Change 1 Article Choose an article 34.1-1-101. Short titles. 34.1-1-102. Scope of article. 34.1-1-103. Construction of this act to promote its 34.1-1-104. Construction against implied repeal. 34.1-1-105. Severability. 34.1-1-106. Use of singular and plural; gender. 34.1-1-107. Section captions. 34.1-1-108. Relation to electronic signatures in global and national commerce act. 34.1-1-109. Repealed and Recreated by Laws 2015, ch. 124, § 1. 34.1-1-201. General definitions. 34.1-1-202. Notice; knowledge. 34.1-1-203. Lease distinguished from security interest. 34.1-1-204. Value. 34.1-1-205. Reasonable time; seasonableness. 34.1-1-206. Presumptions. 34.1-1-207. Repealed and Recreated by Laws 2015, ch. 124, § 1. 34.1-1-208. Repealed and Recreated by Laws 2015, ch. 124, § 1. 34.1-1-209. Repealed and Recreated by Laws 2015, ch. 124, § 1. 34.1-1-210. Applicability of other sections. 34.1-1-301. Territorial applicability; parties' power to choose applicable law. 34.1-1-302. Variation by agreement. 34.1-1-303. Course of performance; course of dealing; usage of trade. 34.1-1-304. Obligation of good faith. 34.1-1-305. Remedies to be liberally administered. 34.1-1-306. Waiver or renunciation of claim or right after breach. 34.1-1-307. Prima facie evidence by third-party documents. 34.1-1-308. Performance or acceptance under reservation of rights. 34.1-1-309. Option to accelerate at will. 34.1-1-310. Subordinated obligations. 34.1-2-101. Short title. 34.1-2-102. Scope; certain security and other transactions excluded from this article. 34.1-2-103. Definitions and index of definitions. 34.1-2-104. Definitions: "Merchant"; "between merchants"; "financing agency". 34.1-2-105. Definitions: Transferability; "goods"; "future" goods; "lot"; "commercial unit". 34.1-2-106. Definitions: "Contract"; "agreement"; 34.1-2-107. Goods to be severed from realty; recording. 34.1-2-201. Formal requirements; statute of frauds. 34.1-2-202. Final written expression; parol or extrinsic evidence. 34.1-2-203. Seals inoperative. 34.1-2-204. Formation in general. 34.1-2-205. Firm offers. 34.1-2-206. Offer and acceptance in formation of contract. 34.1-2-207. Additional terms in acceptance or confirmation. 34.1-2-208. Repealed by Laws 2015, ch. 124, § 3. 34.1-2-209. Modification, rescission and waiver. 34.1-2-210. Delegation of performance; assignment of rights. 34.1-2-301. General obligations of parties. 34.1-2-302. Unconscionable contract or clause. 34.1-2-303. Allocation or division of risks. 34.1-2-304. Price payable in money, goods, realty, or otherwise. 34.1-2-305. Open price term. 34.1-2-306. Output, requirements and exclusive dealings. 34.1-2-307. Delivery in single lot or several lots. 34.1-2-308. Absence of specified place for delivery. 34.1-2-309. Absence of specific time provisions; notice of termination. 34.1-2-310. Open time for payment or running of credit; authority to ship under reservation. 34.1-2-311. Options and cooperation respecting performance. 34.1-2-312. Warranty of title and against infringement; buyer's obligation against infringement. 34.1-2-313. Express warranties by affirmation, promise, description, sample. 34.1-2-314. Implied warranty; merchantability; usage of trade. 34.1-2-315. Implied warranty; fitness for particular purpose. 34.1-2-316. Exclusion or modification of warranties. 34.1-2-317. Cumulation and conflict of warranties express or implied. 34.1-2-318. Third party beneficiaries of warranties express or implied. 34.1-2-319. F.O.B. and F.A.S. terms. 34.1-2-320. C.I.F. and C. & F. terms. 34.1-2-321. C.I.F. or C. & F.; "net landed weights"; "payment on arrival"; warranty of condition on arrival. 34.1-2-322. Delivery "ex-ship". 34.1-2-323. Form of bill of lading required in overseas shipment; "overseas". 34.1-2-324. "No arrival, no sale" term. 34.1-2-325. "Letter of credit" term; "confirmed credit". 34.1-2-326. Sale on approval and sale or return; consignment sales and rights of creditors. 34.1-2-327. Special incidents of sale on approval and sale or return. 34.1-2-328. Sale by auction. 34.1-2-401. Passing of title; reservation for security; limited application of this section. 34.1-2-402. Rights of seller's creditors against sold goods. 34.1-2-403. Power to transfer; good faith purchase of goods; "entrusting". 34.1-2-501. Insurable interest in goods; manner of identification of goods. 34.1-2-502. Buyer's right to goods on seller's repudiation, failure to deliver or insolvency. 34.1-2-503. Manner of seller's tender of delivery. 34.1-2-504. Shipment by seller. 34.1-2-505. Seller's shipment under reservation. 34.1-2-506. Rights of financing agency. 34.1-2-507. Effect of seller's tender; delivery on condition. 