reglab/statecodes huggingface dataset:
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.92 | Liquidation or Limitation of Damages - Deposits - Ucc 2-718.

Effective:
July 1, 1962
Latest Legislation:
Senate Bill 5 - 104th General Assembly
(A) Damages for breach by either party may be liquidated in the agreement but only at an amount which is reasonable in the light of the anticipated or actual harm caused by the breach, the difficulties of proof of loss, and the inconvenience or non-feasibility of otherwise obtaining an adequate remedy. A term fixing unreasonably large liquidated damages is void as a penalty.
(B) Where the seller justifiably withholds delivery of goods because of the buyer's breach, the buyer is entitled to restitution of any amount by which the sum of his payments exceeds:
(1) the amount to which the seller is entitled by virtue of terms liquidating the seller's damages in accordance with division (A) of this section, or
(2) in the absence of such terms, twenty per cent of the value of the total performance for which the buyer is obligated under the contract or five hundred dollars, whichever is smaller.
(C) The buyer's right to restitution under division (B) of this section is subject to offset to the extent that the seller establishes:
(1) a right to recover damages under the provisions of sections 1302.01 to 1302.98, inclusive, of the Revised Code other than division (A) of this section, and
(2) the amount or value of any benefits received by the buyer directly or indirectly by reason of the contract.
(D) Where a seller has received payment in goods their reasonable value or the proceeds of their resale shall be treated as payments for the purposes of division (B) of this section; but if the seller has notice of the buyer's breach before reselling goods received in part performance, his resale is subject to the conditions laid down in section 1302.80 of the Revised Code on resale by an aggrieved seller.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.93 | Contractual Modification or Limitation of Remedy - Ucc 2-719.

Effective:
August 15, 1996
Latest Legislation:
Senate Bill 155 - 121st General Assembly
(A) Subject to the provisions of divisions (B) and (C) of this section and of section 1302.92 of the Revised Code on liquidation and limitation of damages, both of the following apply:
(1) The agreement may provide for remedies in addition to or in substitution for those provided in sections 1302.01 to 1302.98 of the Revised Code and may limit or alter the measure of damages recoverable under those sections, as by limiting the buyer's remedies to return of the goods and repayment of the price or to repair and replacement of nonconforming goods or parts.
(2) Resort to a remedy as provided is optional unless the remedy is expressly agreed to be exclusive, in which case it is the sole remedy.
(B) Where circumstances cause an exclusive or limited remedy to fail of its essential purpose, remedy may be had as provided in Chapters 1301., 1302., 1303., 1304., 1305., 1307., 1308., 1309., and 1310. of the Revised Code.
(C) Consequential damages may be limited or excluded unless the limitation or exclusion is unconscionable. Limitation of consequential damages for injury to the person in the case of consumer goods is prima facie unconscionable, but limitation of damages where the loss is commercial is not.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.94 | Effect of Cancellation or Rescission on Claims for Antecedent Breach - Ucc 2-720.

Effective:
July 1, 1962
Latest Legislation:
Senate Bill 5 - 104th General Assembly
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.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.95 | Remedies for Fraud - Ucc 2-721.

Effective:
July 1, 1962
Latest Legislation:
Senate Bill 5 - 104th General Assembly
Remedies for material misrepresentation or fraud include all remedies available under sections 1302.01 to 1302.98, inclusive, of the Revised Code 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.
Last updated February 15, 2022 at 1:58 PM
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.96 | Who Can Sue Third Parties for Injury to Goods - Ucc 2-722.

Effective:
July 1, 1962
Latest Legislation:
Senate Bill 5 - 104th General Assembly
Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party to that contract:
(A) a right of action against the third party is in either party to the contract for sale who has title to or a security interest or a special property or an insurable interest in the goods; and if the goods have been destroyed or converted a right of action is also in the party who either bore the risk of loss under the contract for sale or has since the injury assumed that risk as against the other;
(B) if at the time of the injury the party plaintiff did not bear the risk of loss as against the other party to the contract for sale and there is no arrangement between them for disposition of the recovery, his suit or settlement is, subject to his own interest, as a fiduciary for the other party to the contract;
(C) either party may with the consent of the other sue for the benefit of whom it may concern.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.97 | Proof of Market Price - Time and Place - Admissibility of Market Quotations - Ucc 2-723, 2-724.

