RCW 62A.2A-105 — Washington Code / Title 62A / Chapter 2A / Section 2A-105
RCW 62A.2A-105: Territorial application of article to goods covered by certificate of title.
Status: in_force

Subject to the provisions of RCW 62A.2A-304 (3) and 62A.2A-305 (3), with respect to goods covered by a certificate of title issued under a statute of this state or of another jurisdiction, compliance and the effect of compliance or noncompliance with a certificate of title statute are governed by the law (including the conflict of laws rules) of the jurisdiction issuing the certificate until the earlier of (a) surrender of the certificate, or (b) four months after the goods are removed from that jurisdiction and thereafter until a new certificate of title is issued by another jurisdiction.
RCW 62A.7-210 — Washington Code / Title 62A / Chapter 7 / Section 7-210
RCW 62A.7-210: Enforcement of warehouse lien.
Status: in_force

(a) Except as otherwise provided in subsection (b) of this section, a warehouse's lien may be enforced by public or private sale of the goods, in bulk or in packages, at any time or place and on any terms that are commercially reasonable, after notifying all persons known to claim an interest in the goods. The notification must include a statement of the amount due, the nature of the proposed sale, and the time and place of any public sale. The fact that a better price could have been obtained by a sale at a different time or in a method different from that selected by the warehouse is not of itself sufficient to establish that the sale was not made in a commercially reasonable manner. The warehouse sells in a commercially reasonable manner if the warehouse sells the goods in the usual manner in any recognized market therefor, sells at the price current in that market at the time of the sale, or otherwise sells in conformity with commercially reasonable practices among dealers in the type of goods sold. A sale of more goods than apparently necessary to be offered to ensure satisfaction of the obligation is not commercially reasonable, except in cases covered by the preceding sentence. (b) A warehouse may enforce its lien on goods, other than goods stored by a merchant in the course of its business, only if the following requirements are satisfied: (1) All persons known to claim an interest in the goods must be notified. (2) The notification must include an itemized statement of the claim, a description of the goods subject to the lien, a demand for payment within a specified time not less than ten days after receipt of the notification, and a conspicuous statement that unless the claim is paid within that time the goods will be advertised for sale and sold by auction at a specified time and place. (3) The sale must conform to the terms of the notification. (4) The sale must be held at the nearest suitable place to that where the goods are held or stored. (5) After the expiration of the time given in the notification, an advertisement of the sale must be published once a week for two weeks consecutively in a newspaper of general circulation where the sale is to be held. The advertisement must include a description of the goods, the name of the person on whose account the goods are being held, and the time and place of the sale. The sale must take place at least fifteen days after the first publication. If there is no newspaper of general circulation where the sale is to be held, the advertisement must be posted at least ten days before the sale in not fewer than six conspicuous places in the neighborhood of the proposed sale. (c) Before any sale pursuant to this section, any person claiming a right in the goods may pay the amount necessary to satisfy the lien and the reasonable expenses incurred in complying with this section. In that event, the goods may not be sold, but must be retained by the warehouse subject to the terms of the receipt and this Article. (d) A warehouse may buy at any public sale held pursuant to this section. (e) A purchaser in good faith of goods sold to enforce a warehouse's lien takes the goods free of any rights of persons against which the lien was valid, despite the warehouse's noncompliance with this section. (f) A warehouse may satisfy its lien from the proceeds of any sale pursuant to this section but must hold the balance, if any, for delivery on demand to any person to which the warehouse would have been bound to deliver the goods. (g) The rights provided by this section are in addition to all other rights allowed by law to a creditor against a debtor. (h) If a lien is on goods stored by a merchant in the course of its business, the lien may be enforced in accordance with either subsection (a) or (b) of this section. (i) A warehouse is liable for damages caused by failure to comply with the requirements for sale under this section and, in case of willful violation, is liable for conversion.
RCW 62A.9A-407 — Washington Code / Title 62A / Chapter 9A / Section 9A-407
RCW 62A.9A-407: Restrictions on creation or enforcement of security interest in leasehold interest or in lessor's residual interest.
Status: in_force

(a) Term restricting assignment generally ineffective. Except as otherwise provided in subsection (b) of this section, a term in a lease agreement is ineffective to the extent that it: (1) Prohibits, restricts, or requires the consent of a party to the lease to the assignment or transfer of, or the creation, attachment, perfection, or enforcement of a security interest in, an interest of a party under the lease contract or in the lessor's residual interest in the goods; or (2) Provides that the assignment or transfer or the creation, attachment, perfection, or enforcement of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination, or remedy under the lease. (b) Effectiveness of certain terms. Except as otherwise provided in RCW 62A.2A-303 (7), a term described in subsection (a)(2) of this section is effective to the extent that there is: (1) A transfer by the lessee of the lessee's right of possession or use of the goods in violation of the term; or (2) A delegation of a material performance of either party to the lease contract in violation of the term. (c) Security interest not material impairment. The creation, attachment, perfection, or enforcement of a security interest in the lessor's interest under the lease contract or the lessor's residual interest in the goods is not a transfer that materially impairs the lessee's prospect of obtaining return performance or materially changes the duty of or materially increases the burden or risk imposed on the lessee within the purview of RCW 62A.2A-303 (4) unless, and then only to the extent that, enforcement actually results in a delegation of material performance of the lessor.
RCW 62A.4-303 — Washington Code / Title 62A / Chapter 4 / Section 4-303
RCW 62A.4-303: When items subject to notice, stop-payment order, legal process, or setoff; order in which items may be charged or certified.
Status: in_force

(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 RCW 62A.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.
RCW 62A.8-203 — Washington Code / Title 62A / Chapter 8 / Section 8-203
RCW 62A.8-203: Staleness as notice of defect or defense.
Status: in_force

After an act or event, other than a call that has been revoked, creating a right to immediate performance of the principal obligation represented by a certificated security or setting a date on or after which the security is to be presented or surrendered for redemption or exchange, a purchaser is charged with notice of any defect in its issue or defense of the issuer, if the act or event: (1) Requires the payment of money, the delivery of a certificated security, the registration of transfer of an uncertificated security, or any of them on presentation or surrender of the security certificate, the money or security is available on the date set for payment or exchange, and the purchaser takes the security more than one year after that date; or (2) Is not covered by subsection (1) of this section and the purchaser takes the security more than two years after the date set for surrender or presentation or the date on which performance became due.
RCW 62A.2A-504 — Washington Code / Title 62A / Chapter 2A / Section 2A-504
RCW 62A.2A-504: Liquidation of damages.
Status: in_force

(1) Damages payable by either party for default, or any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or loss or damage to lessor's residual interest, may be liquidated in the lease agreement but only at an amount or by a formula that is reasonable in light of the then anticipated harm caused by the default or other act or omission. (2) If the lease agreement provides for liquidation of damages, and such provision does not comply with subsection (1) of this section, or such provision is an exclusive or limited remedy that circumstances cause to fail of its essential purpose, remedy may be had as provided in this Article. (3) If the lessor justifiably withholds or stops delivery of goods because of the lessee's default or insolvency (RCW 62A.2A-525 or 62A.2A-526 ), the lessee is entitled to restitution of any amount by which the sum of his or her payments exceeds: (a) The amount to which the lessor is entitled by virtue of terms liquidating the lessor's damages in accordance with subsection (1) of this section; or (b) In the absence of those terms, twenty percent of the then present value of the total rent the lessee was obligated to pay for the balance of the lease term, or, in the case of a consumer lease, the lesser of such amount or five hundred dollars. (4) A lessee's right to restitution under subsection (3) of this section is subject to offset to the extent the lessor establishes: (a) A right to recover damages under the provisions of this Article other than subsection (1) of this section; and (b) The amount or value of any benefits received by the lessee directly or indirectly by reason of the lease contract.
RCW 62A.4-302 — Washington Code / Title 62A / Chapter 4 / Section 4-302
RCW 62A.4-302: Payor bank's responsibility for late return of item.
Status: in_force

(a) If an item is presented to and received by a payor bank, the bank is accountable for the amount of: (1) A demand item, other than a documentary draft, whether properly payable or not, if the bank, in any case in which it is not also the depositary bank, retains the item beyond midnight of the banking day of receipt without settling for it or, whether or not it is also the depositary bank, does not pay or return the item or send notice of dishonor until after its midnight deadline; or (2) Any other properly payable item unless, within the time allowed for acceptance or payment of that item, the bank either accepts or pays the item or returns it and accompanying documents. (b) The liability of a payor bank to pay an item pursuant to subsection (a) is subject to defenses based on breach of a presentment warranty (RCW 62A.4-208 ) or proof that the person seeking enforcement of the liability presented or transferred the item for the purpose of defrauding the payor bank.
RCW 62A.7-506 — Washington Code / Title 62A / Chapter 7 / Section 7-506
RCW 62A.7-506: Delivery without indorsement: Right to compel indorsement.
Status: in_force

The transferee of a negotiable tangible document of title has a specifically enforceable right to have its transferor supply any necessary indorsement, but the transfer becomes a negotiation only as of the time the indorsement is supplied.
RCW 62A.8-114 — Washington Code / Title 62A / Chapter 8 / Section 8-114
RCW 62A.8-114: Evidentiary rules concerning certificated securities.
Status: in_force

The following rules apply in an action on a certificated security against the issuer: (1) Unless specifically denied in the pleadings, each signature on a security certificate or in a necessary indorsement is admitted. (2) If the effectiveness of a signature is put in issue, the burden of establishing effectiveness is on the party claiming under the signature, but the signature is presumed to be genuine or authorized. (3) If signatures on a security certificate are admitted or established, production of the certificate entitles a holder to recover on it unless the defendant establishes a defense or a defect going to the validity of the security. (4) If it is shown that a defense or defect exists, the plaintiff has the burden of establishing that the plaintiff or some person under whom the plaintiff claims is a person against whom the defense or defect cannot be asserted.
RCW 62A.8-107 — Washington Code / Title 62A / Chapter 8 / Section 8-107
RCW 62A.8-107: Whether indorsement, instruction, or entitlement is effective.
Status: in_force

(1) "Appropriate person" means: (a) With respect to an indorsement, the person specified by a security certificate or by an effective special indorsement to be entitled to the security; (b) With respect to an instruction, the registered owner of an uncertificated security; (c) With respect to an entitlement order, the entitlement holder; (d) If the person designated in (a), (b), or (c) of this subsection is deceased, the designated person's successor taking under other law or the designated person's personal representative acting for the estate of the decedent; or (e) If the person designated in (a), (b), or (c) of this subsection lacks capacity, the designated person's guardian, conservator, or other similar representative who has power under other law to transfer the security or financial asset. (2) An indorsement, instruction, or entitlement order is effective if: (a) It is made by the appropriate person; (b) It is made by a person who has power under the law of agency to transfer the security or financial asset on behalf of the appropriate person, including, in the case of an instruction or entitlement order, a person who has control under RCW 62A.8-106 (3)(b) or (4)(b); or (c) The appropriate person has ratified it or is otherwise precluded from asserting its ineffectiveness. (3) An indorsement, instruction, or entitlement order made by a representative is effective even if: (a) The representative has failed to comply with a controlling instrument or with the law of the state having jurisdiction of the representative relationship, including any law requiring the representative to obtain court approval of the transaction; or (b) The representative's action in making the indorsement, instruction, or entitlement order or using the proceeds of the transaction is otherwise a breach of duty. (4) If a security is registered in the name of or specially indorsed to a person described as a representative, or if a securities account is maintained in the name of a person described as a representative, an indorsement, instruction, or entitlement order made by the person is effective even though the person is no longer serving in the described capacity. (5) Effectiveness of an indorsement, instruction, or entitlement order is determined as of the date the indorsement, instruction, or entitlement order is made, and an indorsement, instruction, or entitlement order does not become ineffective by reason of any later change of circumstances.
RCW 62A.3-202 — Washington Code / Title 62A / Chapter 3 / Section 3-202
RCW 62A.3-202: Negotiation subject to rescission.
Status: in_force

(a) Negotiation is effective even if obtained (i) from an infant, a corporation exceeding its powers, or a person without capacity, (ii) by fraud, duress, or mistake, or (iii) in breach of duty or as part of an illegal transaction. (b) To the extent permitted by other law, negotiation may be rescinded or may be subject to other remedies, but those remedies may not be asserted against a subsequent holder in due course or a person paying the instrument in good faith and without knowledge of facts that are a basis for rescission or other remedy.
RCW 62A.2A-307 — Washington Code / Title 62A / Chapter 2A / Section 2A-307
RCW 62A.2A-307: Priority of liens arising by attachment or levy on, security interests in, and other claims to goods.
Status: in_force

(1) Except as otherwise provided in RCW 62A.2A-306 , a creditor of a lessee takes subject to the lease contract. (2) Except as otherwise provided in subsection (3) of this section and in RCW 62A.2A-306 and 62A.2A-308 , a creditor of a lessor takes subject to the lease contract unless the creditor holds a lien that attached to the goods before the lease contract became enforceable. (3) Except as otherwise provided in RCW 62A.9A-317 , 62A.9A-321 , and 62A.9A-323 , a lessee takes a leasehold interest subject to a security interest held by a creditor of the lessor.
RCW 62A.2-507 — Washington Code / Title 62A / Chapter 2 / Section 2-507
RCW 62A.2-507: Effect of seller's tender; delivery on condition.
Status: in_force

(1) Tender of delivery is a condition to the buyer's duty to accept the goods and, unless otherwise agreed, to his or her duty to pay for them. Tender entitles the seller to acceptance of the goods and to payment according to the contract. (2) Where payment is due and demanded on the delivery to the buyer of goods or documents of title, his or her right as against the seller to retain or dispose of them is conditional upon his or her making the payment due.
RCW 62A.12A-303 — Washington Code / Title 62A / Chapter 12A / Section 12A-303
RCW 62A.12A-303: Security interest unperfected before effective date.
Status: in_force

A security interest that is enforceable immediately before January 1, 2024, but is unperfected at that time: (a) Remains an enforceable security interest until the adjustment date; (b) Remains enforceable thereafter if the security interest becomes enforceable under RCW 62A.9A-203 , as amended by chapter 266, Laws of 2023, on January 1, 2024, or before the adjustment date; and (c) Becomes perfected: (1) Without further action, on January 1, 2024, if the requirements for perfection under chapter 266, Laws of 2023 are satisfied before or at that time; or (2) When the requirements for perfection are satisfied if the requirements are satisfied after that time.
RCW 62A.2A-209 — Washington Code / Title 62A / Chapter 2A / Section 2A-209
RCW 62A.2A-209: Lessee under finance lease as beneficiary of supply contract.
Status: in_force

(1) The benefit of a supplier's promises to the lessor under the supply contract and of all warranties, whether express or implied, including those of any third party provided in connection with or as part of the supply contract, extends to the lessee to the extent of the lessee's leasehold interest under a finance lease related to the supply contract, but is subject to the terms of the warranty and of the supply contract and all defenses or claims arising therefrom. (2) The extension of the benefit of a supplier's promises and of warranties to the lessee (RCW 62A.2A-209 (1)) does not: (i) Modify the rights and obligations of the parties to the supply contract, whether arising therefrom or otherwise, or (ii) impose any duty or liability under the supply contract on the lessee. (3) Any modification or rescission of the supply contract by the supplier and the lessor is effective between the supplier and the lessee unless, before the modification or rescission, the supplier has received notice that the lessee has entered into a finance lease related to the supply contract. If the modification or rescission is effective between the supplier and the lessee, the lessor is deemed to have assumed, in addition to the obligations of the lessor to the lessee under the lease contract, promises of the supplier to the lessor and warranties that were so modified or rescinded as they existed and were available to the lessee before modification or rescission. (4) In addition to the extension of the benefit of the supplier's promises and of warranties to the lessee under subsection (1) of this section, the lessee retains all rights that the lessee may have against the supplier which arise from an agreement between the lessee and the supplier or under other law.
RCW 62A.2-318 — Washington Code / Title 62A / Chapter 2 / Section 2-318
RCW 62A.2-318: Third-party beneficiaries of warranties express or implied.
Status: in_force

A seller's warranty whether express or implied extends to any natural person who is in the family or household of his or her buyer or who is a guest in his or her home if it is reasonable to expect that such person may use, consume, or be affected by the goods and who is injured in person by breach of the warranty. A seller may not exclude or limit the operation of this section.
RCW 62A.3-522 — Washington Code / Title 62A / Chapter 3 / Section 3-522
RCW 62A.3-522: Notice of dishonor—Affidavit of service by mail.
Status: in_force

In addition to sending a notice of dishonor to the drawer of the check under RCW 62A.3-520 , the person sending notice shall execute an affidavit certifying service of the notice by mail. The affidavit of service by mail must be attached to a copy of the notice of dishonor and must be substantially in the following form: AFFIDAVIT OF SERVICE BY MAIL I, . . . . . ., hereby certify that on the . . . . . . day of . . . . . ., 20. . ., a copy of the foregoing Notice was served on . . . . . . by mailing via the United States Postal Service, postage prepaid, at . . . . . ., Washington. Dated:. . . . . . . . . . . . . . . . (Signature) The person enforcing the check shall retain the affidavit with the check but shall file a copy of the affidavit with the clerk of the court in which an action on the check is commenced.
RCW 62A.2-703 — Washington Code / Title 62A / Chapter 2 / Section 2-703
RCW 62A.2-703: Seller's remedies in general.
Status: in_force

