reglab/statecodes huggingface dataset:
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-106. Control of electronic document of title.

Control of Electronic Document of Title.
(a) A person has control of an electronic document of title if a system employed for evidencing the transfer of interests in the electronic document reliably establishes that person as the person to which the electronic document was issued or transferred.
(b) A system satisfies subsection (a) of this section, and a person is deemed to have control of an electronic document of title, if the document is created, stored, and assigned in such a manner that:
(1) a single authoritative copy of the document exists which is unique, identifiable, and, except as otherwise provided in paragraphs (4), (5), and (6) of this subsection, unalterable;
(2) the authoritative copy identifies the person asserting control as:
(A)
the person to which the document was issued; or
(B)
if the authoritative copy indicates that the document has been transferred, the person to which the document was most recently transferred;
(3) the authoritative copy is communicated to and maintained by the person asserting control or its designated custodian;
(4) copies or amendments that add or change an identified assignee of the authoritative copy can be made only with the consent of the person asserting control;
(5) each copy of the authoritative copy and any copy of a copy is readily identifiable as a copy that is not the authoritative copy; and
(6) any amendment of the authoritative copy is readily identifiable as authorized or unauthorized.
Added by Laws 2005, c. 140, § 5, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-201. Persons that may issue a warehouse receipt - Storage under bond.

Persons That May Issue a Warehouse Receipt; Storage Under Bond.
(a) A warehouse receipt may be issued by any warehouse.
(b) If goods, including distilled spirits and agricultural commodities, are stored under a statute requiring a bond against withdrawal or a license for the issuance of receipts in the nature of warehouse receipts, a receipt issued for the goods is deemed to be a warehouse receipt even if issued by a person who is the owner of the goods and is not a warehouse.
Added by Laws 1961, p. 141, § 7-201. Amended by Laws 2005, c. 140, § 6, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-202. Form of warehouse receipt - Effect of omission.

Form of Warehouse Receipt; Effect of Omission.
(a) A warehouse receipt need not be in any particular form.
(b) Unless a warehouse receipt provides for each of the following, the warehouse is liable for damages caused to a person injured by the omission:
(1) a statement of the location of the warehouse where the goods are stored;
(2) the date of issue of the receipt;
(3) the unique identification code of the receipt;
(4) a statement whether the goods received will be delivered to the bearer, to a named person, or to a named person or its order;
(5) the rate of storage and handling charges, unless goods are stored under a field warehousing arrangement, in which case a statement of that fact is sufficient on a nonnegotiable receipt;
(6) a description of the goods or of the packages containing them;
(7) the signature of the warehouse or its agent;
(8) if the receipt is issued for goods that the warehouse owns, either solely, jointly, or in common with others, a statement of the fact of that ownership; and
(9) a statement of the amount of advances made and of liabilities incurred for which the warehouse claims a lien or security interest, unless the precise amount of advances made or liabilities incurred, at the time of the issue of the receipt, is unknown to the warehouse or to its agent that issued the receipt, in which case a statement of the fact that advances have been made or liabilities incurred and the purpose of the advances or liabilities is sufficient.
(c) A warehouse may insert in its receipt any terms that are not contrary to the provisions of the Uniform Commercial Code and do not impair its obligation of delivery under Section 7-403 of this title or its duty of care under Section 7-204 of this title. Any contrary provisions are ineffective.
Added by Laws 1961, p. 141, § 7-202. Amended by Laws 2005, c. 140, § 7, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-203. Liability for nonreceipt or misdescription.

Liability for Nonreceipt or Misdescription.
A party to or purchaser for value in good faith of a document of title, other than a bill of lading, that relies upon the description of the goods in the document may recover from the issuer damages caused by the nonreceipt or misdescription of the goods, except to the extent that:
(1) the document conspicuously indicates that the issuer does not know whether all or part of the goods in fact were received or conform to the description, such as a case in which the description is in terms of marks or labels or kind, quantity, or condition, or the receipt or description is qualified by "contents, condition, and quality unknown", "said to contain" or words of similar import, if such indication is true; or
(2) the party or purchaser otherwise has notice of the nonreceipt or misdescription.
Added by Laws 1961, p. 141, § 7-203. Amended by Laws 2005, c. 140, § 8, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-204. Duty of care - Contractual limitation of warehouse's liability.

