2023 New York Laws › UCC - Uniform Commercial Code › Article 9 - Secured Transactions › Part 3 - Perfection and Priority › Sub Part 3 - Priority › 9-324 - Priority of Purchase-Money Security Interests

Section 9--324. Priority of Purchase-money Security Interests.
(a) General   rule:   purchase-money  priority.  Except  as  otherwise
provided in subsection (g), a perfected purchase-money security interest
in  goods  other  than  inventory  or  livestock  has  priority  over  a
conflicting  security  interest  in  the  same  goods,  and,  except  as
otherwise provided in Section 9--327, a perfected security  interest  in
its  identifiable  proceeds  also  has  priority,  if the purchase-money
security interest is perfected when the debtor  receives  possession  of
the collateral or within 20 days thereafter.
(b) Inventory  purchase-money  priority. Subject to subsection (c) and
except  as  otherwise  provided   in   subsection   (g),   a   perfected
purchase-money  security  interest  in  inventory  has  priority  over a
conflicting security interest in the same inventory, has priority over a
conflicting  security  interest  in  chattel  paper  or  an   instrument
constituting  proceeds  of  the inventory and in proceeds of the chattel
paper, if so provided  in  Section  9--330,  and,  except  as  otherwise
provided  in  Section  9--327,  also  has  priority in identifiable cash
proceeds of the inventory to the extent the identifiable  cash  proceeds
are received on or before the delivery of the inventory to a buyer, if:
(1) the  purchase-money  security  interest is perfected when the
debtor receives possession of the inventory;
(2) the  purchase-money  secured  party  sends  an  authenticated
notification  to  the  holder  of  the  conflicting  security
interest;
(3) the holder of the conflicting security interest receives  the
notification  within  five  years  before the debtor receives
possession of the inventory; and
(4) the  notification  states  that  the   person   sending   the
notification  has  or  expects  to  acquire  a purchase-money
security interest in inventory of the  debtor  and  describes
the inventory.
(c) Holders   of   conflicting  inventory  security  interests  to  be
notified.  Subsections (b)(2) through (4) apply only if  the  holder  of
the  conflicting  security  interest  had  filed  a  financing statement
covering the same types of inventory:
(1) if the  purchase-money  security  interest  is  perfected  by
filing, before the date of the filing; or
(2) if   the  purchase-money  security  interest  is  temporarily
perfected  without  filing  or   possession   under   Section
9--312(f),   before   the  beginning  of  the  20-day  period
thereunder.
(d) Livestock purchase-money priority. Subject to subsection  (e)  and
except   as   otherwise   provided   in   subsection  (g),  a  perfected
purchase-money security interest in livestock that are farm products has
priority over a conflicting security interest  in  the  same  livestock,
and,  except  as  otherwise  provided  in  Section  9--327,  a perfected
security  interest  in  their  identifiable  proceeds  and  identifiable
products in their unmanufactured states also has priority, if:
(1) the  purchase-money  security  interest is perfected when the
debtor receives possession of the livestock;
(2) the  purchase-money  secured  party  sends  an  authenticated
notification  to  the  holder  of  the  conflicting  security
interest;
(3) the holder of the conflicting security interest receives  the
notification  within  six  months  before the debtor receives
possession of the livestock; and
(4) the  notification  states  that  the   person   sending   the
notification  has  or  expects  to  acquire  a purchase-money
security interest in livestock of the  debtor  and  describes
the livestock.
(e) Holders   of   conflicting  livestock  security  interests  to  be
notified.  Subsections (d)(2) through (4) apply only if  the  holder  of
the  conflicting  security  interest  had  filed  a  financing statement
covering the same types of livestock:
(1) if the  purchase-money  security  interest  is  perfected  by
filing, before the date of the filing; or
(2) if   the  purchase-money  security  interest  is  temporarily
perfected  without  filing  or   possession   under   Section
9--312(f),   before   the  beginning  of  the  20-day  period
thereunder.
(f) Software purchase-money priority. Except as otherwise provided  in
subsection (g), a perfected purchase-money security interest in software
has   priority   over  a  conflicting  security  interest  in  the  same
collateral, and, except as  otherwise  provided  in  Section  9--327,  a
perfected  security  interest  in  its  identifiable  proceeds  also has
priority, to the extent that the purchase-money security interest in the
goods in which the software was acquired for use  has  priority  in  the
goods and proceeds of the goods under this section.
(g) Conflicting  purchase-money  security  interests. If more than one
security interest qualifies for priority in the  same  collateral  under
subsection (a), (b), (d), or (f):
(1) a security interest securing an obligation incurred as all or
part  of  the  price  of  the  collateral has priority over a
security interest securing an obligation incurred  for  value
given to enable the debtor to acquire rights in or the use of
collateral; and
(2) in   all  other  cases,  Section  9--322(a)  applies  to  the
qualifying security interests.