Where the buyer wrongfully rejects or revokes acceptance of goods or fails to make a payment due on or before delivery or repudiates with respect to a part or the whole, then with respect to any goods directly affected and, if the breach is of the whole contract (RCW 62A.2-612 ), then also with respect to the whole undelivered balance, the aggrieved seller may (a) withhold delivery of such goods; (b) stop delivery by any bailee as hereafter provided (RCW 62A.2-705 ); (c) proceed under the next section respecting goods still unidentified to the contract; (d) resell and recover damages as hereafter provided (RCW 62A.2-706 ); (e) recover damages for non-acceptance (RCW 62A.2-708 ) or in a proper case the price (RCW 62A.2-709 ); (f) cancel.
RCW 62A.3-416 — Washington Code / Title 62A / Chapter 3 / Section 3-416
RCW 62A.3-416: Transfer warranties.
Status: in_force

(a) A person who transfers an instrument for consideration warrants to the transferee and, if the transfer is by indorsement, to any subsequent transferee that: (1) The warrantor is a person entitled to enforce the instrument; (2) All signatures on the instrument are authentic and authorized; (3) The instrument has not been altered; (4) The instrument is not subject to a defense or claim in recoupment of any party which can be asserted against the warrantor; and (5) The warrantor has no knowledge of any insolvency proceeding commenced with respect to the maker or acceptor or, in the case of an unaccepted draft, the drawer. (b) A person to whom the warranties under subsection (a) are made and who took the instrument in good faith may recover from the warrantor as damages for breach of warranty an amount equal to the loss suffered as a result of the breach, but not more than the amount of the instrument plus expenses and loss of interest incurred as a result of the breach. (c) The warranties stated in subsection (a) cannot be disclaimed with respect to checks. Unless notice of a claim for breach of warranty is given to the warrantor within 30 days after the claimant has reason to know of the breach and the identity of the warrantor, the liability of the warrantor under subsection (b) is discharged to the extent of any loss caused by the delay in giving notice of the claim. (d) A cause of action for breach of warranty under this section accrues when the claimant has reason to know of the breach.
RCW 62A.2-319 — Washington Code / Title 62A / Chapter 2 / Section 2-319
RCW 62A.2-319: F.O.B. and F.A.S. terms.
Status: in_force

(1) Unless otherwise agreed, the term F.O.B. (which means "free on board") at a named place, even though used only in connection with the stated price, is a delivery term under which: (a) When the term is F.O.B. the place of shipment, the seller must at that place ship the goods in the manner provided in this Article (RCW 62A.2-504 ) and bear the expense and risk of putting them into the possession of the carrier; or (b) When the term is F.O.B. the place of destination, the seller must at his or her own expense and risk transport the goods to that place and there tender delivery of them in the manner provided in this Article (RCW 62A.2-503 ); (c) When under either (a) or (b) of this subsection the term is also F.O.B. vessel, car, or other vehicle, the seller must in addition at his or her own expense and risk load the goods on board. If the term is F.O.B. vessel, the buyer must name the vessel and in an appropriate case the seller must comply with the provisions of this Article on the form of bill of lading (RCW 62A.2-323 ). (2) Unless otherwise agreed the term F.A.S. vessel (which means "free alongside") at a named port, even though used only in connection with the stated price, is a delivery term under which the seller must: (a) At his or her own expense and risk deliver the goods alongside the vessel in the manner usual in that port or on a dock designated and provided by the buyer; and (b) Obtain and tender a receipt for the goods in exchange for which the carrier is under a duty to issue a bill of lading. (3) Unless otherwise agreed, in any case falling within subsection (1)(a) or (c) or (2) of this section, the buyer must seasonably give any needed instructions for making delivery, including when the term is F.A.S. or F.O.B. the loading berth of the vessel and in an appropriate case its name and sailing date. The seller may treat the failure of needed instructions as a failure of cooperation under this Article (RCW 62A.2-311 ). He or she may also at his or her option move the goods in any reasonable manner preparatory to delivery or shipment. (4) Under the term F.O.B. vessel or F.A.S., unless otherwise agreed, the buyer must make payment against tender of the required documents and the seller may not tender nor the buyer demand delivery of the goods in substitution for the documents.
RCW 62A.3-418 — Washington Code / Title 62A / Chapter 3 / Section 3-418
RCW 62A.3-418: Payment or 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 RCW 62A.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 RCW 62A.3-417 or 62A.4-407 . (d) Notwithstanding RCW 62A.4-213 , 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.
RCW 62A.11-102 — Washington Code / Title 62A / Chapter 11 / Section 11-102
RCW 62A.11-102: Preservation of old transition provisions.
Status: in_force

The provisions of Article 10 shall continue to apply to the Uniform Commercial Code as amended by chapter 41, Laws of 1981 and for this purpose the Uniform Commercial Code before midnight June 30, 1982 and the Uniform Commercial Code as amended by chapter 41, Laws of 1981 shall be considered one continuous statute.
RCW 62A.2A-203 — Washington Code / Title 62A / Chapter 2A / Section 2A-203
RCW 62A.2A-203: Seals inoperative.
Status: in_force

The affixing of a seal to a record evidencing a lease contract or an offer to enter into a lease contract does not render the record a sealed instrument and the law with respect to sealed instruments does not apply to the lease contract or offer.
RCW 62A.2A-214 — Washington Code / Title 62A / Chapter 2A / Section 2A-214
RCW 62A.2A-214: Exclusion or modification of warranties.
Status: in_force

(1) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit a warranty must be construed wherever reasonable as consistent with each other; but, subject to the provisions of RCW 62A.2A-202 on parol or extrinsic evidence, negation or limitation is inoperative to the extent that the construction is unreasonable. (2) Subject to subsection (3) of this section, to exclude or modify the implied warranty of merchantability or any part of it the language must mention "merchantability," be by a writing, and be conspicuous. Subject to subsection (3) of this section, to exclude or modify any implied warranty of fitness the exclusion must be by a writing and be conspicuous. Language to exclude all implied warranties of fitness is sufficient if it is in writing, is conspicuous and states, for example, "There is no warranty that the goods will be fit for a particular purpose." (3) Notwithstanding subsection (2) of this section, but subject to subsection (4) of this section: (a) Unless the circumstances indicate otherwise, all implied warranties are excluded by expressions like "as is," or "with all faults," or by other language that in common understanding calls the lessee's attention to the exclusion of warranties and makes plain that there is no implied warranty, if in writing and conspicuous; (b) If the lessee before entering into the lease contract has examined the goods or the sample or model as fully as desired or has refused to examine the goods, there is no implied warranty with regard to defects that an examination ought in the circumstances to have revealed; and (c) An implied warranty may also be excluded or modified by course of dealing, course of performance, or usage of trade. (4) To exclude or modify a warranty against interference or against infringement (RCW 62A.2A-211 ) or any part of it, the language must be specific, be by a writing, and be conspicuous, unless the circumstances, including course of performance, course of dealing, or usage of trade, give the lessee reason to know that the goods are being leased subject to a claim or interest of any person.
RCW 62A.4-201 — Washington Code / Title 62A / Chapter 4 / Section 4-201
RCW 62A.4-201: Status of collecting bank as agent and provisional status of credits; applicability of article; item indorsed "pay any bank".
Status: in_force

(a) Unless a contrary intent clearly appears and before the time that a settlement given by a collecting bank for an item is or becomes final, the bank, with respect to the item, is an agent or sub-agent of the owner of the item and any settlement given for the item is provisional. This provision applies regardless of the form of indorsement or lack of indorsement and even though credit given for the item is subject to immediate withdrawal as of right or is in fact withdrawn; but the continuance of ownership of an item by its owner and any rights of the owner to proceeds of the item are subject to rights of a collecting bank such as those resulting from outstanding advances on the item and rights of recoupment or setoff. If an item is handled by banks for purposes of presentment, payment, collection, or return, the relevant provisions of this Article apply even though action of the parties clearly establishes that a particular bank has purchased the item and is the owner of it. (b) After an item has been indorsed with the words "pay any bank" or the like, only a bank may acquire the rights of a holder until the item has been: (1) Returned to the customer initiating collection; or (2) Specially indorsed by a bank to a person who is not a bank.
RCW 62A.4A-104 — Washington Code / Title 62A / Chapter 4A / Section 4A-104
RCW 62A.4A-104: Funds transfer—Definitions.
Status: in_force

In this Article: (a) "Funds transfer" means the series of transactions, beginning with the originator's payment order, made for the purpose of making payment to the beneficiary of the order. The term includes any payment order issued by the originator's bank or an intermediary bank intended to carry out the originator's payment order. A funds transfer is completed by acceptance by the beneficiary's bank of a payment order for the benefit of the beneficiary of the originator's payment order. (b) "Intermediary bank" means a receiving bank other than the originator's bank or the beneficiary's bank. (c) "Originator" means the sender of the first payment order in a funds transfer. (d) "Originator's bank" means (i) the receiving bank to which the payment order of the originator is issued if the originator is not a bank, or (ii) the originator if the originator is a bank.
RCW 62A.4A-401 — Washington Code / Title 62A / Chapter 4A / Section 4A-401
RCW 62A.4A-401: Payment date.
Status: in_force

"Payment date" of a payment order means the day on which the amount of the order is payable to the beneficiary by the beneficiary's bank. The payment date may be determined by instruction of the sender but cannot be earlier than the day the order is received by the beneficiary's bank and, unless otherwise determined, is the day the order is received by the beneficiary's bank.
RCW 62A.2-720 — Washington Code / Title 62A / Chapter 2 / Section 2-720
RCW 62A.2-720: Effect of "cancellation" or "rescission" on claims for antecedent breach.
Status: in_force

Unless the contrary intention clearly appears, expressions of "cancellation" or "rescission" of the contract or the like shall not be construed as a renunciation or discharge of any claim in damages for an antecedent breach.
RCW 62A.5-109 — Washington Code / Title 62A / Chapter 5 / Section 5-109
RCW 62A.5-109: Fraud and forgery.
Status: in_force

(a) If a presentation is made that appears on its face strictly to comply with the terms and conditions of the letter of credit, but a required document is forged or materially fraudulent, or honor of the presentation would facilitate a material fraud by the beneficiary on the issuer or applicant: (1) The issuer shall honor the presentation, if honor is demanded by (i) a nominated person who has given value in good faith and without notice of forgery or material fraud, (ii) a confirmer who has honored its confirmation in good faith, (iii) a holder in due course of a draft drawn under the letter of credit which was taken after acceptance by the issuer or nominated person, or (iv) an assignee of the issuer's or nominated person's deferred obligation that was taken for value and without notice of forgery or material fraud after the obligation was incurred by the issuer or nominated person; and (2) The issuer, acting in good faith, may honor or dishonor the presentation in any other case. (b) If an applicant claims that a required document is forged or materially fraudulent or that honor of the presentation would facilitate a material fraud by the beneficiary on the issuer or applicant, a court of competent jurisdiction may temporarily or permanently enjoin the issuer from honoring a presentation or grant similar relief against the issuer or other persons only if the court finds that: (1) The relief is not prohibited under the law applicable to an accepted draft or deferred obligation incurred by the issuer; (2) A beneficiary, issuer, or nominated person who may be adversely affected is adequately protected against loss that it may suffer because the relief is granted; (3) All of the conditions to entitle a person to the relief under the law of this state have been met; and (4) On the basis of the information submitted to the court, the applicant is more likely than not to succeed under its claim of forgery or material fraud and the person demanding honor does not qualify for protection under subsection (a)(1) of this section.
RCW 62A.7-507 — Washington Code / Title 62A / Chapter 7 / Section 7-507
RCW 62A.7-507: Warranties on negotiation or delivery of document of title.
Status: in_force

If a person negotiates or delivers a document of title for value, otherwise than as a mere intermediary under RCW 62A.7-508 , unless otherwise agreed, the transferor, in addition to any warranty made in selling or leasing the goods, warrants to its immediate purchaser only that: (1) The document is genuine; (2) The transferor does not have knowledge of any fact that would impair the document's validity or worth; and (3) The negotiation or delivery is rightful and fully effective with respect to the title to the document and the goods it represents.
RCW 62A.4A-103 — Washington Code / Title 62A / Chapter 4A / Section 4A-103
RCW 62A.4A-103: Payment order—Definitions.
Status: in_force

(a) In this Article: (1) "Payment order" means an instruction of a sender to a receiving bank, transmitted orally or in a record, to pay, or to cause another bank to pay, a fixed or determinable amount of money to a beneficiary if: (i) The instruction does not state a condition to payment to the beneficiary other than time of payment; (ii) The receiving bank is to be reimbursed by debiting an account of, or otherwise receiving payment from, the sender; and (iii) The instruction is transmitted by the sender directly to the receiving bank or to an agent, funds-transfer system, or communication system for transmittal to the receiving bank. (2) "Beneficiary" means the person to be paid by the beneficiary's bank. (3) "Beneficiary's bank" means the bank identified in a payment order in which an account of the beneficiary is to be credited pursuant to the order or which otherwise is to make payment to the beneficiary if the order does not provide for payment to an account. (4) "Receiving bank" means the bank to which the sender's instruction is addressed. (5) "Sender" means the person giving the instruction to the receiving bank. (b) If an instruction complying with subsection (a)(1) of this section is to make more than one payment to a beneficiary, the instruction is a separate payment order with respect to each payment. (c) A payment order is issued when it is sent to the receiving bank.
RCW 62A.2A-215 — Washington Code / Title 62A / Chapter 2A / Section 2A-215
RCW 62A.2A-215: Cumulation and conflict of warranties express or implied.
Status: in_force

Warranties, whether express or implied, must be construed as consistent with each other and as cumulative, but if that construction is unreasonable, the intention of the parties determines which warranty is dominant. In ascertaining that intention the following rules apply: (a) Exact or technical specifications displace an inconsistent sample or model or general language of description. (b) A sample from an existing bulk displaces inconsistent general language of description. (c) Express warranties displace inconsistent implied warranties other than an implied warranty of fitness for a particular purpose.
RCW 62A.9A-314 — Washington Code / Title 62A / Chapter 9A / Section 9A-314
RCW 62A.9A-314: Perfection by control.
Status: in_force

(a) Perfection by control. A security interest in controllable accounts, controllable electronic records, controllable payment intangibles, deposit accounts, electronic documents, electronic money, investment property, or letter-of-credit rights may be perfected by control of the collateral under RCW 62A.7-106 , 62A.9A-104 , 62A.9A-106 , 62A.9A-107 , 62A.9A-1051 , or 62A.9A-1071 . (b) Specified collateral: Time of perfection by control; continuation of perfection. A security interest in controllable accounts, controllable electronic records, controllable payment intangibles, deposit accounts, electronic documents, electronic money, or letter-of-credit rights is perfected by control under RCW 62A.7-106 , 62A.9A-104 , 62A.9A-107 , 62A.9A-1051 , or 62A.9A-1071 not earlier than the time when the secured party obtains control and remains perfected by control only while the secured party retains control. (c) Investment property: Time of perfection by control; continuation of perfection. A security interest in investment property is perfected by control under RCW 62A.9A-106 not earlier than the time the secured party obtains control and remains perfected by control until: (1) The secured party does not have control; and (2) One of the following occurs: (A) If the collateral is a certificated security, the debtor has or acquires possession of the security certificate; (B) If the collateral is an uncertificated security, the issuer has registered or registers the debtor as the registered owner; or (C) If the collateral is a security entitlement, the debtor is or becomes the entitlement holder.
RCW 62A.2A-527 — Washington Code / Title 62A / Chapter 2A / Section 2A-527
RCW 62A.2A-527: Lessor's rights to dispose of goods.
Status: in_force

(1) After a default by a lessee under the lease contract of the type described in RCW 62A.2A-523 (1) or (3)(a) or after the lessor refuses to deliver or takes possession of goods (RCW 62A.2A-525 or 62A.2A-526 ), or, if agreed, after other default by a lessee, the lessor may dispose of the goods concerned or the undelivered balance thereof by lease, sale, or otherwise. (2) Except as otherwise provided with respect to damages liquidated in the lease agreement (RCW 62A.2A-504 ) or otherwise determined pursuant to agreement of the parties (RCW 62A.1-302 and 62A.2A-503 ), if the disposition is by lease agreement substantially similar to the original lease agreement and the new lease agreement is made in good faith and in a commercially reasonable manner, the lessor may recover from the lessee as damages (i) accrued and unpaid rent as of the date of the commencement of the term of the new lease agreement, (ii) the present value, as of the same date, of the total rent for the then remaining lease term of the original lease agreement minus the present value, as of the same date, of the rent under the new lease agreement applicable to that period of the new lease term which is comparable to the then remaining term of the original lease agreement, and (iii) any incidental damages allowed under RCW 62A.2A-530 , less expenses saved in consequence of the lessee's default. (3) If the lessor's disposition is by lease agreement that for any reason does not qualify for treatment under subsection (2) of this section, or is by sale or otherwise, the lessor may recover from the lessee as if the lessor had elected not to dispose of the goods and RCW 62A.2A-528 governs. (4) A subsequent buyer or lessee who buys or leases from the lessor in good faith for value as a result of a disposition under this section takes the goods free of the original lease contract and any rights of the original lessee even though the lessor fails to comply with one or more of the requirements of this Article. (5) The lessor is not accountable to the lessee for any profit made on any disposition. A lessee who has rightfully rejected or justifiably revoked acceptance shall account to the lessor for any excess over the amount of the lessee's security interest (RCW 62A.2A-508 ).
RCW 62A.5-105 — Washington Code / Title 62A / Chapter 5 / Section 5-105
RCW 62A.5-105: Consideration.
Status: in_force