Duty of Care; Contractual Limitation of Warehouse’s Liability.
(a) A warehouse is liable for damages for loss of or injury to the goods caused by its failure to exercise care with regard to the goods as a reasonably careful person would exercise under similar circumstances. Unless otherwise agreed, the warehouse is not liable for damages that could not have been avoided by the exercise of that care.
(b) Damages may be limited by a term in the warehouse receipt or storage agreement limiting the amount of liability in case of loss or damage beyond which the warehouse shall not be liable. Such a limitation is not effective with respect to the warehouse’s liability for conversion to its own use. On request of the bailor in a record at the time of signing the storage agreement or within a reasonable time after receipt of the warehouse receipt, the warehouse’s liability may be increased on part or all of the goods covered by the storage agreement or the warehouse receipt. In this event, increased rates may be charged based on an increased valuation of the goods.
(c) Reasonable provisions as to the time and manner of presenting claims and commencing actions based on the bailment may be included in the warehouse receipt or storage agreement.
Added by Laws 1961, p. 142, § 7-204. Amended by Laws 2005, c. 140, § 9, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-205. Title under warehouse receipt defeated in certain cases.

Title Under Warehouse Receipt Defeated in Certain Cases.
A buyer in the ordinary course of business of fungible goods sold and delivered by a warehouse that is also in the business of buying and selling such goods takes the goods free of any claim under a warehouse receipt even if the receipt is negotiable and has been duly negotiated.
Added by Laws 1961, p. 142, § 7-205. Amended by Laws 2005, c. 140, § 10, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-206. Termination of storage at warehouse's option.

Termination of Storage at Warehouse’s Option.
(a) A warehouse, by giving notice to the person on whose account the goods are held and any other person known to claim an interest in the goods, may require payment of any charges and removal of the goods from the warehouse at the termination of the period of storage fixed by the document of title, or, if a period is not fixed, within a stated period not less than thirty (30) days after the warehouse gives notice. If the goods are not removed before the date specified in the notice, the warehouse may sell them pursuant to Section 7-210 of this title.
(b) If a warehouse in good faith believes that goods are about to deteriorate or decline in value to less than the amount of its lien within the time provided in subsection (a) of this section and Section 7-210 of this title, the warehouse may specify in the notice given under subsection (a) of this section any reasonable shorter time for removal of the goods and, if the goods are not removed, may sell them at public sale held not less than one (1) week after a single advertisement or posting.
(c) If, as a result of a quality or condition of the goods of which the warehouse did not have notice at the time of deposit, the goods are a hazard to other property, the warehouse facilities, or other persons, the warehouse may sell the goods at public or private sale without advertisement or posting on reasonable notification to all persons known to claim an interest in the goods. If the warehouse, after a reasonable effort, is unable to sell the goods, it may dispose of them in any lawful manner and does not incur liability by reason of that disposition.
(d) A warehouse shall deliver the goods to any person entitled to them under this article upon due demand made at any time before sale or other disposition under this section.
(e) A warehouse may satisfy its lien from the proceeds of any sale or disposition under this section but shall hold the balance for delivery on the demand of any person to which the warehouse would have been bound to deliver the goods.
Added by Laws 1961, p. 142, § 7-206. Amended by Laws 2005, c. 140, § 11, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-207. Goods must be kept separate - Fungible goods.

Goods Must be Kept Separate; Fungible Goods.
(a) Unless the warehouse receipt otherwise provides, a warehouse shall keep separate the goods covered by each receipt so as to permit at all times identification and delivery of those goods. However, different lots of fungible goods may be commingled.
(b) If different lots of fungible goods are commingled, the goods are owned in common by the persons entitled thereto and the warehouse is severally liable to each owner for that owner's share. If, because of overissue, a mass of fungible goods is insufficient to meet all the receipts which the warehouse has issued against it, the persons entitled include all holders to which overissued receipts have been duly negotiated.
Added by Laws 1961, p. 143, § 7-207. Amended by Laws 2005, c. 140, § 12, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-208. Altered warehouse receipts.

Altered Warehouse Receipts.
If a blank in a negotiable tangible warehouse receipt has been filled in without authority, a good-faith purchaser for value and without notice of the lack of authority may treat the insertion as authorized. Any other unauthorized alteration leaves any tangible or electronic warehouse receipt enforceable against the issuer according to its original tenor.
Added by Laws 1961, p. 143, § 7-208. Amended by Laws 2005, c. 140, § 13, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-301. Liability for nonreceipt or misdescription - "Said to contain" - "Shipper's load and count" - Improper handling.

