S.C. Code Ann. § 36-9-316 — SC Code / Title 36 / Chapter 9 / Section 36-9-316
SECTION 36-9-316. Continued perfection of security interest following change in governing law.
Status: in_force

(a) A security interest perfected pursuant to the law of the jurisdiction designated in Section 36-9-301(1) or 36-9-305(c) remains perfected until the earliest of the: (1) time perfection would have ceased under the law of that jurisdiction; (2) expiration of four months after a change of the debtor's location to another jurisdiction; or (3) expiration of one year after a transfer of collateral to a person that thereby becomes a debtor and is located in another jurisdiction. (b) If a security interest described in subsection (a) becomes perfected under the law of the other jurisdiction before the earliest time or event described in that subsection, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earliest time or event, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. (c) A possessory security interest in collateral, other than goods covered by a certificate of title and as-extracted collateral consisting of goods, remains continuously perfected if: (1) the collateral is located in one jurisdiction and subject to a security interest perfected under the law of that jurisdiction; (2) thereafter the collateral is brought into another jurisdiction; and (3) upon entry into the other jurisdiction, the security interest is perfected under the law of the other jurisdiction. (d) Except as otherwise provided in subsection (e), a security interest in goods covered by a certificate of title which is perfected by any method under the law of another jurisdiction when the goods become covered by a certificate of title from this State remains perfected until the security interest would have become unperfected under the law of the other jurisdiction had the goods not become so covered. (e) A security interest described in subsection (d) becomes unperfected as against a purchaser of the goods for value and is deemed never to have been perfected as against a purchaser of the goods for value if the applicable requirements for perfection under Section 36-9-311(b) or 36-9-313 are not satisfied before the earlier of the: (1) time the security interest would have become unperfected under the law of the other jurisdiction had the goods not become covered by a certificate of title from this State; or (2) expiration of four months after the goods had become so covered. (f) A security interest in deposit accounts, letter-of-credit rights, or investment property which is perfected under the law of the bank's jurisdiction, the issuer's jurisdiction, a nominated person's jurisdiction, the securities intermediary's jurisdiction, or the commodity intermediary's jurisdiction, as applicable, remains perfected until the earlier of the: (1) time the security interest would have become unperfected under the law of that jurisdiction; or (2) expiration of four months after a change of the applicable jurisdiction to another jurisdiction. (g) If a security interest described in subsection (f) becomes perfected under the law of the other jurisdiction before the earlier of the time or the end of the period described in that subsection, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earlier of that time or the end of that period, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. (h) The following rules apply to collateral to which a security interest attaches within four months after the debtor changes its location to another jurisdiction: (1) A financing statement filed before the change pursuant to the law of the jurisdiction designated in Section 36-9-301(1) or 36-9-305(c) is effective to perfect a security interest in the collateral if the financing statement would have been effective to perfect a security interest in the collateral had the debtor not changed its location. (2) If a security interest perfected by a financing statement that is effective under item (1) becomes perfected under the law of the other jurisdiction before the earlier of the time the financing statement would have become ineffective under the law of the jurisdiction designated in Section 36-9-301(1) or 36-9-305(c) or the expiration of the four-month period, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earlier time or event, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. (i) If a financing statement naming an original debtor is filed pursuant to the law of the jurisdiction designated in Section 36-9-301(1) or 36-9-305(c) and the new debtor is located in another jurisdiction, the following rules apply: (1) The financing statement is effective to perfect a security interest in collateral acquired by the new debtor before, and within four months after, the new debtor becomes bound under Section 36-9-203(d), if the financing statement would have been effective to perfect a security interest in the collateral had the collateral been acquired by the original debtor. (2) A security interest perfected by the financing statement and which becomes perfected under the law of the other jurisdiction before the earlier of the time the financing statement would have become ineffective under the law of the jurisdiction designated in Section 36-9-301(1) or 36-9-305(c) or the expiration of the four-month period remains perfected thereafter. A security interest that is perfected by the financing statement but which does not become perfected under the law of the other jurisdiction before the earlier time or event becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value. Subpart 3 Priority
S.C. Code Ann. § 36-8-501 — SC Code / Title 36 / Chapter 8 / Section 36-8-501
SECTION 36-8-501. Securities account; acquisition of security entitlement from securities intermediary.
Status: in_force

(a) "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. (b) Except as otherwise provided in subsections (d) and (e), a person acquires a security entitlement if a securities intermediary: (1) indicates by book entry that a financial asset has been credited to the person's securities account; (2) 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 (3) becomes obligated under other law, regulation, or rule to credit a financial asset to the person's securities account. (c) If a condition of subsection (b) has been met, a person has a security entitlement even though the securities intermediary does not itself hold the financial asset. (d) 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. (e) Issuance of a security is not establishment of a security entitlement.
S.C. Code Ann. § 36-4-401 — SC Code / Title 36 / Chapter 4 / Section 36-4-401
SECTION 36-4-401. When bank may charge customer's account.
Status: in_force

(a) A bank may charge against the account of a customer an item that is properly payable from the 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. (b) A customer is not liable for the amount of an overdraft if the customer neither signed the item nor benefited from the proceeds of the item. (c) 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 Section 36-4-403(b) 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 Section 36-4-303. 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 Section 36-4-402. (d) A bank that in good faith makes payment to a holder may charge the indicated account of its customer according to: (1) the original terms of the altered item; or (2) 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.
S.C. Code Ann. § 36-9-205 — SC Code / Title 36 / Chapter 9 / Section 36-9-205
SECTION 36-9-205. Use or disposition of collateral permissible.
Status: in_force

(a) A security interest is not invalid or fraudulent against creditors solely because: (1) the debtor has the right or ability to: (A) use, commingle, or dispose of all or part of the collateral, including returned or repossessed goods; (B) collect, compromise, enforce, or otherwise deal with collateral; (C) accept the return of collateral or make repossessions; or (D) use, commingle, or dispose of proceeds; or (2) the secured party fails to require the debtor to account for proceeds or replace collateral. (b) This section does not relax the requirements of possession if attachment, perfection, or enforcement of a security interest depends upon possession of the collateral by the secured party.
S.C. Code Ann. § 36-9-526 — SC Code / Title 36 / Chapter 9 / Section 36-9-526
SECTION 36-9-526. Filing-office rules.
Status: in_force

(a) The Secretary of State shall adopt and publish rules to implement this chapter. The filing-office rules must be: (1) consistent with this chapter; and (2) adopted and published in accordance with the Administrative Procedures Act. (b) To keep the filing-office rules and practices of the filing office in harmony with the rules and practices of filing offices in other jurisdictions that enact substantially this part, and to keep the technology used by the filing office compatible with the technology used by filing offices in other jurisdictions that enact substantially this part, the Secretary of State, so far as is consistent with the purposes, policies, and provisions of this chapter, in adopting, amending, and repealing filing-office rules, shall: (1) consult with filing offices in other jurisdictions that enact substantially this part; and (2) consult the most recent version of the Model Rules promulgated by the International Association of Corporate Administrators or any successor organization; and (3) take into consideration the rules and practices of, and the technology used by, filing offices in other jurisdictions that enact substantially this part. Part 6 Default Subpart 1 Default and Enforcement of Security Interest
S.C. Code Ann. § 36-8-510 — SC Code / Title 36 / Chapter 8 / Section 36-8-510
SECTION 36-8-510. Rights of purchaser of security entitlement from entitlement holder.
Status: in_force

(a) In a case not covered by the priority rules in Article 9 or the rules stated in subsection (c), an action based on an adverse claim to a financial asset or security entitlement, whether framed in conversion, replevin, constructive trust, equitable lien, or other theory, may not be asserted against a person who purchases a security entitlement, or an interest therein, from an entitlement holder if the purchaser gives value, does not have notice of the adverse claim, and obtains control. (b) If an adverse claim could not have been asserted against an entitlement holder under Section 36-8-502, the adverse claim cannot be asserted against a person who purchases a security entitlement, or an interest therein, from the entitlement holder. (c) In a case not covered by the priority rules in Chapter 9, a purchaser for value of a security entitlement, or an interest therein, who obtains control has priority over a purchaser of a security entitlement, or an interest therein, who does not obtain control. Except as otherwise provided in subsection (d), purchasers who have control rank according to priority in time of: (1) the purchaser's becoming the person for whom the securities account, in which the security entitlement is carried, is maintained, if the purchaser obtained control under Section 36-8-106(d)(1); (2) the securities intermediary's agreement to comply with the purchaser's entitlement orders with respect to security entitlements carried or to be carried in the securities account in which the security entitlement is carried, if the purchaser obtained control under Section 36-8-106(d)(2); or (3) if the purchaser obtained control through another person under Section 36-8-106(d)(3), the time on which priority would be based under this subsection if the other person were the secured party. (d) A securities intermediary as purchaser has priority over a conflicting purchaser who has control unless otherwise agreed by the securities intermediary.
S.C. Code Ann. § 36-4-210 — SC Code / Title 36 / Chapter 4 / Section 36-4-210
SECTION 36-4-210. Security interest of collecting bank in items, accompanying documents, and proceeds.
Status: in_force

(a) A collecting bank has a security interest in an item and any accompanying documents or the proceeds of either: (1) in case of an item deposited in an account, to the extent to which credit given for the item has been withdrawn or applied; (2) 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 (3) if it makes an advance on or against the item. (b) 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 section, credits first given are first withdrawn. (c) 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 Chapter 9, but: (1) no security agreement is necessary to make the security interest enforceable (Section 36-9-203(b)(3)(A)); (2) no filing is required to perfect the security interest; and (3) the security interest has priority over conflicting perfected security interests in the item, accompanying documents, or proceeds. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 26, in subsection (c), inserted "possession or control of the".
S.C. Code Ann. § 36-1-204 — SC Code / Title 36 / Chapter 1 / Section 36-1-204
SECTION 36-1-204. Value.
Status: in_force

Except as otherwise provided in Chapters 3, 4, 4A, 5, and 6 of this title, a person gives value for rights if the person acquires them: (a) in return for a binding commitment to extend credit or for the extension of immediately available credit, whether or not drawn upon and whether or not a charge-back is provided for in the event of difficulties in collection; or (b) as security for, or in total or partial satisfaction of, a preexisting claim; or (c) by accepting delivery under a preexisting contract for purchase; or (d) in return for any consideration sufficient to support a simple contract. OFFICIAL COMMENT Source: Former Section 1-201(44). Changes from former law: Unchanged from former Section 1-201, which was derived from Sections 25, 26, 27, 191, Uniform Negotiable Instruments Law; Section 76, Uniform Sales Act; Section 53, Uniform Bills of Lading Act; Section 58, Uniform Warehouse Receipts Act; Section 22(1), Uniform Stock Transfer Act; Section 1, Uniform Trust Receipts Act. These provisions are substantive rather than purely definitional. Accordingly, they have been relocated from former Section 1-201 to this section. 1. All the Uniform Acts in the commercial law field (except the Uniform Conditional Sales Act) have carried definitions of "value." All those definitions provided that value was any consideration sufficient to support a simple contract, including the taking of property in satisfaction of or as security for a pre-existing claim. Subsections (1), (2), and (4) in substance continue the definitions of "value" in the earlier acts. Subsection (3) makes explicit that "value" is also given in a third situation: where a buyer by taking delivery under a pre-existing contract converts a contingent into a fixed obligation. This definition is not applicable to Articles 3 and 4, but the express inclusion of immediately available credit as value follows the separate definitions in those Articles. See Sections 4-208, 4-209, 3-303. A bank or other financing agency which in good faith makes advances against property held as collateral becomes a bona fide purchaser of that property even though provision may be made for charge-back in case of trouble. Checking credit is "immediately available" within the meaning of this section if the bank would be subject to an action for slander of credit in case checks drawn against the credit were dishonored, and when a charge-back is not discretionary with the bank, but may only be made when difficulties in collection arise in connection with the specific transaction involved. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-9-504 — SC Code / Title 36 / Chapter 9 / Section 36-9-504
SECTION 36-9-504. Indication of collateral.
Status: in_force

A financing statement sufficiently indicates the collateral that it covers if the financing statement provides: (1) a description of the collateral pursuant to Section 36-9-108; or (2) an indication that the financing statement covers all assets or all personal property.
S.C. Code Ann. § 36-2-312 — SC Code / Title 36 / Chapter 2 / Section 36-2-312
SECTION 36-2-312. Warranty of title and against infringement; buyer's obligation against infringement.
Status: in_force

(1) Subject to subsection (2) there is in a contract for sale a warranty by the seller that (a) the title conveyed shall be good, and its transfer rightful; and (b) the goods shall be delivered free from any security interest or other lien or encumbrance of which the buyer at the time of contracting has no knowledge. (2) A warranty under subsection (1) will be excluded or modified only by specific language or by circumstances which give the buyer reason to know that the person selling does not claim title in himself or that he is purporting to sell only such right or title as he or a third person may have. (3) Unless otherwise agreed a seller who is a merchant regularly dealing in goods of the kind warrants that the goods shall be delivered free of the rightful claim of any third person by way of infringement or the like but a buyer who furnishes specifications to the seller must hold the seller harmless against any such claim which arises out of compliance with the specifications.
S.C. Code Ann. § 36-3-602 — SC Code / Title 36 / Chapter 3 / Section 36-3-602
SECTION 36-3-602. Payment.
Status: in_force

(a) Subject to Subsection (e), an instrument is paid to the extent payment is made by or on behalf of a party obliged to pay the instrument, and to a person entitled to enforce the instrument. (b) Subject to Subsection (e), a note is paid to the extent payment is made by or on behalf of a party obliged to pay the note to a person that formerly was entitled to enforce the note only if at the time of the payment the party obliged to pay has not received adequate notification that the note has been transferred and that payment is to be made to the transferee. A notification is adequate only if it is signed by the transferor or the transferee; reasonably identifies the transferred note; and provides an address at which payments subsequently are to be made. Upon request, a transferee shall seasonably furnish reasonable proof that the note has been transferred. Unless the transferee complies with the request, a payment to the person that formerly was entitled to enforce the note is effective for purposes of Subsection (c) even if the party obliged to pay the note has received a notification under this paragraph. (c) Subject to Subsection (e), to the extent of a payment under Subsections (a) and (b), the obligation of the party obliged to pay the instrument is discharged even though payment is made with knowledge of a claim to the instrument under Section 36-3-306 by another person. (d) Subject to Subsection (e), a transferee, or any party that has acquired rights in the instrument directly or indirectly from a transferee, including any such party that has rights as a holder in due course, is deemed to have notice of any payment that is made under Subsection (b) after the date that the note is transferred to the transferee but before the party obliged to pay the note receives adequate notification of the transfer. (e) The obligation of a party to pay the instrument is not discharged under Subsections (a) through (d) if: (1) a claim to the instrument under Section 36-3-306 is enforceable against the party receiving payment and (i) payment is made with knowledge by the payor that payment is prohibited by injunction or similar process of a court of competent jurisdiction, or (ii) in the case of an instrument other than a cashier's check, teller's check, or certified check, the party making payment accepted, from the person having a claim to the instrument, indemnity against loss resulting from refusal to pay the person entitled to enforce the instrument; or (2) the person making payment knows that the instrument is a stolen instrument and pays a person it knows is in wrongful possession of the instrument. (f) As used in this section, "signed," with respect to a record that is not a writing, includes the attachment to or logical association with the record of an electronic symbol, sound, or process with the present intent to adopt or accept the record.
S.C. Code Ann. § 36-3-701 — SC Code / Title 36 / Chapter 3 / Section 36-3-701
SECTION 36-3-701. Omitted by 2008 Act No. 204, SECTION 2, eff July 1, 2008.
Status: repealed

Editor's Note Former SECTION 36-3-701 was entitled "Letter of advice of international sight draft" and was derived from 1962 Code SECTION 10.3-701; 1966 (54) 2716. Part 8 Miscellaneous [Omitted] Editor's Note 2008 Act No. 204, SECTION 4.A, provides as follows: "This act applies to a transaction occurring on or after the effective date [July 1, 2008] of this act. This act does not apply to a transaction or event, or obligation or duty arising out of or associated with a transaction or event, before the effective date of this act." 2008 Act No. 204, SECTION 4.B, provides as follows: "A transaction occurring before the effective date [July 1, 2008] of this act and the rights, obligations, and interests flowing from that transaction are governed by any statute or other law amended or repealed by this act as if repeal or amendment had not occurred and may be terminated, completed, consummated, or enforced under that statute or other law." SECTIONS 36-3-801 to 36-3-805. Omitted by 2008 Act No. 204, SECTION 2, eff July 1, 2008. Editor's Note Former SECTION 36-3-801 was entitled "Drafts in a set" and was derived from 1962 Code SECTION 10.3-801; 1966 (54) 2716. Former SECTION 36-3-802 was entitled "Effect of instrument on obligation for which it is given" and was derived from 1962 Code SECTION 10.3-802; 1966 (54) 2716. Former SECTION 36-3-803 was entitled "Notice to third party" and was derived from 1962 Code SECTION 10.3-803; 1966 (54) 2716. Former SECTION 36-3-804 was entitled "Lost, destroyed or stolen instruments" and was derived from 1962 Code SECTION 10.3-804; 1966 (54) 2716. Former SECTION 36-3-805 was entitled "Instruments not payable to order or to bearer" and was derived from 1962 Code SECTION 10.3-805; 1966 (54) 2716.
S.C. Code Ann. § 36-8-406 — SC Code / Title 36 / Chapter 8 / Section 36-8-406
SECTION 36-8-406. Obligation to notify issuer of lost, destroyed, or wrongfully taken security certificate.
Status: in_force

If a security certificate has been lost, apparently destroyed, or wrongfully taken, and the owner fails to notify the issuer of that fact within a reasonable time after the owner has notice of it and the issuer registers a transfer of the security before receiving notification, the owner may not assert against the issuer a claim for registering the transfer under Section 36-8-404 or a claim to a new security certificate under Section 36-8-405.
S.C. Code Ann. § 36-3-501 — SC Code / Title 36 / Chapter 3 / Section 36-3-501
SECTION 36-3-501. Presentment.
Status: in_force

