reglab/statecodes huggingface dataset:
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-323 - Future advances

(a)
Except as otherwise provided in subsection (c) of this section, for purposes of determining the priority of a perfected security interest under section
4-9-322 (a)(1)
, perfection of the security interest dates from the time an advance is made to the extent that the security interest secures an advance that:
(1)
Is made while the security interest is perfected only:
(A)
Under section
4-9-309
when it attaches; or
(B)
Temporarily under section
4-9-312 (e), (f), or (g)
; and
(2)
Is not made pursuant to a commitment entered into before or while the security interest is perfected by a method other than under section
4-9-309
or
4-9-312 (e), (f), or (g)
.
(b)
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 while the security interest is perfected only to the extent that the security interest secures an advance made more than forty-five days after the person becomes a lien creditor unless the advance is made:
(1)
Without knowledge of the lien; or
(2)
Pursuant to a commitment entered into without knowledge of the lien.
(c)
Subsections (a) and (b) 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)
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)
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)
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)
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.
Amended by 2023 Ch. 136,§ 63, eff. 8/7/2023.
L. 2001: Entire article R&RE, p. 1359, § 1, effective July 1. L. 2002: IP(b) amended, p. 938, § 5, effective August 7.
The provisions of this section are similar to provisions of several former sections as they existed prior to 2001.
2023 Ch. 136, was passed without a safety clause. See Colo. Const. art. V, § 1(3).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-325 - Priority of security interests in transferred collateral

(a)
Except as otherwise provided in subsection (b) of this section, a security interest created by a debtor is subordinate to a security interest in the same collateral created by another person if:
(1)
The debtor acquired the collateral subject to the security interest created by the other person;
(2)
The security interest created by the other person was perfected when the debtor acquired the collateral; and
(3)
There is no period thereafter when the security interest is unperfected.
(b)
Subsection (a) of this section subordinates a security interest only if the security interest:
(1)
Otherwise would have priority solely under section
4-9-322(a)
or
4-9-324
; or
(2)
Arose solely under section
4-2-711(3)
or
4-2.5-508(5)
.
L. 2001: Entire article R&RE, p. 1362, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-326 - Priority of security interests created by new debtor

(a)
Subject to subsection (b) of this section, a security interest that is created by a new debtor in collateral in which the new debtor has or acquires rights and is perfected solely by a filed financing statement that would be ineffective to perfect the security interest but for the application of section
4-9-316 (i)(1)
or
4-9-508
is subordinate to a security interest in the same collateral that is perfected other than by such a filed financing statement.
(b)
The other provisions of this part 3 determine the priority among conflicting security interests in the same collateral perfected by filed financing statements described in subsection (a) of this section. However, if the security agreements to which a new debtor became bound as debtor were not entered into by the same original debtor, the conflicting security interests rank according to priority in time of the new debtor's having become bound.
L. 2001: Entire article R&RE, p. 1362, § 1, effective July 1. L. 2012: Entire section amended, (HB 12-1262), ch. 170, p. 599, § 7, effective 7/1/2013.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-326.5 - Priority of security interest in controllable account, controllable electronic record, and controllable payment intangible

A security interest in a controllable account, controllable electronic record, or controllable payment intangible held by a secured party having control of the account, electronic record, or payment intangible has priority over a conflicting security interest held by a secured party that does not have control.
Added by 2023 Ch. 136,§ 65, eff. 8/7/2023.
2023 Ch. 136, was passed without a safety clause. See Colo. Const. art. V, § 1(3).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-327 - Priority of security interests in deposit account

The following rules govern priority among conflicting security interests in the same deposit account:
(1)
A security interest held by a secured party having control of the deposit account under section
4-9-104
has priority over a conflicting security interest held by a secured party that does not have control.
(2)
Except as otherwise provided in paragraphs (3) and (4) of this section, security interests perfected by control under section
4-9-314
rank according to priority in time of obtaining control.
(3)
Except as otherwise provided in paragraph (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 section
4-9-104(a)(3)
has priority over a security interest held by the bank with which the deposit account is maintained.
L. 2001: Entire article R&RE, p. 1363, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-328 - Priority of security interests in investment property