Effective:
July 1, 1962
Latest Legislation:
Senate Bill 5 - 104th General Assembly
(A) If an action based on anticipatory repudiation comes to trial before the time for performance with respect to some or all of the goods, any damages based on market price, sections 1302.82 or 1302.87 of the Revised Code, shall be determined according to the price of such goods prevailing at the time when the aggrieved party learned of the repudiation.
(B) If evidence of a price prevailing at the times or places described in sections 1302.01 to 1302.98, inclusive, of the Revised Code, is not readily available, the price prevailing within any reasonable time before or after the time described or at any other place which in commercial judgment or under usage of trade would serve as a reasonable substitute for the one described may be used, making any proper allowance for the cost of transporting the goods to or from such other place.
(C) Evidence of a relevant price prevailing at a time or place other than the one described in sections 1302.01 to 1302.98, inclusive, of the Revised Code, offered by one party is not admissible unless and until he has given the other party such notice as the court finds sufficient to prevent unfair surprise.
(D) Whenever the prevailing price or value of any goods regularly bought and sold in any established commodity market is in issue, reports in official publications or trade journals or in newspapers or periodicals of general circulation published as the reports of such market shall be admissible in evidence. The circumstances of the preparation of such a report may be shown to affect its weight but not its admissibility.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1302 | Sales › Section 1302.98 | Statute of Limitations in Contracts for Sale - Ucc 2-725.

Effective:
July 1, 1962
Latest Legislation:
Senate Bill 5 - 104th General Assembly
(A) 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.
(B) 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.
(C) Where an action commenced within the time limited by division (A) of this section 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.
(D) This section does not alter sections 2305.15 and 2305.16 of the Revised Code on tolling of the statute of limitations, nor does it apply to causes of action which have accrued before July 1, 1962.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.02 | Subject Matter - Ucc 3-102.

Effective:
July 1, 2001
Latest Legislation:
Senate Bill 74 - 124th General Assembly
(A) This chapter applies to negotiable instruments. It does not apply to money, to payment orders governed by sections 1304.51 to 1304.85 of the Revised Code, or to securities governed by Chapter 1308. of the Revised Code.
(B) If there is a conflict between this chapter and either sections 1304.01 to 1304.40 or Chapter 1309. of the Revised Code, the provisions of sections 1304.01 to 1304.40 or Chapter 1309. of the Revised Code govern.
(C) If any provision of this chapter is inconsistent with any regulation of the board of governors of the federal reserve system or any operating circular of the federal reserve banks, the regulation or the operating circular supersedes the provision of this chapter to the extent of the inconsistency.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.03 | Negotiable Instrument - Ucc 3-104.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) Except as provided in divisions (C) and (D) of this section, "negotiable instrument" means an unconditional promise or order to pay a fixed amount of money, with or without interest or other charges described in the promise or order, if it meets all of the following requirements:
(1) It is payable to bearer or to order at the time it is issued or first comes into possession of a holder.
(2) It is payable on demand or at a definite time.
(3) It does not state any other undertaking or instruction by the person promising or ordering payment to do any act in addition to the payment of money, but the promise or order may contain any of the following:
(a) An undertaking or power to give, maintain, or protect collateral to secure payment;
(b) An authorization or power to the holder to confess judgment or realize on or dispose of collateral;
(c) A waiver of the benefit of any law intended for the advantage or protection of an obligor.
(B) "Instrument" means a negotiable instrument.
(C) An order that meets all of the requirements of divisions (A)(2) and (3) of this section and otherwise falls within the definition of "check" is a negotiable instrument and a check.
(D) A promise or order other than a check is not an instrument if, at the time it is issued or first comes into possession of a holder, it contains a conspicuous statement, however expressed, to the effect that the promise or order is not negotiable or is not an instrument governed by this chapter.