(a) "Presentment" means a demand made by or on behalf of a person entitled to enforce an instrument (i) to pay the instrument made to the drawee or a party obliged to pay the instrument or, in the case of a note or accepted draft payable at a bank, to the bank, or (ii) to accept a draft made to the drawee. (b) The following rules are subject to Chapter 4, agreement of the parties, and clearing-house rules and the like: (1) Presentment may be made at the place of payment of the instrument and must be made at the place of payment if the instrument is payable at a bank in the United States; may be made by any commercially reasonable means, including an oral, written, or electronic communication; is effective when the demand for payment or acceptance is received by the person to whom presentment is made; and is effective if made to any one of two or more makers, acceptors, drawees, or other payors. (2) Upon demand of the person to whom presentment is made, the person making presentment must (i) exhibit the instrument, (ii) give reasonable identification and, if presentment is made on behalf of another person, reasonable evidence of authority to do so, and (iii) sign a receipt on the instrument for any payment made or surrender the instrument if full payment is made. (3) Without dishonoring the instrument, the party to whom presentment is made may (i) return the instrument for lack of a necessary indorsement, or (ii) refuse payment or acceptance for failure of the presentment to comply with the terms of the instrument, an agreement of the parties, or other applicable law or rule. (4) The party to whom presentment is made may treat presentment as occurring on the next business day after the day of presentment if the party to whom presentment is made has established a cutoff hour not earlier than 2 p.m. for the receipt and processing of instruments presented for payment or acceptance and presentment is made after the cutoff hour.
S.C. Code Ann. § 36-2-713 — SC Code / Title 36 / Chapter 2 / Section 36-2-713
SECTION 36-2-713. Buyer's damages for nondelivery or repudiation.
Status: in_force

(1) Subject to the provisions of this chapter with respect to proof of market price (SECTION 36-2-723), the measure of damages for nondelivery or repudiation by the seller is the difference between the market price at the time when the buyer learned of the breach and the contract price together with any incidental and consequential damages provided in this chapter (SECTION 36-2-715), but less expenses saved in consequence of the seller's breach. (2) Market price is to be determined as of the place for tender or, in cases of rejection after arrival or revocation of acceptance, as of the place of arrival.
S.C. Code Ann. § 36-7-207 — SC Code / Title 36 / Chapter 7 / Section 36-7-207
SECTION 36-7-207. Goods must be kept separate; fungible goods.
Status: in_force

(a) Unless the warehouse receipt otherwise provides, a warehouse shall keep separate the goods covered by each receipt so as to permit at all times identification and delivery of those goods. However, different lots of fungible goods may be commingled. (b) If different lots of fungible goods are commingled, the goods are owned in common by the persons entitled to them and the warehouse is severally liable to each owner for the share of that owner. If, because of overissue, a mass of fungible goods is insufficient to meet all the receipts which the warehouse has issued against it, the persons entitled include all holders to which overissued receipts have been duly negotiated. OFFICIAL COMMENT Prior Uniform Statutory Provision: Former Section 7-207. Changes: Changes for style only. Purposes: No change of substance is made from former Section 7-207. Holders to whom overissued receipts have been duly negotiated shall share in a mass of fungible goods. Where individual ownership interests are merged into claims on a common fund, as is necessarily the case with fungible goods, there is no policy reason for discriminating between successive purchasers of similar claims. Definitional Cross References: "Delivery". Section 1-201. "Duly negotiate". Section 7-501. "Fungible goods". Section 1-201. "Goods". Section 7-102. "Holder". Section 1-201. "Person". Section 1-201. "Warehouse". Section 7-102. "Warehouse receipt". Section 1-201. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-8-208 — SC Code / Title 36 / Chapter 8 / Section 36-8-208
SECTION 36-8-208. Effect of signature of authenticating trustee, registrar, or transfer agent.
Status: in_force

(a) A person signing a security certificate as authenticating trustee, registrar, transfer agent, or the like, warrants to a purchaser for value of the certificated security, if the purchaser is without notice of a particular defect, that: (1) the certificate is genuine; (2) the person's own participation in the issue of the security is within the person's capacity and within the scope of the authority received by the person from the issuer; and (3) the person has reasonable grounds to believe that the certificated security is in the form and within the amount the issuer is authorized to issue. (b) Unless otherwise agreed, a person signing under subsection (a) does not assume responsibility for the validity of the security in other respects.
S.C. Code Ann. § 36-8-404 — SC Code / Title 36 / Chapter 8 / Section 36-8-404
SECTION 36-8-404. Wrongful registration.
Status: in_force

(a) Except as otherwise provided in Section 36-8-406, an issuer is liable for wrongful registration of transfer if the issuer has registered a transfer of a security to a person not entitled to it, and the transfer was registered: (1) pursuant to an ineffective indorsement or instruction; (2) after a demand that the issuer not register transfer became effective under Section 36-8-403(a) and the issuer did not comply with Section 36-8-403(b); (3) after the issuer had been served with an injunction, restraining order, or other legal process enjoining it from registering the transfer, issued by a court of competent jurisdiction, and the issuer had a reasonable opportunity to act on the injunction, restraining order, or other legal process; or (4) by an issuer acting in collusion with the wrongdoer. (b) An issuer that is liable for wrongful registration of transfer under subsection (a) on demand shall provide the person entitled to the security with a like certificated or uncertificated security, and any payments or distributions that the person did not receive as a result of the wrongful registration. If an overissue would result, the issuer's liability to provide the person with a like security is governed by Section 36-8-210. (c) Except as otherwise provided in subsection (a) or in a law relating to the collection of taxes, an issuer is not liable to an owner or other person suffering loss as a result of the registration of a transfer of a security if registration was made pursuant to an effective indorsement or instruction.
S.C. Code Ann. § 36-2-304 — SC Code / Title 36 / Chapter 2 / Section 36-2-304
SECTION 36-2-304. Price payable in money, goods, realty, or otherwise.
Status: in_force

(1) The price can be made payable in money or otherwise. If it is payable in whole or in part in goods each party is a seller of the goods which he is to transfer. (2) Even though all or part of the price is payable in an interest in realty the transfer of the goods and the seller's obligations with reference to them are subject to this chapter, but not the transfer of the interest in realty or the transferor's obligations in connection therewith.
S.C. Code Ann. § 36-3-308 — SC Code / Title 36 / Chapter 3 / Section 36-3-308
SECTION 36-3-308. Proof of signatures and status as holder in due course.
Status: in_force

(a) 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 Section 36-3-402(a). (b) If the validity of signatures is admitted or proved and there is compliance with Subsection (a), a plaintiff producing the instrument is entitled to payment if the plaintiff proves entitlement to enforce the instrument under Section 36-3-301, 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 which are not subject to the defense or claim.
S.C. Code Ann. § 36-9-702 — SC Code / Title 36 / Chapter 9 / Section 36-9-702
SECTION 36-9-702. Savings clause.
Status: in_force

(a) Except as otherwise provided in this part, this act applies to a transaction or lien within its scope, even if the transaction or lien was entered into or created before this act takes effect. (b) Except as otherwise provided in subsection (c) and Sections 36-9-703 through 36-9-709: (1) transactions and liens that were not governed by former Chapter 9, were validly entered into or created before this act takes effect, and would be subject to this act if they had been entered into or created after this act takes effect, and the rights, duties, and interests flowing from those transactions and liens remain valid after this act takes effect; and (2) the transactions and liens may be terminated, completed, consummated, and enforced as required or permitted by this act or by the law that otherwise would apply if this act had not taken effect. (c) This act does not affect an action, case, or proceeding commenced before this act takes effect.
S.C. Code Ann. § 36-9-101 — SC Code / Title 36 / Chapter 9 / Section 36-9-101
SECTION 36-9-101. Short title.
Status: in_force

This chapter may be cited as "Uniform Commercial Code-Secured Transactions".
S.C. Code Ann. § 36-8-301 — SC Code / Title 36 / Chapter 8 / Section 36-8-301
SECTION 36-8-301. Delivery.
Status: in_force

(a) Delivery of a certificated security to a purchaser occurs when: (1) the purchaser acquires possession of the security certificate; (2) another person, other than a securities intermediary, either acquires possession of the security certificate on behalf of the purchaser or, having previously acquired possession of the certificate, acknowledges that it holds for the purchaser; or (3) a securities intermediary acting on behalf of the purchaser acquires possession of the security certificate, only if the certificate is in registered form and is (i) registered in the name of the purchaser, (ii) payable to the order of the purchaser, or (iii) specially indorsed to the purchaser by an effective indorsement and has not been indorsed to the securities intermediary or in blank. (b) Delivery of an uncertificated security to a purchaser occurs when: (1) the issuer registers the purchaser as the registered owner, upon original issue or registration of transfer; or (2) another person, other than a securities intermediary, either becomes the registered owner of the uncertificated security on behalf of the purchaser or, having previously become the registered owner, acknowledges that it holds for the purchaser.
S.C. Code Ann. § 36-2-614 — SC Code / Title 36 / Chapter 2 / Section 36-2-614
SECTION 36-2-614. 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.
S.C. Code Ann. § 36-2-513 — SC Code / Title 36 / Chapter 2 / Section 36-2-513
SECTION 36-2-513. Buyer's right to inspection of goods.
Status: in_force

(1) Unless otherwise agreed and subject to subsection (3), 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 this chapter on C.I.F. contracts (subsection (3) of SECTION 36-2-321), 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.
S.C. Code Ann. § 36-7-208 — SC Code / Title 36 / Chapter 7 / Section 36-7-208
SECTION 36-7-208. Altered warehouse receipts.
Status: in_force

If a blank in a negotiable tangible warehouse receipt has been filled in without authority, a good-faith purchaser for value and without notice of the lack of authority may treat the insertion as authorized. Any other unauthorized alteration leaves any tangible or electronic warehouse receipt enforceable against the issuer according to its original tenor. OFFICIAL COMMENT Prior Uniform Statutory Provision: Former Section 7-208. Changes: To accommodate electronic documents of title. Purpose: 1. The execution of tangible warehouse receipts in blank is a dangerous practice. As between the issuer and an innocent purchaser the risks should clearly fall on the former. The purchaser must have purchased the tangible negotiable warehouse receipt in good faith and for value to be protected under the rule of the first sentence which is a limited exception to the general rule in the second sentence. Electronic document of title systems should have protection against unauthorized access and unauthorized changes. See 7-106. Thus the protection for good faith purchasers found in the first sentence is not necessary in the context of electronic documents. 2. Under the second sentence of this section, an unauthorized alteration whether made with or without fraudulent intent does not relieve the issuer of its liability on the warehouse receipt as originally executed. The unauthorized alteration itself is of course ineffective against the warehouse. The rule stated in the second sentence applies to both tangible and electronic warehouse receipts. Definitional Cross References: "Good faith". Section 1-201 [7-102]. "Issuer". Section 7-102. "Notice". Section 1-202. "Purchaser". Section 1-201. "Value". Section 1-204. "Warehouse receipt". Section 1-201. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-5-110 — SC Code / Title 36 / Chapter 5 / Section 36-5-110
SECTION 36-5-110. Warranties.
Status: in_force

(a) If its presentation is honored, the beneficiary warrants: (1) to the issuer, any other person to whom presentation is made, and the applicant that there is no fraud or forgery of the kind described in Section 36-5-109(a); and (2) to the applicant that the drawing does not violate any agreement between the applicant and beneficiary or any other agreement intended by them to be augmented by the letter of credit. (b) The warranties in subsection (a) are in addition to warranties arising under Chapters 3, 4, 7, and 8 because of the presentation or transfer of documents covered by any of those chapters.
S.C. Code Ann. § 36-11-105 — SC Code / Title 36 / Chapter 11 / Section 36-11-105
SECTION 36-11-105. Transition provision on change of place of filing.
Status: in_force

(1) A financing statement or continuation statement filed prior to the date specified in Section 36-11-101 which has not lapsed prior to that date remains effective for the period provided in the 1966 UCC but not less than five years after the filing. (2) With respect to any collateral acquired by the debtor subsequent to the effective date of the 1988 UCC Amendments, any effective financing statement or continuation statement described in this section applies only if the filing or filings are in the office or offices that would be appropriate to perfect the security interest in the new collateral under the 1988 UCC Amendments. (3) The effectiveness of any financing statement or continuation statement filed prior to the date specified in Section 36-11-101 may be continued by a continuation statement as permitted by the 1988 UCC Amendments, except that if the 1988 UCC Amendments require a filing in the office where there was no previous financing statement, a new financing statement conforming to Section 36-11-106 must be filed in that office. (4) If the record of a mortgage of real estate would have been effective as a fixture filing of goods described in the mortgage if the 1988 UCC Amendments had been in effect on the date of recording the mortgage, the mortgage is considered effective as a fixture filing as to the goods under subsection (6) of Section 36-9-402 of the 1988 UCC Amendments on the effective date of the 1988 UCC Amendments as specified in Section 36-11-101.
S.C. Code Ann. § 36-1-202 — SC Code / Title 36 / Chapter 1 / Section 36-1-202
SECTION 36-1-202. Notice; knowledge.
Status: in_force

(a) Subject to subsection (f), a person has "notice" of a fact if the person: (1) has actual knowledge of it; (2) has received a notice or notification of it; (3) from all the facts and circumstances known to the person at the time in question, has reason to know that it exists. (b) "Knowledge" means actual knowledge. "Knows" has a corresponding meaning. (c) "Discover", "learn", or words of similar import refer to knowledge rather than to reason to know. (d) A person "notifies" or "gives" a notice or notification to another person by taking such steps as may be reasonably required to inform the other person in ordinary course, whether or not the other person actually comes to know of it. (e) Subject to subsection (f), a person "receives" a notice or notification when: (1) it comes to that person's attention; or (2) it is duly delivered in a form reasonable under the circumstances at the place of business through which the contract was made or at another location held out by that person as the place for receipt of such communications. (f) Notice, knowledge, or a notice or notification received by an organization is effective for a particular transaction from the time it is brought to the attention of the individual conducting that transaction and, in any event, from the time it would have been brought to the individual's attention if the organization had exercised due diligence. An organization exercises due diligence if it maintains reasonable routines for communicating significant information to the person conducting the transaction and there is reasonable compliance with the routines. Due diligence does not require an individual acting for the organization to communicate information unless the communication is part of the individual's regular duties or the individual has reason to know of the transaction and that the transaction would be materially affected by the information. OFFICIAL COMMENT Source: Derived from former Section 1-201(25)-(27). Changes from former law: These provisions are substantive rather than purely definitional. Accordingly, they have been relocated from Section 1-201 to this section. The reference to the "forgotten notice" doctrine has been deleted. 1. Under subsection (a), a person has notice of a fact when, inter alia, the person has received a notification of the fact in question. 2. As provided in subsection (d), the word "notifies" is used when the essential fact is the proper dispatch of the notice, not its receipt. Compare "Send." When the essential fact is the other party's receipt of the notice, that is stated. Subsection (e) states when a notification is received. 3. Subsection (f) makes clear that notice, knowledge, or a notification, although "received," for instance, by a clerk in Department A of an organization, is effective for a transaction conducted in Department B only from the time when it was or should have been communicated to the individual conducting that transaction. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-2-708 — SC Code / Title 36 / Chapter 2 / Section 36-2-708
SECTION 36-2-708. Seller's damages for nonacceptance or repudiation.
Status: in_force

(1) Subject to subsection (2) and to the provisions of this chapter with respect to proof of market price (SECTION 36-2-723), the measure of damages for nonacceptance or repudiation by the buyer is the difference between the market price at the time and place for tender and the unpaid contract price together with any incidental damages provided in this chapter (SECTION 36-2-710), but less expenses saved in consequence of the buyer's breach. (2) If the measure of damages provided in subsection (1) is inadequate to put the seller in as good a position as performance would have done then the measure of damages is the profit (including reasonable overhead) which the seller would have made from full performance by the buyer, together with any incidental damages provided in this chapter (SECTION 36-2-710), due allowance for costs reasonably incurred and due credit for payments or proceeds of resale.
S.C. Code Ann. § 36-9-315 — SC Code / Title 36 / Chapter 9 / Section 36-9-315
SECTION 36-9-315. Secured party ' s rights on disposition of collateral and in proceeds.
Status: in_force

(a) Except as otherwise provided in this article and in Section 36-2-403(2): (1) a security interest or agricultural lien continues in collateral notwithstanding sale, lease, license, exchange, or other disposition thereof unless the secured party authorized the disposition free of the security interest or agricultural lien; and (2) a security interest attaches to any identifiable proceeds of collateral. (b) Proceeds that are commingled with other property are identifiable proceeds: (1) if the proceeds are goods, to the extent provided by Section 36-9-336; and (2) if the proceeds are not goods, to the extent that the secured party identifies the proceeds by a method of tracing, including application of equitable principles, that is permitted under law other than this article with respect to commingled property of the type involved. (c) A security interest in proceeds is a perfected security interest if the security interest in the original collateral was perfected. (d) A perfected security interest in proceeds becomes unperfected on the twenty-first day after the security interest attaches to the proceeds unless: (1) the following conditions are satisfied: (A) a filed financing statement covers the original collateral; (B) the proceeds are collateral in which a security interest may be perfected by filing in the office in which the financing statement has been filed; and (C) the proceeds are not acquired with cash proceeds; (2) the proceeds are identifiable cash proceeds; or (3) the security interest in the proceeds is perfected other than under subsection (c) when the security interest attaches to the proceeds or within twenty days thereafter. (e) If a filed financing statement covers the original collateral, a security interest in proceeds which remains perfected under subsection (d)(1) becomes unperfected at the later of: (1) when the effectiveness of the filed financing statement lapses under Section 36-9-515 or is terminated under Section 36-9-513; or (2) the twenty-first day after the security interest attaches to the proceeds.
S.C. Code Ann. § 36-2-306 — SC Code / Title 36 / Chapter 2 / Section 36-2-306
SECTION 36-2-306. Output, requirements and exclusive dealings.
Status: in_force