The following rules govern priority among conflicting security interests in the same investment property:
(1)
A security interest held by a secured party having control of investment property under section
4-9-106
has priority over a security interest held by a secured party that does not have control of the investment property.
(2)
Except as otherwise provided in paragraphs (3) and (4) of this section, conflicting security interests held by secured parties each of which has control under section
4-9-106
rank according to priority in time of:
(A)
If the collateral is a security, obtaining control;
(B)
If the collateral is a security entitlement carried in a securities account and:
(i)
If the secured party obtained control under section
4-8-106(d)(1)
, the secured party's becoming the person for which the securities account is maintained;
(ii)
If the secured party obtained control under section
4-8-106(d)(2)
, the securities intermediary's agreement to comply with the secured party's entitlement orders with respect to security entitlements carried or to be carried in the securities account; or
(iii)
If the secured party obtained control through another person under section
4-8-106(d)(3)
, the time on which priority would be based under this paragraph (2) if the other person were the secured party; or
(C)
If the collateral is a commodity contract carried with a commodity intermediary, the satisfaction of the requirement for control specified in section
4-9-106(b)(2)
with respect to commodity contracts carried or to be carried with the commodity intermediary.
(3)
A security interest held by a securities intermediary in a security entitlement or a securities account maintained with the securities intermediary has priority over a conflicting security interest held by another secured party.
(4)
A security interest held by a commodity intermediary in a commodity contract or a commodity account maintained with the commodity intermediary has priority over a conflicting security interest held by another secured party.
(5)
A security interest in a certificated security in registered form which is perfected by taking delivery under section
4-9-313(a)
and not by control under section
4-9-314
has priority over a conflicting security interest perfected by a method other than control.
(6)
Conflicting security interests created by a broker, securities intermediary, or commodity intermediary which are perfected without control under section
4-9-106
rank equally.
(7)
In all other cases, priority among conflicting security interests in investment property is governed by sections
4-9-322
and
4-9-323
.
L. 2001: Entire article R&RE, p. 1363, § 1, effective July 1.
This section is similar to former § 4-9-115(5) as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-329 - Priority of security interests in letter-of-credit right

The following rules govern priority among conflicting security interests in the same letter-of-credit right:
(1)
A security interest held by a secured party having control of the letter-of-credit right under section
4-9-107
has priority to the extent of its control over a conflicting security interest held by a secured party that does not have control.
(2)
Security interests perfected by control under section
4-9-314
rank according to priority in time of obtaining control.
L. 2001: Entire article R&RE, p. 1364, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-331 - Priority of rights of purchasers of controllable accounts, controllable electronic records, controllable payment intangibles, documents, instruments, and securities under other articles - priority of interests in financial assets and security entitlements and protection against assertion of claim under under articles 8 and 12

(a)
This article 9 does not limit the rights of a holder in due course of a negotiable instrument, a holder to which a negotiable document of title has been duly negotiated, a protected purchaser of a security, or a qualifying purchaser of a controllable account, controllable electronic record, or controllable payment intangible. These holders or purchasers take priority over an earlier security interest, even if perfected, to the extent provided in articles
3
,
7
,
8
, and
12
of this title 4.
(b)
This article 9 does not limit the rights of or impose liability on a person to the extent that the person is protected against the assertion of a claim under article 8 or 12 of this title 4.
(c)
Filing under this article does not constitute notice of a claim or defense to the holders, or purchasers, or persons described in subsections (a) and (b) of this section.
Amended by 2023 Ch. 136,§ 67, eff. 8/7/2023.
L. 2001: Entire article R&RE, p. 1365, § 1, effective July 1. L. 2002: (b) amended, p. 938, § 6, effective August 7.
This section is similar to former § 4-9-309 as it existed prior to 2001.
2023 Ch. 136, was passed without a safety clause. See Colo. Const. art. V, § 1(3).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-332 - Transfer of money - transfer of funds from deposit account