(E)(1) "Note" means an instrument that is a promise.
(2) "Draft" means an instrument that is an order.
(3) If an instrument is both a "note" and a "draft," a person entitled to enforce the instrument may treat it as either.
(F) "Check" means either of the following:
(1) A draft, other than a documentary draft, payable on demand and drawn on a bank;
(2) A cashier's check or teller's check.
An instrument may be a "check" even though it is described on its face as a "money order" or by another term.
(G) "Cashier's check" means a draft with respect to which the drawer and drawee are the same bank or branches of the same bank.
(H) "Teller's check" means a draft drawn by a bank on another bank or payable at or through a bank.
(I) "Traveler's check" means an instrument that meets all of the following conditions:
(1) It is payable on demand.
(2) It is drawn on or payable at or through a bank.
(3) It is designated by the term "traveler's check" or by a substantially similar term.
(4) It requires, as a condition to payment, a countersignature by a person whose specimen signature appears on the instrument.
(J) "Certificate of deposit" means an instrument containing an acknowledgment by a bank that a sum of money has been received by the bank and a promise by the bank to repay the sum of money. A "certificate of deposit" is a note of the bank.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.04 | Issue of Instrument - Ucc 3-105(b).

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
An unissued instrument, or an unissued incomplete instrument that is completed, is binding on the maker or drawer, but nonissuance is a defense. An instrument that is conditionally issued or is issued for a special purpose is binding on the maker or drawer, but the failure of the condition or special purpose to be fulfilled is a defense.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.05 | Unconditional Promise or Order - Ucc 3-106.

Effective:
April 6, 2017
Latest Legislation:
House Bill 463 - 131st General Assembly
(A) Except as provided in this section, for the purposes of division (A) of section 1303.03 of the Revised Code, a promise or order is unconditional unless it states any of the following:
(1) An express condition to payment;
(2) That the promise or order is subject to or governed by another record ;
(3) That rights or obligations with respect to the promise or order are stated in another record. A reference to another record does not of itself make the promise or order conditional.
(B) A promise or order is not made conditional by a reference to another record for a statement of rights with respect to collateral, prepayment, or acceleration or because payment is limited to resort to a particular fund or source.
(C) If a promise or order requires, as a condition to payment, a countersignature by a person whose specimen signature appears on the promise or order, the condition does not make the promise or order conditional for the purposes of division (A) of section 1303.03 of the Revised Code. If the person whose specimen signature appears on an instrument fails to countersign the instrument, the failure to countersign is a defense to the obligation of the issuer, but the failure does not prevent a transferee of the instrument from becoming a holder of the instrument.
(D) If a promise or order at the time it is issued or first comes into possession of a holder contains a statement, required by applicable statutory or administrative law, to the effect that the rights of a holder or transferee are subject to claims or defenses that the issuer could assert against the original payee, the promise or order is not made conditional by that statement for the purposes of division (A) of section 1303.03 of the Revised Code, but, if the promise or order is an instrument, there cannot be a holder in due course of the instrument.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.06 | Instrument Payable in Foreign Money - Ucc 3-107.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
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.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.07 | Payable on Demand or at Definite Time - Ucc 3-108.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) A promise or order is "payable on demand" if it states that it is payable on demand or at sight or otherwise indicates that it is payable at the will of the holder, or if it 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, 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 any of the following rights:
(1) Prepayment;
(2) Acceleration;
(3) Extension at the option of the holder;
(4) 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.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.09 | Place of Payment - Ucc 3-111.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
Except as otherwise provided in this chapter or Chapter 1304. of the Revised Code, an instrument is payable at the place of payment stated in the instrument. If no place of payment is stated in an instrument, an instrument is payable at the address of the drawee or maker stated in the instrument. If no address of the drawee or maker is stated in an instrument, the place of payment is the place of business of the drawee or maker. If a drawee or maker of an instrument has more than one place of business, the place of payment for the instrument is any place of business of the drawee or maker chosen by the person entitled to enforce the instrument. If the drawee or maker of an instrument has no place of business, the place of payment for the instrument is the residence of the drawee or maker of an instrument.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.10 | Payable to Bearer or to Order - Ucc 3-109.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) A promise or order is "payable to bearer" if any of the following apply:
(1) It states that it is payable to the bearer or to the order of bearer or otherwise indicates that the person in possession of the promise or order is entitled to payment.