Liability for Nonreceipt or Misdescription; "Said to Contain"; "Shipper's Load and Count"; Improper Handling.
(a) A consignee of a nonnegotiable bill of lading which has given value in good faith, or a holder to which a negotiable bill has been duly negotiated, relying upon the description of the goods in the bill or upon the date shown in the bill, may recover from the issuer damages caused by the misdating of the bill or the nonreceipt or misdescription of the goods, except to the extent that the bill indicates that the issuer does not know whether any part or all of the goods in fact were received or conform to the description, such as in a case in which the description is in terms of marks or labels or kind, quantity, or condition or the receipt or description is qualified by "contents or condition of contents of packages unknown", "said to contain", "shipper's weight, load and count" or words of similar import, if such indication is true.
(b) If goods are loaded by an issuer of a bill of lading:
(1) the issuer shall count the packages of goods if shipped in packages and ascertain the kind and quantity if shipped in bulk freight; and
(2) words such as "shipper's weight, load and count" or words of similar import indicating that the description was made by the shipper are ineffective except as to goods concealed by packages.
(c) If bulk goods are loaded by a shipper that makes available to the issuer of a bill of lading adequate facilities for weighing those goods, the issuer shall ascertain the kind and quantity within a reasonable time after receiving the shipper’s request in a record to do so. In that case, "shipper's weight" or words of similar import are ineffective.
(d) The issuer of a bill of lading, by including in the bill the words "shipper's weight, load and count" or words of similar import may indicate that the goods were loaded by the shipper, and, if that statement is true, the issuer shall not be liable for damages caused by the improper loading. However, omission of such words does not imply liability for such damages caused by improper loading.
(e) A shipper guarantees to an issuer the accuracy at the time of shipment of the description, marks, labels, number, kind, quantity, condition and weight, as furnished by the shipper, and the shipper shall indemnify the issuer against damage caused by inaccuracies in those particulars. This right of indemnity does not limit the issuer’s responsibility and liability under the contract of carriage to any person other than the shipper.
Added by Laws 1961, p. 144, § 7-301. Amended by Laws 2005, c. 140, § 16, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-302. Through bills of lading and similar documents of title.

Through Bills of Lading and Similar Documents of Title.
(a) The issuer of a through bill of lading, or other document embodying an undertaking to be performed in part by a person acting as its agent or by a performing carrier, is liable to any person entitled to recover on the bill or other document for any breach by the other person or the performing carrier of its obligation under the bill or document. However, to the extent that the bill or other document covers an undertaking to be performed overseas or in territory not contiguous to the continental United States or an undertaking including matters other than transportation, this liability for breach by the other person or the performing carrier may be varied by agreement of the parties.
(b) If goods covered by a through bill of lading or other document of title embodying an undertaking to be performed in part by a person other than the issuer are received by that person, the person is subject, with respect to its own performance while the goods are in its possession, to the obligation of the issuer. The person’s obligation is discharged by delivery of the goods to another person pursuant to the bill or document and does not include liability for breach by any other person or by the issuer.
(c) The issuer of a through bill of lading or other document of title described in subsection (a) of this section is entitled to recover from the connecting carrier, or other person in possession of the goods when the breach of the obligation under the bill or other document occurred:
(1) the amount it may be required to pay to any person entitled to recover on the bill or other document for the breach, as may be evidenced by any receipt, judgment, or transcript of judgment; and
(2) the amount of any expense reasonably incurred by the issuer in defending any action by any person entitled to recover on the bill or other document for the breach.
Added by Laws 1961, p. 145, § 7-302. Amended by Laws 2005, c. 140, § 17, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-303. Diversion – Reconsignment - Change of instructions.

Diversion; Reconsignment; Change of Instructions.
(a) Unless the bill of lading otherwise provides, a carrier may deliver the goods to a person or destination other than that stated in the bill or may otherwise dispose of the goods, without liability for misdelivery, on instructions from:
(1) the holder of a negotiable bill;
(2) the consignor on a nonnegotiable bill, even if the consignee has given contrary instructions;
(3) the consignee on a nonnegotiable bill in the absence of contrary instructions from the consignor, if the goods have arrived at the billed destination or if the consignee is in possession of the tangible bill or in control of the electronic bill; or
(4) the consignee on a nonnegotiable bill, if the consignee is entitled as against the consignor to dispose of the goods.
(b) Unless instructions described in subsection (a) of this section are included in a negotiable bill of lading, a person to which the bill is duly negotiated may hold the bailee according to the original terms.
Added by Laws 1961, p. 145, § 7-303. Amended by Laws 2005, c. 140, § 18, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-304. Bills of lading in a set.

Bills of Lading in a Set.
(a) Except as customary in international transportation, a tangible bill of lading may not be issued in a set of parts. The issuer is liable for damages caused by violation of this subsection.
(b) If a tangible bill of lading is lawfully issued in a set of parts, each of which has an identification code and is expressed to be valid only if the goods have not been delivered against any other part, the whole of the parts constitutes one bill.
(c) If a tangible negotiable bill of lading is lawfully issued in a set of parts and different parts are negotiated to different persons, the title of the holder to which the first due negotiation is made prevails as to both the document of title and the goods even if any later holder may have received the goods from the carrier in good faith and discharged the carrier's obligation by surrendering its part.
(d) A person that negotiates or transfers a single part of a tangible bill of lading issued in a set is liable to holders of that part as if it were the whole set.
(e) The bailee shall deliver in accordance with Part 4 of this article against the first presented part of a tangible bill of lading lawfully issued in a set. Delivery in this manner discharges the bailee's obligation on the whole bill.
Added by Laws 1961, p. 146, § 7-304. Amended by Laws 2005, c. 140, § 19, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-305. Destination bills.