(a)
A transferee of money takes the money free of a security interest if the transferee receives possession of the money without acting in collusion with the debtor in violating the rights of the secured party.
(b)
A transferee of funds from a deposit account takes the funds free of a security interest in the deposit account if the transferee receives the funds without acting in collusion with the debtor in violating the rights of the secured party.
Amended by 2023 Ch. 136,§ 68, eff. 8/7/2023.
L. 2001: Entire article R&RE, p. 1366, § 1, effective July 1.
2023 Ch. 136, was passed without a safety clause. See Colo. Const. art. V, § 1(3).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-333 - Priority of certain liens arising by operation of law

(a)
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)
A possessory lien on goods has priority over a security interest in the goods if the lien is created by a statute that expressly so provides.
L. 2001: Entire article R&RE, p. 1366, § 1, effective July 1.
(1) This section is similar to former § 4-9-310 as it existed prior to 2001.
(2)
Colorado legislative change:
Colorado substituted the word "if" for "unless" and substituted the phrase "so provides" for "provides otherwise" in subsection (b).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-335 - Accessions

(a)
A security interest may be created in an accession and continues in collateral that becomes an accession.
(b)
If a security interest is perfected when the collateral becomes an accession, the security interest remains perfected in the collateral.
(c)
Except as otherwise provided in subsection (d) of this section, the other provisions of this part 3 determine the priority of a security interest in an accession.
(d)
A security interest in an accession is subordinate to a security interest in the whole which is perfected by compliance with the requirements of a certificate-of-title statute under section
4-9-311(b)
.
(e)
After default, subject to part 6 of this article, a secured party may remove an accession from other goods if the security interest in the accession has priority over the claims of every person having an interest in the whole.
(f)
A secured party that removes an accession from other goods under subsection (e) of this section shall promptly reimburse any holder of a security interest or other lien on, or owner of, the whole or of the other goods, other than the debtor, for the cost of repair of any physical injury to the whole or the other goods. The secured party need not reimburse the holder or owner for any diminution in value of the whole or the other goods caused by the absence of the accession removed or by any necessity for replacing it. A person entitled to reimbursement may refuse permission to remove until the secured party gives adequate assurance for the performance of the obligation to reimburse.
L. 2001: Entire article R&RE, p. 1368, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-336 - Commingled goods

(a)
In this section, "commingled goods" means goods that are physically united with other goods in such a manner that their identity is lost in a product or mass.
(b)
A security interest does not exist in commingled goods as such. However, a security interest may attach to a product or mass that results when goods become commingled goods.
(c)
If collateral becomes commingled goods, a security interest attaches to the product or mass.
(d)
If a security interest in collateral is perfected before the collateral becomes commingled goods, the security interest that attaches to the product or mass under subsection (c) of this section is perfected.
(e)
Except as otherwise provided in subsection (f) of this section, the other provisions of this part 3 determine the priority of a security interest that attaches to the product or mass under subsection (c) of this section.
(f)
If more than one security interest attaches to the product or mass under subsection (c) of this section, the following rules determine priority:
(1)
A security interest that is perfected under subsection (d) of this section has priority over a security interest that is unperfected at the time the collateral becomes commingled goods.
(2)
If more than one security interest is perfected under subsection (d) of this section, the security interests rank equally in proportion to the value of the collateral at the time it became commingled goods.
L. 2001: Entire article R&RE, p. 1368, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-337 - Priority of security interests in goods covered by certificate of title

If, while a security interest in goods is perfected by any method under the law of another jurisdiction, this state issues a certificate of title that does not show that the goods are subject to the security interest or contain a statement that they may be subject to security interests not shown on the certificate:
(1)
A buyer of the goods, other than a person in the business of selling goods of that kind, takes free of the security interest if the buyer gives value and receives delivery of the goods after issuance of the certificate and without knowledge of the security interest; and
(2)
The security interest is subordinate to a conflicting security interest in the goods that attaches, and is perfected under section
4-9-311(b)
, after issuance of the certificate and without the conflicting secured party's knowledge of the security interest.
L. 2001: Entire article R&RE, p. 1369, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-338 - Priority of security interest or agricultural lien perfected by filed financing statement providing certain incorrect information