(2) It does not state a payee.
(3) It states that it is payable to "cash" or to the order of "cash" or otherwise indicates that it is not payable to an identified person.
(B) A promise or order that is not payable to bearer is payable to order if it is payable to the order of an identified person or to an identified person or order.
(C) A promise or order that is payable to order is payable to the identified person.
(D) An instrument payable to bearer may become payable to an identified person if it is specially indorsed pursuant to division (A) of section 1303.25 of the Revised Code. An instrument payable to an identified person may become payable to the bearer if it is indorsed in blank pursuant to division (B) of section 1303.25 of the Revised Code.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.11 | Incomplete Instrument - Ucc 3-115.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(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 division (C) of this section, if an incomplete instrument is an instrument under section 1303.03 of the Revised Code, 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 section 1303.03 of the Revised Code, but, after completion, the requirements of section 1303.03 of the Revised Code 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 section 1303.50 of the Revised Code.
(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.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.12 | Interest - Ucc 3-112.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) Unless otherwise provided in the instrument, both of the following apply:
(1) An instrument is not payable with interest.
(2) Interest on an interest-bearing instrument is payable from the date of the instrument.
(B) Interest may be stated in an instrument as a fixed or variable amount of money, or it may be expressed as a fixed or variable rate or rates. The amount or rate of interest may be stated or described in the instrument in any manner and may require reference to information not contained in the instrument. If an instrument provides for interest, but the amount of interest payable cannot be ascertained from the description, interest is payable at the judgment rate in effect at the place of payment of the instrument and at the time interest first accrues.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.13 | Date of Instrument - Ucc 3-113.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) An instrument may be antedated or postdated. The date stated determines the time of payment if the instrument is payable at a fixed period after date. Except as provided in division (C) of section 1304.30 of the Revised Code, an instrument payable on demand is not payable before the date of the instrument.
(B) If an instrument is undated, its date is the date of its issue or, in the case of an unissued instrument, the date it first comes into possession of a holder.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.14 | Joint and Several Liability - Contribution - Ucc 3-116.

Effective:
April 6, 2017
Latest Legislation:
House Bill 463 - 131st General Assembly
(A) Except as otherwise provided in the instrument, two or more persons who have the same liability on an instrument as makers, drawers, acceptors, indorsers who indorse as joint payees, or anomalous indorsers are jointly and severally liable in the capacity in which they sign.
(B) Except as provided in division (F) of section 1303.59 of the Revised Code or by agreement of the affected parties, a party having joint and several liability who pays the instrument is entitled to receive from any party having the same joint and several liability contribution in accordance with applicable law.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.15 | Other Agreements Affecting Instrument - Ucc 3-117.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
Subject to applicable law regarding exclusion of proof of contemporaneous or previous agreements, the obligation of a party to an instrument to pay the instrument may be modified, supplemented, or nullified by a separate agreement of the obligor and a person entitled to enforce the instrument, if the instrument is issued or the obligation is incurred in reliance on the agreement or as part of the same transaction giving rise to the agreement. To the extent an obligation is modified, supplemented, or nullified by an agreement under this section, the agreement is a defense to the obligation.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.16 | Statute of Limitations - Ucc 3-118.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) Except as provided in division (E) of this section, an action to enforce the obligation of a party to pay a note payable at a definite time shall be brought within six years after the due date or dates stated in the note or, if a due date is accelerated, within six years after the accelerated due date.
(B) Except as provided in division (D) or (E) of this section, if demand for payment is made to the maker of a note payable on demand, an action to enforce the obligation of a party to pay the note shall be brought within six years after the date on which the demand for payment is made. If no demand for payment is made to the maker of a note payable on demand, an action to enforce the note is barred if neither principal nor interest on the note has been paid for a continuous period of ten years.