Consideration is not required to issue, amend, transfer, or cancel a letter of credit, advice, or confirmation.
RCW 62A.4-212 — Washington Code / Title 62A / Chapter 4 / Section 4-212
RCW 62A.4-212: Presentment by notice of item not payable by, through, or at a bank; liability of drawer or indorser.
Status: in_force

(a) Unless otherwise instructed, a collecting bank may present an item not payable by, through or at a bank by sending to the party to accept or pay a written notice that the bank holds the item for acceptance or payment. The notice must be sent in time to be received on or before the day when presentment is due and the bank must meet any requirement of the party to accept or pay under RCW 62A.3-501 by the close of the bank's next banking day after it knows of the requirement. (b) If presentment is made by notice and payment, acceptance, or request for compliance with a requirement under RCW 62A.3-501 is not received by the close of business on the day after maturity or, in the case of demand items, by the close of business on the third banking day after notice was sent, the presenting bank may treat the item as dishonored and charge any drawer or indorser by sending it notice of the facts.
RCW 62A.4-211 — Washington Code / Title 62A / Chapter 4 / Section 4-211
RCW 62A.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, bank has given value to the extent it has a security interest in an item, if the bank otherwise complies with the requirements of RCW 62A.3-302 on what constitutes a holder in due course.
RCW 62A.4-202 — Washington Code / Title 62A / Chapter 4 / Section 4-202
RCW 62A.4-202: Responsibility for collection 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 non-payment 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.
RCW 62A.2-612 — Washington Code / Title 62A / Chapter 2 / Section 2-612
RCW 62A.2-612: "Installment contract"; breach.
Status: in_force

(1) An "installment contract" is one which requires or authorizes the delivery of goods in separate lots to be separately accepted, even though the contract contains a clause "each delivery is a separate contract" or its equivalent. (2) The buyer may reject any installment which is nonconforming if the nonconformity substantially impairs the value of that installment and cannot be cured or if the nonconformity is a defect in the required documents; but if the nonconformity does not fall within subsection (3) of this section and the seller gives adequate assurance of its cure, the buyer must accept that installment. (3) Whenever nonconformity or default with respect to one or more installments substantially impairs the value of the whole contract there is a breach of the whole. But the aggrieved party reinstates the contract if he or she accepts a nonconforming installment without seasonably notifying of cancellation or if he or she brings an action with respect only to past installments or demands performance as to future installments.
RCW 62A.2-721 — Washington Code / Title 62A / Chapter 2 / Section 2-721
RCW 62A.2-721: Remedies for fraud.
Status: in_force

Remedies for material misrepresentation or fraud include all remedies available under this Article for non-fraudulent breach. Neither rescission or a claim for rescission of the contract for sale nor rejection or return of the goods shall bar or be deemed inconsistent with a claim for damages or other remedy.
RCW 62A.3-305 — Washington Code / Title 62A / Chapter 3 / Section 3-305
RCW 62A.3-305: Defenses and claims in recoupment.
Status: in_force

(a) Except as stated in subsection (b), the right to enforce the obligation of a party to pay an instrument is subject to the following: (1) A defense of the obligor based on (i) infancy of the obligor to the extent it is a defense to a simple contract, (ii) duress, lack of legal capacity, or illegality of the transaction which, under other law, nullifies the obligation of the obligor, (iii) fraud that induced the obligor to sign the instrument with neither knowledge nor reasonable opportunity to learn of its character or its essential terms, or (iv) discharge of the obligor in insolvency proceedings; (2) A defense of the obligor stated in another section of this Article or a defense of the obligor that would be available if the person entitled to enforce the instrument were enforcing a right to payment under a simple contract; and (3) A claim in recoupment of the obligor against the original payee of the instrument if the claim arose from the transaction that gave rise to the instrument; but the claim of the obligor may be asserted against a transferee of the instrument only to reduce the amount owing on the instrument at the time the action is brought. (b) The right of a holder in due course to enforce the obligation of a party to pay the instrument is subject to defenses of the obligor stated in subsection (a)(1), but is not subject to defenses of the obligor stated in subsection (a)(2) or claims in recoupment stated in subsection (a)(3) against a person other than the holder. (c) Except as stated in subsection (d), in an action to enforce the obligation of a party to pay the instrument, the obligor may not assert against the person entitled to enforce the instrument a defense, claim in recoupment, or claim to the instrument (RCW 62A.3-306 ) of another person, but the other person's claim to the instrument may be asserted by the obligor if the other person is joined in the action and personally asserts the claim against the person entitled to enforce the instrument. An obligor is not obliged to pay the instrument if the person seeking enforcement of the instrument does not have rights of a holder in due course and the obligor proves that the instrument is a lost or stolen instrument. (d) In an action to enforce the obligation of an accommodation party to pay an instrument, the accommodation party may assert against the person entitled to enforce the instrument any defense or claim in recoupment under subsection (a) that the accommodated party could assert against the person entitled to enforce the instrument, except the defenses of discharge in insolvency proceedings, infancy, and lack of legal capacity.
RCW 62A.4A-503 — Washington Code / Title 62A / Chapter 4A / Section 4A-503
RCW 62A.4A-503: Injunction or restraining order with respect to funds transfer.
Status: in_force

For proper cause and in compliance with applicable law, a court may restrain (i) a person from issuing a payment order to initiate a funds transfer, (ii) an originator's bank from executing the payment order of the originator, or (iii) the beneficiary's bank from releasing funds to the beneficiary or the beneficiary from withdrawing the funds. A court may not otherwise restrain a person from issuing a payment order, paying or receiving payment of a payment order, or otherwise acting with respect to a funds transfer.
RCW 62A.4A-210 — Washington Code / Title 62A / Chapter 4A / Section 4A-210
RCW 62A.4A-210: Rejection of payment order.
Status: in_force

(a) A payment order is rejected by the receiving bank by a notice of rejection transmitted to the sender orally or in a record. A notice of rejection need not use any particular words and is sufficient if it indicates that the receiving bank is rejecting the order or will not execute or pay the order. Rejection is effective when the notice is given if transmission is by a means that is reasonable in the circumstances. If notice of rejection is given by a means that is not reasonable, rejection is effective when the notice is received. If an agreement of the sender and receiving bank establishes the means to be used to reject a payment order, (i) any means complying with the agreement is reasonable and (ii) any means not complying is not reasonable unless no significant delay in receipt of the notice resulted from the use of the noncomplying means. (b) This subsection applies if a receiving bank other than the beneficiary's bank fails to execute a payment order despite the existence on the execution date of a withdrawable credit balance in an authorized account of the sender sufficient to cover the order. If the sender does not receive notice of rejection of the order on the execution date and the authorized account of the sender does not bear interest, the bank is obliged to pay interest to the sender on the amount of the order for the number of days elapsing after the execution date to the earlier of the day the order is canceled pursuant to RCW 62A.4A-211 (d) or the day the sender receives notice or learns that the order was not executed, counting the final day of the period as an elapsed day. If the withdrawable credit balance during that period falls below the amount of the order, the amount of interest is reduced accordingly. (c) If a receiving bank suspends payments, all unaccepted payment orders issued to it are deemed rejected at the time the bank suspends payments. (d) Acceptance of a payment order precludes a later rejection of the order. Rejection of a payment order precludes a later acceptance of the order.
RCW 62A.2-715 — Washington Code / Title 62A / Chapter 2 / Section 2-715
RCW 62A.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.
RCW 62A.9A-342 — Washington Code / Title 62A / Chapter 9A / Section 9A-342
RCW 62A.9A-342: Bank's right to refuse to enter into or disclose existence of control agreement.
Status: in_force

This Article does not require a bank to enter into an agreement of the kind described in RCW 62A.9A-104 (a)(2), even if its customer so requests or directs. A bank that has entered into such an agreement is not required to confirm the existence of the agreement to another person unless requested to do so by its customer.
RCW 62A.2-722 — Washington Code / Title 62A / Chapter 2 / Section 2-722
RCW 62A.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 or her suit or settlement is, subject to his or her own interest, as a fiduciary for the other party to the contract; (c) Either party may with the consent of the other sue for the benefit of whom it may concern.
RCW 62A.9A-307 — Washington Code / Title 62A / Chapter 9A / Section 9A-307
RCW 62A.9A-307: Location of debtor.
Status: in_force

(a) "Place of business." In this section, "place of business" means a place where a debtor conducts its affairs. (b) Debtor's location: General rules. 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) Limitation of applicability of subsection (b) of this section. Subsection (b) of this section 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) of this section does not apply, the debtor is located in the District of Columbia. (d) Continuation of location: Cessation of existence, etc. 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) of this section. (e) Location of registered organization organized under state law. A registered organization that is organized under the law of a state is located in that state. (f) Location of registered organization organized under federal law; bank branches and agencies. Except as otherwise provided in subsection (i) of this section, 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: (1) In the state that the law of the United States designates, if the law designates a state of location; (2) In 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 comparable office; or (3) In the District of Columbia, if neither (1) or (2) of this subsection applies. (g) Continuation of location: Change in status of registered organization. A registered organization continues to be located in the jurisdiction specified by subsection (e) or (f) of this section notwithstanding: (1) The suspension, revocation, forfeiture, or lapse of the registered organization's status as such in its jurisdiction of organization; or (2) The dissolution, winding up, or cancellation of the existence of the registered organization. (h) Location of United States. The United States is located in the District of Columbia. (i) Location of foreign bank branch or agency if licensed in only one state. 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) Location of foreign air carrier. 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) Section applies only to this part. This section applies only for purposes of this part.
RCW 62A.9A-628 — Washington Code / Title 62A / Chapter 9A / Section 9A-628
RCW 62A.9A-628: Nonliability and limitation on liability of secured party; liability of secondary obligor.
Status: in_force

(a) Limitation of liability of secured party for noncompliance with article. Subject to subsection (f) of this section, unless a secured party knows that a person is a debtor or obligor, knows the identity of the person, and knows how to communicate with the person: (1) The secured party is not liable to the person, or to a secured party or lienholder that has filed a financing statement against the person, for failure to comply with this Article; and (2) The secured party's failure to comply with this Article does not affect the liability of the person for a deficiency. (b) Limitation of liability based on status as secured party. Subject to subsection (f) of this section, a secured party is not liable because of 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. (c) Limitation of liability if reasonable belief that transaction not a consumer-goods transaction or consumer transaction. A secured party is not liable to any person, and a person's liability for a deficiency is not affected, because of any act or omission arising out of the secured party's reasonable belief that a transaction is not a consumer-goods transaction or a consumer transaction or that goods are not consumer goods, if the secured party's belief is based on its reasonable reliance on: (1) A debtor's representation concerning the purpose for which collateral was to be used, acquired, or held; or (2) An obligor's representation concerning the purpose for which a secured obligation was incurred. (d) Limitation of liability for statutory damages. A secured party is not liable to any person under RCW 62A.9A-625 (c)(2) for its failure to comply with RCW 62A.9A-616 . (e) Limitation of multiple liability for statutory damages. A secured party is not liable under RCW 62A.9A-625 (c)(2) more than once with respect to any one secured obligation. (f) Exception: Limitation of liability under subsections (a) and (b) of this section does not apply. Subsections (a) and (b) of this section do not apply to limit the liability of a secured party to a person if, at the time the secured party obtains control of collateral that is a controllable account, controllable electronic record, or controllable payment intangible or at the time the security interest attaches to the collateral, whichever is later: (1) The person is a debtor or obligor; and (2) The secured party knows that the information in subsection (b)(1)(A), (B), or (C) of this section relating to the person is not provided by the collateral, a record attached to or logically associated with the collateral, or the system in which the collateral is recorded.
RCW 62A.4-111 — Washington Code / Title 62A / Chapter 4 / Section 4-111
RCW 62A.4-111: Statute of limitations.
Status: in_force

An action to enforce an obligation, duty, or right arising under this Article must be commenced within three years after the cause of action accrues.
RCW 62A.1-108 — Washington Code / Title 62A / Chapter 1 / Section 1-108
RCW 62A.1-108: Relation to electronic signatures in global and national commerce act.
Status: in_force

Except as provided in this section, this Article modifies, limits, and supersedes the federal electronic signatures in global and national commerce act, 15 U.S.C. Sec. 7001 et seq., except that nothing in this Article modifies, limits, or supersedes section 7001(c) of that act, and nothing in this section either authorizes or prohibits electronic delivery of any of the notices described in section 7003(b) of that act. This section does not modify, limit, or supersede application of the federal electronic signatures in global and national commerce act, 15 U.S.C. Sec. 7001 et seq., to transactions governed by Article 2 or 2A of this title.
RCW 62A.9A-502 — Washington Code / Title 62A / Chapter 9A / Section 9A-502
RCW 62A.9A-502: Contents of financing statement; record of mortgage as financing statement; time of filing financing statement.
Status: in_force

(a) Sufficiency of financing statement. Subject to subsection (b) of this section, 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) Real-property-related financing statements. Except as otherwise provided in RCW 62A.9A-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) of this section 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) Record of mortgage as financing statement. 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: (1) The record indicates the goods or accounts that it covers; (2) The goods are or are to become fixtures related to the real property described in the record or the collateral is related to the real property described in the record and is as-extracted collateral or timber to be cut; (3) The record satisfies the requirements for a financing statement in this section, but: (A) The record need not indicate that it is to be filed in the real property records; and (B) The 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 RCW 62A.9A-503 (a)(4) applies; and (4) The record is recorded. (d) Filing before security agreement or attachment. A financing statement may be filed before a security agreement is made or a security interest otherwise attaches.
RCW 62A.5-106 — Washington Code / Title 62A / Chapter 5 / Section 5-106
RCW 62A.5-106: Issuance, amendment, cancellation, and duration.
Status: in_force

(a) A letter of credit is issued and becomes enforceable according to its terms against the issuer when the issuer sends or otherwise transmits it to the person requested to advise or to the beneficiary. A letter of credit is revocable only if it so provides. (b) After a letter of credit is issued, rights and obligations of a beneficiary, applicant, confirmer, and issuer are not affected by an amendment or cancellation to which that person has not consented except to the extent the letter of credit provides that it is revocable or that the issuer may amend or cancel the letter of credit without that consent. (c) If there is no stated expiration date or other provision that determines its duration, a letter of credit expires one year after its stated date of issuance or, if none is stated, after the date on which it is issued. (d) A letter of credit that states that it is perpetual expires five years after its stated date of issuance, or if none is stated, after the date on which it is issued.
RCW 62A.4A-105 — Washington Code / Title 62A / Chapter 4A / Section 4A-105
RCW 62A.4A-105: Other definitions.
Status: reserved

(a) In this Article: (1) "Authorized account" means a deposit account of a customer in a bank designated by the customer as a source of payment of payment orders issued by the customer to the bank. If a customer does not so designate an account, any account of the customer is an authorized account if payment of a payment order from that account is not inconsistent with a restriction on the use of that account. (2) "Bank" means a person engaged in the business of banking and includes a savings bank, savings and loan association, credit union, and trust company. A branch or separate office of a bank is a separate bank for purposes of this Article. (3) "Customer" means a person, including a bank, having an account with a bank or from whom a bank has agreed to receive payment orders. (4) "Funds-transfer business day" of a receiving bank means the part of a day during which the receiving bank is open for the receipt, processing, and transmittal of payment orders and cancellations and amendments of payment orders. (5) "Funds-transfer system" means a wire transfer network, automated clearinghouse, or other communication system of a clearinghouse or other association of banks through which a payment order by a bank may be transmitted to the bank to which the order is addressed. (6) [Reserved.] (7) "Prove" with respect to a fact means to meet the burden of establishing the fact (RCW 62A.1-201 (b)(8)). (b) Other definitions applying to this Article and the sections in which they appear are: "Acceptance" RCW 62A.4A-209 "Beneficiary" RCW 62A.4A-103 "Beneficiary's bank" RCW 62A.4A-103 "Executed" RCW 62A.4A-301 "Execution date" RCW 62A.4A-301 "Funds transfer" RCW 62A.4A-104 "Funds-transfer system rule" RCW 62A.4A-501 "Intermediary bank" RCW 62A.4A-104 "Originator" RCW 62A.4A-104 "Originator's bank" RCW 62A.4A-104 "Payment by beneficiary's bank to beneficiary" RCW 62A.4A-405 "Payment by originator to beneficiary" RCW 62A.4A-406 "Payment by sender to receiving bank" RCW 62A.4A-403 "Payment date" RCW 62A.4A-401 "Payment order" RCW 62A.4A-103 "Receiving bank" RCW 62A.4A-103 "Security procedure" RCW 62A.4A-201 "Sender" RCW 62A.4A-103 (c) The following definitions in Article 4 (RCW 62A.4-101 through 62A.4-504 ) apply to this Article: "Clearinghouse" RCW 62A.4-104 "Item" RCW 62A.4-104 "Suspends payments" RCW 62A.4-104 (d) In addition, Article 1 contains general definitions and principles of construction and interpretation applicable throughout this Article.
RCW 62A.1-303 — Washington Code / Title 62A / Chapter 1 / Section 1-303
RCW 62A.1-303: Course of performance, course of dealing, and usage of trade.
Status: in_force