If a security interest or agricultural lien is perfected by a filed financing statement providing information described in section
4-9-516(b)(5)
which is incorrect at the time the financing statement is filed:
(1)
The security interest or agricultural lien is subordinate to a conflicting perfected security interest in the collateral to the extent that the holder of the conflicting security interest gives value in reasonable reliance upon the incorrect information; and
(2)
A purchaser, other than a secured party, of the collateral takes free of the security interest or agricultural lien to the extent that, in reasonable reliance upon the incorrect information, the purchaser gives value and, in the case of tangible chattel paper, tangible documents, goods, instruments, or a security certificate, receives delivery of the collateral.
L. 2001: Entire article R&RE, p. 1369, § 1, effective July 1. L. 2006: (2) amended, p. 502, § 43, effective September 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-339 - Priority subject to subordination

This article does not preclude subordination by agreement by a person entitled to priority.
L. 2001: Entire article R&RE, p. 1370, § 1, effective July 1.
This section is similar to former § 4-9-316 as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-340 - Effectiveness of right of recoupment or set-off against deposit account

(a)
Except as otherwise provided in subsection (c) of this section, a bank with which a deposit account is maintained may exercise any right of recoupment or set-off against a secured party that holds a security interest in the deposit account.
(b)
Except as otherwise provided in subsection (c) of this section, the application of this article to a security interest in a deposit account does not affect a right of recoupment or set-off of the secured party as to a deposit account maintained with the secured party.
(c)
The exercise by a bank of a set-off against a deposit account is ineffective against a secured party that holds a security interest in the deposit account which is perfected by control under section
4-9-104(a)(3)
, if the set-off is based on a claim against the debtor.
L. 2001: Entire article R&RE, p. 1370, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-341 - Bank's rights and duties with respect to deposit account

Except as otherwise provided in section
4-9-340 (c)
, and unless the bank otherwise agrees in a signed record, a bank's rights and duties with respect to a deposit account maintained with the bank are not terminated, suspended, or modified by:
(1)
The creation, attachment, or perfection of a security interest in the deposit account;
(2)
The bank's knowledge of the security interest; or
(3)
The bank's receipt of instructions from the secured party.
Amended by 2023 Ch. 136,§ 70, eff. 8/7/2023.
L. 2001: Entire article R&RE, p. 1370, § 1, effective July 1.
2023 Ch. 136, was passed without a safety clause. See Colo. Const. art. V, § 1(3).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 3 - PERFECTION AND PRIORITY (§§ 4-9-301 — 4-9-342) › Section 4-9-342 - Bank's right to refuse to enter into or disclose existence of control agreement

This article does not require a bank to enter into an agreement of the kind described in section
4-9-104(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.
L. 2001: Entire article R&RE, p. 1370, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-401 - Alienability of debtor's rights

(a)
Except as otherwise provided in subsection (b) of this section and sections
4-9-406
,
4-9-407
,
4-9-408
, and
4-9-409
, whether a debtor's rights in collateral may be voluntarily or involuntarily transferred is governed by law other than this article.
(b)
An agreement between the debtor and secured party which prohibits a transfer of the debtor's rights in collateral or makes the transfer a default does not prevent the transfer from taking effect.
(c)
This section shall not be construed as being inconsistent with criminal sanctions now or hereafter applicable to transactions involving collateral or as justifying any transfer that would otherwise be a violation of law.
L. 2001: Entire article R&RE, p. 1371, § 1, effective July 1.
(1) This section is similar to former § 4-9-311 as it existed prior to 2001.
(2)
Colorado legislative change:
Colorado added subsection (c).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-402 - Secured party not obligated on contract of debtor or in tort