(C) Except as provided in division (D) of this section, an action to enforce the obligation of a party to an unaccepted draft to pay the draft shall be brought within three years after dishonor of the draft or ten years after the date of the draft, whichever period expires first.
(D) An action to enforce the obligation of the acceptor of a certified check or the issuer of a teller's check, cashier's check, or traveler's check shall be brought within three years after demand for payment is made to the acceptor or issuer.
(E) An action to enforce the obligation of a party to a certificate of deposit to pay the instrument shall be brought within six years after demand for payment is made to the maker, but if the instrument states a due date and the maker is not required to pay before that date, the six-year period begins when a demand for payment is in effect and the due date has passed.
(F) An action to enforce the obligation of a party to pay an accepted draft, other than a certified check, shall be brought within six years after the due date or dates stated in the draft or acceptance if the obligation of the acceptor is payable at a definite time or within six years after the date of the acceptance if the obligation of the acceptor is payable on demand.
(G) Unless governed by other law regarding claims for indemnity or contribution, any of the following actions shall be brought within three years after the cause of action accrues:
(1) An action for conversion of an instrument, an action for money had and received, or a similar action based on conversion;
(2) An action for breach of warranty;
(3) An action to enforce an obligation, duty, or right arising under this chapter and not governed by this section.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.17 | Contradictory Terms of Instrument - Ucc 3-114.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
If an instrument contains contradictory terms, typewritten terms prevail over printed terms, handwritten terms prevail over both typewritten and printed terms, and words prevail over numbers.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.18 | Notice of Right to Defend Action - Ucc 3-119.

Effective:
April 6, 2017
Latest Legislation:
House Bill 463 - 131st General Assembly
In an action for breach of an obligation for which a third person is answerable over pursuant to this chapter or sections 1304.01 to 1304.40 of the Revised Code, the defendant may give the third person notice of the litigation in a record, and the person notified may then give similar notice to any other person who is answerable over. If the notice states that the person notified may come in and defend and that failure to do so will bind the person notified in an action later brought by the person giving the notice as to any determination of fact common to the two litigations, the person notified is so bound unless after seasonable receipt of the notice the person notified does come in and defend.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.21 | Negotiation - Ucc 3-201.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) "Negotiation" means a voluntary or involuntary transfer of possession of an instrument by a person other than the issuer to a person who by the transfer becomes the holder of the instrument.
(B) Except for negotiation by a remitter, if an instrument is payable to an identified person, negotiation requires transfer of possession of the instrument and its indorsement by the holder. If an instrument is payable to bearer, it may be negotiated by transfer of possession alone.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.22 | Transfer of Instrument - Rights Acquired by Transfer - Ucc 3-203.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) An instrument is transferred when it is delivered by a person other than its issuer for the purpose of giving to the person receiving delivery the right to enforce the instrument.
(B) Transfer of an instrument, whether or not the transfer is a negotiation, vests in the transferee any right of the transferor to enforce the instrument, including any right as a holder in due course, but the transferee cannot acquire rights of a holder in due course by a direct or indirect transfer from a holder in due course if the transferee engaged in fraud or illegality affecting the instrument.
(C) Unless otherwise agreed, if an instrument is transferred for value the transferee has a specifically enforceable right to the unqualified indorsement of the transferor, but negotiation of the instrument does not occur until the indorsement is made by the transferor.
(D) If a transferor purports to transfer less than the entire instrument, negotiation of the instrument does not occur, the transferee of that instrument obtains no rights under this chapter, and the transferee of that instrument has only the rights of a partial assignee.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.23 | Negotiation Subject to Rescission - Ucc 3-202.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) Negotiation is effective even if it is obtained in any of the following manners:
(1) From an infant, a corporation exceeding its powers, or any other person without capacity;
(2) By fraud, duress, or mistake of any kind;
(3) As part of an illegal transaction;
(4) In breach of duty.
