediary with respect to payments and distributions) , 78.5060 (Duty of securities intermediary to exercise rights as directed by entitlement holder) , 78.5070 (Duty of securities intermediary to comply with entitlement order) and 78.5080 (Duty of securities intermediary to change entitlement holder’s position to other form of security holding) is subject to:

(a) Rights of the securities intermediary arising out of a security interest under a security agreement with the entitlement holder or otherwise; and

(b) Rights of the securities intermediary under other law, regulation, rule or agreement to withhold performance of its duties as a result of unfulfilled obligations of the entitlement holder to the securities intermediary.

(4) ORS 78.5040 (Duty of securities intermediary to maintain financial asset) , 78.5050 (Duty of securities intermediary with respect to payments and distributions) , 78.5060 (Duty of securities intermediary to exercise rights as directed by entitlement holder) , 78.5070 (Duty of securities intermediary to comply with entitlement order) and 78.5080 (Duty of securities intermediary to change entitlement holder’s position to other form of security holding) do not require a securities intermediary to take any action that is prohibited by other statute, regulation or rule. [1995 c.328 §49]

Source: Section 78.5090 — Specification of duties of securities intermediary by other statute or regulation; manner of performance of duties of securities intermediary and exercise of rights of entitlement holder , https://www.­oregonlegislature.­gov/bills_laws/ors/ors078.­html (accessed May 26, 2025).
ORS § 74a.2060 — OR Code / Title 8 / Chapter 74a / Section 74a.2060
74A.2060 Transmission of payment order through funds transfer or other communication system
Status: in_force

(1) If a payment order addressed to a receiving bank is transmitted to a funds-transfer system or other third-party communication system for transmittal to the bank, the system is deemed to be an agent of the sender for the purpose of transmitting the payment order to the bank. If there is a discrepancy between the terms of the payment order transmitted to the system and the terms of the payment order transmitted by the system to the bank, the terms of the payment order of the sender are those transmitted by the system. This section does not apply to a funds-transfer system of the Federal Reserve Banks.

(2) This section applies to cancellations and amendments of payment orders to the same extent it applies to payment orders. [1991 c.442 §14]

Source: Section 74A.2060 — Transmission of payment order through funds transfer or other communication system , https://www.­oregonlegislature.­gov/bills_laws/ors/ors74A.­html (accessed May 26, 2025).
ORS § 72a.5280 — OR Code / Title 8 / Chapter 72a / Section 72a.5280
72A.5280 Lessor’s damages for default
Status: in_force

(1) Except as otherwise provided with respect to damages liquidated in the lease agreement as provided in ORS 72A.5040 (Liquidation of damages) or otherwise determined pursuant to agreement of the parties as provided in ORS 71.3020 (Variation by agreement) and 72A.5030 (Modification or impairment of rights and remedies) , if a lessor elects to retain the goods or a lessor elects to dispose of the goods and the disposition is by lease agreement that for any reason does not qualify for treatment under ORS 72A.5270 (Lessor’s rights to dispose of goods) , or is by sale or otherwise, the lessor may recover from the lessee as damages for a default of the type described in ORS 72A.5230 (Lessor’s remedies) , or, if agreed, for other default of the lessee, accrued and unpaid rent as of the date of default if the lessee has never taken possession of the goods, or, if the lessee has taken possession of the goods, as of the date the lessor repossesses the goods or an earlier date on which the lessee makes a tender of the goods to the lessor, the present value as of the date determined under this section of the total rent for the then remaining lease term of the original lease agreement minus the present value as of the same date of the market rent at the place where the goods are located computed for the same lease term and any incidental damages allowed under ORS 72A.5300 (Lessor’s incidental damages) , less expenses saved in consequence of the lessee’s default.

(2) If the measure of damages provided in subsection (1) of this section is inadequate to put a lessor in as good a position as performance would have, the measure of damages is the present value of the profit, including reasonable overhead, the lessor would have made from full performance by the lessee, together with any incidental damages allowed under ORS 72A.5300 (Lessor’s incidental damages) , due allowance for costs reasonably incurred and due credit for payments or proceeds of disposition. [1989 c.676 §75; 1993 c.646 §18; 2009 c.181 §43]

Source: Section 72A.5280 — Lessor’s damages for default , https://www.­oregonlegislature.­gov/bills_laws/ors/ors72A.­html (accessed May 26, 2025).