The existence of a security interest, agricultural lien, or authority given to a debtor to dispose of or use collateral, without more, does not subject a secured party to liability in contract or tort for the debtor's acts or omissions.
L. 2001: Entire article R&RE, p. 1371, § 1, effective July 1.
This section is similar to former § 4-9-317 as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-403 - Agreement not to assert defenses against assignee

(a)
In this section, "value" has the meaning provided in section
4-3-303(a)
.
(b)
Except as otherwise provided in this section, an agreement between an account debtor and an assignor not to assert against an assignee any claim or defense that the account debtor may have against the assignor is enforceable by an assignee that takes an assignment:
(1)
For value;
(2)
In good faith;
(3)
Without notice of a claim of a property or possessory right to the property assigned; and
(4)
Without notice of a defense or claim in recoupment of the type that may be asserted against a person entitled to enforce a negotiable instrument under section
4-3-305(a)
.
(c)
Subsection (b) of this section does not apply to defenses of a type that may be asserted against a holder in due course of a negotiable instrument under section
4-3-305(b)
.
(d)
In a consumer transaction, if a record evidences the account debtor's obligation, law other than this article requires that the record include a statement to the effect that the rights of an assignee are subject to claims or defenses that the account debtor could assert against the original obligee, and the record does not include such a statement:
(1)
The record has the same effect as if the record included such a statement; and
(2)
The account debtor may assert against an assignee those claims and defenses that would have been available if the record included such a statement.
(e)
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.
(f)
Except as otherwise provided in subsection (d) of this section, this section does not displace law other than this article which gives effect to an agreement by an account debtor not to assert a claim or defense against an assignee.
L. 2001: Entire article R&RE, p. 1371, § 1, effective July 1.
This section is similar to former § 4-9-206 as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-404 - Rights acquired by assignee; claims and defenses against assignee

(a)
Unless an account debtor has made an enforceable agreement not to assert defenses or claims, and subject to subsections (b) to (e) of this section, the rights of an assignee are subject to:
(1)
All terms of the agreement between the account debtor and assignor and any defense or claim in recoupment arising from the transaction that gave rise to the contract; and
(2)
Any other defense or claim of the account debtor against the assignor which accrues before the account debtor receives a notification of the assignment signed by the assignor or the assignee.
(b)
Subject to subsection (c) of this section and except as otherwise provided in subsection (d) of this section, the claim of an account debtor against an assignor may be asserted against an assignee under subsection (a) of this section only to reduce the amount the account debtor owes.
(c)
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)
In a consumer transaction, if a record evidences the account debtor's obligation, law other than this article requires that the record include a statement to the effect that the account debtor's recovery against an assignee with respect to claims and defenses against the assignor may not exceed amounts paid by the account debtor under the record, and the record does not include such a statement, the extent to which a claim of an account debtor against the assignor may be asserted against an assignee is determined as if the record included such a statement.
(e)
This section does not apply to an assignment of a health-care-insurance receivable.
Amended by 2023 Ch. 136,§ 71, eff. 8/7/2023.
L. 2001: Entire article R&RE, p. 1372, § 1, effective July 1.
This section is similar to former § 4-9-318 (1) as it existed prior to 2001.
2023 Ch. 136, was passed without a safety clause. See Colo. Const. art. V, § 1(3).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-405 - Modification of assigned contract

(a)
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 (a) is subject to subsections (b) to (d) of this section.
(b)
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 section
4-9-406(a)
.
(c)
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)
This section does not apply to an assignment of a health-care-insurance receivable.
L. 2001: Entire article R&RE, p. 1373, § 1, effective July 1.
This section is similar to former § 4-9-318 (2) as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-407 - Restrictions on creation or enforcement of security interest in leasehold interest or in lessor's residual interest

(a)
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)
Except as otherwise provided in section
4-2.5-303(7)
, a term described in paragraph (2) of subsection (a) 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)
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 section
4-2.5-303(4)
unless, and then only to the extent that, enforcement actually results in a delegation of material performance of the lessor.
L. 2001: Entire article R&RE, p. 1375, § 1, effective July 1.
This section is similar to former § 4-2.5-303 as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 4 - RIGHTS OF THIRD PARTIES (§§ 4-9-401 — 4-9-409) › Section 4-9-409 - Restrictions on assignment of letter-of-credit rights ineffective