(a) A "course of performance" is a sequence of conduct between the parties to a particular transaction that exists if: (1) The agreement of the parties with respect to the transaction involves repeated occasions for performance by a party; and (2) The other party, with knowledge of the nature of the performance and opportunity for objection to it, accepts the performance or acquiesces in it without objection. (b) A "course of dealing" is a sequence of conduct concerning previous transactions between the parties to a particular transaction that is fairly to be regarded as establishing a common basis of understanding for interpreting their expressions and other conduct. (c) A "usage of trade" is any practice or method of dealing having such regularity of observance in a place, vocation, or trade as to justify an expectation that it will be observed with respect to the transaction in question. The existence and scope of such a usage must be proved as facts. If it is established that such a usage is embodied in a trade code or similar record, the interpretation of the record is a question of law. (d) A course of performance or course of dealing between the parties or usage of trade in the vocation or trade in which they are engaged or of which they are or should be aware is relevant in ascertaining the meaning of the parties' agreement, may give particular meaning to specific terms of the agreement, and may supplement or qualify the terms of the agreement. A usage of trade applicable in the place in which part of the performance under the agreement is to occur may be so utilized as to that part of the performance. (e) Except as otherwise provided in subsection (f) of this section, the express terms of an agreement and any applicable course of performance, course of dealing, or usage of trade must be construed whenever reasonable as consistent with each other. If such a construction is unreasonable: (1) Express terms prevail over course of performance, course of dealing, and usage of trade; (2) Course of performance prevails over course of dealing and usage of trade; and (3) Course of dealing prevails over usage of trade. (f) Subject to RCW 62A.2-209 and 62A.2A-208 , a course of performance is relevant to show a waiver or modification of any term inconsistent with the course of performance. (g) Evidence of a relevant usage of trade offered by one party is not admissible unless that party has given the other party notice that the court finds sufficient to prevent unfair surprise to the other party.
RCW 62A.11-107 — Washington Code / Title 62A / Chapter 11 / Section 11-107
RCW 62A.11-107: Transition provisions as to priorities.
Status: in_force

Except as otherwise provided in this article, the Uniform Commercial Code as it existed before midnight June 30, 1982 shall apply to any questions of priority if the positions of the parties were fixed prior to midnight June 30, 1982. In other cases questions of priority shall be determined by the Uniform Commercial Code as amended by chapter 41, Laws of 1981.
RCW 62A.7-309 — Washington Code / Title 62A / Chapter 7 / Section 7-309
RCW 62A.7-309: Duty of care; contractual limitation of carrier's liability.
Status: in_force

Save as otherwise provided in RCW 81.29.010 and 81.29.020 : (a) A carrier that issues a bill of lading, whether negotiable or nonnegotiable, shall exercise the degree of care in relation to the goods which a reasonably careful person would exercise under similar circumstances. This subsection does not affect any statute, regulation, or rule of law that imposes liability upon a common carrier for damages not caused by its negligence. (b) Damages may be limited by a term in the bill of lading or in a transportation agreement that the carrier's liability may not exceed a value stated in the bill of lading or transportation agreement if the carrier's rates are dependent upon value and the consignor is afforded an opportunity to declare a higher value and the consignor is advised of the opportunity. However, such a limitation is not effective with respect to the carrier's liability for conversion to its own use. (c) Reasonable provisions as to the time and manner of presenting claims and commencing actions based on the shipment may be included in a bill of lading or a transportation agreement.
RCW 62A.3-115 — Washington Code / Title 62A / Chapter 3 / Section 3-115
RCW 62A.3-115: Incomplete instrument.
Status: in_force

(a) "Incomplete instrument" means a signed writing, whether or not issued by the signer, the contents of which show at the time of signing that it is incomplete but that the signer intended it to be completed by the addition of words or numbers. (b) Subject to subsection (c), if an incomplete instrument is an instrument under RCW 62A.3-104 , it may be enforced according to its terms if it is not completed, or according to its terms as augmented by completion. If an incomplete instrument is not an instrument under RCW 62A.3-104 , but, after completion, the requirements of RCW 62A.3-104 are met, the instrument may be enforced according to its terms as augmented by completion. (c) If words or numbers are added to an incomplete instrument without authority of the signer, there is an alteration of the incomplete instrument under RCW 62A.3-407 . (d) The burden of establishing that words or numbers were added to an incomplete instrument without authority of the signer is on the person asserting the lack of authority.
RCW 62A.11-106 — Washington Code / Title 62A / Chapter 11 / Section 11-106
RCW 62A.11-106: Required refilings.
Status: repealed

(1) If a security interest is perfected or has priority on midnight June 30, 1982, as to all persons or as to certain persons without any filing or recording, and if the filing of a financing statement would be required for the perfection or priority of the security interest against those persons under the Uniform Commercial Code as amended by chapter 41, Laws of 1981, the perfection and priority rights of the security interest continue until three years after midnight June 30, 1982. The perfection will then lapse unless a financing statement is filed as provided in subsection (4) or unless the security interest is perfected otherwise than by filing. (2) If a security interest is perfected when the Uniform Commercial Code as amended by chapter 41, Laws of 1981 takes effect under a law other than the Uniform Commercial Code which requires no further filing, refiling or recording to continue its perfection, perfection continues until and will lapse three years after the Uniform Commercial Code as amended by chapter 41, Laws of 1981 takes effect, unless a financing statement is filed as provided in subsection (4) or unless the security interest is perfected otherwise than by filing, or unless under subsection (3) of *RCW 62A.9-302 the other law continues to govern filing. (3) If a security interest is perfected by a filing, refiling or recording under a law repealed by chapter 41, Laws of 1981 which required further filing, refiling or recording to continue its perfection, perfection continues and will lapse on the date provided by the law so repealed for such further filing, refiling or recording unless a financing statement is filed as provided in subsection (4) or unless the security interest is perfected otherwise than by filing. (4) A financing statement may be filed within six months before the perfection of a security interest would otherwise lapse. Any such financing statement may be signed by either the debtor or the secured party. It must identify the security agreement, statement or notice (however denominated in any statute or other law repealed or modified by chapter 41, Laws of 1981), state the office where and the date when the last filing, refiling or recording, if any, was made with respect thereto, and the filing number, if any, or book and page, if any, of recording and further state that the security agreement, statement or notice, however denominated, in another filing office under the Uniform Commercial Code or under any statute or other law repealed or modified by chapter 41, Laws of 1981 is still effective. *RCW 62A.9-401 and 62A.9-103 determine the proper place to file such a financing statement. Except as specified in this subsection, the provisions of *RCW 62A.9-403 (3) for continuation statements apply to such a financing statement.
RCW 62A.2A-108 — Washington Code / Title 62A / Chapter 2A / Section 2A-108
RCW 62A.2A-108: Unconscionability.
Status: in_force

(1) If the court as a matter of law finds a lease contract or any clause of a lease contract to have been unconscionable at the time it was made the court may refuse to enforce the lease contract, or it may enforce the remainder of the lease contract without the unconscionable clause, or it may so limit the application of any unconscionable clause as to avoid any unconscionable result. (2) If a party claims that, or it appears to the court that, the lease contract or a clause within the contract may be unconscionable, the court shall allow a reasonable opportunity to present evidence as to the lease or clause's commercial setting, purpose, and effect to aid the court in making the determination.
RCW 62A.4A-404 — Washington Code / Title 62A / Chapter 4A / Section 4A-404
RCW 62A.4A-404: Obligation of beneficiary's bank to pay and give notice to beneficiary.
Status: in_force

(a) Subject to RCW 62A.4A-211 (e), 62A.4A-405 (d), and 62A.4A-405 (e), if a beneficiary's bank accepts a payment order, the bank is obliged to pay the amount of the order to the beneficiary of the order. Payment is due on the payment date of the order, but if acceptance occurs on the payment date after the close of the funds-transfer business day of the bank, payment is due on the next funds-transfer business day. If the bank refuses to pay after demand by the beneficiary and receipt of notice of particular circumstances that will give rise to consequential damages as a result of nonpayment, the beneficiary may recover damages resulting from the refusal to pay to the extent the bank had notice of the damages, unless the bank proves that it did not pay because of a reasonable doubt concerning the right of the beneficiary to payment. (b) If a payment order accepted by the beneficiary's bank instructs payment to an account of the beneficiary, the bank is obliged to notify the beneficiary of receipt of the order before midnight of the next funds-transfer business day following the payment date. If the payment order does not instruct payment to an account of the beneficiary, the bank is required to notify the beneficiary only if notice is required by the order. Notice may be given by first-class mail or any other means reasonable in the circumstances. If the bank fails to give the required notice, the bank is obliged to pay interest to the beneficiary on the amount of the payment order from the day notice should have been given until the day the beneficiary learned of receipt of the payment order by the bank. No other damages are recoverable. Reasonable attorneys' fees are also recoverable if demand for interest is made and refused before an action is brought on the claim. (c) The right of a beneficiary to receive payment and damages as stated in subsection (a) of this section may not be varied by agreement or a funds-transfer system rule. The right of a beneficiary to be notified as stated in subsection (b) of this section may be varied by agreement of the beneficiary or by a funds-transfer system rule if the beneficiary is notified of the rule before initiation of the funds transfer.
RCW 62A.11-105 — Washington Code / Title 62A / Chapter 11 / Section 11-105
RCW 62A.11-105: Transition provision on change of place of filing.
Status: in_force

(1) A financing statement or continuation statement filed prior to midnight June 30, 1982 which shall not have lapsed prior to midnight June 30, 1982, shall remain effective for the period provided in the Uniform Commercial Code as it existed before midnight June 30, 1982, but not less than five years after the filing. (2) With respect to any collateral acquired by the debtor subsequent to midnight June 30, 1982, any effective financing statement or continuation statement described in this section shall apply only if the filing or filings are in the office or offices that would be appropriate to perfect the security interests in the new collateral under chapter 41, Laws of 1981. (3) The effectiveness of any financing statement or continuation statement filed prior to midnight June 30, 1982 may be continued by a continuation statement as permitted by the Uniform Commercial Code as amended by chapter 41, Laws of 1981, except that if the Uniform Commercial Code as amended by chapter 41, Laws of 1981 requires a filing in an office where there was no previous financing statement, a new financing statement conforming to RCW 62A.11-106 shall 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 therein if the Uniform Commercial Code as amended by chapter 41, Laws of 1981 had been in effect on the date of recording the mortgage, the mortgage shall be deemed effective as a fixture filing as to such goods under subsection (6) of *RCW 62A.9-402 as amended by chapter 41, Laws of 1981 on midnight June 30, 1982.
RCW 62A.4A-406 — Washington Code / Title 62A / Chapter 4A / Section 4A-406
RCW 62A.4A-406: Payment by originator to beneficiary; discharge of underlying obligation.
Status: in_force

(a) Subject to RCW 62A.4A-211 (e), 62A.4A-405 (d), and 62A.4A-405 (e), the originator of a funds transfer pays the beneficiary of the originator's payment order (i) at the time a payment order for the benefit of the beneficiary is accepted by the beneficiary's bank in the funds transfer and (ii) in an amount equal to the amount of the order accepted by the beneficiary's bank, but not more than the amount of the originator's order. (b) If payment under subsection (a) of this section is made to satisfy an obligation, the obligation is discharged to the same extent discharge would result from payment to the beneficiary of the same amount in money, unless (i) the payment under subsection (a) of this section was made by a means prohibited by the contract of the beneficiary with respect to the obligation, (ii) the beneficiary, within a reasonable time after receiving notice of receipt of the order by the beneficiary's bank, notified the originator of the beneficiary's refusal of the payment, (iii) funds with respect to the order were not withdrawn by the beneficiary or applied to a debt of the beneficiary, and (iv) the beneficiary would suffer a loss that could reasonably have been avoided if payment had been made by a means complying with the contract. If payment by the originator does not result in discharge under this section, the originator is subrogated to the rights of the beneficiary to receive payment from the beneficiary's bank under RCW 62A.4A-404 (a). (c) For the purpose of determining whether discharge of an obligation occurs under subsection (b) of this section, if the beneficiary's bank accepts a payment order in an amount equal to the amount of the originator's payment order less charges of one or more receiving banks in the funds transfer, payment to the beneficiary is deemed to be in the amount of the originator's order unless upon demand by the beneficiary the originator does not pay the beneficiary the amount of the deducted charges. (d) Rights of the originator or of the beneficiary of a funds transfer under this section may be varied only by agreement of the originator and the beneficiary.
RCW 62A.1-102 — Washington Code / Title 62A / Chapter 1 / Section 1-102
RCW 62A.1-102: Scope of Article.
Status: in_force

This Article applies to a transaction to the extent that it is governed by another article of this title.
RCW 62A.2A-104 — Washington Code / Title 62A / Chapter 2A / Section 2A-104
RCW 62A.2A-104: Leases subject to other law.
Status: in_force

(1) A lease, although subject to this Article, is also subject to any applicable: (a) Certificate of title statute of this state (chapters 46.12 and 88.02 RCW); (b) Certificate of title statute of another jurisdiction (RCW 62A.2A-105 ); or (c) Consumer protection statute of this state. (2) In case of conflict between this Article, other than RCW 62A.2A-105 , 62A.2A-304 (3), and 62A.2A-305 (3), and a statute referred to in subsection (1) of this section, the statute or decision controls. (3) Failure to comply with an applicable law has only the effect specified therein.
RCW 62A.2-601 — Washington Code / Title 62A / Chapter 2 / Section 2-601
RCW 62A.2-601: Buyer's rights on improper delivery.
Status: in_force

Subject to the provisions of this Article on breach in installment contracts (RCW 62A.2-612 ) and unless otherwise agreed under the sections on contractual limitations of remedy (RCW 62A.2-718 and RCW 62A.2-719 ), if the goods or the tender of delivery fail in any respect to conform to the contract, the buyer may (a) reject the whole; or (b) accept the whole; or (c) accept any commercial unit or units and reject the rest.
RCW 62A.2A-221 — Washington Code / Title 62A / Chapter 2A / Section 2A-221
RCW 62A.2A-221: Casualty to identified goods.
Status: in_force

If a lease contract requires goods identified when the lease contract is made, and the goods suffer casualty without fault of the lessee, the lessor or the supplier, before delivery, or the goods suffer casualty before risk of loss passes to the lessee pursuant to the lease agreement or RCW 62A.2A-219 , then: (a) If the loss is total, the lease contract is avoided; and (b) If the loss is partial or the goods have so deteriorated as to no longer conform to the lease contract, the lessee may nevertheless demand inspection and at his or her option either treat the lease contract as avoided or, except in a finance lease, accept the goods with due allowance from the rent payable for the balance of the lease term for the deterioration or the deficiency in quantity but without further right against the lessor.
RCW 62A.12A-102 — Washington Code / Title 62A / Chapter 12A / Section 12A-102
RCW 62A.12A-102: Definitions.
Status: in_force

(a) Article A Definitions. In this Article: (1) "Adjustment date" means July 1, 2025, or the date that is one year after January 1, 2024, whichever is later. (2) "Article 12" means Article 12 of this title. (3) "Article 12 property" means a controllable account, controllable electronic record, or controllable payment intangible. (b) Definitions in other articles. The following definitions in other articles of this title apply to this Article. "Controllable account." RCW 62A.9A-102 . "Controllable electronic record." RCW 62A.12-102 . "Controllable payment intangible." RCW 62A.9A-102 . "Electronic money." RCW 62A.9A-102 . "Financing statement." RCW 62A.9A-102 . (c) Article 1 definitions and principles. Article 1 of this title contains general definitions and principles of construction and interpretation applicable throughout this Article.
RCW 62A.8-115 — Washington Code / Title 62A / Chapter 8 / Section 8-115
RCW 62A.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.
RCW 62A.12A-306 — Washington Code / Title 62A / Chapter 12A / Section 12A-306
RCW 62A.12A-306: Priority of claims when priority rules of Article 9A do not apply.
Status: in_force

(a) Determination of priority. Subject to subsections (b) and (c) of this section, Article 12 determines the priority of conflicting claims to Article 12 property when the priority rules of Article 9A of this title as amended by chapter 266, Laws of 2023 do not apply. (b) Established priorities. Subject to subsection (c) of this section, when the priority rules of Article 9A of this title as amended by chapter 266, Laws of 2023 do not apply and the priorities of claims to Article 12 property were established before January 1, 2024, law other than Article 12 determines priority. (c) Determination of certain priorities on adjustment date. When the priority rules of Article 9A of this title as amended by chapter 266, Laws of 2023 do not apply, to the extent the priorities determined by chapter 266, Laws of 2023 modify the priorities established before January 1, 2024, the priorities of claims to Article 12 property established before January 1, 2024, cease to apply on the adjustment date.
RCW 62A.12A-302 — Washington Code / Title 62A / Chapter 12A / Section 12A-302
RCW 62A.12A-302: Security interest perfected before effective date.
Status: in_force

(a) Continuing perfection: Perfection requirements satisfied. A security interest that is enforceable and perfected immediately before January 1, 2024, is a perfected security interest under chapter 266, Laws of 2023 if, on January 1, 2024, the requirements for enforceability and perfection under chapter 266, Laws of 2023 are satisfied without further action. (b) Continuing perfection: Enforceability or perfection requirements not satisfied. If a security interest is enforceable and perfected immediately before January 1, 2024, but the requirements for enforceability or perfection under chapter 266, Laws of 2023 are not satisfied on January 1, 2024, the security interest: (1) Is a perfected security interest until the earlier of the time perfection would have ceased under the law in effect immediately before January 1, 2024, or the adjustment date; (2) Remains enforceable thereafter only if the security interest satisfies the requirements for enforceability under RCW 62A.9A-203 , as amended by chapter 266, Laws of 2023, before the adjustment date; and (3) Remains perfected thereafter only if the requirements for perfection under chapter 266, Laws of 2023 are satisfied before the time specified in (1) of this subsection.
RCW 62A.9A-622 — Washington Code / Title 62A / Chapter 9A / Section 9A-622
RCW 62A.9A-622: Effect of acceptance of collateral.
Status: in_force