(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 the rescission or other remedy.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.24 | Indorsement - Ucc 3-204.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A)(1) "Indorsement" means a signature, other than that of a signer as maker, drawer, or acceptor, that alone or accompanied by other words is made on an instrument for any of the following purposes:
(a) To negotiate the instrument;
(b) To restrict payment of the instrument;
(c) To incur the indorser's liability on the instrument.
(2) Regardless of the intent of the signer, a signature and its accompanying words is an "indorsement" unless the accompanying words, terms of the instrument, place of the signature, or other circumstances unambiguously indicate that the signature was made for a purpose other than indorsement. For the purpose of determining whether a signature is made on an instrument, a paper affixed to the instrument is a part of the instrument.
(B) "Indorser" means a person who makes an indorsement.
(C) For the purpose of determining whether the transferee of an instrument is a holder, an indorsement that transfers a security interest in the instrument is effective as an unqualified indorsement of the instrument.
(D) If an instrument is payable to a holder under a name that is not the name of the holder, indorsement may be made by the holder in the name stated in the instrument or in the holder's name or both, but signatures in both names may be required by a person paying or taking the instrument for value or collection.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.25 | Special Indorsement - Blank Indorsement - Anomalous Indorsement - Ucc 3-205.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) A "special indorsement" means an indorsement that is made by the holder of an instrument, whether payable to an identified person or payable to the bearer, and that identifies a person to whom it makes the instrument payble. An instrument, when specially indorsed, becomes payable to the identified person and may be negotiated only by the indorsement of that person. Section 1303.08 of the Revised Code applies to special indorsements.
(B) "Blank indorsement" means an indorsement that is made by the holder of the instrument and that is not a special indorsement. When an instrument is indorsed in blank, the instrument becomes payable to bearer and may be negotiated by transfer of possession alone until specially indorsed.
(C) The holder may convert a blank indorsement that consists only of a signature into a special indorsement by writing above the signature of the indorser words identifying the person to whom the instrument is made payable.
(D) "Anomalous indorsement" means an indorsement made by a person who is not the holder of the instrument. An "anomalous indorsement" does not affect the manner in which the instrument may be negotiated.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.27 | Reacquisition - Ucc 3-207.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
"Reacquisition of an instrument" occurs if it is transferred by negotiation or otherwise to a former holder. A former holder who reacquires the instrument may cancel any indorsements made after the reacquirer first became a holder of the instrument. If the cancellation causes the instrument to be payable to the reacquirer or to bearer, the reacquirer may negotiate the instrument. An indorser whose indorsement is canceled is discharged, and the discharge is effective against any subsequent holder.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.31 | Person Entitled to Enforce Instrument - Ucc 3-301.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) "Person entitled to enforce" an instrument means any of the following persons:
(1) The holder of the instrument;
(2) A nonholder in possession of the instrument who has the rights of a holder;
(3) A person not in possession of the instrument who is entitled to enforce the instrument pursuant to section 1303.38 or division (D) of section 1303.58 of the Revised Code.
(B) A person may be a "person entitled to enforce" the instrument even though the person is not the owner of the instrument or is in wrongful possession of the instrument.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.33 | Value and Consideration - Ucc 3-303.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) An instrument is issued or transferred for value if any of the following apply:
(1) The instrument is issued or transferred for a promise of performance, to the extent the promise has been performed.
(2) The transferee acquires a security interest or other lien in the instrument other than a lien obtained by judicial proceeding.
(3) The instrument is issued or transferred as payment of, or as security for, an antecedent claim against any person, whether or not the claim is due.
(4) The instrument is issued or transferred in exchange for a negotiable instrument.
(5) The instrument is issued or transferred in exchange for the incurring of an irrevocable obligation to a third party by the person taking the instrument.
