2023 New York Laws › UCC - Uniform Commercial Code › Article 2-A - Leases › Part 1 - General Provisions › 2-A-103 - Definitions and Index of Definitions.

Section 2-A-103. Definitions and Index of Definitions.
(1) In this Article unless the context otherwise requires:
(a)  "Buyer in ordinary course of business" means a person who in
good faith and without knowledge that the sale to him  is  in
violation  of  the  ownership  rights or security interest or
leasehold interest of a third party in  the  goods,  buys  in
ordinary  course  from  a  person  in the business of selling
goods of  that  kind  but  does  not  include  a  pawnbroker.
"Buying"  may be for cash or by exchange of other property or
on secured or unsecured credit and includes  acquiring  goods
or  documents  of title under a preexisting contract for sale
but does not include a transfer in bulk or as security for or
in total or partial satisfaction of a money debt.
(b) "Cancellation" occurs when either party puts an  end  to  the
lease contract for default by the other party.
(c) "Commercial unit" means such a unit of goods as by commercial
usage is a single whole for purposes of lease and division of
which materially impairs its character or value on the market
or  in  use.  A commercial unit may be a single article, as a
machine, or a set of articles, as a suite of furniture, or  a
line  of  machinery, or a quantity, as a gross or carload, or
any other unit treated in use or in the relevant market as  a
single whole.
(d) "Conforming  goods  or  performance  under  a lease contract"
means goods or performance that are in  accordance  with  the
obligations under the lease contract.
(e) "Consumer  lease"  means  a  lease  that  a  lessor regularly
engaged in the business of leasing  or  selling  makes  to  a
lessee  who  is  an  individual and who takes under the lease
primarily for personal, family, or household purposes.
(f) "Fault" means wrongful act, omission, breach, or default.
(g) "Finance lease" means a lease with respect to which: (i)  the
lessor  does  not  select,  manufacture, or supply the goods;
(ii) the lessor acquires the goods or the right to possession
and use of the goods in connection with the lease; and  (iii)
one  of  the following occurs: (A) the lessee receives a copy
of the contract by which the lessor acquired the goods or the
right to possession and use of the goods before  signing  the
lease  contract; (B) the lessee's approval of the contract by
which  the  lessor  acquired  the  goods  or  the  right   to
possession   and   use   of  the  goods  is  a  condition  to
effectiveness of the lease contract; (C) the  lessee,  before
signing the lease contract, receives an accurate and complete
statement  designating  the  promises and warranties, and any
disclaimers of warranties, limitations  or  modifications  of
remedies, or liquidated damages, including those of any third
party, such as the manufacturer of the goods, provided to the
lessor  by  the person supplying the goods in connection with
or as part of the contract by which the lessor  acquired  the
goods or the right to possession and use of the goods; or (D)
if  the lease is not a consumer lease, the lessor, before the
lessee signs  the  lease  contract,  informs  the  lessee  in
writing (a) of the identity of the person supplying the goods
to the lessor, unless the lessee has selected that person and
directed  the  lessor  to  acquire  the goods or the right to
possession and use of the goods from that  person,  (b)  that
the lessee is entitled under this Article to the promises and
warranties,  including  those of any third party, provided to
the lessor by the person supplying the  goods  in  connection
with  or as part of the contract by which the lessor acquired
the goods or the right to possession and use  of  the  goods,
and  (c)  that  the  lessee  may  communicate with the person
supplying the goods to the lessor and receive an accurate and
complete  statement  of  those   promises   and   warranties,
including  any  disclaimers  and  limitations  of  them or of
remedies.
(h) "Goods" means all things that are  movable  at  the  time  of
identification   to  the  lease  contract,  or  are  fixtures
Section 2-A-309), but  the  term  does  not  include  money,
documents,  instruments,  accounts,  chattel  paper,  general
intangibles, or minerals or the like, including oil and  gas,
before  extraction.   The term also includes the unborn young
of animals.
(i) "Installment lease contract"  means  a  lease  contract  that
authorizes or requires the delivery of goods in separate lots
to  be  separately  accepted,  even though the lease contract
contains a clause "each delivery is a separate lease" or  its
equivalent.
(j) "Lease"  means  a transfer of the right to possession and use
of goods for a term in return for consideration, but a  sale,
including  a  sale  on  approval  or  a  sale  or  return, or
retention or creation of a security interest is not a  lease.
Unless  the  context  clearly  indicates  otherwise, the term
includes a sublease.