(a) Effect of acceptance. A secured party's acceptance of collateral in full or partial satisfaction of the obligation it secures: (1) Discharges the obligation to the extent consented to by the debtor; (2) Transfers to the secured party all of a debtor's rights in the collateral; (3) Discharges the security interest or agricultural lien that is the subject of the debtor's consent and any subordinate security interest or other subordinate lien; and (4) Terminates any other subordinate interest. (b) Discharge of subordinate interest notwithstanding noncompliance. A subordinate interest is discharged or terminated under subsection (a) of this section, even if the secured party fails to comply with this Article.
RCW 62A.1-204 — Washington Code / Title 62A / Chapter 1 / Section 1-204
RCW 62A.1-204: Value.
Status: in_force

Except as otherwise provided in Articles 3, 4, 5, and 12 of this title, a person gives value for rights if the person acquires them: (1) 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; (2) As security for, or in total or partial satisfaction of, a preexisting claim; (3) By accepting delivery under a preexisting contract for purchase; or (4) In return for any consideration sufficient to support a simple contract.
RCW 62A.4-104 — Washington Code / Title 62A / Chapter 4 / Section 4-104
RCW 62A.4-104: Definitions and index of definitions.
Status: in_force

(a) In this Article, unless the context otherwise requires: (1) "Account" means any deposit or credit account with a bank, including a demand, time, savings, passbook, share draft, or like account, other than an account evidenced by a certificate of deposit; (2) "Afternoon" means the period of a day between noon and midnight; (3) "Banking day" means the part of a day on which a bank is open to the public for carrying on substantially all of its banking functions, except that it shall not include a Saturday, Sunday, or legal holiday; (4) "Clearinghouse" means an association of banks or other payors regularly clearing items; (5) "Customer" means a person having an account with a bank or for whom a bank has agreed to collect items, including a bank that maintains an account at another bank; (6) "Documentary draft" means a draft to be presented for acceptance or payment if specified documents, certificated securities (RCW 62A.8-102 ) or instructions for uncertificated securities (RCW 62A.8-102 ), or other certificates, statements, or the like are to be received by the drawee or other payor before acceptance or payment of the draft; (7) "Draft" means a draft as defined in RCW 62A.3-104 or an item, other than an instrument, that is an order; (8) "Drawee" means a person ordered in a draft to make payment; (9) "Item" means an instrument or a promise or order to pay money handled by a bank for collection or payment. The term does not include a payment order governed by Article 4A or a credit or debit card slip; (10) "Midnight deadline" with respect to a bank is midnight on its next banking day following the banking day on which it receives the relevant item or notice or from which the time for taking action commences to run, whichever is later; (11) "Settle" means to pay in cash, by clearing-house settlement, in a charge or credit or by remittance, or otherwise as agreed. A settlement may be either provisional or final; (12) "Suspends payments" with respect to a bank means that it has been closed by order of the supervisory authorities, that a public officer has been appointed to take it over or that it ceases or refuses to make payments in the ordinary course of business. (b) Other definitions applying to this Article and the sections in which they appear are: "Agreement for electronic presentment" RCW 62A.4-110 . "Bank" RCW 62A.4-105 . "Collecting bank" RCW 62A.4-105 . "Depositary bank" RCW 62A.4-105 . "Intermediary bank" RCW 62A.4-105 . "Payor bank" RCW 62A.4-105 . "Presenting bank" RCW 62A.4-105 . "Presentment notice" RCW 62A.4-110 . (c) "Control" as provided in RCW 62A.7-106 and the following definitions in other articles apply to this Article: "Acceptance" RCW 62A.3-409 . "Alteration" RCW 62A.3-407 . "Cashier's check" RCW 62A.3-104 . "Certificate of deposit" RCW 62A.3-104 . "Certified check" RCW 62A.3-409 . "Check" RCW 62A.3-104 . "Draft" RCW 62A.3-104 . "Holder in due course" RCW 62A.3-302 . "Instrument" RCW 62A.3-104 . "Notice of dishonor" RCW 62A.3-503 . "Order" RCW 62A.3-103 . "Ordinary care" RCW 62A.3-103 . "Person entitled to enforce" RCW 62A.3-301 . "Presentment" RCW 62A.3-501 . "Promise" RCW 62A.3-103 . "Prove" RCW 62A.3-103 . "Teller's check" RCW 62A.3-104 . "Unauthorized signature" RCW 62A.3-403 . (d) In addition Article 1 contains general definitions and principles of construction and interpretation applicable throughout this Article.
RCW 62A.9A-327 — Washington Code / Title 62A / Chapter 9A / Section 9A-327
RCW 62A.9A-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 RCW 62A.9A-104 has priority over a conflicting security interest held by a secured party that does not have control. (2) Except as otherwise provided in [subsections] (3) and (4) of this section, security interests perfected by control under RCW 62A.9A-314 rank according to priority in time of obtaining control. (3) Except as otherwise provided in [subsection] (4) of this section, 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 RCW 62A.9A-104 (a)(3) has priority over a security interest held by the bank with which the deposit account is maintained.
RCW 62A.2A-508 — Washington Code / Title 62A / Chapter 2A / Section 2A-508
RCW 62A.2A-508: Lessee's remedies.
Status: in_force

(1) If a lessor fails to deliver the goods in conformity to the lease contract (RCW 62A.2A-509 ) or repudiates the lease contract (RCW 62A.2A-402 ), or a lessee rightfully rejects the goods (RCW 62A.2A-509 ) or justifiably revokes acceptance of the goods (RCW 62A.2A-517 ), then with respect to any goods involved, and with respect to all of the goods if under an installment lease contract the value of the whole lease contract is substantially impaired (RCW 62A.2A-510 ), the lessor is in default under the lease contract and the lessee may: (a) Cancel the lease contract (RCW 62A.2A-505 (1)); (b) Recover so much of the rent and security as has been paid and which is just under the circumstances; (c) Cover and recover damages as to all goods affected whether or not they have been identified to the lease contract (RCW 62A.2A-518 and 62A.2A-520 ), or recover damages for nondelivery (RCW 62A.2A-519 and 62A.2A-520 ); (d) Exercise any other rights or pursue any other remedies provided in the lease contract. (2) If a lessor fails to deliver the goods in conformity to the lease contract or repudiates the lease contract, the lessee may also: (a) If the goods have been identified, recover them (RCW 62A.2A-522 ); or (b) In a proper case, obtain specific performance or replevy the goods (RCW 62A.2A-521 ). (3) If a lessor is otherwise in default under a lease contract, the lessee may exercise the rights and pursue the remedies provided in the lease contract, which may include a right to cancel the lease, and in RCW 62A.2A-519 (3). (4) If a lessor has breached a warranty, whether express or implied, the lessee may recover damages (RCW 62A.2A-519 (4)). (5) On rightful rejection or justifiable revocation of acceptance, a lessee has a security interest in goods in the lessee's possession or control for any rent and security that has been paid and any expenses reasonably incurred in their inspection, receipt, transportation, and care and custody and may hold those goods and dispose of them in good faith and in a commercially reasonable manner, subject to RCW 62A.2A-527 (5). (6) Subject to the provisions of RCW 62A.2A-407 , a lessee, on notifying the lessor of the lessee's intention to do so, may deduct all or any part of the damages resulting from any default under the lease contract from any part of the rent still due under the same lease contract.
RCW 62A.2-506 — Washington Code / Title 62A / Chapter 2 / Section 2-506
RCW 62A.2-506: Rights of financing agency.
Status: in_force

(1) A financing agency by paying or purchasing for value a draft which relates to a shipment of goods acquires to the extent of the payment or purchase and in addition to its own rights under the draft and any document of title securing it any rights of the shipper in the goods including the right to stop delivery and the shipper's right to have the draft honored by the buyer. (2) The right to reimbursement of a financing agency which has in good faith honored or purchased the draft under commitment to or authority from the buyer is not impaired by subsequent discovery of defects with reference to any relevant document which was apparently regular.
RCW 62A.2A-216 — Washington Code / Title 62A / Chapter 2A / Section 2A-216
RCW 62A.2A-216: Third party beneficiaries of express and implied warranties.
Status: in_force

A warranty to or for the benefit of a lessee under this Article, whether express or implied, extends to any natural person who is in the family or household of the lessee or who is a guest in the lessee's home if it is reasonable to expect that such person may use, consume, or be affected by the goods and who is injured in person by breach of the warranty. This section does not displace principles of law and equity that extend a warranty to or for the benefit of a lessee to other persons. The operation of this section may not be excluded, modified, or limited, but an exclusion, modification, or limitation of the warranty, including any with respect to rights and remedies, effective against the lessee is also effective against any beneficiary designated under this section.
RCW 62A.2-709 — Washington Code / Title 62A / Chapter 2 / Section 2-709
RCW 62A.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, 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 or she must hold for the buyer any goods which have been identified to the contract and are still in his or her control except that if resale becomes possible he or she 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 or her 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 (RCW 62A.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.
RCW 62A.4A-502 — Washington Code / Title 62A / Chapter 4A / Section 4A-502
RCW 62A.4A-502: Creditor process served on receiving bank; setoff by beneficiary's bank.
Status: in_force

(a) As used in this section, "creditor process" means levy, attachment, garnishment, notice of lien, sequestration, or similar process issued by or on behalf of a creditor or other claimant with respect to an account. (b) This subsection applies to creditor process with respect to an authorized account of the sender of a payment order if the creditor process is served on the receiving bank. For the purpose of determining rights with respect to the creditor process, if the receiving bank accepts the payment order the balance in the authorized account is deemed to be reduced by the amount of the payment order to the extent the bank did not otherwise receive payment of the order, unless the creditor process is served at a time and in a manner affording the bank a reasonable opportunity to act on it before the bank accepts the payment order. (c) If a beneficiary's bank has received a payment order for payment to the beneficiary's account in the bank, the following rules apply: (1) The bank may credit the beneficiary's account. The amount credited may be set off against an obligation owed by the beneficiary to the bank or may be applied to satisfy creditor process served on the bank with respect to the account. (2) The bank may credit the beneficiary's account and allow withdrawal of the amount credited unless creditor process with respect to the account is served at a time and in a manner affording the bank a reasonable opportunity to act to prevent withdrawal. (3) If creditor process with respect to the beneficiary's account has been served and the bank has had a reasonable opportunity to act on it, the bank may not reject the payment order except for a reason unrelated to the service of process. (d) Creditor process with respect to a payment by the originator to the beneficiary pursuant to a funds transfer may be served only on the beneficiary's bank with respect to the debt owed by that bank to the beneficiary. Any other bank served with the creditor process is not obliged to act with respect to the process.
RCW 62A.4-205 — Washington Code / Title 62A / Chapter 4 / Section 4-205
RCW 62A.4-205: Depositary bank holder of unindorsed item.
Status: in_force

If a customer delivers an item to a depositary bank for collection: (a) The depositary bank becomes a holder of the item at the time it receives the item for collection if the customer at the time of delivery was a holder of the item, whether or not the customer indorses the item, and, if the bank satisfies the other requirements of RCW 62A.3-302 , it is a holder in due course; and (b) The depositary bank warrants to collecting banks, the payor bank or other payor, and the drawer that the amount of the item was paid to the customer or deposited to the customer's account.
RCW 62A.9A-512 — Washington Code / Title 62A / Chapter 9A / Section 9A-512
RCW 62A.9A-512: Amendment of financing statement.
Status: in_force

(a) Amendment of information in financing statement. Subject to RCW 62A.9A-509 , a person may add or delete collateral covered by, continue or terminate the effectiveness of, or, subject to subsection (e) of this section, otherwise amend the information provided in, a financing statement by filing an amendment that: (1) Identifies, by its file number, the initial financing statement to which the amendment relates; and (2) If the amendment relates to an initial financing statement filed or recorded in a filing office described in RCW 62A.9A-501 (a)(1), provides the information specified in RCW 62A.9A-502 (b). (b) Period of effectiveness not affected. Except as otherwise provided in RCW 62A.9A-515 , the filing of an amendment does not extend the period of effectiveness of the financing statement. (c) Effectiveness of amendment adding collateral. A financing statement that is amended by an amendment that adds collateral is effective as to the added collateral only from the date of the filing of the amendment. (d) Effectiveness of amendment adding debtor. A financing statement that is amended by an amendment that adds a debtor is effective as to the added debtor only from the date of the filing of the amendment. (e) Certain amendments ineffective. An amendment is ineffective to the extent it: (1) Purports to delete all debtors and fails to provide the name of a debtor to be covered by the financing statement; or (2) Purports to delete all secured parties of record and fails to provide the name of a new secured party of record.
RCW 62A.9A-607 — Washington Code / Title 62A / Chapter 9A / Section 9A-607
RCW 62A.9A-607: Collection and enforcement by secured party.
Status: in_force

(a) Collection and enforcement generally. If so agreed, and in any event after default, a secured party: (1) May notify an account debtor or other person obligated on collateral to make payment or otherwise render performance to or for the benefit of the secured party; (2) May take any proceeds to which the secured party is entitled under RCW 62A.9A-315 ; (3) May enforce the obligations of an account debtor or other person obligated on collateral and exercise the rights of the debtor with respect to the obligation of the account debtor or other person obligated on collateral to make payment or otherwise render performance to the debtor, and with respect to any property that secures the obligations of the account debtor or other person obligated on the collateral; (4) If it holds a security interest in a deposit account perfected by control under RCW 62A.9A-104 (a)(1), may apply the balance of the deposit account to the obligation secured by the deposit account; and (5) If it holds a security interest in a deposit account perfected by control under RCW 62A.9A-104 (a) (2) or (3), may instruct the bank to pay the balance of the deposit account to or for the benefit of the secured party. (b) Nonjudicial enforcement of mortgage. If necessary to enable a secured party to exercise, under subsection (a)(3) of this section, the right of a debtor to enforce a mortgage nonjudicially, the secured party may record in the office in which a record of the mortgage is recorded the secured party's sworn affidavit stating that: (1) Default has occurred with respect to the obligation secured by the mortgage; (2) A copy of the security agreement that creates or provides for a security interest in the obligations secured by the mortgage is attached to the affidavit; and (3) The secured party is entitled to enforce the mortgage nonjudicially. If the secured party's affidavit and attached copy of the security agreement in the form prescribed by chapter 65.04 RCW are presented with the applicable fee to the office in which a record of the mortgage is recorded, the affidavit and attached copy of the security agreement shall be recorded pursuant to RCW 65.04.030 (3). (c) Commercially reasonable collection and enforcement. A secured party shall proceed in a commercially reasonable manner if the secured party: (1) Undertakes to collect from or enforce an obligation of an account debtor or other person obligated on collateral; and (2) Is entitled to charge back uncollected collateral or otherwise to full or limited recourse against the debtor or a secondary obligor. (d) Expenses of collection and enforcement. A secured party may deduct from the collections made pursuant to subsection (c) of this section reasonable expenses of collection and enforcement, including reasonable attorneys' fees and legal expenses incurred by the secured party. (e) Duties to secured party not affected. This section does not determine whether an account debtor, bank, or other person obligated on collateral owes a duty to a secured party.
RCW 62A.9A-515 — Washington Code / Title 62A / Chapter 9A / Section 9A-515
RCW 62A.9A-515: Duration and effectiveness of financing statement; effect of lapsed financing statement.
Status: reserved

(a) Five-year effectiveness. Except as otherwise provided in subsections (b), (e), (f), and (g) of this section, a filed financing statement is effective for a period of five years after the date of filing. (b) [Reserved] (c) Lapse and continuation of financing statement. The effectiveness of a filed financing statement lapses on the expiration of the period of its effectiveness unless before the lapse a continuation statement is filed pursuant to subsection (d) of this section. Upon lapse, a financing statement ceases to be effective and any security interest or agricultural lien that was perfected by the financing statement becomes unperfected, unless the security interest is perfected otherwise. If the security interest or agricultural lien becomes unperfected upon lapse, it is deemed never to have been perfected as against a purchaser of the collateral for value. (d) When continuation statement may be filed. A continuation statement may be filed only within six months before the expiration of the five-year period specified in subsection (a) of this section or the thirty-year period specified in subsection (b) of this section, whichever is applicable. (e) Effect of filing continuation statement. Except as otherwise provided in RCW 62A.9A-510 , upon timely filing of a continuation statement, the effectiveness of the initial financing statement continues for a period of five years commencing on the day on which the financing statement would have become ineffective in the absence of the filing. Upon the expiration of the five-year period, the financing statement lapses in the same manner as provided in subsection (c) of this section, unless, before the lapse, another continuation statement is filed pursuant to subsection (d) of this section. Succeeding continuation statements may be filed in the same manner to continue the effectiveness of the initial financing statement. (f) Transmitting utility financing statement. If a debtor is a transmitting utility and a filed initial financing statement so indicates, the financing statement is effective until a termination statement is filed. (g) Record of mortgage as financing statement. A record of a mortgage that is effective as a financing statement filed as a fixture filing under RCW 62A.9A-502 (c) remains effective as a financing statement filed as a fixture filing until the mortgage is released or satisfied of record or its effectiveness otherwise terminates as to the real property.
RCW 62A.3-107 — Washington Code / Title 62A / Chapter 3 / Section 3-107
RCW 62A.3-107: Instrument payable in foreign money.
Status: in_force