(1) A term which measures the quantity by the output of the seller or the requirements of the buyer means such actual output or requirements as may occur in good faith, except that no quantity unreasonably disproportionate to any stated estimate or in the absence of a stated estimate to any normal or otherwise comparable prior output or requirements may be tendered or demanded. (2) A lawful agreement by either the seller or the buyer for exclusive dealing in the kind of goods concerned imposes unless otherwise agreed an obligation by the seller to use best efforts to supply the goods and by the buyer to use best efforts to promote their sale.
S.C. Code Ann. § 36-2-314 — SC Code / Title 36 / Chapter 2 / Section 36-2-314
SECTION 36-2-314. Implied warranty; merchantability; usage of trade.
Status: in_force

(1) Unless excluded or modified (SECTION 36-2-316), a warranty that the goods shall be merchantable is implied in a contract for their sale if the seller is a merchant with respect to goods of that kind. Under this section the serving for value of food or drink to be consumed either on the premises or elsewhere is a sale. (2) Goods to be merchantable must be at least such as (a) pass without objection in the trade under the contract description; and (b) in the case of fungible goods, are of fair average quality within the description; and (c) are fit for the ordinary purposes for which such goods are used; and (d) run, within the variations permitted by the agreement, of even kind, quality and quantity within each unit and among all units involved; and (e) are adequately contained, packaged, and labeled as the agreement may require. (3) Unless excluded or modified (SECTION 36-2-316) other implied warranties may arise from course of dealing or usage of trade.
S.C. Code Ann. § 36-8-206 — SC Code / Title 36 / Chapter 8 / Section 36-8-206
SECTION 36-8-206. Completion or alteration of security certificate.
Status: in_force

(a) If a security certificate contains the signatures necessary to its issue or transfer but is incomplete in any other respect: (1) any person may complete it by filling in the blanks as authorized; and (2) 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. (b) A complete security certificate that has been improperly altered, even if fraudulently, remains enforceable, but only according to its original terms.
S.C. Code Ann. § 36-4-107 — SC Code / Title 36 / Chapter 4 / Section 36-4-107
SECTION 36-4-107. Separate office of bank.
Status: in_force

A branch 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 shall be given under this chapter and under Chapter 3.
S.C. Code Ann. § 36-9-302 — SC Code / Title 36 / Chapter 9 / Section 36-9-302
SECTION 36-9-302. Law governing perfection and priority of agricultural liens.
Status: in_force

While farm products are located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of an agricultural lien on the farm products.
S.C. Code Ann. § 36-9-201 — SC Code / Title 36 / Chapter 9 / Section 36-9-201
SECTION 36-9-201. General effectiveness of security agreement.
Status: in_force

(a) Except as otherwise provided in the Uniform Commercial Code, a security agreement is effective according to its terms between the parties, against purchasers of the collateral, and against creditors. (b) A transaction subject to this article is subject to any applicable rule of law which establishes a different rule for consumers and (i) Title 37 and (ii) any consumer-protection statute or regulation. (c) In case of conflict between this article and a rule of law, statute, or regulation described in subsection (b), the rule of law, statute, or regulation controls. Failure to comply with a statute or regulation described in subsection (b) has only the effect the statute or regulation specifies. (d) This chapter does not: (1) validate any rate, charge, agreement, or practice that violates a rule of law, statute, or regulation described in subsection (b); or (2) extend the application of the rule of law, statute, or regulation to a transaction not otherwise subject to it.
S.C. Code Ann. § 36-11-102 — SC Code / Title 36 / Chapter 11 / Section 36-11-102
SECTION 36-11-102. Preservation of old transition procedures.
Status: in_force

Except as otherwise provided in Section 36-11-106(4), the provisions of Section 36-10-102 shall continue to apply to the 1988 UCC Amendments, and for this purpose the 1966 UCC and the 1988 UCC Amendments must be considered one continuous statute.
S.C. Code Ann. § 36-9-805 — SC Code / Title 36 / Chapter 9 / Section 36-9-805
SECTION 36-9-805. Effect of previous filing of financing statement.
Status: in_force

(a) The filing of a financing statement before this act takes effect is effective to perfect a security interest to the extent the filing would satisfy the applicable requirements for perfection under Chapter 9, Title 36, as amended by this act. (b) This act does not render ineffective an effective financing statement that, before this act takes effect, is filed and satisfies the applicable requirements for perfection under the law of the jurisdiction governing perfection as provided in Chapter 9, Title 36 as it existed before this act. However, except as otherwise provided in subsections (c) and (d) and Section 36-9-806, the financing statement ceases to be effective: (1) if the financing statement is filed in this State, at the time the financing statement would have ceased to be effective had this act not taken effect; or (2) if the financing statement is filed in another jurisdiction, at the earlier of: (A) the time the financing statement would have ceased to be effective under the law of that jurisdiction; or (B) June 30, 2018. (c) The filing of a continuation statement after this act takes effect does not continue the effectiveness of a financing statement filed before this act takes effect. However, upon the timely filing of a continuation statement after this act takes effect and in accordance with the law of the jurisdiction governing perfection as provided in Part 3, the effectiveness of a financing statement filed in the same office in that jurisdiction before this act takes effect continues for the period provided by the law of that jurisdiction. (d) Subsection (b)(2)(B) applies to a financing statement that, before this act takes effect, is filed against a transmitting utility and satisfies the applicable requirements for perfection under the law of the jurisdiction governing perfection as provided in Chapter 9, Title 36 as it existed before this act, only to the extent that Chapter 9, Title 36, as amended by this act provides that the law of a jurisdiction other than the jurisdiction in which the financing statement is filed governs perfection of a security interest in collateral covered by the financing statement. (e) A financing statement that includes a financing statement filed before this act takes effect and a continuation statement filed after this act takes effect is effective only to the extent that it satisfies the requirements of Part 5 as amended by this act for an initial financing statement. A financing statement that indicates that the debtor is a decedent's estate indicates that the collateral is being administered by a personal representative within the meaning of Section 36-9-503(a)(2) as amended by this act. A financing statement that indicates that the debtor is a trust or is a trustee acting with respect to property held in trust indicates that the collateral is held in a trust within the meaning of Section 36-9-503(a)(3) as amended by this act.
S.C. Code Ann. § 36-7-502 — SC Code / Title 36 / Chapter 7 / Section 36-7-502
SECTION 36-7-502. Rights acquired by due negotiation.
Status: in_force

(a) Subject to Section 36-7-503, a holder to which a negotiable document of title has been duly negotiated acquires thereby: (1) title to the document; (2) title to the goods; (3) all rights accruing under the law of agency or estoppel, including rights to goods delivered to the bailee after the document was issued; and (4) the direct obligation of the issuer to hold or deliver the goods according to the terms of the document free of any defense or claim by the issuer except those arising under the terms of the document or under this chapter, but in the case of a delivery order, the bailee's obligation accrues only upon the bailee's acceptance of the delivery order and the obligation acquired by the holder is that the issuer and any indorser will procure the acceptance of the bailee. (b) Subject to Section 36-7-503, title and rights acquired by due negotiation are not defeated by any stoppage of the goods represented by the document of title or by surrender of the goods by the bailee, and are not impaired even if: (1) the due negotiation or any prior due negotiation constituted a breach of duty; (2) any person has been deprived of possession of a negotiable tangible document or control of a negotiable electronic document by misrepresentation, fraud, accident, mistake, duress, loss, theft or conversion; or (3) a previous sale or other transfer of the goods or document has been made to a third person. OFFICIAL COMMENT Prior Uniform Statutory Provision: Former Section 7-502. Changes: To accommodate electronic documents of title and for style. Purpose: 1. This section applies to both tangible and electronic documents of title. The elements of duly negotiated, which constitutes a due negotiation, are set forth in Section 7-501. The several necessary qualifications of the broad principle that the holder of a document acquired in a due negotiation is the owner of the document and the goods have been brought together in the next section (Section 7-503). 2. Subsection (a)(3) covers the case of "feeding" of a duly negotiated document by subsequent delivery to the bailee of such goods as the document falsely purported to cover; the bailee in such case is estopped as against the holder of the document. 3. The explicit statement in subsection (a)(4) of the bailee's direct obligation to the holder precludes the defense that the document in question was "spent" after the carrier had delivered the goods to a previous holder. But the holder is subject to such defenses as non-negligent destruction even though not apparent on the document. The sentence on delivery orders applies only to delivery orders in negotiable form which have been duly negotiated. On delivery orders, see also Section 7-503(b) and Comment. 4. Subsection (b) continues the law which gave full effect to the issuance or due negotiation of a negotiable document. The subsection adds nothing to the effect of the rules stated in subsection (a), but it has been included since such explicit reference was provided under former Section 7-502 to preserve the right of a purchaser by due negotiation. The listing is not exhaustive. The language "any stoppage" is included lest an inference be drawn that a stoppage of the goods before or after transit might cut off or otherwise impair the purchaser's rights. Cross References: Sections 7-103, 7-205, 7-403, 7-501, and 7-503. Definitional Cross References: "Bailee". Section 7-102. "Control". Section 7-106. "Delivery". Section 1-201. "Delivery order". Section 7-102. "Document of title". Section 1-201. "Duly negotiate". Section 7-501. "Fungible". Section 1-201. "Goods". Section 7-102. "Holder". Section 1-201. "Issuer". Section 7-102. "Person". Section 1-201. "Rights". Section 1-201. "Term". Section 1-201. "Warehouse receipt". Section 1-201. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-3-418 — SC Code / Title 36 / Chapter 3 / Section 36-3-418
SECTION 36-3-418. Payment for acceptance by mistake.
Status: in_force

(a) Except as provided in Subsection (c), if the drawee of a draft pays or accepts the draft and the drawee acted on the mistaken belief that (i) payment of the draft had not been stopped pursuant to Section 36-4-403 or (ii) the signature of the drawer of the draft was authorized, the drawee may recover the amount of the draft from the person to whom or for whose benefit payment was made or, in the case of acceptance, may revoke the acceptance. Rights of the drawee under this subsection are not affected by failure of the drawee to exercise ordinary care in paying or accepting the draft. (b) Except as provided in Subsection (c), if an instrument has been paid or accepted by mistake and the case is not covered by subsection (a), the person paying or accepting may, to the extent permitted by the law governing mistake and restitution, (i) recover the payment from the person to whom or for whose benefit payment was made or (ii) in the case of acceptance, may revoke the acceptance. (c) The remedies provided by Subsection (a) or (b) may not be asserted against a person who took the instrument in good faith and for value or who in good faith changed position in reliance on the payment or acceptance. This subsection does not limit remedies provided by Section 36-3-417 or 36-4-407. (d) Notwithstanding Section 36-4-215, if an instrument is paid or accepted by mistake and the payor or acceptor recovers payment or revokes acceptance under Subsection (a) or (b), the instrument is deemed not to have been paid or accepted and is treated as dishonored, and the person from whom payment is recovered has rights as a person entitled to enforce the dishonored instrument.
S.C. Code Ann. § 36-4-303 — SC Code / Title 36 / Chapter 4 / Section 36-4-303
SECTION 36-4-303. When items subject to notice, stop-payment order, legal process, or setoff; order in which items may be changed or certified.
Status: repealed

(a) Any knowledge, notice, or stop-payment order received by, legal process served upon, or setoff exercised by a payor bank comes too late to terminate, suspend, or modify the bank's right or duty to pay an item or to charge its customer's account for the item if the knowledge, notice, stop-payment order, or legal process is received or served and a reasonable time for the bank to act thereon expires or the setoff is exercised after the earliest of the following: (1) the bank accepts or certifies the item; (2) the bank pays the item in cash; (3) the bank settles for the item without having a right to revoke the settlement under statute, clearing-house rule, or agreement; (4) the bank becomes accountable for the amount of the item under Section 36-4-302 dealing with the payor bank's responsibility for late return of items; or (5) with respect to checks, a cutoff hour no earlier than one hour after the opening of the next banking day after the banking day on which the bank received the check and no later than the close of that next banking day or, if no cutoff hour is fixed, the close of the next banking day after the banking day on which the bank received the check. (b) Subject to Subsection (a), items may be accepted, paid, certified, or charged to the indicated account of its customer in any order. Part 4 Relationship Between Payor Bank and Its Customer Editor's Note 2008 Act No. 204, SECTION 1, provides in part as follows: "The South Carolina Reporters' Comments contained in Chapters 3 and 4 of Title 36, may not be reproduced in whole or in part in any form or for inclusions in any material which is offered for sale without the express written permission of the Clerk of the South Carolina Senate." 2008 Act No. 204, SECTION 4.A, provides as follows: "This act applies to a transaction occurring on or after the effective date [July 1, 2008] of this act. This act does not apply to a transaction or event, or obligation or duty arising out of or associated with a transaction or event, before the effective date of this act." 2008 Act No. 204, SECTION 4.B, provides as follows: "A transaction occurring before the effective date [July 1, 2008] of this act and the rights, obligations, and interests flowing from that transaction are governed by any statute or other law amended or repealed by this act as if repeal or amendment had not occurred and may be terminated, completed, consummated, or enforced under that statute or other law."
S.C. Code Ann. § 36-4-213 — SC Code / Title 36 / Chapter 4 / Section 36-4-213
SECTION 36-4-213. Medium and time of settlement by bank.
Status: in_force

(a) With respect to settlement by a bank, the medium and time of settlement may be prescribed by Federal Reserve regulations or circulars, clearing-house rules, and the like, or agreement. In the absence of such prescription: (1) the medium of settlement is cash or credit to an account in a Federal Reserve bank of or specified by the person to receive settlement; and (2) the time of settlement, is: (i) with respect to tender of settlement by cash, a cashier's check, or teller's check, when the cash or check is sent or delivered; (ii) with respect to tender of settlement by credit in an account in a Federal Reserve Bank, when the credit is made; (iii) with respect to tender of settlement by a credit or debit to an account in a bank, when the credit or debit is made or, in the case of tender of settlement by authority to charge an account, when the authority is sent or delivered; or (iv) with respect to tender of settlement by a funds transfer, when payment is made pursuant to Section 36-4A-406(a) to the person receiving settlement. (b) If the tender of settlement is not by a medium authorized by Subsection (a) or the time of settlement is not fixed by Subsection (a), no settlement occurs until the tender of settlement is accepted by the person receiving settlement. (c) If settlement for an item is made by cashier's check or teller's check and the person receiving settlement, before its midnight deadline: (1) presents or forwards the check for collection, settlement is final when the check is finally paid; or (2) fails to present or forward the check for collection, settlement is final at the midnight deadline of the person receiving settlement. (d) If settlement for an item is made by giving authority to charge the account of the bank giving settlement in the bank receiving settlement, settlement is final when the charge is made by the bank receiving settlement if there are funds available in the account for the amount of the item.
S.C. Code Ann. § 36-9-631 — SC Code / Title 36 / Chapter 9 / Section 36-9-631
SECTION 36-9-631. Posting and mailing notice of sale.
Status: in_force

(1) In each public sale conducted, the notice of sale must be posted on a bulletin board provided for the posting of legal notices, in the courthouse, in the county in which the sale is to be held, for at least five days immediately preceding the sale. (2) In addition to the posting of notice required by subsection 91), the secured party or other party holding a public sale shall, at least five days before the date of sale, mail by registered or certified mail a copy of the notice of sale to each debtor obligated under the security agreement: (a) At the actual address of the debtors, if known to the secured party, or (b) At the address, if any, furnished the secured party, in writing, by the debtors, or otherwise at the last known address. (c) In the case of consumer goods, no other notification need be sent. In other cases, in addition to mailing a copy of the notice of sale to each debtor, the secured party shall also mail a copy of such notice by registered or certified mail to any other secured party from whom the secured party has received (before sending the notice of sale to the debtor) written notice of a claim or an interest in the collateral. (4) The time for the posting of the notice of sale and the mailing of the notice required by this section shall be computed so as to exclude the first day of posting and mailing and to include the day on which the sale is to occur.
S.C. Code Ann. § 36-9-634 — SC Code / Title 36 / Chapter 9 / Section 36-9-634
SECTION 36-9-634. Procedure upon dissolution of order restraining or enjoining sale.
Status: in_force

(1) When, before the date fixed for a sale, a judge of competent jurisdiction dissolves an order restraining or enjoining the sale, he may, if the required notice of sale has been given, as provided in Section 36-9-631, provide by order that the public sale must be held without additional notice at the time and place originally fixed for the public sale; or he may, in his discretion, make an order with respect to the public sale as provided in subsection (2). (2) When, after the date fixed for a public sale, a judge of competent jurisdiction dissolves an order restraining or enjoining the sale, he shall, by order, fix the time and place for the sale to be held upon notice to be given and in a manner and for a length of time as he considers advisable.
S.C. Code Ann. § 36-4-110 — SC Code / Title 36 / Chapter 4 / Section 36-4-110
SECTION 36-4-110. Electronic presentment.
Status: in_force

(a) "Agreement for electronic presentment" means an agreement, clearing-house rule, or Federal Reserve regulation or operating circular, providing that presentment of an item may be made by transmission of an image of an item or information describing the item ("presentment notice") rather than delivery of the item itself. The agreement may provide for procedures governing retention, presentment, payment, dishonor, and other matters concerning items subject to the agreement. (b) Presentment of an item pursuant to an agreement for presentment is made when the presentment notice is received. (c) If presentment is made by presentment notice, a reference to "item" or "check" in this chapter means the presentment notice unless the context otherwise indicates.
S.C. Code Ann. § 36-9-703 — SC Code / Title 36 / Chapter 9 / Section 36-9-703
SECTION 36-9-703. Security interest perfected before effective date.
Status: in_force

(a) A security interest that is enforceable immediately before this act takes effect and would have priority over the rights of a person that becomes a lien creditor at that time is a perfected security interest under this act if, when this act takes effect, the applicable requirements for enforceability and perfection under this act are satisfied without further action. (b) Except as otherwise provided in Section 36-9-705, if, immediately before this act takes effect, a security interest is enforceable and would have priority over the rights of a person that becomes a lien creditor at that time, but the applicable requirements for enforceability or perfection under this act are not satisfied when this act takes effect, the security interest: (1) is a perfected security interest for one year after this act takes effect; (2) remains enforceable thereafter only if the security interest becomes enforceable under Section 36-9-203 before the year expires; and (3) remains perfected thereafter only if the applicable requirements for perfection under this act are satisfied before the year expires.
S.C. Code Ann. § 36-7-404 — SC Code / Title 36 / Chapter 7 / Section 36-7-404
SECTION 36-7-404. No liability for good-faith delivery pursuant to document of title.
Status: in_force