(B) "Consideration" means any consideration sufficient to support a simple contract. The drawer or maker of an instrument has a defense if the instrument is issued without consideration. If an instrument is issued for a promise of performance, the issuer has a defense to the extent performance of the promise is due and the promise has not been performed. If an instrument is issued for value as stated in division (A) of this section, the instrument is also issued for consideration.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.34 | Overdue Instrument - Ucc 3-304.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) An instrument payable on demand becomes overdue at the earliest of the following times:
(1) On the day after the day during which demand for payment is duly made;
(2) If the instrument is a check, ninety days after its date;
(3) If the instrument is not a check, when the instrument has been outstanding for a period of time after its date that is unreasonably long under the circumstances of the particular case in light of the nature of the instrument and the usage of the trade.
(B) With respect to an instrument payable at a definite time, the following rules apply:
(1) If the principal is payable in installments and a due date has not been accelerated, the instrument becomes overdue upon default under the instrument for nonpayment of an installment, and the instrument remains overdue until the default is cured.
(2) If the principal is not payable in installments and the due date has not been accelerated, the instrument becomes overdue on the day after the due date.
(3) If a due date with respect to principal has been accelerated, the instrument becomes overdue on the day after the accelerated due date.
(C) Unless the due date of principal has been accelerated, an instrument does not become overdue if there is default in payment of interest but no default in payment of principal.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.36 | Proof of Signatures and Status as Holder in Due Course - Ucc 3-308 - Claims to an Instrument - Ucc 3-306.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) Unless specifically denied in the pleadings, in an action with respect to an instrument, the authenticity of, and authority to make, each signature on an instrument is admitted. If the validity of a signature is denied in the pleadings, the burden of establishing validity is on the party claiming validity but the signature is presumed to be authentic and authorized unless the action is to enforce the liability of the purported signer and the signer is dead or becomes incompetent at the time of the trial on the issue of the validity of the signature. If an action to enforce the instrument is brought against a person as the undisclosed principal of a person who signed the instrument as a party to the instrument, the plaintiff has the burden of establishing that the defendant is liable on the instrument as a represented person under section 1303.42 of the Revised Code.
(B) instrument If the validity of signatures is admitted or proved and there is compliance with division (A) of this section, a plaintiff producing the instrument is entitled to payment if the plaintiff proves entitlement to enforce the instrument under section 1303.31 of the Revised Code, unless the defendant proves a defense or claim in recoupment. If the defendant proves a defense or claim in recoupment, the right to payment of the plaintiff is subject to the defense or claim, except to the extent the plaintiff proves that the plaintiff has rights of a holder in due course that are not subject to the defense or claim.
(C) A person who takes an instrument, other than a person having rights of a holder in due course, is subject to a claim of a property or possessory right in the instrument or its proceeds, including a claim to rescind a negotiation and to recover the instrument or its proceeds. A person having rights of a holder in due course takes free of the claim to the instrument.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.37 | Notice of Breach of Fiduciary Duty - Ucc 3-307.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) As used in this section:
(1) "Fiduciary" means an agent, trustee, partner, corporate officer, corporate director, or other representative owing a fiduciary duty with respect to an instrument.
(2) "Represented person" means the principal, beneficiary, partnership, corporation, or other person to whom the fiduciary duty with respect to an instrument referred to in division (A)(1) of this section is owed.
(B) If an instrument is taken from a fiduciary for payment or collection or for value, the taker has knowledge of the fiduciary status of the fiduciary, and the represented person makes a claim to the instrument or its proceeds on the basis that the transaction of the fiduciary is a breach of fiduciary duty, all of the following rules apply:
(1) Notice of breach of fiduciary duty by the fiduciary is notice of the claim of the represented person.
(2) In the case of an instrument payable to the represented person or to the fiduciary as fiduciary of the represented person, the taker has notice of the breach of fiduciary duty if any of the following apply:
(a) The instrument is taken in payment of or as security for a debt known by the taker to be the personal debt of the fiduciary.
(b) The instrument is taken in a transaction known by the taker to be for the personal benefit of the fiduciary.
(c) The instrument is deposited to an account other than an account of the fiduciary as fiduciary of the represented person or an account of the represented person.
(3) If an instrument is issued by the represented person or by the fiduciary as fiduciary of the represented person and is made payable to the fiduciary personally, the taker does not have notice of the breach of fiduciary duty unless the taker knows of the breach of fiduciary duty.