Unless the instrument otherwise provides, an instrument that states the amount payable in foreign money may be paid in the foreign money or in an equivalent amount in dollars calculated by using the current bank-offered spot rate at the place of payment for the purchase of dollars on the day on which the instrument is paid.
RCW 62A.8-405 — Washington Code / Title 62A / Chapter 8 / Section 8-405
RCW 62A.8-405: Replacement of lost, destroyed, or wrongfully taken security certificate.
Status: in_force

(1) If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed, or wrongfully taken, the issuer shall issue a new certificate if the owner: (a) So requests before the issuer has notice that the certificate has been acquired by a protected purchaser; (b) Files with the issuer a sufficient indemnity bond; and (c) Satisfies any other reasonable requirements imposed by the issuer. (2) If, after the issue of a new security certificate, a protected purchaser of the original certificate presents it for registration of transfer, the issuer shall register the transfer unless an overissue would result. In that case, the issuer's liability is governed by RCW 62A.8-209 . In addition to any rights on the indemnity bond, an issuer may recover the new certificate from the person to whom it was issued or any person taking under that person, except a protected purchaser.
RCW 62A.2-321 — Washington Code / Title 62A / Chapter 2 / Section 2-321
RCW 62A.2-321: C.I.F. or C.&F.: "Net landed weights"; "payment on arrival"; warranty of condition on arrival.
Status: in_force

Under a contract containing a term C.I.F. or C.&F. (1) Where the price is based on or is to be adjusted according to "net landed weights", "delivered weights", "out turn" quantity or quality or the like, unless otherwise agreed the seller must reasonably estimate the price. The payment due on tender of the documents called for by the contract is the amount so estimated, but after final adjustment of the price a settlement must be made with commercial promptness. (2) An agreement described in subsection (1) or any warranty of quality or condition of the goods on arrival places upon the seller the risk of ordinary deterioration, shrinkage and the like in transportation but has no effect on the place or time of identification to the contract for sale or delivery or on the passing of the risk of loss. (3) Unless otherwise agreed where the contract provides for payment on or after arrival of the goods the seller must before payment allow such preliminary inspection as is feasible; but if the goods are lost delivery of the documents and payment are due when the goods should have arrived.
RCW 62A.8-116 — Washington Code / Title 62A / Chapter 8 / Section 8-116
RCW 62A.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.
RCW 62A.9A-503 — Washington Code / Title 62A / Chapter 9A / Section 9A-503
RCW 62A.9A-503: Name of debtor and secured party.
Status: in_force

(a) Sufficiency of debtor's name. A financing statement sufficiently provides the name of the debtor: (1) Except as otherwise provided in (3) of this subsection (a), if the debtor is a registered organization or the collateral is held in a trust that is a registered organization, only if the financing statement provides the name that is stated to be the registered organization's name on the public organic record most recently filed with or issued or enacted by the registered organization's jurisdiction of organization which purports to state, amend, or restate the registered organization's name; (2) Subject to subsection (f) of this section, if the collateral is being administered by the personal representative of a decedent, only if the financing statement provides, as the name of the debtor, the name of the decedent and, in a separate part of the financing statement, indicates that the collateral is being administered by a personal representative; (3) If the collateral is held in a trust that is not a registered organization, only if the financing statement: (A) Provides, as the name of the debtor: (i) If the organic record of the trust specifies a name for the trust, the name specified; or (ii) If the organic record of the trust does not specify a name for the trust, the name of the settlor or testator; and (B) In a separate part of the financing statement: (i) If the name is provided in accordance with (3)(A)(i) of this subsection, indicates that the collateral is held in a trust; or (ii) If the name is provided in accordance with (3)(A)(ii) of this subsection, provides additional information sufficient to distinguish the trust from other trusts having one or more of the same settlors or the same testator and indicates that the collateral is held in a trust, unless the additional information so indicates; (4) Subject to subsection (g) of this section, if the debtor is an individual to whom this state has issued a driver's license or identification card that has not expired, only if the financing statement provides the name of the individual which is indicated on the driver's license or identification card; (5) If the debtor is an individual to whom (4) of this subsection (a) does not apply, only if the financing statement provides the individual name of the debtor or the surname and first personal name of the debtor; and (6) In other cases: (A) If the debtor has a name, only if the financing statement provides the organizational name of the debtor; and (B) If the debtor does not have a name, only if the financing statement provides the names of the partners, members, associates, or other persons comprising the debtor, in a manner that each name provided would be sufficient if the person named were the debtor. (b) Additional debtor-related information. A financing statement that provides the name of the debtor in accordance with subsection (a) of this section is not rendered ineffective by the absence of: (1) A trade name or other name of the debtor; or (2) Unless required under subsection (a)(6)(B) of this section, names of partners, members, associates, or other persons comprising the debtor. (c) Debtor's trade name insufficient. A financing statement that provides only the debtor's trade name does not sufficiently provide the name of the debtor. (d) Representative capacity. Failure to indicate the representative capacity of a secured party or representative of a secured party does not affect the sufficiency of a financing statement. (e) Multiple debtors and secured parties. A financing statement may provide the name of more than one debtor and the name of more than one secured party. (f) Name of decedent. The name of the decedent indicated on the order appointing the personal representative of the decedent issued by the court having jurisdiction over the collateral is sufficient as the "name of the decedent" under subsection (a)(2) of this section. (g) Multiple driver's licenses. If this state has issued to an individual more than one driver's license or identification card of a kind described in subsection (a)(4) of this section, the one that was issued most recently is the one to which subsection (a)(4) of this section refers. (h) Definition. In this section, the "name of the settlor or testator" means: (1) If the settlor is a registered organization, the name that is stated to be the settlor's name on the public organic record most recently filed with or issued or enacted by the settlor's jurisdiction of organization which purports to state, amend, or restate the settlor's name; or (2) In other cases, the name of the settlor or testator indicated in the trust's organic record.
RCW 62A.2A-301 — Washington Code / Title 62A / Chapter 2A / Section 2A-301
RCW 62A.2A-301: Enforceability of lease contract.
Status: in_force

Except as otherwise provided in this Article, a lease contract is effective and enforceable according to its terms between the parties, against purchasers of the goods and against creditors of the parties.
RCW 62A.1-110 — Washington Code / Title 62A / Chapter 1 / Section 1-110
RCW 62A.1-110: Art dealers and artists—Contracts—Duties, etc.
Status: in_force

Chapter 18.110 RCW shall control over any conflicting provision of this title.
RCW 62A.12-102 — Washington Code / Title 62A / Chapter 12 / Section 12-102
RCW 62A.12-102: Definitions.
Status: in_force

(a) Article 12 definitions. In this Article: (1) "Controllable electronic record" means a record stored in an electronic medium that can be subjected to control under RCW 62A.12-105 . The term does not include a controllable account, a controllable payment intangible, a deposit account, an electronic copy of a record evidencing chattel paper, an electronic document of title, electronic money, investment property, or a transferable record. (2) "Qualifying purchaser" means a purchaser of a controllable electronic record or an interest in a controllable electronic record that obtains control of the controllable electronic record for value, in good faith, and without notice of a claim of a property right in the controllable electronic record. (3) "Transferable record" has the meaning provided for that term in: (A) Section 201(a)(1) of the electronic signatures in global and national commerce act, 15 U.S.C. Sec. 7021(a)(1); or (B) RCW 1.80.150 (1). (4) "Value" has the meaning provided in RCW 62A.3-303 (a), as if references in that subsection to an "instrument" were references to a controllable account, controllable electronic record, or controllable payment intangible. (b) Definitions in Article 9A. The definitions in Article 9A of this title of "account debtor," "controllable account," "controllable payment intangible," "chattel paper," "deposit account," "electronic money," and "investment property" apply to this Article. (c) Article 1 definitions and principles. Article 1 of this title contains general definitions and principles of construction and interpretation applicable throughout this Article.
RCW 62A.2A-525 — Washington Code / Title 62A / Chapter 2A / Section 2A-525
RCW 62A.2A-525: Lessor's right to possession of goods.
Status: in_force

(1) If a lessor discovers the lessee to be insolvent, the lessor may refuse to deliver the goods. (2) After a default by the lessee under the lease contract of the type described in RCW 62A.2A-523 (1) or (3)(a) or, if agreed, after other default by the lessee, the lessor has the right to take possession of the goods. If the lease contract so provides, the lessor may require the lessee to assemble the goods and make them available to the lessor at a place to be designated by the lessor which is reasonably convenient to both parties. Without removal, the lessor may render unusable any goods employed in trade or business, and may dispose of goods on the lessee's premises (RCW 62A.2A-527 ). (3) The lessor may proceed under subsection (2) of this section without judicial process if it can be done without breach of the peace or the lessor may proceed by action.
RCW 62A.12-107 — Washington Code / Title 62A / Chapter 12 / Section 12-107
RCW 62A.12-107: Governing law.
Status: in_force

(a) Governing law: General rule. Except as provided in subsection (b) of this section, the local law of a controllable electronic record's jurisdiction governs a matter covered by this Article. (b) Governing law: RCW 62A.12-106 . For a controllable electronic record that evidences a controllable account or controllable payment intangible, the local law of the controllable electronic record's jurisdiction governs a matter covered by RCW 62A.12-106 unless an effective agreement determines that the local law of another jurisdiction governs. (c) Controllable electronic record's jurisdiction. The following rules determine a controllable electronic record's jurisdiction under this section: (1) If the controllable electronic record, or a record attached to or logically associated with the controllable electronic record and readily available for review, expressly provides that a particular jurisdiction is the controllable electronic record's jurisdiction for purposes of this Article or this title, that jurisdiction is the controllable electronic record's jurisdiction. (2) If (1) of this subsection does not apply and the rules of the system in which the controllable electronic record is recorded are readily available for review and expressly provide that a particular jurisdiction is the controllable electronic record's jurisdiction for purposes of this Article or this title, that jurisdiction is the controllable electronic record's jurisdiction. (3) If (1) and (2) of this subsection do not apply and the controllable electronic record, or a record attached to or logically associated with the controllable electronic record and readily available for review, expressly provides that the controllable electronic record is governed by the law of a particular jurisdiction, that jurisdiction is the controllable electronic record's jurisdiction. (4) If (1), (2), and (3) of this subsection do not apply and the rules of the system in which the controllable electronic record is recorded are readily available for review and expressly provide that the controllable electronic record or the system is governed by the law of a particular jurisdiction, that jurisdiction is the controllable electronic record's jurisdiction. (5) If (1) through (4) of this subsection do not apply, the controllable electronic record's jurisdiction is the District of Columbia. (d) Applicability of Article 12. If subsection (c)(5) of this section applies and this Article 12 is not in effect in the District of Columbia without material modification, the governing law for a matter covered by this Article is the law of the District of Columbia as though Article 12 were in effect in the District of Columbia without material modification. In this subsection, "Article 12" means Article 12 of Uniform Commercial Code Amendments (2022). (e) Relation of matter or transaction to controllable electronic record's jurisdiction not necessary. To the extent subsections (a) and (b) of this section provide that the local law of the controllable electronic record's jurisdiction governs a matter covered by this Article, that law governs even if the matter or a transaction to which the matter relates does not bear any relation to the controllable electronic record's jurisdiction. (f) Rights of purchasers determined at time of purchase. The rights acquired under RCW 62A.12-104 by a purchaser or qualifying purchaser are governed by the law applicable under this section at the time of purchase.
RCW 62A.3-411 — Washington Code / Title 62A / Chapter 3 / Section 3-411
RCW 62A.3-411: Refusal to pay cashier's checks, teller's checks, and certified checks.
Status: in_force

(a) In this section, "obligated bank" means the acceptor of a certified check or the issuer of a cashier's check or teller's check bought from the issuer. (b) If the obligated bank wrongfully (i) refuses to pay a cashier's check or certified check, (ii) stops payment of a teller's check, or (iii) refuses to pay a dishonored teller's check, the person asserting the right to enforce the check is entitled to compensation for expenses and loss of interest resulting from the nonpayment and may recover consequential damages if the obligated bank refuses to pay after receiving notice of particular circumstances giving rise to the damages. (c) Expenses or consequential damages under subsection (b) are not recoverable if the refusal of the obligated bank to pay occurs because (i) the bank suspends payments, (ii) the obligated bank asserts a claim or defense of the bank that it has reasonable grounds to believe is available against the person entitled to enforce the instrument, (iii) the obligated bank has a reasonable doubt whether the person demanding payment is the person entitled to enforce the instrument, or (iv) payment is prohibited by law.
RCW 62A.2A-528 — Washington Code / Title 62A / Chapter 2A / Section 2A-528
RCW 62A.2A-528: Lessor's damages for nonacceptance, failure to pay, repudiation, or other default.
Status: in_force

(1) Except as otherwise provided with respect to damages liquidated in the lease agreement (RCW 62A.2A-504 ) or otherwise determined pursuant to agreement of the parties (RCW 62A.1-302 and 62A.2A-503 ), if a lessor elects to retain the goods or a lessor elects to dispose of the goods and the disposition is by lease agreement that for any reason does not qualify for treatment under RCW 62A.2A-527 (2), or is by sale or otherwise, the lessor may recover from the lessee as damages for a default of the type described in RCW 62A.2A-523 (1) or (3)(a), or, if agreed, for other default of the lessee, (i) accrued and unpaid rent as of the date of default if the lessee has never taken possession of the goods, or, if the lessee has taken possession of the goods, as of the date the lessor repossesses the goods or an earlier date on which the lessee makes a tender of the goods to the lessor, (ii) the present value as of the date determined under (i) of this subsection of the total rent for the then remaining lease term of the original lease agreement minus the present value as of the same date of the market rent at the place where the goods are located computed for the same lease term, and (iii) any incidental damages allowed under RCW 62A.2A-530 , less expenses saved in consequence of the lessee's default. (2) If the measure of damages provided in subsection (1) of this section is inadequate to put a lessor in as good a position as performance would have, the measure of damages is the present value of the profit, including reasonable overhead, the lessor would have made from full performance by the lessee, together with any incidental damages allowed under RCW 62A.2A-530 , due allowance for costs reasonably incurred and due credit for payments or proceeds of disposition.
RCW 62A.2A-303 — Washington Code / Title 62A / Chapter 2A / Section 2A-303
RCW 62A.2A-303: Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights.
Status: in_force

(1) As used in this section, "creation of a security interest" includes the sale of a lease contract that is subject to Article 9A, Secured Transactions, by reason of RCW 62A.9A-109 (a)(3). (2) Except as provided in subsection (3) of this section and RCW 62A.9A-407 , a provision in a lease agreement which (a) prohibits the voluntary or involuntary transfer, including a transfer by sale, sublease, creation or enforcement of a security interest, or attachment, levy, or other judicial process, of an interest of a party under the lease contract or of the lessor's residual interest in the goods, or (b) makes such a transfer an event of default, gives rise to the rights and remedies provided in subsection (4) of this section, but a transfer that is prohibited or is an event of default under the lease agreement is otherwise effective. (3) A provision in a lease agreement which (a) prohibits a transfer of a right to damages for default with respect to the whole lease contract or of a right to payment arising out of the transferor's due performance of the transferor's entire obligation, or (b) makes such a transfer an event of default, is not enforceable, and such a transfer is not a transfer that materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party to the lease contract within the purview of subsection (4) of this section. (4) Subject to subsection (3) of this section and RCW 62A.9A-407 : (a) If a transfer is made which is made an event of default under a lease agreement, the party to the lease contract not making the transfer, unless that party waives the default or otherwise agrees, has the rights and remedies described in RCW 62A.2A-501 (2); (b) If subsection (4)(a) of this section is not applicable and if a transfer is made that (i) is prohibited under a lease agreement or (ii) materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party to the lease contract, unless the party not making the transfer agrees at any time to the transfer in the lease contract or otherwise, then, except as limited by contract, (A) the transferor is liable to the party not making the transfer for damages caused by the transfer to the extent that the damages could not reasonably be prevented by the party not making the transfer and (B) a court having jurisdiction may grant other appropriate relief, including cancellation of the lease contract or an injunction against the transfer. (5) A transfer of "the lease" or of "all my rights under the lease," or a transfer in similar general terms, is a transfer of rights and, unless the language or the circumstances, as in a transfer for security, indicate the contrary, the transfer is a delegation of duties by the transferor to the transferee. Acceptance by the transferee constitutes a promise by the transferee to perform those duties. The promise is enforceable by either the transferor or the other party to the lease contract. (6) Unless otherwise agreed by the lessor and the lessee, a delegation of performance does not relieve the transferor as against the other party of any duty to perform or of any liability for default. (7) In a consumer lease, to prohibit the transfer of an interest of a party under the lease contract or to make a transfer an event of default, the language must be specific, by a writing, and conspicuous.
RCW 62A.9A-333 — Washington Code / Title 62A / Chapter 9A / Section 9A-333
RCW 62A.9A-333: Priority of certain liens arising by operation of law.
Status: in_force

(a) "Possessory lien." In this section, "possessory lien" means an interest, other than a security interest or an agricultural lien: (1) Which secures payment or performance of an obligation for services or materials furnished with respect to goods by a person in the ordinary course of the person's business; (2) Which is created by statute or rule of law in favor of the person; and (3) Whose effectiveness depends on the person's possession of the goods. (b) Priority of possessory lien. A possessory lien on goods has priority over a security interest in the goods only if the lien is created by a statute that expressly so provides. (c) A preparer lien or processor lien properly created pursuant to chapter 60.13 RCW or a depositor's lien created pursuant to chapter 22.09 RCW takes priority over any perfected or unperfected security interest.
RCW 62A.5-108 — Washington Code / Title 62A / Chapter 5 / Section 5-108
RCW 62A.5-108: Issuer's rights and obligations.
Status: in_force