Destination Bills.
(a) Instead of issuing a bill of lading to the consignor at the place of shipment, a carrier, at the request of the consignor, may procure the bill to be issued at destination or at any other place designated in the request.
(b) Upon request of a person entitled as against a carrier to control the goods while in transit and on surrender of possession or control of any outstanding bill of lading or other receipt covering the goods, the issuer, subject to Section 7-105 of this title, may procure a substitute bill to be issued at any place designated in the request.
Added by Laws 1961, p. 146, § 7-305. Amended by Laws 2005, c. 140, § 20, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-307. Lien of carrier.

Lien of Carrier.
(a) A carrier has a lien on the goods covered by a bill of lading or on the proceeds thereof in its possession for charges subsequent to the date of the carrier’s receipt of the goods for storage or transportation, including demurrage and terminal charges, and for expenses necessary for preservation of the goods incident to their transportation or reasonably incurred in their sale pursuant to law. However, against a purchaser for value of a negotiable bill of lading, a carrier's lien is limited to charges stated in the bill or the applicable tariffs or, if no charges are stated, a reasonable charge.
(b) A lien for charges and expenses under subsection (a) of this section on goods that the carrier was required by law to receive for transportation is effective against the consignor or any person entitled to the goods unless the carrier had notice that the consignor lacked authority to subject the goods to those charges and expenses. Any other lien under subsection (a) of this section is effective against the consignor and any person that permitted the bailor to have control or possession of the goods unless the carrier had notice that the bailor lacked authority.
(c) A carrier loses its lien on any goods that it voluntarily delivers or unjustifiably refuses to deliver.
Added by Laws 1961, p. 146, § 7-307. Amended by Laws 2005, c. 140, § 21, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-308. Enforcement of carrier's lien.

Enforcement of Carrier's Lien.
(a) A carrier's lien on goods may be enforced by public or private sale of the goods, in bulk or in packages, at any time or place and on any terms that are commercially reasonable, after notifying all persons known to claim an interest in the goods. The notification must include a statement of the amount due, the nature of the proposed sale, and the time and place of any public sale. The fact that a better price could have been obtained by a sale at a different time or in a different method from that selected by the carrier is not of itself sufficient to establish that the sale was not made in a commercially reasonable manner. The carrier sells goods in a commercially reasonable manner if the carrier sells the goods in the usual manner in any recognized market therefor, sells at the price current in that market at the time of the sale, or otherwise sells in conformity with commercially reasonable practices among dealers in the type of goods sold. A sale of more goods than apparently necessary to be offered to ensure satisfaction of the obligation is not commercially reasonable, except in cases covered by the preceding sentence.
(b) Before any sale pursuant to this section, any person claiming a right in the goods may pay the amount necessary to satisfy the lien and the reasonable expenses incurred in complying with this section. In that event, the goods may not be sold but must be retained by the carrier, subject to the terms of the bill of lading and this article.
(c) A carrier may buy at any public sale pursuant to this section.
(d) A purchaser in good faith of goods sold to enforce a carrier's lien takes the goods free of any rights of persons against which the lien was valid, despite the carrier’s noncompliance with this section.
(e) A carrier may satisfy its lien from the proceeds of any sale pursuant to this section but shall hold the balance, if any, for delivery on demand to any person to which the carrier would have been bound to deliver the goods.
(f) The rights provided by this section are in addition to all other rights allowed by law to a creditor against a debtor.
(g) A carrier's lien may be enforced pursuant to either subsection (a) of this section or the procedure set forth in subsection (b) of Section 7-210 of this title.
(h) A carrier is liable for damages caused by failure to comply with the requirements for sale under this section and, in case of willful violation, is liable for conversion.
Added by Laws 1961, p. 146, § 7-308. Amended by Laws 2005, c. 140, § 22, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-309. Duty of care - Contractual limitation of carrier's liability.