A bailee that in good faith has received goods and delivered or otherwise disposed of the goods according to the terms of a document of title or pursuant to this chapter is not liable for the goods even if: (1) the person from which the bailee received the goods did not have authority to procure the document or to dispose of the goods; or (2) the person to which the bailee delivered the goods did not have authority to receive the goods. OFFICIAL COMMENT Prior Uniform Statutory Provision: Former Section 7-404. Changes: Changes reflect the definition of good faith in Section 1-201 [7-102] and for style. Purposes: This section uses the test of good faith, as defined in Section 1-201 [7-102], to continue the policy of former Section 7-404. Good faith now means "honesty in fact and the observance of reasonable commercial standards of fair dealing." The section states explicitly that the common law rule of "innocent conversion" by unauthorized "intermeddling" with another's property is inapplicable to the operations of commercial carriers and warehousemen that in good faith perform obligations that they have assumed and that generally they are under a legal compulsion to assume. The section applies to delivery to a fraudulent holder of a valid document as well as to delivery to the holder of an invalid document. Of course, in appropriate circumstances, a bailee may use interpleader or other dispute resolution process. See Section 7-603. Cross Reference: Section 7-603. Definitional Cross References: "Bailee". Section 7-102. "Delivery". Section 1-201. "Document of title". Section 1-201. "Good faith". Section 1-201 [7-102]. "Goods". Section 7-102. "Person". Section 1-201. "Receipt of goods". Section 2-103. "Term". Section 1-201. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Part 5 Warehouse Receipts and Bills of Lading: Negotiation and Transfer
S.C. Code Ann. § 36-2-102 — SC Code / Title 36 / Chapter 2 / Section 36-2-102
SECTION 36-2-102. Scope; certain security and other transactions excluded from this Chapter.
Status: in_force

Unless the context otherwise requires, this Chapter applies to transactions in goods; it does not apply to any transaction which although in the form of an unconditional contract to sell or present sale is intended to operate only as a security transaction nor does this chapter impair or repeal any statute regulating sales to consumers, farmers or other specified classes of buyers.
S.C. Code Ann. § 36-5-108 — SC Code / Title 36 / Chapter 5 / Section 36-5-108
SECTION 36-5-108. Issuer's rights and obligations.
Status: in_force

(a) Except as otherwise provided in Section 36-5-109, an issuer shall honor a presentation that, as determined by the standard practice referred to in subsection (e), appears on its face strictly to comply with the terms and conditions of the letter of credit. Except as otherwise provided in Section 36-5-113 and unless otherwise agreed with the applicant, an issuer shall dishonor a presentation that does not appear so to comply. (b) An issuer has a reasonable time after presentation, but not beyond the end of the seventh business day of the issuer after the day of its receipt of documents: (1) to honor, (2) 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 (3) to give notice to the presenter of discrepancies in the presentation. (c) Except as otherwise provided in subsection (d), an issuer is precluded from asserting as a basis for dishonor any discrepancy if timely notice is not given, or any discrepancy not stated in the notice if timely notice is given. (d) Failure to give the notice specified in subsection (b) 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 Section 36-5-109(a) or expiration of the letter of credit before presentation. (e) 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. (f) An issuer is not responsible for: (1) the performance or nonperformance of the underlying contract, arrangement, or transaction, (2) an act or omission of others, or (3) observance or knowledge of the usage of a particular trade other than the standard practice referred to in subsection (e). (g) If an undertaking constituting a letter of credit under Section 36-5-102(a)(10) contains nondocumentary conditions, an issuer shall disregard the nondocumentary conditions and treat them as if they were not stated. (h) 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. (i) An issuer that has honored a presentation as permitted or required by this chapter: (1) is entitled to be reimbursed by the applicant in immediately available funds not later than the date of its payment of funds; (2) takes the documents free of claims of the beneficiary or presenter; (3) is precluded from asserting a right of recourse on a draft under Sections 36-3-414 and 36-3-415; (4) except as otherwise provided in Sections 36-5-110 and 36-5-117, 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 which are apparent on the face of the presentation; and (5) 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.
S.C. Code Ann. § 36-9-513 — SC Code / Title 36 / Chapter 9 / Section 36-9-513
SECTION 36-9-513. Termination statement.
Status: in_force

(a) A secured party shall cause the secured party of record for a financing statement to file a termination statement for the financing statement if the financing statement covers consumer goods and: (1) there is no obligation secured by the collateral covered by the financing statement and no commitment to make an advance, incur an obligation, or otherwise give value; or (2) the debtor did not authorize the filing of the initial financing statement. (b) To comply with subsection (a), a secured party shall cause the secured party of record to file the termination statement: (1) within one month after there is no obligation secured by the collateral covered by the financing statement and no commitment to make an advance, incur an obligation, or otherwise give value; or (2) if earlier, within twenty days after the secured party receives an authenticated demand from a debtor. (c) In cases not governed by subsection (a), within twenty days after a secured party receives an authenticated demand from a debtor, the secured party shall cause the secured party of record for a financing statement to send to the debtor a termination statement for the financing statement or file the termination statement in the filing office if: (1) except in the case of a financing statement covering accounts or chattel paper that has been sold or goods that are the subject of a consignment, there is no obligation secured by the collateral covered by the financing statement and no commitment to make an advance, incur an obligation, or otherwise give value; (2) the financing statement covers accounts or chattel paper that has been sold but as to which the account debtor or other person obligated has discharged its obligation; (3) the financing statement covers goods that were the subject of a consignment to the debtor but are not in the debtor's possession; or (4) the debtor did not authorize the filing of the initial financing statement. (d) Except as otherwise provided in Section 36-9-510, upon the filing of a termination statement with the filing office, the financing statement to which the termination statement relates ceases to be effective. Except as otherwise provided in Section 36-9-510, for purposes of Sections 36-9-519(g), 36-9-522(a), and 36-9-523(c), the filing with the filing office of a termination statement relating to a financing statement that indicates that the debtor is a transmitting utility also causes the effectiveness of the financing statement to lapse.
S.C. Code Ann. § 36-2-509 — SC Code / Title 36 / Chapter 2 / Section 36-2-509
SECTION 36-2-509. Risk of loss in the absence of breach.
Status: in_force

(1) Where the contract requires or authorizes the seller to ship the goods by carrier (a) if it does not require him to deliver them at a particular destination, the risk of loss passes to the buyer when the goods are duly delivered to the carrier even though the shipment is under reservation (SECTION 36-2-505); but (b) if it does require him to deliver them at a particular destination and the goods are there duly tendered while in the possession of the carrier, the risk of loss passes to the buyer when the goods are there duly so tendered as to enable the buyer to take delivery. (2) Where the goods are held by a bailee to be delivered without being moved, the risk of loss passes to the buyer: (a) on his receipt of possession or control of a negotiable document of title covering the goods; or (b) on acknowledgment by the bailee of the buyer's right to possession of the goods; or (c) after his receipt of possession or control of a nonnegotiable document of title or other direction to deliver in a record, as provided in subsection (4)(b) of Section 36-2-503. (3) In any case not within subsection (1) or (2), the risk of loss passes to the buyer on his receipt of the goods if the seller is a merchant; otherwise the risk passes to the buyer on tender of delivery. (4) The provisions of this section are subject to contrary agreement of the parties and to the provisions of this chapter on sale on approval (SECTION 36-2-327) and on effect of breach on risk of loss (SECTION 36-2-510). Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 13, in subsection (2), twice inserted "possession or control of", in paragraph (c), substituted "direction to deliver in a record" for "written direction to deliver", and made other nonsubstantive changes.
S.C. Code Ann. § 36-2-722 — SC Code / Title 36 / Chapter 2 / Section 36-2-722
SECTION 36-2-722. Who can sue third parties for injury to goods.
Status: in_force

Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party to that contract (a) a right of action against the third party is in either party to the contract for sale who has title to or a security interest or a special property or an insurable interest in the goods; and if the goods have been destroyed or converted a right of action is also in the party who either bore the risk of loss under the contract for sale or has since the injury assumed that risk as against the other; (b) if at the time of the injury the party plaintiff did not bear the risk of loss as against the other party to the contract for sale and there is no arrangement between them for disposition of the recovery, his suit or settlement is, subject to his own interest, as a fiduciary for the other party to the contract; but such plaintiff shall promptly notify the other party of the institution of such action, and the other party shall have the right to intervene in such action; provided, however, that neither party shall have the right to settle the claim or right of action without the consent in writing of the other party; (c) either party may with the consent of the other sue for the benefit of whom it may concern.
S.C. Code Ann. § 36-9-521 — SC Code / Title 36 / Chapter 9 / Section 36-9-521
SECTION 36-9-521. Uniform form of written financing statement and amendment.
Status: in_force

(a) A filing office that accepts written records may not refuse to accept a written initial financing statement in the following form and format except for a reason set forth in Section 36-9-516(b): Effect of Amendment The 2013 amendment rewrote the section.
S.C. Code Ann. § 36-9-601 — SC Code / Title 36 / Chapter 9 / Section 36-9-601
SECTION 36-9-601. Rights after default; judicial enforcement; consignor or buyer of accounts, chattel paper, payment intangibles, or promissory notes.
Status: in_force

(a) After default, a secured party has the rights provided in this part and, except as otherwise provided in Section 36-9-602, those provided by agreement of the parties. A secured party: (1) may reduce a claim to judgment, foreclose, or otherwise enforce the claim, security interest, or agricultural lien by any available judicial procedure; and (2) if the collateral is documents, may proceed either as to the documents or as to the goods they cover. (b) A secured party in possession of collateral or control of collateral under Section 36-7-106, 36-9-104, 36-9-105, 36-9-106, or 36-9-107 has the rights and duties provided in Section 36-9-207. (c) The rights under subsections (a) and (b) are cumulative and may be exercised simultaneously. (d) Except as otherwise provided in subsection (g) and Section 36-9-605, after default, a debtor and an obligor have the rights provided in this part and by agreement of the parties. (e) If a secured party has reduced its claim to judgment, the lien of any levy that may be made upon the collateral by virtue of an execution based upon the judgment relates back to the earliest of: (1) the date of perfection of the security interest or agricultural lien in the collateral; (2) the date of filing a financing statement covering the collateral; or (3) any date specified in a statute under which the agricultural lien was created. (f) A sale pursuant to an execution is a foreclosure of the security interest or agricultural lien by judicial procedure within the meaning of this Section. A secured party may purchase at the sale and thereafter hold the collateral free of any other requirements of this chapter. (g) Except as otherwise provided in Section 36-9-607(c), this part imposes no duties upon a secured party that is a consignor or is a buyer of accounts, chattel paper, payment intangibles, or promissory notes. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 45, in subsection (b), inserted "36-7-106".
S.C. Code Ann. § 36-9-336 — SC Code / Title 36 / Chapter 9 / Section 36-9-336
SECTION 36-9-336. Commingled goods.
Status: in_force

(a) In this section, "commingled goods" means goods that are physically united with other goods in such a manner that their identity is lost in a product or mass. (b) A security interest does not exist in commingled goods as such. However, a security interest may attach to a product or mass that results when goods become commingled goods. (c) If collateral becomes commingled goods, a security interest attaches to the product or mass. (d) If a security interest in collateral is perfected before the collateral becomes commingled goods, the security interest that attaches to the product or mass under subsection (c) is perfected. (e) Except as otherwise provided in subsection (f), the other provisions of this part determine the priority of a security interest that attaches to the product or mass under subsection (c). (f) If more than one security interest attaches to the product or mass under subsection (c), the following rules determine priority: (1) A security interest that is perfected under subsection (d) has priority over a security interest that is unperfected at the time the collateral becomes commingled goods. (2) If more than one security interest is perfected under subsection (d), the security interests rank equally in proportion to the value of the collateral at the time it became commingled goods.
S.C. Code Ann. § 36-9-304 — SC Code / Title 36 / Chapter 9 / Section 36-9-304
SECTION 36-9-304. Law governing perfection and priority of security interests in deposit accounts.
Status: in_force

(a) The local law of a bank's jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a deposit account maintained with that bank. (b) The following rules determine a bank's jurisdiction for purposes of this part: (1) If an agreement between the bank and the debtor governing the deposit account expressly provides that a particular jurisdiction is the bank's jurisdiction for purposes of this part, this chapter, or the Uniform Commercial Code, that jurisdiction is the bank's jurisdiction. (2) If item (1) does not apply and an agreement between the bank and its customer governing the deposit account expressly provides that the agreement is governed by the law of a particular jurisdiction, that jurisdiction is the bank's jurisdiction. (3) If neither item (1) nor item (2) applies and an agreement between the bank and its customer governing the deposit account expressly provides that the deposit account is maintained at an office in a particular jurisdiction, that jurisdiction is the bank's jurisdiction. (4) If none of the preceding items applies, the bank's jurisdiction is the jurisdiction in which the office identified in an account statement as the office serving the customer's account is located. (5) If none of the preceding paragraphs applies, the bank's jurisdiction is the jurisdiction in which the chief executive office of the bank is located.
S.C. Code Ann. § 36-9-408 — SC Code / Title 36 / Chapter 9 / Section 36-9-408
SECTION 36-9-408. Restrictions on assignment of promissory notes, health care insurance receivables, and certain general intangibles ineffective.
Status: in_force

(a) Except as otherwise provided in subsection (b), a term in a promissory note or in an agreement between an account debtor and a debtor which relates to a health care insurance receivable or a general intangible, including a contract, permit, license, or franchise, and which term prohibits, restricts, or requires the consent of the person obligated on the promissory note or the account debtor to, the assignment or transfer of, or creation, attachment, or perfection of a security interest in, the promissory note, health care insurance receivable, or general intangible, is ineffective to the extent that the term: (1) would impair the creation, attachment, or perfection of a security interest; or (2) provides that the assignment or transfer or the creation, attachment, or perfection of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination, or remedy under the promissory note, health care insurance receivable, or general intangible. (b) Subsection (a) applies to a security interest in a payment intangible or promissory note only if the security interest arises out of a sale of the payment intangible or promissory note, other than a sale under a disposition pursuant to Section 36-9-610 or an acceptance of collateral pursuant to Section 36-9-620. (c) A rule of law, statute, or regulation that prohibits, restricts, or requires the consent of a government, governmental body or official, person obligated on a promissory note, or account debtor to the assignment or transfer of, or creation of a security interest in, a promissory note, health care insurance receivable, or general intangible, including a contract, permit, license, or franchise between an account debtor and a debtor, is ineffective to the extent that the rule of law, statute, or regulation: (1) would impair the creation, attachment, or perfection of a security interest; or (2) provides that the assignment or transfer or the creation, attachment, or perfection of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination, or remedy under the promissory note, health care insurance receivable, or general intangible. (d) To the extent that a term in a promissory note or in an agreement between an account debtor and a debtor which relates to a health care insurance receivable or general intangible or a rule of law, statute, or regulation described in subsection (c) would be effective under law other than this chapter but is ineffective under subsection (a) or (c), the creation, attachment, or perfection of a security interest in the promissory note, health care insurance receivable, or general intangible: (1) is not enforceable against the person obligated on the promissory note or the account debtor; (2) does not impose a duty or obligation on the person obligated on the promissory note or the account debtor; (3) does not require the person obligated on the promissory note or the account debtor to recognize the security interest, pay or render performance to the secured party, or accept payment or performance from the secured party; (4) does not entitle the secured party to use or assign the debtor's rights under the promissory note, health care insurance receivable, or general intangible, including any related information or materials furnished to the debtor in the transaction giving rise to the promissory note, health care insurance receivable, or general intangible; (5) does not entitle the secured party to use, assign, possess, or have access to any trade secrets or confidential information of the person obligated on the promissory note or the account debtor; and (6) does not entitle the secured party to enforce the security interest in the promissory note, health care insurance receivable, or general intangible. (e) Subsections (a) and (c) do not apply to the assignment, transfer, or creation of a security interest in a: (1) claim or right to receive compensation for injuries or sickness as described in 26 U.S.C. Section 104(a)(1) or (2), as amended; or (2) claim or right to receive benefits under a special needs trust as described in 42 U.S.C. Section 1396p(d)(4), as amended. Effect of Amendment The 2013 amendment, in subsection (b), added ", other than a sale under a disposition pursuant to Section 36-9-610 or an acceptance of collateral pursuant to Section 36-9-620"; and made other nonsubstantive changes.
S.C. Code Ann. § 36-9-311 — SC Code / Title 36 / Chapter 9 / Section 36-9-311
SECTION 36-9-311. Perfection of security interests in property subject to certain statutes, regulations, and treaties.
Status: in_force

(a) Except as otherwise provided in subsection (d), the filing of a financing statement is not necessary or effective to perfect a security interest in property subject to: (1) a statute, regulation, or treaty of the United States whose requirements for a security interest's obtaining priority over the rights of a lien creditor with respect to the property preempt Section 36-9-310(a); (2) Chapter 19, Title 56, Protection of title to and interests in motor vehicles, and Chapter 23, Title 50, Filing of watercraft and outboard motors, but during any period in which collateral is inventory held for sale by a person who is in the business of selling goods of that kind, the filing provisions of this chapter, Part 5, apply to a security interest in that collateral created by him as debtor; or (3) a statute of another jurisdiction which provides for a security interest to be indicated on a certificate of title as a condition or result of the security interest's obtaining priority over the rights of a lien creditor with respect to the property. (b) Compliance with the requirements of a statute, regulation, or treaty described in subsection (a) for obtaining priority over the rights of a lien creditor is equivalent to the filing of a financing statement under this chapter. Except as otherwise provided in subsection (d) and Sections 36-9-313 and 36-9-316(d) and (e) for goods covered by a certificate of title, a security interest in property subject to a statute, regulation, or treaty described in subsection (a) may be perfected only by compliance with those requirements, and a security interest so perfected remains perfected notwithstanding a change in the use or transfer of possession of the collateral. (c) Except as otherwise provided in subsection (d) and Section 36-9-316(d) and (e), duration and renewal of perfection of a security interest perfected by compliance with the requirements prescribed by a statute, regulation, or treaty described in subsection (a) are governed by the statute, regulation, or treaty. In other respects, the security interest is subject to this chapter. (d) During any period in which collateral subject to a statute specified in subsection (a)(2) is inventory held for sale or lease by a person or leased by that person as lessor and that person is in the business of selling goods of that kind, this section does not apply to a security interest in that collateral created by that person. Effect of Amendment The 2013 amendment in subsection (a), in paragraph (3), deleted "certificate-of-title" preceding "statute" and inserted "of title" preceding "as a condition"; and made other nonsubstantive changes.
S.C. Code Ann. § 36-8-116 — SC Code / Title 36 / Chapter 8 / Section 36-8-116
SECTION 36-8-116. 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. Part 2 Issue and Issuer
S.C. Code Ann. § 36-9-340 — SC Code / Title 36 / Chapter 9 / Section 36-9-340
SECTION 36-9-340. Effectiveness of right of recoupment or set-off against deposit account.
Status: in_force