(a) Except as otherwise provided in RCW 62A.5-109 , an issuer shall honor a presentation that, as determined by the standard practice referred to in subsection (e) of this section, appears on its face strictly to comply with the terms and conditions of the letter of credit. Except as otherwise provided in RCW 62A.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) of this section, 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) of this section or to mention fraud, forgery, or expiration in the notice does not preclude the issuer from asserting as a basis for dishonor fraud or forgery as described in RCW 62A.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) of this section. (g) If an undertaking constituting a letter of credit under RCW 62A.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 Article: (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 RCW 62A.3-414 and 62A.3-415 ; (4) Except as otherwise provided in RCW 62A.5-110 and 62A.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.
RCW 62A.4A-211 — Washington Code / Title 62A / Chapter 4A / Section 4A-211
RCW 62A.4A-211: Cancellation and amendment of payment order.
Status: in_force

(a) A communication of the sender of a payment order canceling or amending the order may be transmitted to the receiving bank orally or in a record. If a security procedure is in effect between the sender and the receiving bank, the communication is not effective to cancel or amend the order unless the communication is verified pursuant to the security procedure or the bank agrees to the cancellation or amendment. (b) Subject to subsection (a) of this section, a communication by the sender canceling or amending a payment order is effective to cancel or amend the order if notice of the communication is received at a time and in a manner affording the receiving bank a reasonable opportunity to act on the communication before the bank accepts the payment order. (c) After a payment order has been accepted, cancellation or amendment of the order is not effective unless the receiving bank agrees or a funds-transfer system rule allows cancellation or amendment without agreement of the bank. (1) With respect to a payment order accepted by a receiving bank other than the beneficiary's bank, cancellation or amendment is not effective unless a conforming cancellation or amendment of the payment order issued by the receiving bank is also made. (2) With respect to a payment order accepted by the beneficiary's bank, cancellation or amendment is not effective unless the order was issued in execution of an unauthorized payment order, or because of a mistake by a sender in the funds transfer which resulted in the issuance of a payment order (i) that is a duplicate of a payment order previously issued by the sender, (ii) that orders payment to a beneficiary not entitled to receive payment from the originator, or (iii) that orders payment in an amount greater than the amount the beneficiary was entitled to receive from the originator. If the payment order is canceled or amended, the beneficiary's bank is entitled to recover from the beneficiary any amount paid to the beneficiary to the extent allowed by the law governing mistake and restitution. (d) An unaccepted payment order is canceled by operation of law at the close of the fifth funds-transfer business day of the receiving bank after the execution date or payment date of the order. (e) A canceled payment order cannot be accepted. If an accepted payment order is canceled, the acceptance is nullified and no person has any right or obligation based on the acceptance. Amendment of a payment order is deemed to be cancellation of the original order at the time of amendment and issue of a new payment order in the amended form at the same time. (f) Unless otherwise provided in an agreement of the parties or in a funds-transfer system rule, if the receiving bank, after accepting a payment order, agrees to cancellation or amendment of the order by the sender or is bound by a funds-transfer system rule allowing cancellation or amendment without the bank's agreement, the sender, whether or not cancellation or amendment is effective, is liable to the bank for any loss and expenses, including reasonable attorneys' fees, incurred by the bank as a result of the cancellation or amendment or attempted cancellation or amendment. (g) A payment order is not revoked by the death or legal incapacity of the sender unless the receiving bank knows of the death or of an adjudication of incapacity by a court of competent jurisdiction and has reasonable opportunity to act before acceptance of the order. (h) A funds-transfer system rule is not effective to the extent it conflicts with subsection (c)(2) of this section.
RCW 62A.2-505 — Washington Code / Title 62A / Chapter 2 / Section 2-505
RCW 62A.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 or her procurement of a negotiable bill of lading to his or her own order or otherwise reserves in him or her a security interest in the goods. His or her 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 herself or his or her nominee reserves possession of the goods as security but except in a case of conditional delivery (RCW 62A.2-507 (2)) 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 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.
RCW 62A.2A-530 — Washington Code / Title 62A / Chapter 2A / Section 2A-530
RCW 62A.2A-530: Lessor's incidental damages.
Status: in_force

Incidental damages to an aggrieved lessor include any commercially reasonable charges, expenses, or commissions incurred in stopping delivery, in the transportation, care and custody of goods after the lessee's default, in connection with return or disposition of the goods, or otherwise resulting from the default.
RCW 62A.2-327 — Washington Code / Title 62A / Chapter 2 / Section 2-327
RCW 62A.2-327: Special incidents of sale on approval and sale or return.
Status: in_force

(1) Under a sale on approval unless otherwise agreed (a) although the goods are identified to the contract the risk of loss and the title do not pass to the buyer until acceptance; and (b) use of the goods consistent with the purpose of trial is not acceptance but failure seasonably to notify the seller of election to return the goods is acceptance, and if the goods conform to the contract acceptance of any part is acceptance of the whole; and (c) after due notification of election to return, the return is at the seller's risk and expense but a merchant buyer must follow any reasonable instructions. (2) Under a sale or return unless otherwise agreed (a) the option to return extends to the whole or any commercial unit of the goods while in substantially their original condition, but must be exercised seasonably; and (b) the return is at the buyer's risk and expense.
RCW 62A.2A-407 — Washington Code / Title 62A / Chapter 2A / Section 2A-407
RCW 62A.2A-407: Irrevocable promises: Finance leases.
Status: in_force

(1) In the case of a finance lease, the lessee's promises under the lease contract become irrevocable and independent upon the lessee's acceptance of the goods. (2) A promise that has become irrevocable and independent under subsection (1) of this section: (a) Is effective and enforceable between the parties, and by or against third parties including assignees of the parties; and (b) Is not subject to cancellation, termination, modification, repudiation, excuse, or substitution without the consent of the party to whom the promise runs. (3) This section does not affect the validity under any other law of a covenant in any lease contract making the lessee's promises irrevocable and independent upon the lessee's acceptance of the goods.
RCW 62A.1-202 — Washington Code / Title 62A / Chapter 1 / Section 1-202
RCW 62A.1-202: Notice; knowledge.
Status: in_force

(a) Subject to subsection (f) of this section, a person has "notice" of a fact if the person: (1) Has actual knowledge of it; (2) Has received a notice or notification of it; or (3) From all the facts and circumstances known to the person at the time in question, has reason to know that it exists. (b) "Knowledge" means actual knowledge. "Knows" has a corresponding meaning. (c) "Discover," "learn," or words of similar import refer to knowledge rather than to reason to know. (d) A person "notifies" or "gives" a notice or notification to another person by taking such steps as may be reasonably required to inform the other person in ordinary course, whether or not the other person actually comes to know of it. (e) Subject to subsection (f) of this section, 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.
RCW 62A.4-208 — Washington Code / Title 62A / Chapter 4 / Section 4-208
RCW 62A.4-208: Presentment warranties.
Status: in_force

(a) If an unaccepted draft is presented to the drawee for payment or acceptance and the drawee pays or accepts the draft, (i) the person obtaining payment or acceptance, at the time of presentment, and (ii) a previous transferor of the draft, at the time of transfer, warrant to the drawee that pays or accepts the draft in good faith that: (1) The warrantor is, or was, at the time the warrantor transferred the draft, a person entitled to enforce the draft or authorized to obtain payment or acceptance of the draft on behalf of a person entitled to enforce the draft; (2) The draft has not been altered; and (3) The warrantor has no knowledge that the signature of the purported drawer of the draft is unauthorized. (b) A drawee making payment may recover from a warrantor damages for breach of warranty equal to the amount paid by the drawee less the amount the drawee received or is entitled to receive from the drawer because of the payment. In addition, the drawee is entitled to compensation for expenses and loss of interest resulting from the breach. The right of the drawee to recover damages under this subsection is not affected by any failure of the drawee to exercise ordinary care in making payment. If the drawee accepts the draft (i) breach of warranty is a defense to the obligation of the acceptor, and (ii) if the acceptor makes payment with respect to the draft, the acceptor is entitled to recover from a warrantor for breach of warranty the amounts stated in this subsection. (c) If a drawee asserts a claim for breach of warranty under subsection (a) based on an unauthorized indorsement of the draft or an alteration of the draft, the warrantor may defend by proving that the indorsement is effective under RCW 62A.3-404 or 62A.3-405 or the drawer is precluded under RCW 62A.3-406 or 62A.4-406 from asserting against the drawee the unauthorized indorsement or alteration. (d) If (i) a dishonored draft is presented for payment to the drawer or an indorser or (ii) any other item is presented for payment to a party obliged to pay the item, and the item is paid, the person obtaining payment and a prior transferor of the item warrant to the person making payment in good faith that the warrantor is, or was, at the time the warrantor transferred the item, a person entitled to enforce the item or authorized to obtain payment on behalf of a person entitled to enforce the item. The person making payment may recover from any warrantor for breach of warranty an amount equal to the amount paid plus expenses and loss of interest resulting from the breach. (e) The warranties stated in subsections (a) and (d) cannot be disclaimed with respect to checks. Unless notice of a claim for breach of warranty is given to the warrantor within thirty days after the claimant has reason to know of the breach and the identity of the warrantor, the warrantor is discharged to the extent of any loss caused by the delay in giving notice of the claim. (f) A cause of action for breach of warranty under this section accrues when the claimant has reason to know of the breach.
RCW 62A.9A-104 — Washington Code / Title 62A / Chapter 9A / Section 9A-104
RCW 62A.9A-104: Control of deposit account.
Status: in_force

(a) Requirements for control. A secured party has control of a deposit account if: (1) The secured party is the bank with which the deposit account is maintained; (2) The debtor, secured party, and bank have agreed in a signed record that the bank will comply with instructions originated by the secured party directing disposition of the funds in the deposit account without further consent by the debtor; (3) The secured party becomes the bank's customer with respect to the deposit account; or (4) Another person, other than the debtor: (A) Has control of the deposit account and acknowledges that it has control on behalf of the secured party; or (B) Obtains control of the deposit account after having acknowledged that it will obtain control of the deposit account on behalf of the secured party. (b) Debtor's right to direct disposition. A secured party that has satisfied subsection (a) of this section has control, even if the debtor retains the right to direct the disposition of funds from the deposit account.
RCW 62A.4-110 — Washington Code / Title 62A / Chapter 4 / Section 4-110
RCW 62A.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 Article means the presentment notice unless the context otherwise indicates.
RCW 62A.2A-202 — Washington Code / Title 62A / Chapter 2A / Section 2A-202
RCW 62A.2A-202: Final expression: Parol or extrinsic evidence.
Status: in_force

Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a record intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement but may be explained or supplemented: (1) By course of dealing or usage of trade or by course of performance; and (2) By evidence of consistent additional terms unless the court finds the record to have been intended also as a complete and exclusive statement of the terms of the agreement.
RCW 62A.2A-204 — Washington Code / Title 62A / Chapter 2A / Section 2A-204
RCW 62A.2A-204: Formation in general.
Status: in_force

(1) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of a lease contract. (2) An agreement sufficient to constitute a lease contract may be found although the moment of its making is undetermined. (3) Although one or more terms are left open, a lease contract does not fail for indefiniteness if the parties have intended to make a lease contract and there is a reasonably certain basis for giving an appropriate remedy.
RCW 62A.2A-304 — Washington Code / Title 62A / Chapter 2A / Section 2A-304
RCW 62A.2A-304: Subsequent lease of goods by lessor.
Status: in_force

(1) Subject to RCW 62A.2A-303 , a subsequent lessee from a lessor of goods under an existing lease contract obtains, to the extent of the leasehold interest transferred, the leasehold interest in the goods that the lessor had or had power to transfer, and except as provided in subsection (2) of this section and RCW 62A.2A-527 (4), takes subject to the existing lease contract. A lessor with voidable title has power to transfer a good leasehold interest to a good faith subsequent lessee for value, but only to the extent set forth in the preceding sentence. If goods have been delivered under a transaction of purchase, the lessor has that power even though: (a) The lessor's transferor was deceived as to the identity of the lessor; (b) The delivery was in exchange for a check which is later dishonored; (c) It was agreed that the transaction was to be a "cash sale"; or (d) The delivery was procured through fraud punishable as larcenous under the criminal law. (2) A subsequent lessee in the ordinary course of business from a lessor who is a merchant dealing in goods of that kind to whom the goods were entrusted by the existing lessee of that lessor before the interest of the subsequent lessee became enforceable against that lessor obtains, to the extent of the leasehold interest transferred, all of that lessor's and the existing lessee's rights to the goods, and takes free of the existing lease contract. (3) A subsequent lessee from the lessor of goods that are subject to an existing lease contract and are covered by a certificate of title issued under a statute of this state or of another jurisdiction takes no greater rights than those provided both by this section and by the certificate of title statute.
RCW 62A.3-603 — Washington Code / Title 62A / Chapter 3 / Section 3-603
RCW 62A.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.
RCW 62A.9A-1071 — Washington Code / Title 62A / Chapter 9A / Section 9A-1071
RCW 62A.9A-1071: Control of controllable electronic record, controllable account, or controllable payment intangible.
Status: in_force

(a) Control under RCW 62A.12-105 . A secured party has control of a controllable electronic record as provided in RCW 62A.12-105 . (b) Control of controllable account and controllable payment intangible. A secured party has control of a controllable account or controllable payment intangible if the secured party has control of the controllable electronic record that evidences the controllable account or controllable payment intangible.
RCW 62A.5-113 — Washington Code / Title 62A / Chapter 5 / Section 5-113
RCW 62A.5-113: Transfer by operation of law.
Status: in_force

(a) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in the name of the beneficiary without disclosing its status as a successor. (b) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in its own name as the disclosed successor of the beneficiary. Except as otherwise provided in subsection (e) of this section, an issuer shall recognize a disclosed successor of a beneficiary as beneficiary in full substitution for its predecessor upon compliance with the requirements for recognition by the issuer of a transfer of drawing rights by operation of law under the standard practice referred to in RCW 62A.5-108 (e) or, in the absence of such a practice, compliance with other reasonable procedures sufficient to protect the issuer. (c) An issuer is not obliged to determine whether a purported successor is a successor of a beneficiary or whether the signature of a purported successor is genuine or authorized. (d) Honor of a purported successor's apparently complying presentation under subsection (a) or (b) of this section has the consequences specified in RCW 62A.5-108 (i) even if the purported successor is not the successor of a beneficiary. Documents signed in the name of the beneficiary or of a disclosed successor by a person who is neither the beneficiary nor the successor of the beneficiary are forged documents for the purposes of RCW 62A.5-109 . (e) An issuer whose rights of reimbursement are not covered by subsection (d) of this section or substantially similar law and any confirmer or nominated person may decline to recognize a presentation under subsection (b) of this section. (f) A beneficiary whose name is changed after the issuance of a letter of credit has the same rights and obligations as a successor of a beneficiary under this section.
RCW 62A.2-316 — Washington Code / Title 62A / Chapter 2 / Section 2-316
RCW 62A.2-316: Exclusion or modification of warranties.
Status: in_force

(1) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed wherever reasonable as consistent with each other; but subject to the provisions of this Article on parol or extrinsic evidence (RCW 62A.2-202 ) negation or limitation is inoperative to the extent that such construction is unreasonable. (2) Subject to subsection (3) of this section, to exclude or modify the implied warranty of merchantability or any part of it the language must mention merchantability and in case of a writing must be conspicuous, and to exclude or modify any implied warranty of fitness the exclusion must be by a writing and conspicuous. Language to exclude all implied warranties of fitness is sufficient if it states, for example, that "There are no warranties which extend beyond the description on the face hereof." (3) Notwithstanding subsection (2) of this section: (a) Unless the circumstances indicate otherwise, all implied warranties are excluded by expressions like "as is," "with all faults," or other language which in common understanding calls the buyer's attention to the exclusion of warranties and makes plain that there is no implied warranty; and (b) When the buyer before entering into the contract has examined the goods or the sample or model as fully as he or she desired or has refused to examine the goods there is no implied warranty with regard to defects which an examination ought in the circumstances to have revealed to him or her; (c) An implied warranty can also be excluded or modified by course of dealing or course of performance or usage of trade; and (d) In sales of livestock, including but not limited to, horses, mules, cattle, sheep, swine, goats, poultry, and rabbits, there are no implied warranties as defined in this article that the livestock are free from sickness or disease: PROVIDED, That the seller has complied with all state and federal laws and regulations that apply to animal health and disease, and the seller is not guilty of fraud, deceit, or misrepresentation. (4) Notwithstanding the provisions of subsections (2) and (3) of this section and the provisions of RCW 62A.2-719 , as now or hereafter amended, in any case where goods are purchased primarily for personal, family, or household use and not for commercial or business use, disclaimers of the warranty of merchantability or fitness for particular purpose shall not be effective to limit the liability of merchant sellers except insofar as the disclaimer sets forth with particularity the qualities and characteristics which are not being warranted. Remedies for breach of warranty can be limited in accordance with the provisions of this Article on liquidation or limitation of damages and on contractual modification of remedy (RCW 62A.2-718 and RCW 62A.2-719 ).
RCW 62A.2-725 — Washington Code / Title 62A / Chapter 2 / Section 2-725
RCW 62A.2-725: Statute of limitations in contracts for sale.
Status: in_force