(4) If an instrument is issued by the represented person or by the fiduciary of the represented person to the taker as payee, the taker has notice of the breach of fiduciary duty if any of the following apply:
(a) The instrument is taken in payment of or as security for a debt known by the taker to be the personal debt of the fiduciary.
(b) The instrument is taken in a transaction known by the taker to be for the personal benefit of the fiduciary.
(c) The instrument is deposited to an account other than an account of the fiduciary as fiduciary for the represented person or an account of the represented person.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.38 | Enforcement of Lost, Destroyed or Stolen Instrument - Ucc 3-309.

Effective:
September 28, 2016
Latest Legislation:
House Bill 390 - 131st General Assembly
(A) A person not in possession of an instrument is entitled to enforce the instrument if all of the following apply:
(1) The person seeking to enforce the instrument was entitled to enforce the instrument when loss of possession occurred or has directly or indirectly acquired ownership of the instrument from a person who was entitled to enforce the instrument when loss of possession occurred.
(2) The loss of possession was not the result of a transfer by the person or a lawful seizure.
(3) The person cannot reasonably obtain possession of the instrument because the instrument was destroyed, its whereabouts cannot be determined, or it is in the wrongful possession of an unknown person or a person that cannot be found or is not amenable to service of process.
(B) A person seeking enforcement of an instrument under division (A) of this section must prove the terms of the instrument and the person's right to enforce the instrument. If that proof is made, divisions (A) and (B) of section 1303.36 of the Revised Code applies to the case as if the person seeking enforcement had produced the instrument. The court may not enter judgment in favor of the person seeking enforcement unless it finds that the person required to pay the instrument is adequately protected against loss that might occur by reason of a claim by another person to enforce the instrument. Adequate protection for the person required to pay the instrument may be provided by any reasonable means.
2023 Ohio Revised Code › Title 13 | Commercial Transactions › Chapter 1303 | Commercial Paper › Section 1303.39 | Effect of Instrument on Obligation for Which Taken - Ucc 3-310.

Effective:
August 19, 1994
Latest Legislation:
Senate Bill 147 - 120th General Assembly
(A) Unless otherwise agreed, if a certified check, cashier's check, or teller's check is taken for an obligation, the obligation is discharged to the same extent discharge would result if an amount of money equal to the amount of the instrument were taken in payment of the obligation. The discharge of the obligation does not affect any liability that the obligor may have as an indorser of the instrument taken in payment of the obligation.
(B) Unless otherwise agreed and except as provided in division (A) of this section, if a note or an uncertified check is taken for an obligation, the obligation is suspended to the same extent the obligation would be discharged if an amount of money equal to the amount of the instrument were taken, and all of the following rules apply:
(1) In the case of an uncertified check, suspension of the obligation continues until dishonor of the check or until it is paid or certified. Payment or certification of the check results in discharge of the obligation to the extent of the amount of the check.
(2) In the case of a note, suspension of the obligation continues until dishonor of the note or until it is paid. Payment of the note results in discharge of the obligation to the extent of the payment.
(3) Except as provided in division (B)(4) of this section, if the check or note is dishonored and the obligee of the obligation for which the instrument was taken is the person entitled to enforce the instrument, the obligee may enforce either the instrument or the obligation. In the case of an instrument of a third person that is negotiated to the obligee by the obligor, discharge of the obligor on the instrument also discharges the obligation.
(4) If the person entitled to enforce the instrument taken for an obligation is a person other than the obligee, the obligee may not enforce the obligation to the extent the obligation is suspended. If the obligee is the person entitled to enforce the instrument but no longer has possession of it because it was lost, stolen, or destroyed, the obligation may not be enforced to the extent of the amount payable on the instrument, and to that extent the obligee's rights against the obligor are limited to enforcement of the instrument.
(C) If an instrument other than one described in division (A) or (B) of this section is taken for an obligation, division (A) of this section shall apply if the instrument is one on which a bank is liable as maker or acceptor, and division (B) of this section shall apply in all other instances.