(a) Except as otherwise provided in subsection (c), a bank with which a deposit account is maintained may exercise any right of recoupment or set-off against a secured party that holds a security interest in the deposit account. (b) Except as otherwise provided in subsection (c), the application of this chapter to a security interest in a deposit account does not affect a right of recoupment or set-off of the secured party as to a deposit account maintained with the secured party. (c) The exercise by a bank of a set-off against a deposit account is ineffective against a secured party that holds a security interest in the deposit account which is perfected by control under Section 36-9-104(a)(3), if the set-off is based on a claim against the debtor.
S.C. Code Ann. § 36-4-202 — SC Code / Title 36 / Chapter 4 / Section 36-4-202
SECTION 36-4-202. Responsibility for collections or return; when action timely.
Status: in_force

(a) A collecting bank must exercise ordinary care in: (1) presenting an item or sending it for presentment; (2) sending notice of dishonor or nonpayment or returning an item other than a documentary draft to the bank's transferor after learning that the item has not been paid or accepted, as the case may be; (3) settling for an item when the bank receives final settlement; and (4) notifying its transferor of any loss or delay in transit within a reasonable time after discovery thereof. (b) A collecting bank exercises ordinary care under Subsection (a) by taking proper action before its midnight deadline following receipt of an item, notice, or settlement. Taking proper action within a reasonably longer time may constitute the exercise of ordinary care, but the bank has the burden of establishing timeliness. (c) Subject to Subsection (a)(1), a bank is not liable for the insolvency, neglect, misconduct, mistake, or default of another bank or person or for loss or destruction of an item in the possession of others or in transit.
S.C. Code Ann. § 36-8-112 — SC Code / Title 36 / Chapter 8 / Section 36-8-112
SECTION 36-8-112. Creditor's legal process.
Status: in_force

(a) The interest of a debtor in a certificated security may be reached by a creditor only by actual seizure of the security certificate by the officer making the attachment or levy, except as otherwise provided in subsection (d). However, a certificated security for which the certificate has been surrendered to the issuer may be reached by a creditor by legal process upon the issuer. (b) The interest of a debtor in an uncertificated security may be reached by a creditor only by legal process upon the issuer at its chief executive office in the United States, except as otherwise provided in subsection (d). (c) The interest of a debtor in a security entitlement may be reached by a creditor only by legal process upon the securities intermediary with whom the debtor's securities account is maintained, except as otherwise provided in subsection (d). (d) The interest of a debtor in a certificated security for which the certificate is in the possession of a secured party, or in an uncertificated security registered in the name of a secured party, or a security entitlement maintained in the name of a secured party, may be reached by a creditor by legal process upon the secured party. (e) A creditor whose debtor is the owner of a certificated security, uncertificated security, or security entitlement is entitled to aid from a court of competent jurisdiction, by injunction or otherwise, in reaching the certificated security, uncertificated security, or security entitlement or in satisfying the claim by means allowed at law or in equity in regard to property that cannot readily be reached by other legal process.
S.C. Code Ann. § 36-9-328 — SC Code / Title 36 / Chapter 9 / Section 36-9-328
SECTION 36-9-328. 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 Section 36-9-106 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 items (3) and (4), conflicting security interests held by secured parties each of which has control under Section 36-9-106 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: (i) if the secured party obtained control under Section 36-8-106(d)(1), the secured party's becoming the person for which the securities account is maintained; (ii) if the secured party obtained control under Section 36-8-106(d)(2), 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 (iii) if the secured party obtained control through another person under Section 36-8-106(d)(3), the time on which priority would be based under this paragraph 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 Section 36-9-106(b)(2) 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 Section 36-9-313(a) and not by control under Section 36-9-314 has priority over a conflicting security interest perfected by a method other than control. (6) Conflicting security interests created by a broker, securities intermediary, or commodity intermediary which are perfected without control under Section 36-9-106 rank equally. (7) In all other cases, priority among conflicting security interests in investment property is governed by Sections 36-9-322 and 36-9-323.
S.C. Code Ann. § 36-1-104 — SC Code / Title 36 / Chapter 1 / Section 36-1-104
SECTION 36-1-104. Construction against implicit repeal.
Status: repealed

The Uniform Commercial Code, being a general enactment of chapters under Title 36, intended as a unified coverage of its subject matter, no part of it shall be considered to be impliedly repealed by subsequent legislation if such construction can reasonably be avoided. OFFICIAL COMMENT Source: Former Section 1-104. Changes from former law: Except for changing the form of reference to the Uniform Commercial Code, this section is identical to former Section 1-104. 1. This section embodies the policy that an act that bears evidence of carefully considered permanent regulative intention should not lightly be regarded as impliedly repealed by subsequent legislation. The Uniform Commercial Code, carefully integrated and intended as a uniform codification of permanent character covering an entire "field" of law, is to be regarded as particularly resistant to implied repeal. Editor's Note "This act," referred to in this section, means Act No. 1065 of the 1966 Acts and Joint Resolutions, originally codified as Titles 10.1 to 10.10 of the Code of Laws of South Carolina 1962, and now codified as Title 36 of the Code of Laws of South Carolina 1976. 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-3-408 — SC Code / Title 36 / Chapter 3 / Section 36-3-408
SECTION 36-3-408. 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.
S.C. Code Ann. § 36-2-505 — SC Code / Title 36 / Chapter 2 / Section 36-2-505
SECTION 36-2-505. Seller's shipment under reservation.
Status: in_force

(1) Where the seller has identified goods to the contract by or before shipment: (a) his procurement of a negotiable bill of lading to his own order or otherwise reserves in him a security interest in the goods. His procurement of the bill to the order of a financing agency or of the buyer indicates in addition only the seller's expectation of transferring that interest to the person named. (b) a nonnegotiable bill of lading to himself or his nominee reserves possession of the goods as security but except in a case of conditional delivery (subsection (2) of Section 36-2-507) a nonnegotiable bill of lading naming the buyer as consignee reserves no security interest even though the seller retains possession or control of the bill of lading. (2) When shipment by the seller with reservation of a security interest is in violation of the contract for sale it constitutes an improper contract for transportation within the preceding section (Section 36-2-504) but impairs neither the rights given to the buyer by shipment and identification of the goods to the contract nor the seller's powers as a holder of a negotiable document of title. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 11, in subsection (1)(b), inserted "or control" before "of the bill of lading"; in subsection (2), inserted "of title" following "of a negotiable document"; and made other nonsubstantive changes in subsections (1)(b) and (2).
S.C. Code Ann. § 36-2-204 — SC Code / Title 36 / Chapter 2 / Section 36-2-204
SECTION 36-2-204. Formation in general.
Status: in_force

(1) A contract for sale of goods may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of such a contract. (2) An agreement sufficient to constitute a contract for sale may be found even though the moment of its making is undetermined. (3) Even though one or more terms are left open a contract for sale does not fail for indefiniteness if the parties have intended to make a contract and there is a reasonably certain basis for giving an appropriate remedy.
S.C. Code Ann. § 36-2-715 — SC Code / Title 36 / Chapter 2 / Section 36-2-715
SECTION 36-2-715. Buyer's incidental and consequential damages.
Status: in_force

(1) Incidental damages resulting from the seller's breach include expenses reasonably incurred in inspection, receipt, transportation and care and custody of goods rightfully rejected, any commercially reasonable charges, expenses or commissions in connection with effecting cover and any other reasonable expense incident to the delay or other breach. (2) Consequential damages resulting from the seller's breach include (a) any loss resulting from general or particular requirements and needs of which the seller at the time of contracting had reason to know and which could not reasonably be prevented by cover or otherwise; and (b) injury to person or property proximately resulting from any breach of warranty.
S.C. Code Ann. § 36-8-111 — SC Code / Title 36 / Chapter 8 / Section 36-8-111
SECTION 36-8-111. Clearing corporation rules.
Status: in_force

A rule adopted by a clearing corporation governing rights and obligations among the clearing corporation and its participants in the clearing corporation is effective even if the rule conflicts with this chapter and affects another party who does not consent to the rule.
S.C. Code Ann. § 36-3-108 — SC Code / Title 36 / Chapter 3 / Section 36-3-108
SECTION 36-3-108. Payable on demand or at definite time.
Status: in_force

(a) A promise or order is "payable on demand" if it (i) states that it is payable on demand or at sight, or otherwise indicates that it is payable at the will of the holder, or (ii) does not state any time of payment. (b) A promise or order is "payable at a definite time" if it is payable on elapse of a definite period of time after sight or acceptance or at a fixed date or dates or at a time or times readily ascertainable at the time the promise or order is issued, subject to rights of (i) prepayment, (ii) acceleration, (iii) extension at the option of the holder, or (iv) extension to a further definite time at the option of the maker or acceptor or automatically upon or after a specified act or event. (c) If an instrument, payable at a fixed date, is also payable upon demand made before the fixed date, the instrument is payable on demand until the fixed date and, if demand for payment is not made before that date, becomes payable at a definite time on the fixed date.
S.C. Code Ann. § 36-9-111 — SC Code / Title 36 / Chapter 9 / Section 36-9-111
SECTION 36-9-111. UCC lien satisfaction.
Status: in_force

Any licensed attorney admitted to practice in the State of South Carolina who can provide proof of payment of funds for a Uniform Commercial Code lien filed under the provisions of this chapter by evidence of payment made payable to the holder of record, servicer, or other party entitled to receive payment may record, or cause to be recorded, an affidavit, in writing, duly executed in the presence of two witnesses and probated or acknowledged, which states that full payment of the balance of the debt secured by the lien has been made and that evidence of payment from the servicer or lienholder exists. This affidavit, duly recorded in the appropriate county, shall serve as notice of satisfaction of the lien and release of the lien upon the collateral. The filing of the affidavit shall be sufficient to satisfy, release, or discharge the lien. Upon presentation of the instrument of satisfaction, release, or discharge, the officer or his deputy having charge of the recording of instruments shall record the same. This section may not be construed to create liability for failure to file such affidavit. The licensed attorney signing any such instrument which is false is guilty of perjury and subject to Section 16-9-10 and shall be liable for damages that any person may sustain as a result of the false affidavit, including reasonable attorney's fees incurred in connection with the recovery of such damages. The affidavit referred to in this section shall be as follows: The undersigned on oath, being first duly sworn, hereby certifies as follows: 1. The undersigned is a licensed attorney admitted to practice in the State of South Carolina. 2. That with respect to the lien given by __________________ to ______________________ dated _______ and recorded in the offices of the Register of Deeds or Clerk of Court in book _________ at page ________: a. [ ] that the undersigned was given written payoff information and made such payoff and is in possession of a canceled check to the holder of record or representative servicer; b. [ ] that the undersigned was given written payoff information and made such pay off by wire transfer or other electronic means to the holder of record or representative servicer and has confirmation from the undersigned's bank of the transfer to the account provided by the holder of record or representative servicer. Under penalties of perjury, I declare that I have examined this affidavit this ___ day of ____ and, to the best of my knowledge and belief, it is true, correct, and complete. Upon presentation to the office of the Register of Deeds or Clerk of Court the Register or Clerk is directed to record pursuant to this section and mark the lien satisfied of record. Part 2 Effectiveness of Security Agreement; Attachment of Security Interest; Rights of Parties to Security Agreement Subpart 1 Effectiveness and Attachment
S.C. Code Ann. § 36-1-206 — SC Code / Title 36 / Chapter 1 / Section 36-1-206
SECTION 36-1-206. Presumptions.
Status: in_force

Whenever the provisions of this title create a "presumption" with respect to a fact, or provide that a fact is "presumed", the trier of fact must find the existence of the fact unless and until evidence is introduced that supports a finding of its nonexistence. OFFICIAL COMMENT Source: Former Section 1-201(31). Changes from former law. None, other than stylistic changes. 1. Several sections of the Uniform Commercial Code state that there is a "presumption" as to a certain fact, or that the fact is "presumed." This section, derived from the definition appearing in former Section 1-201(31), indicates the effect of those provisions on the proof process. Editor's Note Prior Laws: Former SECTION 36-1-206 was titled Statute of frauds for kinds of personal property not otherwise covered, and had the following history: 1962 Code SECTION 10.1-206; 1966 (54) 2716; 1999 Act No. 42, SECTION 3; omitted by 2014 Act No. 213, SECTION 1. 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-8-307 — SC Code / Title 36 / Chapter 8 / Section 36-8-307
SECTION 36-8-307. Registration of transfer of security; proof of authority to transfer.
Status: in_force

(A) Unless otherwise agreed, the transferor of a security on due demand shall supply the purchaser with proof of authority to transfer or with other documentation necessary to obtain registration of the transfer of the security. If the transferor fails to comply with the demand within a reasonable time, the purchaser may reject or rescind the transfer. (B) If the transfer is not for value, a transferor is not required to comply with subsection (A) unless the purchaser pays the necessary expense. Part 4 Registration
S.C. Code Ann. § 36-8-210 — SC Code / Title 36 / Chapter 8 / Section 36-8-210
SECTION 36-8-210. Overissue.
Status: in_force

(a) In this section, "overissue" means the issue of securities in excess of the amount the issuer has corporate power to issue, but an overissue does not occur if appropriate action has cured the overissue. (b) Except as otherwise provided in subsections (c) and (d), the provisions of this chapter which validate a security or compel its issue or reissue do not apply to the extent that validation, issue, or reissue would result in overissue. (c) If an identical security not constituting an overissue is reasonably available for purchase, a person entitled to issue or validation may compel the issuer to purchase the security and deliver it if certificated or register its transfer if uncertificated, against surrender of any security certificate the person holds. (d) If a security is not reasonably available for purchase, a person entitled to issue or validation may recover from the issuer the price the person or the last purchaser for value paid for it with interest from the date of the person's demand. Part 3 Transfer Of Certificated and Uncertificated Securities
S.C. Code Ann. § 36-3-603 — SC Code / Title 36 / Chapter 3 / Section 36-3-603
SECTION 36-3-603. Tender of payment.
Status: in_force

(a) If tender of payment of an obligation to pay an instrument is made to a person entitled to enforce the instrument, the effect of tender is governed by principles of law applicable to tender of payment under a simple contract. (b) If tender of payment of an obligation to pay an instrument is made to a person entitled to enforce the instrument and the tender is refused, there is discharge, to the extent of the amount of the tender, of the obligation of an indorser or accommodation party having a right of recourse with respect to the obligation to which the tender relates. (c) If tender of payment of an amount due on an instrument is made to a person entitled to enforce the instrument, the obligation of the obligor to pay interest after the due date on the amount tendered is discharged. If presentment is required with respect to an instrument and the obligor is able and ready to pay on the due date at every place of payment stated in the instrument, the obligor is deemed to have made tender of payment on the due date to the person entitled to enforce the instrument.
S.C. Code Ann. § 36-9-502 — SC Code / Title 36 / Chapter 9 / Section 36-9-502
SECTION 36-9-502. Contents of financing statement; record of mortgage as financing statement; time of filing financing statement.
Status: in_force

(a) Subject to subsection (b), a financing statement is sufficient only if it: (1) provides the name of the debtor; (2) provides the name of the secured party or a representative of the secured party; and (3) indicates the collateral covered by the financing statement. (b) Except as otherwise provided in Section 36-9-501(b), to be sufficient, a financing statement that covers as-extracted collateral or timber to be cut, or which is filed as a fixture filing and covers goods that are or are to become fixtures, must satisfy subsection (a) and also: (1) indicate that it covers this type of collateral; (2) indicate that it is to be filed for record in the real property records; (3) provide a description of the real property to which the collateral is related sufficient to give constructive notice of a mortgage under the law of this State if the description were contained in a record of the mortgage of the real property; and (4) if the debtor does not have an interest of record in the real property, provide the name of a record owner. (c) A record of a mortgage is effective, from the date of recording, as a financing statement filed as a fixture filing or as a financing statement covering as-extracted collateral or timber to be cut only if the: (1) record indicates the goods or accounts that it covers; (2) goods are or are to become fixtures related to the real property described in the record or the collateral is related to the real property described in the record and is as-extracted collateral or timber to be cut; (3) record satisfies the requirements for a financing statement in this section, but the: (A) record need not indicate that it is to be filed in the real property records; and (B) record sufficiently provides the name of a debtor who is an individual if it provides the individual name of the debtor or the surname and first personal name of the debtor, even if the debtor is an individual to whom Section 36-9-503(a)(6) applies; and (4) record is duly recorded. (d) A financing statement may be filed before a security agreement is made or a security interest otherwise attaches.
S.C. Code Ann. § 36-9-322 — SC Code / Title 36 / Chapter 9 / Section 36-9-322
SECTION 36-9-322. Priorities among conflicting security interests in and agricultural liens on same collateral.
Status: in_force