(1) An action for breach of any contract for sale must be commenced within four years after the cause of action has accrued. By the original agreement the parties may reduce the period of limitation to not less than one year but may not extend it. (2) A cause of action accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge of the breach. A breach of warranty occurs when tender of delivery is made, except that where a warranty explicitly extends to future performance of the goods and discovery of the breach must await the time of such performance the cause of action accrues when the breach is or should have been discovered. (3) Where an action commenced within the time limited by subsection (1) is so terminated as to leave available a remedy by another action for the same breach such other action may be commenced after the expiration of the time limited and within six months after the termination of the first action unless the termination resulted from voluntary discontinuance or from dismissal for failure or neglect to prosecute. (4) This section does not alter the law on tolling of the statute of limitations nor does it apply to causes of action which have accrued before this Title becomes effective.
RCW 62A.1-302 — Washington Code / Title 62A / Chapter 1 / Section 1-302
RCW 62A.1-302: Variation by agreement.
Status: in_force

(a) Except as otherwise provided in subsection (b) of this section or elsewhere in this title, the effect of provisions of this title may be varied by agreement. (b) The obligations of good faith, diligence, reasonableness, and care prescribed by this title may not be disclaimed by agreement. The parties, by agreement, may determine the standards by which the performance of those obligations is to be measured if those standards are not manifestly unreasonable. Whenever this title requires an action to be taken within a reasonable time, a time that is not manifestly unreasonable may be fixed by agreement. (c) The presence in certain provisions of this title of the phrase "unless otherwise agreed," or words of similar import, does not imply that the effect of other provisions may not be varied by agreement under this section.
RCW 62A.2A-511 — Washington Code / Title 62A / Chapter 2A / Section 2A-511
RCW 62A.2A-511: Merchant lessee's duties as to rightfully rejected goods.
Status: in_force

(1) Subject to any security interest of a lessee (RCW 62A.2A-508 (5)), if a lessor or a supplier has no agent or place of business at the market of rejection, a merchant lessee, after rejection of goods in his or her possession or control, shall follow any reasonable instructions received from the lessor or the supplier with respect to the goods. In the absence of those instructions, a merchant lessee shall make reasonable efforts to sell, lease, or otherwise dispose of the goods for the lessor's account if they threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming. (2) If a merchant lessee, under subsection (1) of this section, or any other lessee (RCW 62A.2A-512 ) disposes of goods, he or she is entitled to reimbursement either from the lessor or the supplier or out of the proceeds for reasonable expenses of caring for and disposing of the goods and, if the expenses include no disposition commission, to such commission as is usual in the trade, or if there is none, to a reasonable sum not exceeding ten percent of the gross proceeds. (3) In complying with this section or RCW 62A.2A-512 , the lessee is held only to good faith. Good faith conduct hereunder is neither acceptance or conversion nor the basis of an action for damages. (4) A purchaser who purchases in good faith from a lessee pursuant to this section or RCW 62A.2A-512 takes the goods free of any rights of the lessor and the supplier even though the lessee fails to comply with one or more of the requirements of this Article.
RCW 62A.5-118 — Washington Code / Title 62A / Chapter 5 / Section 5-118
RCW 62A.5-118: Security interest of issuer or nominated person.
Status: in_force

(a) An issuer or nominated person has a security interest in a document presented under a letter of credit to the extent that the issuer or nominated person honors or gives value for the presentation. (b) So long as and to the extent that an issuer or nominated person has not been reimbursed or has not otherwise recovered the value given with respect to a security interest in a document under subsection (a) of this section, the security interest continues and is subject to Article 9A, but: (1) A security agreement is not necessary to make the security interest enforceable under RCW 62A.9A-203 (2)(c); (2) If the document is presented in a medium other than a written or other tangible medium, the security interest is perfected; and (3) If the document is presented in a written or other tangible medium and is not a certificated security, chattel paper, a document of title, an instrument, or a letter of credit, the security interest is perfected and has priority over a conflicting security interest in the document so long as the debtor does not have possession of the document.
RCW 62A.3-108 — Washington Code / Title 62A / Chapter 3 / Section 3-108
RCW 62A.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.
RCW 62A.9A-508 — Washington Code / Title 62A / Chapter 9A / Section 9A-508
RCW 62A.9A-508: Effectiveness of financing statement if new debtor becomes bound by security agreement.
Status: in_force

(a) Financing statement naming original debtor. Except as otherwise provided in this section, a filed financing statement naming an original debtor is effective to perfect a security interest in collateral in which a new debtor has or acquires rights to the extent that the financing statement would have been effective had the original debtor acquired rights in the collateral. (b) Financing statement becoming seriously misleading. If the difference between the name of the original debtor and that of the new debtor causes a filed financing statement that is effective under subsection (a) of this section to be seriously misleading under RCW 62A.9A-506 : (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 RCW 62A.9A-203 (d); and (2) The financing statement is not effective to perfect a security interest in collateral acquired by the new debtor more than four months after the new debtor becomes bound under RCW 62A.9A-203 (d) unless an initial financing statement providing the name of the new debtor is filed before the expiration of that time. (c) When section not applicable. This section does not apply to collateral as to which a filed financing statement remains effective against the new debtor under RCW 62A.9A-507 (a).
RCW 62A.7-206 — Washington Code / Title 62A / Chapter 7 / Section 7-206
RCW 62A.7-206: Termination of storage at warehouse's option.
Status: in_force

(a) A warehouse, by giving notice to the person on whose account the goods are held and any other person known to claim an interest in the goods, may require payment of any charges and removal of the goods from the warehouse at the termination of the period of storage fixed by the document of title or, if a period is not fixed, within a stated period not less than thirty days after the warehouse gives notice. If the goods are not removed before the date specified in the notice, the warehouse may sell them pursuant to RCW 62A.7-210 . (b) If a warehouse in good faith believes that goods are about to deteriorate or decline in value to less than the amount of its lien within the time provided in subsection (a) of this section and RCW 62A.7-210 , the warehouse may specify in the notice given under subsection (a) of this section any reasonable shorter time for removal of the goods and, if the goods are not removed, may sell them at public sale held not less than one week after a single advertisement or posting. (c) If, as a result of a quality or condition of the goods of which the warehouse did not have notice at the time of deposit, the goods are a hazard to other property, the warehouse facilities, or other persons, the warehouse may sell the goods at public or private sale without advertisement or posting on reasonable notification to all persons known to claim an interest in the goods. If the warehouse, after a reasonable effort, is unable to sell the goods, it may dispose of them in any lawful manner and does not incur liability by reason of that disposition. (d) The warehouse shall deliver the goods to any person entitled to them under this Article upon due demand made at any time before sale or other disposition under this section. (e) The warehouse may satisfy its lien from the proceeds of any sale or disposition under this section but shall hold the balance for delivery on the demand of any person to which the warehouse would have been bound to deliver the goods.
RCW 62A.4-407 — Washington Code / Title 62A / Chapter 4 / Section 4-407
RCW 62A.4-407: Payor bank's right to subrogation on improper payment.
Status: in_force

If a payor bank has paid an item over the order of the drawer or maker to stop payment, or after an account has been closed, or otherwise under circumstances giving a basis for objection by the drawer or maker, to prevent unjust enrichment and only to the extent necessary to prevent loss to the bank by reason of its payment of the item, the payor bank is subrogated to the rights: (1) Of any holder in due course on the item against the drawer or maker; (2) Of the payee or any other holder of the item against the drawer or maker either on the item or under the transaction out of which the item arose; and (3) Of the drawer or maker against the payee or any other holder of the item with respect to the transaction out of which the item arose.
RCW 62A.2A-406 — Washington Code / Title 62A / Chapter 2A / Section 2A-406
RCW 62A.2A-406: Procedure on excused performance.
Status: in_force

(1) If the lessee receives notification of a material or indefinite delay or an allocation justified under RCW 62A.2A-405 , the lessee may by written notification to the lessor as to any goods involved, and with respect to all of the goods if under an installment lease contract the value of the whole lease contract is substantially impaired (RCW 62A.2A-510 ): (a) Terminate the lease contract (RCW 62A.2A-505 (2)); or (b) Except in a finance lease, modify the lease contract by accepting the available quota in substitution, with due allowance from the rent payable for the balance of the lease term for the deficiency but without further right against the lessor. (2) If, after receipt of a notification from the lessor under RCW 62A.2A-405 , the lessee fails so to modify the lease agreement within a reasonable time not exceeding thirty days, the lease contract lapses with respect to any deliveries affected.
RCW 62A.8-509 — Washington Code / Title 62A / Chapter 8 / Section 8-509
RCW 62A.8-509: Specification of duties of securities intermediary by other statute or regulation; manner of performance of duties of securities intermediary and exercise of rights of entitlement holder.
Status: in_force

(1) If the substance of a duty imposed upon a securities intermediary by RCW 62A.8-504 through 62A.8-508 is the subject of other statute, regulation, or rule, compliance with that statute, regulation, or rule satisfies the duty. (2) To the extent that specific standards for the performance of the duties of a securities intermediary or the exercise of the rights of an entitlement holder are not specified by other statute, regulation, or rule or by agreement between the securities intermediary and entitlement holder, the securities intermediary shall perform its duties and the entitlement holder shall exercise its rights in a commercially reasonable manner. (3) The obligation of a securities intermediary to perform the duties imposed by RCW 62A.8-504 through 62A.8-508 is subject to: (a) Rights of the securities intermediary arising out of a security interest under a security agreement with the entitlement holder or otherwise; and (b) Rights of the securities intermediary under other law, regulation, rule, or agreement to withhold performance of its duties as a result of unfulfilled obligations of the entitlement holder to the securities intermediary. (4) RCW 62A.8-504 through 62A.8-508 do not require a securities intermediary to take any action that is prohibited by other statute, regulation, or rule.
RCW 62A.8-507 — Washington Code / Title 62A / Chapter 8 / Section 8-507
RCW 62A.8-507: Duty of securities intermediary to comply with entitlement order.
Status: in_force

(1) 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: (a) The securities intermediary acts with respect to the duty as agreed upon by the entitlement holder and the securities intermediary; or (b) In the absence of agreement, the securities intermediary exercises due care in accordance with reasonable commercial standards to comply with the entitlement order. (2) 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.
RCW 62A.4-204 — Washington Code / Title 62A / Chapter 4 / Section 4-204
RCW 62A.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 non-bank payor if authorized by its transferor; and (3) An item other than documentary drafts to a non-bank 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.
RCW 62A.9A-323 — Washington Code / Title 62A / Chapter 9A / Section 9A-323
RCW 62A.9A-323: Future advances.
Status: in_force

(a) When priority based on time of advance. Except as otherwise provided in subsection (c) of this section, for purposes of determining the priority of a perfected security interest under RCW 62A.9A-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 RCW 62A.9A-309 when it attaches; or (B) Temporarily under RCW 62A.9A-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 RCW 62A.9A-309 or 62A.9A-312 (e), (f), or (g). (b) Lien creditor. Except as otherwise provided in subsection (c) of this section, a security interest is subordinate to the rights of a person that becomes a lien creditor to the extent that the security interest secures an advance made more than 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) Buyer of receivables. Subsections (a) and (b) of this section do not apply to a security interest held by a secured party that is a buyer of accounts, chattel paper, payment intangibles, or promissory notes or a consignor. (d) Buyer of goods. Except as otherwise provided in subsection (e) of this section, a buyer of goods 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) Advances made pursuant to commitment: Priority of buyer of goods. Subsection (d) of this section does not apply if the advance is made pursuant to a commitment entered into without knowledge of the buyer's purchase and before the expiration of the forty-five day period. (f) Lessee of goods. Except as otherwise provided in subsection (g) of this section, a lessee of goods 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) Advances made pursuant to commitment: Priority of lessee of goods. Subsection (f) of this section does not apply if the advance is made pursuant to a commitment entered into without knowledge of the lease and before the expiration of the forty-five day period.
RCW 62A.9A-405 — Washington Code / Title 62A / Chapter 9A / Section 9A-405
RCW 62A.9A-405: Modification of assigned contract.
Status: in_force

(a) Effect of modification on assignee. A modification of or substitution for an assigned contract is effective against an assignee if made in good faith. The assignee acquires corresponding rights under the modified or substituted contract. The assignment may provide that the modification or substitution is a breach of contract by the assignor. This subsection is subject to subsections (b) through (d) of this section. (b) Applicability of subsection (a) of this section. Subsection (a) of this section applies to the extent that: (1) The right to payment or a part thereof under an assigned contract has not been fully earned by performance; or (2) The right to payment or a part thereof has been fully earned by performance and the account debtor has not received notification of the assignment under RCW 62A.9A-406 (a). (c) Rule for individual under other law. This section is subject to law other than this Article which establishes a different rule for an account debtor who is an individual and who incurred the obligation primarily for personal, family, or household purposes. (d) Inapplicability to health-care-insurance receivable. This section does not apply to an assignment of a health-care-insurance receivable.
RCW 62A.2-203 — Washington Code / Title 62A / Chapter 2 / Section 2-203
RCW 62A.2-203: Seals inoperative.
Status: in_force

The affixing of a seal to a record evidencing a contract for sale or an offer to buy or sell goods does not constitute the record a sealed instrument and the law with respect to sealed instruments does not apply to such contract or offer.
RCW 62A.2A-524 — Washington Code / Title 62A / Chapter 2A / Section 2A-524
RCW 62A.2A-524: Lessor's right to identify goods to lease contract.
Status: in_force

(1) After default by the lessee under the lease contract of the type described in RCW 62A.2A-523 (1) or (3)(a) or, if agreed, after other default by the lessee, the lessor may: (a) Identify to the lease contract conforming goods not already identified if at the time the lessor learned of the default they were in the lessor's or the supplier's possession or control; and (b) Dispose of goods (RCW 62A.2A-527 (1)) that demonstrably have been intended for the particular lease contract even though those goods are unfinished. (2) If the goods are unfinished, in the exercise of reasonable commercial judgment for the purposes of avoiding loss and of effective realization, an aggrieved lessor or the supplier may either complete manufacture and wholly identify the goods to the lease contract or cease manufacture and lease, sell, or otherwise dispose of the goods for scrap or salvage value or proceed in any other reasonable manner.
RCW 62A.4-401 — Washington Code / Title 62A / Chapter 4 / Section 4-401
RCW 62A.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 that account even though the charge creates an overdraft. An item is properly payable if it is authorized by the customer and is in accordance with any agreement between the customer and bank. (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 RCW 62A.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 RCW 62A.4-303 . A bank may not collect a fee from a customer based on the customer's giving notice to the bank of a postdating. 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 RCW 62A.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.
RCW 62A.8-510 — Washington Code / Title 62A / Chapter 8 / Section 8-510
RCW 62A.8-510: Rights of purchaser of security entitlement from entitlement holder.
Status: in_force

(1) In a case not covered by the priority rules in Article 9A or the rules stated in subsection (3) of this section, 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. (2) If an adverse claim could not have been asserted against an entitlement holder under RCW 62A.8-502 , the adverse claim cannot be asserted against a person who purchases a security entitlement, or an interest therein, from the entitlement holder. (3) In a case not covered by the priority rules in Article 9A, 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 (4) of this section, purchasers who have control rank according to priority in time of: (a) 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 RCW 62A.8-106 (4)(a); (b) 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 RCW 62A.8-106 (4)(b); or (c) If the purchaser obtained control through another person under RCW 62A.8-106 (4)(c), the time on which priority would be based under this subsection if the other person were the secured party. (4) A securities intermediary as purchaser has priority over a conflicting purchaser who has control unless otherwise agreed by the securities intermediary.
RCW 62A.12-104 — Washington Code / Title 62A / Chapter 12 / Section 12-104
RCW 62A.12-104: Rights in controllable account, controllable electronic record, and controllable payment intangible.
Status: in_force

(a) Applicability of section to controllable account and controllable payment intangible. This section applies to the acquisition and purchase of rights in a controllable account or controllable payment intangible, including the rights and benefits under subsections (c), (d), (e), (g), and (h) of this section of a purchaser and qualifying purchaser, in the same manner this section applies to a controllable electronic record. (b) Control of controllable account and controllable payment intangible. To determine whether a purchaser of a controllable account or a controllable payment intangible is a qualifying purchaser, the purchaser obtains control of the account or payment intangible if it obtains control of the controllable electronic record that evidences the account or payment intangible. (c) Applicability of other law to acquisition of rights. Except as provided in this section, law other than this Article determines whether a person acquires a right in a controllable electronic record and the right the person acquires. (d) Shelter principle and purchase of limited interest. A purchaser of a controllable electronic record acquires all rights in the controllable electronic record that the transferor had or had power to transfer, except that a purchaser of a limited interest in a controllable electronic record acquires rights only to the extent of the interest purchased. (e) Rights of qualifying purchaser. A qualifying purchaser acquires its rights in the controllable electronic record free of a claim of a property right in the controllable electronic record. (f) Limitation of rights of qualifying purchaser in other property. Except as provided in subsections (a) and (e) of this section for a controllable account and a controllable payment intangible or law other than this Article, a qualifying purchaser takes a right to payment, right to performance, or other interest in property evidenced by the controllable electronic record subject to a claim of a property right in the right to payment, right to performance, or other interest in property. (g) No-action protection for qualifying purchaser. An action may not be asserted against a qualifying purchaser based on both a purchase by the qualifying purchaser of a controllable electronic record and a claim of a property right in another controllable electronic record, whether the action is framed in conversion, replevin, constructive trust, equitable lien, or other theory. (h) Filing not notice. Filing of a financing statement under Article 9A of this title is not notice of a claim of a property right in a controllable electronic record.
RCW 62A.4A-101 — Washington Code / Title 62A / Chapter 4A / Section 4A-101
RCW 62A.4A-101: Short title.
Status: in_force

This Article may be cited as the Uniform Commercial Code — Funds Transfers.