Duty of Care; Contractual Limitation of Carrier's Liability.
(a) A carrier that issues a bill of lading, whether negotiable or nonnegotiable, shall exercise the degree of care in relation to the goods which a reasonably careful person would exercise under similar circumstances. This subsection does not affect any statute, regulation, or rule of law that imposes liability upon a common carrier for damages not caused by its negligence.
(b) Damages may be limited by a term in the bill of lading or in a transportation agreement that the carrier's liability may not exceed a value stated in the bill or transportation agreement if the carrier's rates are dependent upon value and the consignor is afforded an opportunity to declare a higher value and the consignor is advised of the opportunity. However, such a limitation is effective with respect to the carrier's liability for conversion to its own use.
(c) Reasonable provisions as to the time and manner of presenting claims and commencing actions based on the shipment may be included in a bill of lading or transportation agreement.
Added by Laws 1961, p. 147, § 7-309. Amended by Laws 2005, c. 140, § 23, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-401. Irregularities in issue of receipt or bill or conduct of issuer.

Irregularities in Issue of Receipt or Bill or Conduct of Issuer.
The obligations imposed by this article on an issuer apply to a document of title even if:
(1) the document does not comply with the requirements of this article or of any other statute, rule, or regulation regarding its issue, form or content;
(2) the issuer violated laws regulating the conduct of its business;
(3) the goods covered by the document were owned by the bailee at the time the document was issued; or
(4) the person issuing the document is not a warehouse but the document purports to be a warehouse receipt.
Added by Laws 1961, p. 147, § 7-401. Amended by Laws 2005, c. 140, § 24, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-402. Duplicate receipt or bill - Overissue.

Duplicate Receipt or Bill; Overissue.
A duplicate or any other document of title purporting to cover goods already represented by an outstanding document of the same issuer does not confer any right in the goods, except as provided in the case of tangible bills of lading in a set of parts, overissue of documents for fungible goods, substitutes for lost, stolen, or destroyed documents, or substitute documents issued pursuant to Section 7-105.1 of this title. The issuer is liable for damages caused by its overissue or failure to identify a duplicate document as such by conspicuous notation.
Added by Laws 1961, p. 148, § 7-402. Amended by Laws 2005, c. 140, § 25, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-403. Obligation of bailee to deliver - Excuse.

Obligation of Bailee to Deliver; Excuse.
(a) A bailee shall deliver the goods to a person entitled under a document of title if the person complies with subsections (b) and (c) of this section, unless and to the extent that the bailee establishes any of the following:
(1) delivery of the goods to a person whose receipt was rightful as against the claimant;
(2) damage to or delay, loss, or destruction of the goods for which the bailee is not liable;
(3) previous sale or other disposition of the goods in lawful enforcement of a lien or on warehouse’s lawful termination of storage;
(4) the exercise by a seller of its right to stop delivery pursuant to Section 2-705 of this title or by a lessor of its right to stop delivery pursuant to Section 2A-526 of this title;
(5) a diversion, reconsignment or other disposition pursuant to Section 7-303 of this title;
(6) release, satisfaction or any other personal defense against the claimant; or
(7) any other lawful excuse.
(b) A person claiming goods covered by a document of title shall satisfy the bailee's lien if the bailee so requests or if the bailee is prohibited by law from delivering the goods until the charges are paid.
(c) Unless the person claiming the goods is a person against which the document of title does not confer a right under subsection (a) of Section 7-503 of this title:
(1) the person claiming under a document shall surrender possession or control of any outstanding negotiable document covering the goods for cancellation or indication of partial deliveries; and
(2) the bailee shall cancel the document or conspicuously indicate in the document the partial delivery or the bailee is liable to any person to which the document is duly negotiated.
Added by Laws 1961, p. 148, § 7-403. Amended by Laws 2005, c. 140, § 26, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-404. No liability for good-faith delivery pursuant to document of title.

No Liability for Good-Faith Delivery Pursuant to Document of Title.
A bailee that in good faith has received goods and delivered or otherwise disposed of the goods according to the terms of the document of title or pursuant to this article is not liable even if:
(1) the person from which the bailee received the goods did not have authority to procure the document or to dispose of the goods; or
(2) the person to which the bailee delivered the goods had no authority to receive the goods.
Added by Laws 1961, p. 148, § 7-404. Amended by Laws 2005, c. 140, § 27, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-501. Form of negotiation and requirements of due negotiation.