(a) Except as otherwise provided in this section, priority among conflicting security interests and agricultural liens in the same collateral is determined according to the following rules: (1) Conflicting perfected security interests and agricultural liens rank according to priority in time of filing or perfection. Priority dates from the earlier of the time a filing covering the collateral is first made or the security interest or agricultural lien is first perfected, if there is no period thereafter when there is neither filing nor perfection. (2) A perfected security interest or agricultural lien has priority over a conflicting unperfected security interest or agricultural lien. (3) The first security interest or agricultural lien to attach or become effective has priority if conflicting security interests and agricultural liens are unperfected. (b) For the purposes of subsection (a)(1): (1) the time of filing or perfection as to a security interest in collateral is also the time of filing or perfection as to a security interest in proceeds; and (2) the time of filing or perfection as to a security interest in collateral supported by a supporting obligation is also the time of filing or perfection as to a security interest in the supporting obligation. (c) Except as otherwise provided in subsection (f), a security interest in collateral which qualifies for priority over a conflicting security interest under Section 36-9-327, 36-9-328, 36-9-329 , 36-9-330, or 36-9-331 also has priority over a conflicting security interest in: (1) any supporting obligation for the collateral; and (2) proceeds of the collateral if: (A) the security interest in proceeds is perfected; (B) the proceeds are cash proceeds or of the same type as the collateral; and (C) in the case of proceeds that are proceeds of proceeds, all intervening proceeds are cash proceeds, proceeds of the same type as the collateral, or an account relating to the collateral. (d) Subject to subsection (e) and except as otherwise provided in subsection (f), if a security interest in chattel paper, deposit accounts, negotiable documents, instruments, investment property, or letter-of-credit rights is perfected by a method other than filing, conflicting perfected security interests in proceeds of the collateral rank according to priority in time of filing. (e) Subsection (d) applies only if the proceeds of the collateral are not cash proceeds, chattel paper, negotiable documents, instruments, investment property, or letter-of-credit rights. (f) Subsections (a) through (e) are subject to: (1) subsection (g) and the other provisions of this part; (2) Section 36-4-208 with respect to a security interest of a collecting bank; (3) Section 36-5-118 with respect to a security interest of an issuer or nominated person; and (4) Section 36-9-110 with respect to a security interest arising under Chapter 2 or 2A. (g) A perfected agricultural lien on collateral has priority over a conflicting security interest in or agricultural lien on the same collateral if the statute creating the agricultural lien so provides.
S.C. Code Ann. § 36-4-211 — SC Code / Title 36 / Chapter 4 / Section 36-4-211
SECTION 36-4-211. When bank gives value for purposes of holder in due course.
Status: in_force

For purposes of determining its status as a holder in due course, a bank has given value to the extent it has a security interest in an item, if the bank otherwise complies with the requirements of Section 36-3-302 on what constitutes a holder in due course.
S.C. Code Ann. § 36-4-402 — SC Code / Title 36 / Chapter 4 / Section 36-4-402
SECTION 36-4-402. Bank's liability to customer for wrongful dishonor; time of determining insufficiency of account.
Status: in_force

(a) Except as otherwise provided in this Chapter, a payor bank wrongfully dishonors an item if it dishonors an item that is properly payable, but a bank may dishonor an item that would create an overdraft unless it has agreed to pay the overdraft. (b) A payor bank is liable to its customer for damages proximately caused by the wrongful dishonor of an item. Liability is limited to actual damages proved and may include damages for an arrest or prosecution of the customer or other consequential damages. Whether any consequential damages are proximately caused by the wrongful dishonor is a question of fact to be determined in each case. (c) A payor bank's determination of the customer's account balance on which a decision to dishonor for insufficiency of available funds is based may be made at any time between the time the item is received by the payor bank and the time that the payor bank returns the item or gives notice in lieu of return, and no more than one determination need be made. If, at the election of the payor bank, a subsequent balance determination is made for the purpose of reevaluating the bank's decision to dishonor the item, the account balance at that time is determinative of whether a dishonor for insufficiency of available funds is wrongful.
S.C. Code Ann. § 36-3-414 — SC Code / Title 36 / Chapter 3 / Section 36-3-414
SECTION 36-3-414. Obligation of drawer.
Status: in_force

(a) This section does not apply to cashier's checks or other drafts drawn on the drawer. (b) If an unaccepted draft is dishonored, the drawer is obliged to pay the draft (i) according to its terms at the time it was issued or, if not issued, at the time it first came into possession of a holder, or (ii) if the drawer signed an incomplete instrument, according to its terms when completed, to the extent stated in Sections 36-3-115 and 36-3-407. The obligation is owed to a person entitled to enforce the draft or to an indorser who paid the draft under Section 36-3-415. (c) If a draft is accepted by a bank, the drawer is discharged, regardless of when or by whom acceptance was obtained. (d) If a draft is accepted and the acceptor is not a bank, the obligation of the drawer to pay the draft if the draft is dishonored by the acceptor is the same as the obligation of an indorser under Section 36-3-415(a) and (c). (e) If a draft states that it is drawn "without recourse" or otherwise disclaims liability of the drawer to pay the draft, the drawer is not liable under subsection (b) to pay the draft if the draft is not a check. A disclaimer of the liability stated in subsection (b) is not effective if the draft is a check. (f) If (i) a check is not presented for payment or given to a depositary bank for collection within 30 days after its date, (ii) the drawee suspends payments after expiration of the 30-day period without paying the check, and (iii) because of the suspension of payments, the drawer is deprived of funds maintained with the drawee to cover payment of the check, the drawer to the extent deprived of funds may discharge its obligation to pay the check by assigning to the person entitled to enforce the check the rights of the drawer against the drawee with respect to the funds.
S.C. Code Ann. § 36-8-505 — SC Code / Title 36 / Chapter 8 / Section 36-8-505
SECTION 36-8-505. Duty of securities intermediary with respect to payments and distributions.
Status: in_force

(a) 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: (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 exercises due care in accordance with reasonable commercial standards to attempt to obtain the payment or distribution. (b) 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.
S.C. Code Ann. § 36-2-307 — SC Code / Title 36 / Chapter 2 / Section 36-2-307
SECTION 36-2-307. Delivery in single lot or several lots.
Status: in_force

Unless otherwise agreed all goods called for by a contract for sale must be tendered in a single delivery and payment is due only on such tender but where the circumstances give either party the right to make or demand delivery in lots the price if it can be apportioned may be demanded for each lot.
S.C. Code Ann. § 36-5-112 — SC Code / Title 36 / Chapter 5 / Section 36-5-112
SECTION 36-5-112. Transfer of letter of credit.
Status: in_force

(a) Except as otherwise provided in Section 36-5-113, unless a letter of credit provides that it is transferable, the right of a beneficiary to draw or otherwise demand performance under a letter of credit may not be transferred. (b) Even if a letter of credit provides that it is transferable, the issuer may refuse to recognize or carry out a transfer if: (1) the transfer would violate applicable law; or (2) the transferor or transferee has failed to comply with any requirement stated in the letter of credit or any other requirement relating to transfer imposed by the issuer which is within the standard practice referred to in Section 36-5-108(e) or is otherwise reasonable under the circumstances.
S.C. Code Ann. § 36-2-323 — SC Code / Title 36 / Chapter 2 / Section 36-2-323
SECTION 36-2-323. Form of bill of lading required in overseas shipment; "overseas".
Status: in_force

(1) Where the contract contemplates overseas shipment and contains a term C.I.F. or C. & F. or F.O.B. vessel, the seller unless otherwise agreed must obtain a negotiable bill of lading stating that the goods have been loaded on board or, in the case of a term C.I.F. or C. & F., received for shipment. (2) Where in a case within subsection (1) a tangible bill of lading has been issued in a set of parts, unless otherwise agreed if the documents are not to be sent from abroad the buyer may demand tender of the full set; otherwise only one part of the bill of lading need be tendered. Even if the agreement expressly requires a full set: (a) due tender of a single part is acceptable within the provisions of this chapter on cure of improper delivery (subsection (1) of Section 36-2-508); and (b) even though the full set is demanded, if the documents are sent from abroad the person tendering an incomplete set may nevertheless require payment upon furnishing an indemnity which the buyer in good faith deems adequate. (3) A shipment by water or by air or a contract contemplating such shipment is "overseas" insofar as by usage of trade or agreement it is subject to the commercial, financing or shipping practices characteristic of international deep water commerce. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 8, in subsection (2), inserted "tangible" before "bill of lading", and made other nonsubstantive changes.
S.C. Code Ann. § 36-8-104 — SC Code / Title 36 / Chapter 8 / Section 36-8-104
SECTION 36-8-104. Acquisition of security or financial asset or interest therein.
Status: in_force

(a) A person acquires a security or an interest therein, under this chapter, if: (1) the person is a purchaser to whom a security is delivered pursuant to Section 36-8-301; or (2) the person acquires a security entitlement to the security pursuant to Section 36-8-501. (b) A person acquires a financial asset, other than a security, or an interest therein, under this chapter, if the person acquires a security entitlement to the financial asset. (c) A person who acquires a security entitlement to a security or other financial asset has the rights specified in Part 5, but is a purchaser of any security, security entitlement, or other financial asset held by the securities intermediary only to the extent provided in Section 36-8-503. (d) Unless the context shows that a different meaning is intended, a person who is required by other law, regulation, rule, or agreement to transfer, deliver, present, surrender, exchange, or otherwise put in the possession of another person a security or financial asset satisfies that requirement by causing the other person to acquire an interest in the security or financial asset pursuant to subsection (a) or (b).
S.C. Code Ann. § 36-3-606 — SC Code / Title 36 / Chapter 3 / Section 36-3-606
SECTION 36-3-606. Omitted by 2008 Act 204, SECTION 2, eff July 1, 2008.
Status: repealed

Editor's Note Former SECTION 36-3-606 was entitled "Impairment of recourse or of collateral" and was derived from 1962 Code SECTION 10.3-606; 1966 (54) 2716. Part 7 Advice of International Sight Draft [Omitted] Editor's Note 2008 Act No. 204, SECTION 4.A, provides as follows: "This act applies to a transaction occurring on or after the effective date [July 1, 2008] of this act. This act does not apply to a transaction or event, or obligation or duty arising out of or associated with a transaction or event, before the effective date of this act." 2008 Act No. 204, SECTION 4.B, provides as follows: "A transaction occurring before the effective date [July 1, 2008] of this act and the rights, obligations, and interests flowing from that transaction are governed by any statute or other law amended or repealed by this act as if repeal or amendment had not occurred and may be terminated, completed, consummated, or enforced under that statute or other law."
S.C. Code Ann. § 36-9-334 — SC Code / Title 36 / Chapter 9 / Section 36-9-334
SECTION 36-9-334. Priority of security interests in fixtures and crops.
Status: in_force

(a) A security interest under this chapter may be created in goods that are fixtures or may continue in goods that become fixtures. A security interest does not exist under this chapter in ordinary building materials incorporated into an improvement on land. (b) This chapter does not prevent creation of an encumbrance upon fixtures under real property law. (c) In cases not governed by subsections (d) through (h), a security interest in fixtures is subordinate to a conflicting interest of an encumbrancer or owner of the related real property other than the debtor. (d) Except as otherwise provided in subsection (h), a perfected security interest in fixtures has priority over a conflicting interest of an encumbrancer or owner of the real property if the debtor has an interest of record in or is in possession of the real property and: (1) the security interest is a purchase-money security interest; (2) the interest of the encumbrancer or owner arises before the goods become fixtures; and (3) the security interest is perfected by a fixture filing before the goods become fixtures or within twenty days thereafter. (e) A perfected security interest in fixtures has priority over a conflicting interest of an encumbrancer or owner of the real property if: (1) the debtor has an interest of record in the real property or is in possession of the real property and the security interest: (A) is perfected by a fixture filing before the interest of the encumbrancer or owner is of record; and (B) has priority over any conflicting interest of a predecessor in title of the encumbrancer or owner; (2) before the goods become fixtures, the security interest is perfected by any method permitted by this chapter and the fixtures are readily removable: (A) factory or office machines; (B) equipment that is not primarily used or leased for use in the operation of the real property; or (C) replacements of domestic appliances that are consumer goods; (3) the conflicting interest is a lien on the real property obtained by legal or equitable proceedings after the security interest was perfected by any method permitted by this chapter; or (4) the security interest is: (A) created in a manufactured home in a manufactured-home transaction; and (B) perfected pursuant to a statute described in Section 36-9-311(a)(2). (f) A security interest in fixtures, whether or not perfected, has priority over a conflicting interest of an encumbrancer or owner of the real property if: (1) the encumbrancer or owner has, in an authenticated record, consented to the security interest or disclaimed an interest in the goods as fixtures; or (2) the debtor has a right to remove the goods as against the encumbrancer or owner. (g) The priority of the security interest under subsection (f)(2) continues for a reasonable time if the debtor's right to remove the goods as against the encumbrancer or owner terminates. (h) A mortgage is a construction mortgage to the extent that it secures an obligation incurred for the construction of an improvement on land, including the acquisition cost of the land, if a recorded record of the mortgage so indicates. Except as otherwise provided in subsections (e) and (f), a security interest in fixtures is subordinate to a construction mortgage if a record of the mortgage is recorded before the goods become fixtures and the goods become fixtures before the completion of the construction. A mortgage has this priority to the same extent as a construction mortgage to the extent that it is given to refinance a construction mortgage. (i) A perfected security interest in crops growing on real property has priority over a conflicting interest of an encumbrancer or owner of the real property if the debtor has an interest of record in or is in possession of the real property.
S.C. Code Ann. § 36-8-115 — SC Code / Title 36 / Chapter 8 / Section 36-8-115
SECTION 36-8-115. Securities intermediary and others not liable to adverse claimant.
Status: in_force

A securities intermediary that has transferred a financial asset pursuant to an effective entitlement order, or a broker or other agent or bailee that has dealt with a financial asset at the direction of its customer or principal, is not liable to a person having an adverse claim to the financial asset, unless the securities intermediary, or broker or other agent or bailee: (1) took the action after it had been served with an injunction, restraining order, or other legal process enjoining it from doing so, issued by a court of competent jurisdiction, and had a reasonable opportunity to act on the injunction, restraining order, or other legal process; or (2) acted in collusion with the wrongdoer in violating the rights of the adverse claimant; or (3) in the case of a security certificate that has been stolen, acted with notice of the adverse claim.
S.C. Code Ann. § 36-9-803 — SC Code / Title 36 / Chapter 9 / Section 36-9-803
SECTION 36-9-803. Effect on previously perfected security interests.
Status: in_force

(a) A security interest that is a perfected security interest immediately before this act takes effect is a perfected security interest under Chapter 9, Title 36 as amended by this act if, when this act takes effect, the applicable requirements for attachment and perfection under Chapter 9, Title 36 as amended by this act are satisfied without further action. (b) Except as otherwise provided in Section 36-9-805, if, immediately before this act takes effect, a security interest is a perfected security interest, but the applicable requirements for perfection under Chapter 9, Title 36 as amended by this act are not satisfied when this act takes effect, the security interest remains perfected thereafter only if the applicable requirements for perfection under Chapter 9, Title 36 as amended by this act are satisfied within one year after this act takes effect.
S.C. Code Ann. § 36-2-103 — SC Code / Title 36 / Chapter 2 / Section 36-2-103
SECTION 36-2-103. Definitions and index of definitions.
Status: reserved

(1) In this chapter unless the context otherwise requires: (a) "Buyer" means a person who buys or contracts to buy goods. (b) [Reserved]. (c) "Receipt" of goods means taking physical possession of them. (d) "Seller" means a person who sells or contracts to sell goods. (2) Other definitions applying to this chapter or to specified parts thereof, and the sections in which they appear are: "Acceptance." SECTION 36-2-606. "Banker's credit." SECTION 36-2-325. "Between merchants." SECTION 36-2-104. "Cancellation." SECTION 36-2-106(4). "Commercial unit." SECTION 36-2-105. "Confirmed credit." SECTION 36-2-325. "Conforming to contract." SECTION 36-2-106. "Contract for sale." SECTION 36-2-106. "Cover." SECTION 36-2-712. "Entrusting." SECTION 36-2-403. "Financing agency." SECTION 36-2-104. "Future goods." SECTION 36-2-105. "Goods." SECTION 36-2-105. "Identification." SECTION 36-2-501. "Installment contract." SECTION 36-2-612. "Letter of credit." SECTION 36-2-325. "Lot." SECTION 36-2-105. "Merchant." SECTION 36-2-104. "Overseas." SECTION 36-2-323. "Person in position of seller." SECTION 36-2-707. "Present sale." SECTION 36-2-106. "Sale." SECTION 36-2-106. "Sale on approval." SECTION 36-2-326. "Sale or return." SECTION 36-2-326. "Termination." SECTION 36-2-106. (3) "Control" as provided in Section 36-7-106 and the following definitions in other chapters of Title 36 apply to this chapter: "Check" Section 36-3-104. "Consignee" Section 36-7-102. "Consignor" Section 36-7-102. "Consumer goods" Section 36-9-102. "Dishonor" Section 36-3-507. "Draft" Section 36-3-104. (4) In addition Title 36, Chapter 1, contains general definitions and principles of construction and interpretation applicable throughout this Chapter. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 3, reserved subsection (1)(b), which formerly had defined "good faith". 2014 Act No. 213, SECTION 4, in the introductory text of subsection (3), inserted the definition of "control".
S.C. Code Ann. § 36-9-209 — SC Code / Title 36 / Chapter 9 / Section 36-9-209
SECTION 36-9-209. Duties of secured party if account debtor has been notified of assignment.
Status: in_force

(a) Except as otherwise provided in subsection (c), this section applies if: (1) there is no outstanding secured obligation; and (2) the secured party is not committed to make advances, incur obligations, or otherwise give value. (b) Within ten days after receiving an authenticated demand by the debtor, a secured party shall send to an account debtor that has received notification of an assignment to the secured party as assignee under Section 36-9-406(a) an authenticated record that releases the account debtor from any further obligation to the secured party. (c) This section does not apply to an assignment constituting the sale of an account, chattel paper, or payment intangible.
S.C. Code Ann. § 36-2-606 — SC Code / Title 36 / Chapter 2 / Section 36-2-606
SECTION 36-2-606. What constitutes acceptance of goods.
Status: in_force

(1) Acceptance of goods occurs when the buyer (a) after a reasonable opportunity to inspect the goods signifies in writing to the seller that the goods are conforming or that he will take or retain them in spite of their nonconformity; or (b) fails to make an effective rejection (subsection (1) of SECTION 36-2-602), but such acceptance does not occur until the buyer has had a reasonable opportunity to inspect them; or (c) does any act inconsistent with the seller's ownership; but if such act is wrongful as against the seller it is an acceptance only if ratified by him. (2) Acceptance of a part of any commercial unit shall not be acceptance of the entire unit.
S.C. Code Ann. § 36-2-804 — SC Code / Title 36 / Chapter 2 / Section 36-2-804
SECTION 36-2-804. Service outside the State.
Status: in_force