(a)
A term in a letter of credit or a rule of law, statute, regulation, custom, or practice applicable to the letter of credit which prohibits, restricts, or requires the consent of an applicant, issuer, or nominated person to a beneficiary's assignment of or creation of a security interest in a letter-of-credit right is ineffective to the extent that the term or rule of law, statute, regulation, custom, or practice:
(1)
Would impair the creation, attachment, or perfection of a security interest in the letter-of-credit right; or
(2)
Provides that the assignment or the creation, attachment, or perfection of the security interest may give rise to a default, breach, right of recoupment, claim, defense, termination, right of termination, or remedy under the letter-of-credit right.
(b)
To the extent that a term in a letter of credit is ineffective under subsection (a) of this section but would be effective under law other than this article or a custom or practice applicable to the letter of credit, to the transfer of a right to draw or otherwise demand performance under the letter of credit, or to the assignment of a right to proceeds of the letter of credit, the creation, attachment, or perfection of a security interest in the letter-of-credit right:
(1)
Is not enforceable against the applicant, issuer, nominated person, or transferee beneficiary;
(2)
Imposes no duties or obligations on the applicant, issuer, nominated person, or transferee beneficiary; and
(3)
Does not require the applicant, issuer, nominated person, or transferee beneficiary to recognize the security interest, pay or render performance to the secured party, or accept payment or other performance from the secured party.
L. 2001: Entire article R&RE, p. 1377, § 1, effective July 1.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-501 - Filing office

(a)
Except as otherwise provided in subsection (b) of this section, if the local law of this state governs perfection of a security interest or agricultural lien, the office in which to file a financing statement to perfect the security interest or agricultural lien is:
(1)
The office designated for the filing or recording of a record of a mortgage on the related real property, if:
(A)
The collateral is as-extracted collateral or timber to be cut; or
(B)
The financing statement is filed as a fixture filing and the collateral is goods that are or are to become fixtures; or
(2)
The office of the secretary of state, in all other cases, including a case in which the collateral is goods that are or are to become fixtures and the financing statement is not filed as a fixture filing.
(b)
The office in which to file a financing statement to perfect a security interest in collateral, including fixtures, of a transmitting utility is the office of the secretary of state. The financing statement also constitutes a fixture filing as to the collateral indicated in the financing statement which is or is to become fixtures.
(c)
The office in which to file an effective financing statement pursuant to article
9.5
of this title is the office of the secretary of state.
L. 2001: Entire article R&RE, p. 1378, § 1, effective July 1.
Colorado legislative change:
Colorado added subsection (c).
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-502 - Contents of financing statement - record of mortgage as financing statement - time of filing financing statement

(a)
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)
Except as otherwise provided in section
4-9-501(b)
, to be sufficient, a financing statement that covers as-extracted collateral or timber to be cut, or which is filed as a fixture filing and covers goods that are or are to become fixtures, must satisfy subsection (a) 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)
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 other than an indication that it is to be filed in the real property records; and
(4)
The record is duly recorded.
(d)
A financing statement may be filed before a security agreement is made or a security interest otherwise attaches.
L. 2001: Entire article R&RE, p. 1379, § 1, effective July 1.
This section is similar to former § 4-9-402 as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-504 - Indication of collateral

A financing statement sufficiently indicates the collateral that it covers if the financing statement provides:
(1)
A description of the collateral pursuant to section
4-9-108
; or
(2)
An indication that the financing statement covers all assets or all personal property.
L. 2001: Entire article R&RE, p. 1381, § 1, effective July 1.
This section is similar to former § 4-9-402 (1) as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-505 - Filing and compliance with other statutes and treaties for consignments, leases, other bailments, and other transactions