Form of Negotiation and Requirements of Due Negotiation.
(a) The following rules apply to a negotiable tangible document of title:
(1) If the document’s original terms run to the order of a named person, the document is negotiated by the named person’s endorsement and delivery. After the named person’s endorsement in blank or to bearer, any person may negotiate the document by delivery alone.
(2) If the document’s original terms run to bearer, it is negotiated by delivery alone.
(3) If the document’s original terms run to the order of a named person and it is delivered to the named person, the effect is the same as if the document had been negotiated.
(4) Negotiation of the document after it has been endorsed to a named person requires endorsement by the named person and delivery.
(5) A document is duly negotiated if it is negotiated in the manner stated in this subsection to a holder that purchases it in good faith, without notice of any defense against or claim to it on the part of any person, and for value, unless it is established that the negotiation is not in the regular course of business or financing or involves receiving the document in settlement or payment of a money obligation.
(b) The following rules apply to a negotiable electronic document of title:
(1) If the document’s original terms run to the order of a named person or to bearer, the document is negotiated by delivery of the document to another person. Endorsement by the named person is not required to negotiate the document.
(2) If the document’s original terms run to the order of a named person and the named person has control of the document, the effect is the same as if the document had been negotiated.
(3) A document is duly negotiated if it is negotiated in the manner stated in this subsection to a holder that purchases it in good faith, without notice of any defense against or claim to it on the part of any person, and for value, unless it is established that the negotiation is not in the regular course of business or financing or involves taking delivery of the document in settlement or payment of a monetary obligation.
(c) Endorsement of a nonnegotiable document of title neither makes it negotiable nor adds to the transferee's rights.
(d) The naming in a negotiable bill of lading of a person to be notified of the arrival of the goods does not limit the negotiability of the bill nor constitute notice to a purchaser of the bill of any interest of that person in the goods.
Added by Laws 1961, p. 148, § 7-501. Amended by Laws 2005, c. 140, § 28, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-502. Rights acquired by due negotiation.

Rights Acquired by Due Negotiation.
(a) Subject to Sections 7-205 and 7-503 of this title, a holder to which a negotiable document of title has been duly negotiated acquires thereby:
(1) title to the document;
(2) title to the goods;
(3) all rights accruing under the law of agency or estoppel, including rights to goods delivered to the bailee after the document was issued; and
(4) the direct obligation of the issuer to hold or deliver the goods according to the terms of the document free of any defense or claim by the issuer except those arising under the terms of the document or under this article, but in the case of a delivery order, the bailee's obligation accrues only upon acceptance of the delivery order and the obligation acquired by the holder is that the issuer and any endorser will procure the acceptance of the bailee.
(b) Subject to Section 7-503 of this title, title and rights acquired by due negotiation are not defeated by any stoppage of the goods represented by the document or by surrender of the goods by the bailee and are not impaired even if:
(1) the due negotiation or any prior due negotiation constituted a breach of duty;
(2) any person has been deprived of possession of a negotiable tangible document or control of a negotiable electronic document by misrepresentation, fraud, accident, mistake, duress, loss, theft or conversion; or
(3) a previous sale or other transfer of the goods or document has been made to a third person.
Added by Laws 1961, p. 149, § 7-502. Amended by Laws 2005, c. 140, § 29, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-503. Document of title to goods defeated in certain cases.

Document of Title to Goods Defeated in Certain Cases.
(a) A document of title confers no right in goods against a person that before issuance of the document had a legal interest or a perfected security interest in the goods and that did not:
(1) deliver or entrust the goods or any document of title covering the goods to the bailor or the bailor’s nominee with:
(A)
actual or apparent authority to ship, store or sell;
(B)
power to obtain delivery under Section 7-403 of this title; or
(C)
power of disposition under Section 2-403, 2A-304(2), 2A-305(2), 1-9-320, or 1-9-321(c) of this title or other statute or rule of law; or
(2) acquiesce in the procurement by the bailor or its nominee of any document.
(b) Title to goods based upon an unaccepted delivery order is subject to the rights of any person to which a negotiable warehouse receipt or bill of lading covering the goods has been duly negotiated. That title may be defeated under Section 7-504 of this title to the same extent as the rights of the issuer or a transferee from the issuer.
(c) Title to goods based upon a bill of lading issued to a freight forwarder is subject to the rights of any person to which a bill issued by the freight forwarder is duly negotiated. However, delivery by the carrier in accordance with Part 4 of this article pursuant to its own bill of lading discharges the carrier's obligation to deliver.
Added by Laws 1961, p. 149, § 7-503. Amended by Laws 2000, c. 371, § 159, eff. July 1, 2001; Laws 2005, c. 140, § 30, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-504. Rights acquired in absence of due negotiation - Effect of diversion - Stoppage of delivery.