When the exercise of personal jurisdiction is authorized by this section, service may be made outside the State.
S.C. Code Ann. § 36-9-629 — SC Code / Title 36 / Chapter 9 / Section 36-9-629
SECTION 36-9-629. Disposition of collateral by public sale.
Status: in_force

Disposition of collateral by public proceedings as permitted by Section 36-9-610 may be made in accordance with the provisions of this part. The provisions of this part are not mandatory for disposition by public proceedings, but any disposition of the collateral by public sale wherein the secured party has substantially complied with the procedures provided in this part is conclusively considered to be commercially reasonable in all aspects.
S.C. Code Ann. § 36-2-207 — SC Code / Title 36 / Chapter 2 / Section 36-2-207
SECTION 36-2-207. Additional terms in acceptance or confirmation.
Status: in_force

(1) A definite and seasonable expression of acceptance or a written confirmation which is sent within a reasonable time operates as an acceptance even though it states terms additional to or different from those offered or agreed upon, unless acceptance is expressly made conditional on assent to the additional or different terms. (2) The additional terms are to be construed as proposals for addition to the contract. Between merchants such terms become part of the contract unless: (a) the offer expressly limits acceptance to the terms of the offer; (b) they materially alter it; or (c) notification of objection to them has already been given or is given within a reasonable time after notice of them is received. (3) Conduct by both parties which recognizes the existence of a contract is sufficient to establish a contract for sale although the writings of the parties do not otherwise establish a contract. In such case the terms of the particular contract consist of those terms on which the writings of the parties agree, together with any supplementary terms incorporated under any other provisions of this act. Editor's Note "This act," referred to in this section, means Act No. 1065 of the 1966 Acts and Joint Resolutions, originally codified as Titles 10.1 to 10.10 of the Code of Laws of South Carolina 1962, and now codified as Title 36 of the Code of Laws of South Carolina 1976.
S.C. Code Ann. § 36-4-103 — SC Code / Title 36 / Chapter 4 / Section 36-4-103
SECTION 36-4-103. Variation by agreement; measure of damages; action constituting ordinary care.
Status: in_force

(a) The effect of the provisions of this chapter may be varied by agreement, but the parties to the agreement cannot disclaim a bank's responsibility for its lack of good faith or failure to exercise ordinary care or limit the measure of damages for the lack or failure. However, the parties may determine by agreement the standards by which the bank's responsibility is to be measured if those standards are not manifestly unreasonable. (b) Federal Reserve regulations and operating circulars, clearing-house rules, and the like have the effect of agreements under Subsection (a), whether or not specifically assented to by all parties interested in items handled. (c) Action or non-action approved by this chapter or pursuant to Federal Reserve regulations or operating circulars is the exercise of ordinary care and, in the absence of special instructions, action or non-action consistent with clearing-house rules and the like or with a general banking usage not disapproved by this chapter, is prima facie the exercise of ordinary care. (d) The specification or approval of certain procedures by this chapter is not disapproval of other procedures that may be reasonable under the circumstances. (e) The measure of damages for failure to exercise ordinary care in handling an item is the amount of the item reduced by an amount that could not have been realized by the exercise of ordinary care. If there is also bad faith it includes any other damages the party suffered as a proximate consequence.
S.C. Code Ann. § 36-9-635 — SC Code / Title 36 / Chapter 9 / Section 36-9-635
SECTION 36-9-635. Disposition of proceeds of sale.
Status: in_force

The proceeds of any sale or other disposition of the collateral must be applied by the person making the sale in the manner prescribed by Section 36-9-615 and by other applicable provisions of law. Part 7 Transition
S.C. Code Ann. § 36-9-621 — SC Code / Title 36 / Chapter 9 / Section 36-9-621
SECTION 36-9-621. Notification of proposal to accept collateral.
Status: in_force

(a) A secured party that desires to accept collateral in full or partial satisfaction of the obligation it secures shall send its proposal to: (1) any person from which the secured party has received, before the debtor consented to the acceptance, an authenticated notification of a claim of an interest in the collateral; (2) any other secured party or lienholder that, ten days before the debtor consented to the acceptance, held a security interest in or other lien on the collateral perfected by the filing of a financing statement that: (A) identified the collateral; (B) was indexed under the debtor's name as of that date; and (C) was filed in the office or offices in which to file a financing statement against the debtor covering the collateral as of that date; and (3) any other secured party that, ten days before the debtor consented to the acceptance, held a security interest in the collateral perfected by compliance with a statute, regulation, or treaty described in Section 36-9-311(a). (b) A secured party that desires to accept collateral in partial satisfaction of the obligation it secures shall send its proposal to any secondary obligor in addition to the persons described in subsection (a).
S.C. Code Ann. § 36-2-401 — SC Code / Title 36 / Chapter 2 / Section 36-2-401
SECTION 36-2-401. Passing of title; reservation for security; limited application of this section.
Status: in_force

Each provision of this chapter with regard to the rights, obligations and remedies of the seller, the buyer, purchasers or other third parties applies irrespective of title to the goods except where the provision refers to such title. Insofar as situations are not covered by the other provisions of this chapter and matters concerning title become material the following rules apply: (1) Title to goods cannot pass under a contract for sale prior to their identification to the contract (SECTION 36-2-501), and unless otherwise explicitly agreed the buyer acquires by their identification a special property as limited by this act. Any retention or reservation by the seller of the title (property) in goods shipped or delivered to the buyer is limited in effect to a reservation of a security interest. Subject to these provisions and to the provisions of the chapter on secured transactions (Title 36, Chapter 9), title to goods passes from the seller to the buyer in any manner and on any conditions explicitly agreed on by the parties. (2) Unless otherwise explicitly agreed title passes to the buyer at the time and place at which the seller completes his performance with reference to the physical delivery of the goods, despite any reservation of a security interest and even though a document of title is to be delivered at a different time or place; and in particular and despite any reservation of a security interest by the bill of lading (a) if the contract requires or authorizes the seller to send the goods to the buyer but does not require him to deliver them at destination, title passes to the buyer at the time and place of shipment; but (b) if the contract requires delivery at destination, title passes on tender there. (3) Unless otherwise explicitly agreed where delivery is to be made without moving the goods, (a) if the seller is to deliver a tangible document of title, title passes at the time when and the place where he delivers such documents and if the seller is to deliver an electronic document of title, title passes when the seller delivers the document; or (b) if the goods are at the time of contracting already identified and no documents of title are to be delivered, title passes at the time and place of contracting. (4) A rejection or other refusal by the buyer to receive or retain the goods, whether or not justified, or a justified revocation of acceptance revests title to the goods in the seller. Such revesting occurs by operation of law and is not a "sale." Editor's Note "This act," referred to in this section, means Act No. 1065 of the 1966 Acts and Joint Resolutions, originally codified as Titles 10.1 to 10.10 of the Code of Laws of South Carolina 1962, and now codified as Title 36 of the Code of Laws of South Carolina 1976. 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 9, in subsection (3)(a), inserted "tangible" before "document of title" and added text at the end relating to electronic documents; and in subsection (3)(b), inserted "of title".
S.C. Code Ann. § 36-2-709 — SC Code / Title 36 / Chapter 2 / Section 36-2-709
SECTION 36-2-709. Action for the price.
Status: in_force

(1) When the buyer fails to pay the price as it becomes due the seller may recover, together with any incidental damages under the next section (SECTION 36-2-710), the price (a) of goods accepted or of conforming goods lost or damaged within a commercially reasonable time after risk of their loss has passed to the buyer; and (b) of goods identified to the contract if the seller is unable after reasonable effort to resell them at a reasonable price or the circumstances reasonably indicate that such effort will be unavailing. (2) Where the seller sues for the price he must hold for the buyer any goods which have been identified to the contract and are still in his control except that if resale becomes possible he may resell them at any time prior to the collection of the judgment. The net proceeds of any such resale must be credited to the buyer and payment of the judgment entitles him to any goods not resold. (3) After the buyer has wrongfully rejected or revoked acceptance of the goods or has failed to make a payment due or has repudiated (SECTION 36-2-610), a seller who is held not entitled to the price under this section shall nevertheless be awarded damages for nonacceptance under the preceding section (SECTION 36-2-708).
S.C. Code Ann. § 36-4-204 — SC Code / Title 36 / Chapter 4 / Section 36-4-204
SECTION 36-4-204. Methods of sending and presenting; sending directly to payor bank.
Status: in_force

(a) A collecting bank shall send items by a reasonably prompt method, taking into consideration relevant instructions, the nature of the item, the number of those items on hand, the cost of collection involved, and the method generally used by it or others to present those items. (b) A collecting bank may send: (1) an item directly to the payor bank; (2) an item to a nonbank payor if authorized by its transferor; and (3) an item other than documentary drafts to a nonbank payor, if authorized by Federal Reserve regulation or operating circular, clearing-house rule, or the like. (c) Presentment may be made by a presenting bank at a place where the payor bank or other payor has requested that presentment be made.
S.C. Code Ann. § 36-2-603 — SC Code / Title 36 / Chapter 2 / Section 36-2-603
SECTION 36-2-603. Merchant buyer's duties as to rightfully rejected goods.
Status: in_force

(1) Subject to any security interest in the buyer (subsection (3) of SECTION 36-2-711), when the seller has no agent or place of business at the market of rejection a merchant buyer is under a duty after rejection of goods in his possession or control to follow any reasonable instructions received from the seller with respect to the goods and in the absence of such instructions to make reasonable efforts to sell them for the seller's account if they are perishable or threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming. (2) When the buyer sells goods under subsection (1), he is entitled to reimbursement from the seller or out of the proceeds for reasonable expenses of caring for and selling them, and if the expenses include no selling commission then to such commission as is usual in the trade or if there is none to a reasonable sum not exceeding ten percent on the gross proceeds. (3) In complying with this section the buyer is held only to good faith and good faith conduct hereunder is neither acceptance nor conversion nor the basis of an action for damages.
S.C. Code Ann. § 36-4-406 — SC Code / Title 36 / Chapter 4 / Section 36-4-406
SECTION 36-4-406. Customer's duty to discover and report unauthorized signature or alteration.
Status: in_force

(a) 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. (b) 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 that 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. (c) If a bank sends or makes available a statement of account or items pursuant to Subsection (a), the customer must exercise reasonable promptness in examining the statement or the items to determine whether any payment was not authorized because of 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. (d) If the bank proves that the customer failed, with respect to an item, to comply with the duties imposed on the customer by Subsection (c), the customer is precluded from asserting against the bank: (1) 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 (2) 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. (e) If Subsection (d) 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 (c) 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 (d) does not apply. (f) Without regard to care or lack of care of either the customer or the bank, a customer who does not within one year after the statement or items are made available to the customer (Subsection (a)) discover and report the customer's unauthorized signature on or any alteration of the item is precluded from asserting against the bank the unauthorized signature or alteration. If there is a preclusion under this subsection, the payor bank may not recover for breach of warranty under Section 36-4-208 with respect to the unauthorized signature or alteration to which the preclusion applies.
S.C. Code Ann. § 36-5-107 — SC Code / Title 36 / Chapter 5 / Section 36-5-107
SECTION 36-5-107. Confirmer, nominated person, and adviser.
Status: in_force

(a) A confirmer is directly obligated on a letter of credit and has the rights and obligations of an issuer to the extent of its confirmation. The confirmer also has rights against and obligations to the issuer as if the issuer were an applicant and the confirmer had issued the letter of credit at the request and for the account of the issuer. (b) A nominated person who is not a confirmer is not obligated to honor or otherwise give value for a presentation. (c) A person requested to advise may decline to act as an adviser. An adviser that is not a confirmer is not obligated to honor or give value for a presentation. An adviser undertakes to the issuer and to the beneficiary accurately to advise the terms of the letter of credit, confirmation, amendment, or advice received by that person and undertakes to the beneficiary to check the apparent authenticity of the request to advise. Even if the advice is inaccurate, the letter of credit, confirmation, or amendment is enforceable as issued. (d) A person who notifies a transferee beneficiary of the terms of a letter of credit, confirmation, amendment, or advice has the rights and obligations of an adviser under subsection (c). The terms in the notice to the transferee beneficiary may differ from the terms in any notice to the transferor beneficiary to the extent permitted by the letter of credit, confirmation, amendment, or advice received by the person who so notifies.
S.C. Code Ann. § 36-1-301 — SC Code / Title 36 / Chapter 1 / Section 36-1-301
SECTION 36-1-301. Territorial applicability; parties' power to choose applicable law.
Status: in_force

(a) Except as otherwise provided in this section, when a transaction bears a reasonable relation to this State and also to another state or nation, the parties may agree that the law either of this State or of such other state or nation shall govern their rights and duties. (b) In the absence of an agreement effective under subsection (a), and except as provided in subsection (c), the Uniform Commercial Code applies to transactions bearing an appropriate relation to this State. (c) If one of the following provisions of the Uniform Commercial Code specifies the applicable law, that provision governs and a contrary agreement is effective only to the extent permitted by law so specified: (1) Section 36-2-402; (2) Sections 36-2A-105 and 36-2A-106; (3) Section 36-4-102; (4) Section 36-4A-507; (5) Section 36-5-116; (6) Section 36-8-110; (7) Sections 36-9-301 through 36-9-307. OFFICIAL COMMENT Source: Former Section 1-105. Changes from former law: This section is substantively identical to former Section 1-105. Changes in language are stylistic only. 1. Subsection (a) states affirmatively the right of the parties to a multi-state transaction or a transaction involving foreign trade to choose their own law. That right is subject to the firm rules stated in the sections listed in subsection (c), and is limited to jurisdictions to which the transaction bears a "reasonable relation." In general, the test of "reasonable relation" is similar to that laid down by the Supreme Court in Seeman v. Philadelphia Warehouse Co., 274 U.S. 403, 47 S.Ct. 626, 71 L.Ed. 1123 (1927). Ordinarily the law chosen must be that of a jurisdiction where a significant enough portion of the making or performance of the contract is to occur or occurs. But an agreement as to choice of law may sometimes take effect as a shorthand expression of the intent of the parties as to matters governed by their agreement, even though the transaction has no significant contact with the jurisdiction chosen. 2. Where there is no agreement as to the governing law, the Act is applicable to any transaction having an "appropriate" relation to any state which enacts it. Of course, the Act applies to any transaction which takes place in its entirety in a state which has enacted the Act. But the mere fact that suit is brought in a state does not make it appropriate to apply the substantive law of that state. Cases where a relation to the enacting state is not "appropriate" include, for example, those where the parties have clearly contracted on the basis of some other law, as where the law of the place of contracting and the law of the place of contemplated performance are the same and are contrary to the law under the Code. 3. Where a transaction has significant contacts with a state which has enacted the Act and also with other jurisdictions, the question what relation is "appropriate" is left to judicial decision. In deciding that question, the court is not strictly bound by precedents established in other contexts. Thus a conflict-of-laws decision refusing to apply a purely local statute or rule of law to a particular multi-state transaction may not be valid precedent for refusal to apply the Code in an analogous situation. Application of the Code in such circumstances may be justified by its comprehensiveness, by the policy of uniformity, and by the fact that it is in large part a reformulation and restatement of the law merchant and of the understanding of a business community which transcends state and even national boundaries. Compare Global Commerce Corp. v. Clark-Babbitt Industries, Inc., 239 F.2d 716, 719 (2d Cir. 1956). In particular, where a transaction is governed in large part by the Code, application of another law to some detail of performance because of an accident of geography may violate the commercial understanding of the parties. 4. Subsection (c) spells out essential limitations on the parties' right to choose the applicable law. Especially in Article 9 parties taking a security interest or asked to extend credit which may be subject to a security interest must have sure ways to find out whether and where to file and where to look for possible existing filings. 5. Sections 9-301 through 9-307 should be consulted as to the rules for perfection of security interests and agricultural liens and the effect of perfection and nonperfection and priority. 6. This section is subject to Section 1-102, which states the scope of Article 1. As that section indicates, the rules of Article 1, including this section, apply to a transaction to the extent that transaction is governed by one of the other Articles of the Uniform Commercial Code. Editor's Note "This act," referred to in this section, means Act No. 1965 of the 1966 Acts and Joint Resolutions, originally codified as Titles 10.1 to 10.10 of the Code of Laws of South Carolina 1962, and now codified as Title 36 of the Code of Laws of South Carolina 1976. 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-5-117 — SC Code / Title 36 / Chapter 5 / Section 36-5-117
SECTION 36-5-117. Subrogation of issuer, applicant, and nominated person.
Status: in_force

(a) An issuer that honors a beneficiary's presentation is subrogated to the rights of the beneficiary to the same extent as if the issuer were a secondary obligor of the underlying obligation owed to the beneficiary and of the applicant to the same extent as if the issuer were the secondary obligor of the underlying obligation owed to the applicant. (b) An applicant that reimburses an issuer is subrogated to the rights of the issuer against any beneficiary, presenter, or nominated person to the same extent as if the applicant were the secondary obligor of the obligations owed to the issuer and has the rights of subrogation of the issuer to the rights of the beneficiary stated in subsection (a). (c) A nominated person who pays or gives value against a draft or demand presented under a letter of credit is subrogated to the rights of: (1) the issuer against the applicant to the same extent as if the nominated person were a secondary obligor of the obligation owed to the issuer by the applicant; (2) the beneficiary to the same extent as if the nominated person were a secondary obligor of the underlying obligation owed to the beneficiary; and (3) the applicant to same extent as if the nominated person were a secondary obligor of the underlying obligation owed to the applicant. (d) Notwithstanding any agreement or term to the contrary, the rights of subrogation stated in subsections (a) and (b) do not arise until the issuer honors the letter of credit or otherwise pays and the rights in subsection (c) do not arise until the nominated person pays or otherwise gives value. Until then, the issuer, nominated person, and the applicant do not derive under this section present or prospective rights forming the basis of a claim, defense, or excuse.
S.C. Code Ann. § 36-1-305 — SC Code / Title 36 / Chapter 1 / Section 36-1-305
SECTION 36-1-305. Remedies to be liberally administered.
Status: in_force