(k) "Lease agreement" means the  bargain,  with  respect  to  the
lease, of the lessor and the lessee in fact as found in their
language or by implication from other circumstances including
course  of dealing or usage of trade or course of performance
as provided in  this  Article.  Unless  the  context  clearly
indicates otherwise, the term includes a sublease agreement.
(l) "Lease  contract"  means  the  total  legal  obligation  that
results from the lease agreement as affected by this  Article
and  any  other  applicable  rules of law. Unless the context
clearly indicates otherwise, the  term  includes  a  sublease
contract.
(m) "Leasehold  interest" means the interest of the lessor or the
lessee under a lease contract.
(n) "Lessee" means a person who acquires the right to  possession
and  use  of  goods under a lease. Unless the context clearly
indicates otherwise, the term includes a sublessee.
(o) "Lessee in ordinary course of business" means a person who in
good faith and without knowledge that the lease to him is  in
violation  of  the  ownership  rights or security interest or
leasehold interest of a third party in the  goods  leases  in
ordinary  course  from a person in the business of selling or
leasing goods of that kind but does not include a pawnbroker.
"Leasing" may be for cash or by exchange of other property or
on secured or unsecured credit and includes  acquiring  goods
or  documents of title under a preexisting lease contract but
does not include a transfer in bulk or as security for or  in
total or partial satisfaction of a money debt.
(p) "Lessor" means a person who transfers the right to possession
and  use  of  goods under a lease. Unless the context clearly
indicates otherwise, the term includes a sublessor.
(q) "Lessor's residual interest" means the lessor's  interest  in
the  goods  after expiration, termination, or cancellation of
the lease contract.
(r) "Lien"  means a charge against or interest in goods to secure
payment of a debt or performance of an  obligation,  but  the
term does not include a security interest.
(s) "Lot"  means a parcel or a single article that is the subject
matter of a separate lease or delivery, whether or not it  is
sufficient to perform the lease contract.
(t) "Merchant  lessee"  means  a  lessee  that is a merchant with
respect to goods of the kind subject to the lease.
(u) "Present value" means the amount as of a date certain of  one
or  more  sums  payable in the future, discounted to the date
certain. The discount is  determined  by  the  interest  rate
specified  by  the  parties  if  the  rate was not manifestly
unreasonable at the time the transaction  was  entered  into;
otherwise,  the  discount  is  determined  by  a commercially
reasonable  rate  that  takes  into  account  the  facts  and
circumstances  of  each  case at the time the transaction was
entered into.
(v) "Purchase" includes taking by sale, lease, mortgage, security
interest, pledge, gift, or any  other  voluntary  transaction
creating an interest in goods.
(w) "Sublease" means a lease of goods the right to possession and
use  of which was acquired by the lessor as a lessee under an
existing lease.
(x) "Supplier" means a person from whom a lessor buys  or  leases
goods to be leased under a finance lease.
(y) "Supply  contract" means a contract under which a lessor buys
or leases goods to be leased.
(z) "Termination" occurs when either party pursuant  to  a  power
created by agreement or law puts an end to the lease contract
otherwise than for default.
(2)  Other  definitions  applying  to this Article and the sections in
which they appear are:
"Accessions". Section 2-A-310(1).
"Construction mortgage". Section 2-A-309(1)(d).
"Encumbrance". Section 2-A-309(1)(e).
"Fixtures". Section 2-A-309(1)(a).
"Fixture filing". Section 2-A-309(1)(b).
"Purchase money lease". Section 2-A-309(1)(c).
(3) The following definitions in other articles apply to this Article:
"Account".                 Section 9--102(a)(2).
"Between merchants".       Section 2--104(3).
"Buyer".                   Section 2--103(1)(a).
"Chattel paper".           Section 9--102(a)(11).
"Consumer goods".          Section 9--102(a)(23).
"Document".                Section 9--102(a)(30).
"Entrusting".              Section 2--403(3).
"General intangible".      Section 9--102(a)(42).
"Good faith".              Section 2--103(1)(b).
"Instrument".              Section 9--102(a)(47).
"Merchant".                Section 2--104(1).
"Mortgage".                Section 9--102(a)(55).
"Pursuant to commitment".  Section 9--102(a)(69).
"Receipt".                 Section 2--103(1)(c).
"Sale".                    Section 2--106(1).
"Sale on approval".        Section 2--326.
"Sale or return".          Section 2--326.
"Seller".                  Section 2--103(1)(d).
(4) In addition, Article 1 contains general definitions and principles
of construction and interpretation applicable throughout this Article.