Rights Acquired in Absence of Due Negotiation; Effect of Diversion; Stoppage of Delivery.
(a) A transferee of a document of title, whether negotiable or nonnegotiable, to which the document has been delivered but not duly negotiated, acquires the title and rights that its transferor had or had actual authority to convey.
(b) In the case of a nonnegotiable document of title, until but not after the bailee receives notification of the transfer, the rights of the transferee may be defeated:
(1) by those creditors of the transferor who could treat the sale as void under Section 2-402 or 2A-308 of this title;
(2) by a buyer from the transferor in ordinary course of business if the bailee has delivered the goods to the buyer or received notification of buyer’s rights;
(3) by a lessee from the transferor in ordinary course of business if the bailee has delivered the goods to the lessee or received notification of the lessee’s rights; or
(4) as against the bailee, by good faith dealings of the bailee with the transferor.
(c) A diversion or other change of shipping instructions by the consignor in a nonnegotiable bill of lading which causes the bailee not to deliver to the consignee defeats the consignee's title to the goods if the goods have been delivered to a buyer in ordinary course of business or a lessee in ordinary course of business and, in any event, defeats the consignee's rights against the bailee.
(d) Delivery pursuant to a nonnegotiable document of title may be stopped by a seller under Section 2-705 of this title or a lessor under Section 2A-526 of this title, subject to the requirement of due notification in those sections. A bailee that honors the seller's or lessor’s instructions is entitled to be indemnified by the seller or lessor against any resulting loss or expense.
Added by Laws 1961, p. 150, § 7-504. Amended by Laws 2005, c. 140, § 31, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-505. Endorser not a guarantor for other parties.

Endorser Not a Guarantor For Other Parties.
The endorsement of a tangible document of title issued by a bailee does not make the endorser liable for any default by the bailee or by previous endorsers.
Added by Laws 1961, p. 150, § 7-505. Amended by Laws 2005, c. 140, § 32, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-506. Delivery without endorsement: Right to compel endorsement.

Delivery Without Endorsement: Right to Compel Endorsement.
The transferee of a negotiable tangible document of title has a specifically enforceable right to have its transferor supply any necessary endorsement but the transfer becomes a negotiation only as of the time the endorsement is supplied.
Added by Laws 1961, p. 150, § 7-506. Amended by Laws 2005, c. 140, § 33, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-507. Warranties on negotiation or transfer of receipt or bill.

Warranties on Negotiation or Transfer of Receipt or Bill.
If a person negotiates or transfers a document of title for value, otherwise than as a mere intermediary under Section 7-508 of this title, unless otherwise agreed, the transferor, in addition to any warranty made in selling or leasing the goods, warrants to its immediate purchaser only that:
(1) the document is genuine;
(2) the transferor does not have knowledge of any fact that would impair the document’s validity or worth; and
(3) the negotiation or transfer is rightful and fully effective with respect to the title to the document and the goods it represents.
Added by Laws 1961, p. 150, § 7-507. Amended by Laws 2005, c. 140, § 34, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-508. Warranties of collecting bank as to documents of title.

Warranties of Collecting Bank as to Documents of Title.
A collecting bank or other intermediary known to be entrusted with documents of title on behalf of another or with collection of a draft or other claim against delivery of documents warrants by the delivery of the documents only its own good faith and authority even if the collecting bank or other intermediary has purchased or made advances against the claim or draft to be collected.
Added by Laws 1961, p. 150, § 7-508. Amended by Laws 2005, c. 140, § 35, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-509. Adequate compliance with commercial contract.

Adequate Compliance With Commercial Contract.
Whether a document is adequate to fulfill the obligations of a contract for sale, a contract for lease, or the conditions of a letter of credit is determined by Article 2, 2A, or 5.
Added by Laws 1961, p. 150, § 7-509. Amended by Laws 2005, c. 140, § 36, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-601. Lost, stolen, or destroyed documents of title.

Lost, Stolen, or Destroyed Documents of Title.
(a) If a document has been lost, stolen, or destroyed, a court may order delivery of the goods or issuance of a substitute document and the bailee may without liability to any person comply with the order. If the document was negotiable, a court may not order delivery of the goods or issuance of a substitute document without the claimant’s posting security unless it finds that any person that may suffer loss as a result of nonsurrender of possession or control of the document is adequately protected against the loss. If the document was not negotiable, the court may require security. The court may also order payment of the bailee's reasonable costs and attorney fees in any action under this section.
(b) A bailee that, without court order, delivers goods to a person claiming under a missing negotiable document of title is liable to any person injured thereby. If the delivery is not in good faith, the bailee is liable for conversion. Delivery in good faith is not conversion if the claimant posts security with the bailee in an amount at least double the value of the goods at the time of posting to indemnify any person injured by the delivery which files a notice of claim within one (1) year after the delivery.
Added by Laws 1961, p. 151, § 7-601. Amended by Laws 2005, c. 140, § 37, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-602. Judicial process against goods covered by negotiable document of title.

Judicial Process Against Goods Covered by Negotiable Document of Title.
Unless a document of title was originally issued upon delivery of the goods by a person that did not have power to dispose of them, a lien does not attach by virtue of any judicial process to goods in the possession of a bailee for which a negotiable document of title is outstanding unless possession or control of the document is first surrendered to the bailee or the document’s negotiation enjoined. The bailee may not be compelled to deliver the goods pursuant to process until possession or control of the document is surrendered to the bailee or to the court. A purchaser of the document for value without notice of the process or injunction takes free of the lien imposed by judicial process.
Added by Laws 1961, p. 151, § 7-602. Amended by Laws 2005, c. 140, § 38, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-603. Conflicting claims - Interpleader.