(a) The remedies provided by the Uniform Commercial Code must be liberally administered to the end that the aggrieved party may be put in as good a position as if the other party had fully performed, but neither consequential or special damages nor penal damages may be had except as specifically provided in the Uniform Commercial Code or by other rule of law. (b) Any right or obligation declared by the Uniform Commercial Code is enforceable by action unless the provision declaring it specifies a different and limited effect. OFFICIAL COMMENTS Source: Former Section 1-106. Changes from former law: Other than changes in the form of reference to the Uniform Commercial Code, this section is identical to former Section 1-106. 1. Subsection (a) is intended to effect three propositions. The first is to negate the possibility of unduly narrow or technical interpretation of remedial provisions by providing that the remedies in the Uniform Commercial Code are to be liberally administered to the end stated in this section. The second is to make it clear that compensatory damages are limited to compensation. They do not include consequential or special damages, or penal damages; and the Uniform Commercial Code elsewhere makes it clear that damages must be minimized. Cf. Sections 1-304, 2-706(1), and 2-712(2). The third purpose of subsection (a) is to reject any doctrine that damages must be calculable with mathematical accuracy. Compensatory damages are often at best approximate: they have to be proved with whatever definiteness and accuracy the facts permit, but no more. Cf. Section 2-204(3). 2. Under subsection (b), any right or obligation described in the Uniform Commercial Code is enforceable by action, even though no remedy may be expressly provided, unless a particular provision specifies a different and limited effect. Whether specific performance or other equitable relief is available is determined not by this section but by specific provisions and by supplementary principles. Cf. Sections 1-103, 2-716. 3. "Consequential" or "special" damages and "penal" damages are not defined in the Uniform Commercial Code; rather, these terms are used in the sense in which they are used outside the Uniform Commercial Code. Editor's Note "This act," referred to in this section, means Act No. 1065 of the 1966 Acts and Joint Resolutions, originally codified as Titles 10.1 to 10.10 of the Code of Laws of South Carolina 1962, and now codified as Title 36 of the Code of Laws of South Carolina 1976. 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date."
S.C. Code Ann. § 36-2-209 — SC Code / Title 36 / Chapter 2 / Section 36-2-209
SECTION 36-2-209. Modification, rescission and waiver.
Status: in_force

(1) An agreement modifying a contract within this chapter needs no consideration to be binding. (2) A signed agreement which excludes modification or rescission except by a signed writing cannot be otherwise modified or rescinded, but except as between merchants such a requirement on a form supplied by the merchant must be separately signed by the other party. (3) The requirements of the statute of frauds section of this chapter (SECTION 36-2-201) must be satisfied if the contract as modified is within its provisions. (4) Although an attempt at modification or rescission does not satisfy the requirements of subsection (2) or (3) it can operate as a waiver. (5) A party who has made a waiver affecting an executory portion of the contract may retract the waiver by reasonable notification received by the other party that strict performance will be required of any term waived, unless the retraction would be unjust in view of a material change of position in reliance on the waiver.
S.C. Code Ann. § 36-9-110 — SC Code / Title 36 / Chapter 9 / Section 36-9-110
SECTION 36-9-110. Security interests arising under Chapter 2.
Status: in_force

A security interest arising under Section 36-2-401, 36-2-505, 36-2-711(3), or 36-2A-508(5) is subject to this chapter. However, until the debtor obtains possession of the goods: (1) the security interest is enforceable, even if Section 36-9-203(b)(3) has not been satisfied; (2) filing is not required to perfect the security interest; (3) the rights of the secured party after default by the debtor are governed by Chapter 2 or 2A; and (4) the security interest has priority over a conflicting security interest created by the debtor.
S.C. Code Ann. § 36-3-309 — SC Code / Title 36 / Chapter 3 / Section 36-3-309
SECTION 36-3-309. Enforcement of lost, destroyed, or stolen instrument.
Status: in_force

(a) A person not in possession of an instrument is entitled to enforce the instrument if: (1) the person seeking to enforce the instrument: (A) was entitled to enforce the instrument when loss of possession occurred; or (B) has directly or indirectly acquired ownership of the instrument from a person who was entitled to enforce the instrument when loss of possession occurred; (2) the loss of possession was not the result of a transfer by the person or a lawful seizure; and (3) the person cannot reasonably obtain possession of the instrument because the instrument was destroyed, its whereabouts cannot be determined, or it is in the wrongful possession of an unknown person or a person that cannot be found or is not amenable to service of process. (b) A person seeking enforcement of an instrument under Subsection (a) must prove the terms of the instrument and the person's right to enforce the instrument. If that proof is made, Section 36-3-308 applies to the case as if the person seeking enforcement had produced the instrument. The court may not enter judgment in favor of the person seeking enforcement unless it finds that the person required to pay the instrument is adequately protected against loss that might occur by reason of a claim by another person to enforce the instrument. Adequate protection may be provided by any reasonable means.
S.C. Code Ann. § 36-9-409 — SC Code / Title 36 / Chapter 9 / Section 36-9-409
SECTION 36-9-409. Restrictions on assignment of letter-of-credit rights ineffective.
Status: in_force

(a) A term in a letter of credit or a rule of law, statute, regulation, custom, or practice applicable to the letter of credit which prohibits, restricts, or requires the consent of an applicant, issuer, or nominated person to a beneficiary's assignment of or creation of a security interest in a letter-of-credit right is ineffective to the extent that the term or rule of law, statute, regulation, custom, or practice: (1) would impair the creation, attachment, or perfection of a security interest in the letter-of-credit right; or (2) provides that the assignment or the creation, attachment, or perfection of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination, or remedy under the letter-of-credit right. (b) To the extent that a term in a letter of credit is ineffective under subsection (a) but would be effective under law other than this chapter or a custom or practice applicable to the letter of credit, to the transfer of a right to draw or otherwise demand performance under the letter of credit, or to the assignment of a right to proceeds of the letter of credit, the creation, attachment, or perfection of a security interest in the letter-of-credit right: (1) is not enforceable against the applicant, issuer, nominated person, or transferee beneficiary; (2) imposes no duties or obligations on the applicant, issuer, nominated person, or transferee beneficiary; and (3) does not require the applicant, issuer, nominated person, or transferee beneficiary to recognize the security interest, pay or render performance to the secured party, or accept payment or other performance from the secured party.
S.C. Code Ann. § 36-8-507 — SC Code / Title 36 / Chapter 8 / Section 36-8-507
SECTION 36-8-507. Duty of securities intermediary to comply with entitlement order.
Status: in_force

(a) A securities intermediary shall comply with an entitlement order if the entitlement order is originated by the appropriate person, the securities intermediary has had reasonable opportunity to assure itself that the entitlement order is genuine and authorized, and the securities intermediary has had reasonable opportunity to comply with the entitlement order. 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 exercises due care in accordance with reasonable commercial standards to comply with the entitlement order. (b) If a securities intermediary transfers a financial asset pursuant to an ineffective entitlement order, the securities intermediary shall reestablish a security entitlement in favor of the person entitled to it, and pay or credit any payments or distributions that the person did not receive as a result of the wrongful transfer. If the securities intermediary does not reestablish a security entitlement, the securities intermediary is liable to the entitlement holder for damages.
S.C. Code Ann. § 36-2-515 — SC Code / Title 36 / Chapter 2 / Section 36-2-515
SECTION 36-2-515. Preserving evidence of goods in dispute.
Status: in_force

In furtherance of the adjustment of any claim or dispute (a) either party on reasonable notification to the other and for the purpose of ascertaining the facts and preserving evidence has the right to inspect, test and sample the goods including such of them as may be in the possession or control of the other; and (b) the parties may agree to a third party inspection or survey to determine the conformity or condition of the goods and may agree that the findings shall be binding upon them in any subsequent litigation or adjustment. Part 6 Breach, Repudiation and Excuse
S.C. Code Ann. § 36-9-323 — SC Code / Title 36 / Chapter 9 / Section 36-9-323
SECTION 36-9-323. Future advances.
Status: in_force

(a) Except as otherwise provided in subsection (c), for purposes of determining the priority of a perfected security interest under Section 36-9-322(a)(1), perfection of the security interest dates from the time an advance is made to the extent that the security interest secures an advance that: (1) is made while the security interest is perfected only: (A) under Section 36-9-309 when it attaches; or (B) temporarily under Section 36-9-312(e), (f), or (g); and (2) is not made pursuant to a commitment entered into before or while the security interest is perfected by a method other than under Section 36-9-309 or 36-9-312(e), (f), or (g). (b) Except as otherwise provided in subsection (c), a security interest is subordinate to the rights of a person that becomes a lien creditor to the extent that the security interest secures an advance made more than forty-five days after the person becomes a lien creditor unless the advance is made: (1) without knowledge of the lien; or (2) pursuant to a commitment entered into without knowledge of the lien. (c) Subsections (a) and (b) do not apply to a security interest held by a secured party that is a buyer of accounts, chattel paper, payment intangibles, or promissory notes or a consignor. (d) Except as otherwise provided in subsection (e), a buyer of goods other than a buyer in ordinary course of business takes free of a security interest to the extent that it secures advances made after the earlier of: (1) the time the secured party acquires knowledge of the buyer's purchase; or (2) forty-five days after the purchase. (e) Subsection (d) does not apply if the advance is made pursuant to a commitment entered into without knowledge of the buyer's purchase and before the expiration of the forty-five-day period. (f) Except as otherwise provided in subsection (g), a lessee of goods, other than a lessee in ordinary course of business, takes the leasehold interest free of a security interest to the extent that it secures advances made after the earlier of: (1) the time the secured party acquires knowledge of the lease; or (2) forty-five days after the lease contract becomes enforceable. (g) Subsection (f) does not apply if the advance is made pursuant to a commitment entered into without knowledge of the lease and before the expiration of the forty-five-day period.
S.C. Code Ann. § 36-9-327 — SC Code / Title 36 / Chapter 9 / Section 36-9-327
SECTION 36-9-327. Priority of security interests in deposit account.
Status: in_force

The following rules govern priority among conflicting security interests in the same deposit account: (1) A security interest held by a secured party having control of the deposit account under Section 36-9-104 has priority over a conflicting security interest held by a secured party that does not have control. (2) Except as otherwise provided in items (3) and (4), security interests perfected by control under Section 36-9-314 rank according to priority in time of obtaining control. (3) Except as otherwise provided in item (4), a security interest held by the bank with which the deposit account is maintained has priority over a conflicting security interest held by another secured party. (4) A security interest perfected by control under Section 36-9-104(a)(3) has priority over a security interest held by the bank with which the deposit account is maintained.
S.C. Code Ann. § 36-9-306 — SC Code / Title 36 / Chapter 9 / Section 36-9-306
SECTION 36-9-306. Law governing perfection and priority of security interests in letter-of-credit rights.
Status: in_force

(a) Subject to subsection (c), the local law of the issuer's jurisdiction or a nominated person's jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a letter-of-credit right if the issuer's jurisdiction or nominated person's jurisdiction is a State. (b) For purposes of this part, an issuer's jurisdiction or nominated person's jurisdiction is the jurisdiction whose law governs the liability of the issuer or nominated person with respect to the letter-of-credit right as provided in Section 36-5-116. (c) This section does not apply to a security interest that is perfected only under Section 36-9-308(d). SECTION 36-9-307. Location of debtor (a) In this section, "place of business" means a place where a debtor conducts its affairs. (b) Except as otherwise provided in this section, the following rules determine a debtor's location: (1) A debtor who is an individual is located at the individual's principal residence. (2) A debtor that is an organization and has only one place of business is located at its place of business. (3) A debtor that is an organization and has more than one place of business is located at its chief executive office. (c) Subsection (b) applies only if a debtor's residence, place of business, or chief executive office, as applicable, is located in a jurisdiction whose law generally requires information concerning the existence of a nonpossessory security interest to be made generally available in a filing, recording, or registration system as a condition or result of the security interest's obtaining priority over the rights of a lien creditor with respect to the collateral. If subsection (b) does not apply, the debtor is located in the District of Columbia. (d) A person that ceases to exist, have a residence, or have a place of business continues to be located in the jurisdiction specified by subsections (b) and (c). (e) A registered organization that is organized under the law of a State is located in that State. (f) Except as otherwise provided in subsection (i), a registered organization that is organized under the law of the United States and a branch or agency of a bank that is not organized under the law of the United States or a State are located in: (1) the State that the law of the United States designates, if the law designates a State of location; (2) the State that the registered organization, branch, or agency designates, if the law of the United States authorizes the registered organization, branch, or agency to designate its State of location, including by designating its main office, home office, or other compatible office; or (3) the District of Columbia, if neither item (1) nor item (2) applies. (g) A registered organization continues to be located in the jurisdiction specified by subsection (e) or (f) notwithstanding the: (1) suspension, revocation, forfeiture, or lapse of the registered organization's status as such in its jurisdiction of organization; or (2) dissolution, winding up, or cancellation of the existence of the registered organization. (h) The United States is located in the District of Columbia. (i) A branch or agency of a bank that is not organized under the law of the United States or a State is located in the State in which the branch or agency is licensed, if all branches and agencies of the bank are licensed in only one State. (j) A foreign air carrier under the Federal Aviation Act of 1958, as amended, is located at the designated office of the agent upon which service of process may be made on behalf of the carrier. (k) This section applies only for purposes of this part. Effect of Amendment The 2013 amendment in subsection (f), in paragraph (2), inserted ", including by designating its main office, home office, or other compatible office;" and made other nonsubstantive changes. Subpart 2 Perfection
S.C. Code Ann. § 36-3-113 — SC Code / Title 36 / Chapter 3 / Section 36-3-113
SECTION 36-3-113. Date of instrument.
Status: in_force

(a) An instrument may be antedated or postdated. The date stated determines the time of payment if the instrument is payable at a fixed period after date. Except as provided in Section 36-4-401(c), an instrument payable on demand is not payable before the date of the instrument. (b) If an instrument is undated, its date is the date of its issue or, in the case of an unissued instrument, the date it first comes into possession of a holder.
S.C. Code Ann. § 36-9-605 — SC Code / Title 36 / Chapter 9 / Section 36-9-605
SECTION 36-9-605. Unknown debtor or secondary obligor.
Status: in_force

A secured party does not owe a duty based on its status as secured party: (1) 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 (2) 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.
S.C. Code Ann. § 36-3-403 — SC Code / Title 36 / Chapter 3 / Section 36-3-403
SECTION 36-3-403. Unauthorized signature.
Status: in_force

(a) Unless otherwise provided in this chapter or Chapter 4, an unauthorized signature is ineffective except as the signature of the unauthorized signer in favor of a person who in good faith pays the instrument or takes it for value. An unauthorized signature may be ratified for all purposes of this chapter. (b) If the signature of more than one person is required to constitute the authorized signature of an organization, the signature of the organization is unauthorized if one of the required signatures is lacking. (c) The civil or criminal liability of a person who makes an unauthorized signature is not affected by any provision of this chapter which makes the unauthorized signature effective for the purposes of this chapter.
S.C. Code Ann. § 36-8-103 — SC Code / Title 36 / Chapter 8 / Section 36-8-103
SECTION 36-8-103. Rules for determining whether certain obligations and interests are securities or financial assets.
Status: in_force

(a) A share or similar equity interest issued by a corporation, business trust, joint stock company, or similar entity is a security. (b) 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 or endowment policy or annuity contract issued by an insurance company. (c) 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. (d) A writing that is a security certificate is governed by this chapter and not by Chapter 3, even though it also meets the requirements of that chapter. However, a negotiable instrument governed by Chapter 3 is a financial asset if it is held in a securities account. (e) An option or similar obligation issued by a clearing corporation to its participants is not a security, but is a financial asset. (f) A commodity contract, as defined in Section 36-9-102(a)(15), is not a security or a financial asset. (g) A document of title is not a financial asset unless Section 36-8-102(a)(9)(iii) applies. Editor's Note 2014 Act No. 213, SECTION 51, provides as follows: "SECTION 51. This act becomes effective on October 1, 2014. It applies to transactions entered into and events occurring after that date." Effect of Amendment 2014 Act No. 213, SECTION 32, added subsection (g).
S.C. Code Ann. § 36-2-206 — SC Code / Title 36 / Chapter 2 / Section 36-2-206
SECTION 36-2-206. Offer and acceptance in formation of contract.
Status: in_force

(1) Unless otherwise unambiguously indicated by the language or circumstances (a) an offer to make a contract shall be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances; (b) an order or other offer to buy goods for prompt or current shipment shall be construed as inviting acceptance either by a prompt promise to ship or by the prompt or current shipment of conforming or nonconforming goods, but such a shipment of nonconforming goods does not constitute an acceptance if the seller seasonably notifies the buyer that the shipment is offered only as an accommodation to the buyer. (2) Where the beginning of a requested performance is a reasonable mode of acceptance an offeror who is not notified of acceptance within a reasonable time may treat the offer as having lapsed before acceptance.
S.C. Code Ann. § 36-9-510 — SC Code / Title 36 / Chapter 9 / Section 36-9-510
SECTION 36-9-510. Effectiveness of filed record.
Status: in_force

(a) A filed record is effective only to the extent that it was filed by a person that may file it under Section 36-9-509 . (b) A record authorized by one secured party of record does not affect the financing statement with respect to another secured party of record. (c) A continuation statement that is not filed within the six-month period prescribed by Section 36-9-515(d) is ineffective.
S.C. Code Ann. § 36-2-512 — SC Code / Title 36 / Chapter 2 / Section 36-2-512
SECTION 36-2-512. Payment by buyer before inspection.
Status: in_force

(1) Where the contract requires payment before inspection nonconformity of the goods does not excuse the buyer from so making payment unless (a) the nonconformity appears without inspection; or (b) despite tender of the required documents the circumstances would justify injunction against honor under this act (Section 36-5-109(b)). (2) Payment pursuant to subsection (1) does not constitute an acceptance of goods or impair the buyer's right to inspect or any of his remedies. Editor's Note "This act," referred to in this section, means Act No. 1065 of the 1966 Act and Joint Resolutions, originally codified as Titles 10.1 to 10.10 of the Code of Laws of South Carolina 1962, and now codified as Title 36 of the Code of Laws of South Carolina 1976.