(a)
A consignor, lessor, or other bailor of goods, a licensor, or a buyer of a payment intangible or promissory note may file a financing statement, or may comply with a statute or treaty described in section
4-9-311(a)
, using the terms "consignor", "consignee", "lessor", "lessee", "bailor", "bailee", "licensor", "licensee", "owner", "registered owner", "buyer", "seller", or words of similar import, instead of the terms "secured party" and "debtor".
(b)
This part 5 applies to the filing of a financing statement under subsection (a) of this section and, as appropriate, to compliance that is equivalent to filing a financing statement under section
4-9-311(b)
, but the filing or compliance is not of itself a factor in determining whether the collateral secures an obligation. If it is determined for another reason that the collateral secures an obligation, a security interest held by the consignor, lessor, bailor, licensor, owner, or buyer which attaches to the collateral is perfected by the filing or compliance.
L. 2001: Entire article R&RE, p. 1381, § 1, effective July 1.
This section is similar to former § 4-9-408 as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-506 - Effect of errors or omissions

(a)
A financing statement substantially satisfying the requirements of this part 5 is effective, even if it has minor errors or omissions, unless the errors or omissions make the financing statement seriously misleading.
(b)
Except as otherwise provided in subsection (c) of this section, a financing statement that fails sufficiently to provide the name of the debtor in accordance with section
4-9-503(a)
is seriously misleading.
(c)
If a search of the records of the filing office under the debtor's correct name, using the filing office's standard search logic, if any, would disclose a financing statement that fails sufficiently to provide the name of the debtor in accordance with section
4-9-503(a)
, the name provided does not make the financing statement seriously misleading.
(d)
For purposes of section
4-9-508(b)
, the "debtor's correct name" in subsection (c) of this section means the correct name of the new debtor.
L. 2001: Entire article R&RE, p. 1381, § 1, effective July 1.
This section is similar to former § 4-9-402 (8) as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-507 - Effect of certain events on effectiveness of financing statement

(a)
A filed financing statement remains effective with respect to collateral that is sold, exchanged, leased, licensed, or otherwise disposed of and in which a security interest or agricultural lien continues, even if the secured party knows of or consents to the disposition.
(b)
Except as otherwise provided in subsection (c) of this section and section
4-9-508
, a financing statement is not rendered ineffective if, after the financing statement is filed, the information provided in the financing statement becomes seriously misleading under section
4-9-506
.
(c)
If the name that a filed financing statement provides for a debtor becomes insufficient as the name of the debtor under section
4-9-503 (a)
so that the financing statement becomes seriously misleading under section
4-9-506
:
(1)
The financing statement is effective to perfect a security interest in collateral acquired by the debtor before, or within four months after, the filed financing statement becomes seriously misleading; and
(2)
The financing statement is not effective to perfect a security interest in collateral acquired by the debtor more than four months after the filed financing statement becomes seriously misleading, unless an amendment to the financing statement that renders the financing statement not seriously misleading is filed within four months after the filed financing statement becomes seriously misleading.
L. 2001: Entire article R&RE, p. 1382, § 1, effective July 1. L. 2012: (c) amended, (HB 12-1262), ch. 170, p. 602, § 11, effective 7/1/2013.
This section is similar to former § 4-9-402 (7) as it existed prior to 2001.
2023 Colorado Revised Statutes › Title 4 - UNIFORM COMMERCIAL CODE (§§ 4-1-101 — 4-13-306) › Article 9 - SECURED TRANSACTIONS (§§ 4-9-101 — 4-9-809) › Part 5 - FILING (§§ 4-9-501 — 4-9-531) › Section 4-9-508 - Effectiveness of financing statement if new debtor becomes bound by security agreement

(a)
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)
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 section
4-9-506
:
(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 section
4-9-203(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 section
4-9-203(d)
unless an initial financing statement providing the name of the new debtor is filed before the expiration of that time.
(c)
This section does not apply to collateral as to which a filed financing statement remains effective against the new debtor under section
4-9-507(a)
.
L. 2001: Entire article R&RE, p. 1382, § 1, effective July 1.