Conflicting Claims; Interpleader.
If more than one person claims title or possession of the goods, the bailee is excused from delivery until the bailee has a reasonable time to ascertain the validity of the adverse claims or to commence an action for interpleader. The bailee may assert an interpleader either in defending an action for nondelivery of the goods or by original action.
Added by Laws 1961, p. 151, § 7-603. Amended by Laws 2005, c. 140, § 39, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-703. Applicability.

Applicability.
This article applies to a document of title that is issued or a bailment that arises on or after January 1, 2006. This article does not apply to a document of title that is issued or a bailment that arises before January 1, 2006, even if the document of title or bailment would be subject to this article if the document of title had been issued or bailment had arisen on or after January 1, 2006. This article does not apply to a right of action that has accrued before January 1, 2006.
Added by Laws 2005, c. 140, § 40, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-7-704. Savings clause.

Savings Clause.
A document of title issued or a bailment that arises before January 1, 2006, and the rights, obligations, and interests flowing from that document or bailment are governed by any statute or other rule amended or repealed by this act as if amendment or repeal had not occurred and may be terminated, completed, consummated, or enforced under that statute or other rule.
Added by Laws 2005, c. 140, § 41, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-8-103. Rules for determining whether certain obligations and interests are securities or financial assets.

Rules for Determining Whether Certain Obligations and Interests Are Securities or Financial Assets.
(a) A share or similar equity interest issued by a corporation, business trust, joint stock company, or similar entity is a security.
(b) An "investment company security" is a security. "Investment company security" means a share or similar equity interest issued by an entity that is registered as an investment company under the federal investment company laws, an interest in a unit investment trust that is so registered, or a face-amount certificate issued by a face-amount certificate company that is so registered. Investment company security does not include an insurance policy or endowment policy or annuity contract issued by an insurance company.
(c) An interest in a partnership or limited liability company is not a security unless it is dealt in or traded on securities exchanges or in securities markets, its terms expressly provide that it is a security governed by this article, or it is an investment company security. However, an interest in a partnership or limited liability company is a financial asset if it is held in a securities account.
(d) A writing that is a security certificate is governed by this article and not by Article 3 of this code, even though it also meets the requirements of that article. However, a negotiable instrument governed by Article 3 of this code is a financial asset if it is held in a securities account.
(e) An option or similar obligation issued by a clearing corporation to its participants is not a security, but is a financial asset.
(f) A commodity contract, as defined in paragraph (15) of subsection (a) of Section 1-9-102 of this title, is not a security or a financial asset.
(g) A document of title is not a financial asset unless subparagraph (iii) of paragraph (9) of subsection (a) of Section 8-102 of this title applies.
Added by Laws 1961, p. 152 , § 8-103. Amended by Laws 1984, c. 76, § 4, eff. Nov. 1, 1984; Laws 1995, c. 242, § 3, eff. Feb. 1, 1996; Laws 2000, c. 371, § 160, eff. July 1, 2001; Laws 2005, c. 140, § 58, eff. Jan. 1, 2006.
2023 Oklahoma Statutes › Title 12A. Commercial Code › §12A-8-104. Acquisition of Security on Financial Asset or Interest Therein.

Acquisition of Security on Financial Asset or Interest Therein.
(a) A person acquires a security or an interest therein, under this article, if:
(1)
the person is a purchaser to whom a security is delivered pursuant to Section 8-301 of this title; or
(2)
the person acquires a security entitlement to the security pursuant to Section 8-501 of this title.
(b) A person acquires a financial asset, other than a security, or an interest therein, under this article, if the person acquires a security entitlement to the financial asset.
(c) A person who acquires a security entitlement to a security or other financial asset has the rights specified in Part 5 of this code, but is a purchaser of any security, security entitlement, or other financial asset held by the securities intermediary only to the extent provided in Section 8-503 of this title.
(d) Unless the context shows that a different meaning is intended, a person who is required by other law, regulation, rule, or agreement to transfer, deliver, present, surrender, exchange, or otherwise put in the possession of another person a security or financial asset satisfied that requirement by causing the other person to acquire an interest in the security or financial asset pursuant to subsection (a) or (b) of this section.
Added by Laws 1961, p. 151, § 8-104. Amended by Laws 1984, c. 76, § 5, eff. Nov. 1, 1984; Laws 1995, c. 242, § 4, eff. Feb. 1, 1996.