34.1-2-508. Cure by seller of improper tender or delivery; replacement. 34.1-2-509. Risk of loss in the absence of breach. 34.1-2-510. Effect of breach on risk of loss. 34.1-2-511. Tender of payment by buyer; payment by check. 34.1-2-512. Payment by buyer before inspection. 34.1-2-513. Buyer's right to inspection of goods. 34.1-2-514. When documents deliverable on acceptance; when on payment. 34.1-2-515. Preserving evidence of goods in dispute. 34.1-2-601. Buyer's rights on improper delivery. 34.1-2-602. Manner and effect of rightful rejection. 34.1-2-603. Merchant buyer's duties as to rightfully rejected goods. 34.1-2-604. Buyer's options as to salvage of rightfully rejected goods. 34.1-2-605. Waiver of buyer's objections by failure to particularize. 34.1-2-606. What constitutes acceptance of goods. 34.1-2-607. Effect of acceptance; notice of breach; burden 34.1-2-608. Revocation of acceptance in whole or in part. 34.1-2-609. Right to adequate assurance of performance. 34.1-2-610. Anticipatory repudiation. 34.1-2-611. Retraction of anticipatory repudiation. 34.1-2-612. "Installment contract"; breach. 34.1-2-613. Casualty to identified goods. 34.1-2-614. Substituted performance. 34.1-2-615. Excuse by failure of presupposed conditions. 34.1-2-616. Procedure on notice claiming excuse. 34.1-2-701. Remedies for breach of collateral contracts not impaired. 34.1-2-702. Seller's remedies on discovery of buyer's insolvency. 34.1-2-703. Seller's remedies in general. 34.1-2-704. Seller's right to identify goods to the 34.1-2-705. Seller's stoppage of delivery in transit or otherwise. 34.1-2-706. Seller's resale including contract for resale. 34.1-2-707. "Person in the position of a seller". 34.1-2-708. Seller's damages for nonacceptance or repudiation. 34.1-2-709. Action for the price. 34.1-2-710. Seller's incidental damages. 34.1-2-711. Buyer's remedies in general; buyer's security interest in rejected goods. 34.1-2-712. "Cover"; buyer's procurement of substitute goods. 34.1-2-713. Buyer's damages for nondelivery or repudiation. 34.1-2-714. Buyer's damages for breach in regard to accepted goods. 34.1-2-715. Buyer's incidental and consequential damages. 34.1-2-716. Buyer's right to specific performance or replevin. 34.1-2-717. Deduction of damages from the price. 34.1-2-718. Liquidation or limitation of damages; deposits. 34.1-2-719. Contractual modification or limitations of remedy. 34.1-2-720. Effect of "cancellation" or "rescission" on claims for antecedent breach. 34.1-2-721. Remedies for fraud. 34.1-2-722. Who can sue third parties for injury to goods. 34.1-2-723. Proof of market price: Time and place. 34.1-2-724. Admissibility of market quotations. 34.1-2-725. Statute of limitations in contracts for sale. 34.1-2.A-101. Short title. 34.1-2.A-102. Scope. 34.1-2.A-103. Definitions and index of definitions. 34.1-2.A-104. Leases subject to other law. 34.1-2.A-105. Territorial application of article to goods covered by certificate of title. 34.1-2.A-106. Limitation on power of parties to consumer lease to choose applicable law and judicial forum. 34.1-2.A-107. Waiver or renunciation of claim or right after default. 34.1-2.A-108. Unconscionability. 34.1-2.A-109. Option to accelerate at will. 34.1-2.A-201. Statute of frauds. 34.1-2.A-202. Final written expression: parol or extrinsic evidence. 34.1-2.A-203. Seals inoperative. 34.1-2.A-204. Formation in general. 34.1-2.A-205. Firm offers. 34.1-2.A-206. Offer and acceptance in formation of lease contract. 34.1-2.A-207. Repealed by Laws 2015, ch. 124, § 3. 34.1-2.A-208. Modification, rescission and waiver. 34.1-2.A-209. Lessee under finance lease as beneficiary of supply contract. 34.1-2.A-210. Express warranties. 34.1-2.A-211. Warranties against interference and against infringement; lessee's obligation against infringement. 34.1-2.A-212. Implied warranty of merchantability. 34.1-2.A-213. Implied warranty of fitness for particular purpose. 34.1-2.A-214. Exclusion or modification of warranties. 34.1-2.A-215. Cumulation and conflict of warranties express or implied. 34.1-2.A-216. Third-party beneficiaries of express and implied warranties. 34.1-2.A-217. Identification. 34.1-2.A-218. Insurance and proceeds. 34.1-2.A-219. Risk of loss. 34.1-2.A-220. Effect of default on risk of loss. 34.1-2.A-221. Casualty to identified goods. 34.1-2.A-301. Enforceability of lease contract. 34.1-2.A-302. Title to and possession of goods. 34.1-2.A-303. Alienability of party's interest under lease 34.1-2.A-304. Subsequent lease of goods by lessor. 34.1-2.A-305. Sale or sublease of goods by lessee. 34.1-2.A-306. Priority of certain liens arising by operation of law. 34.1-2.A-307. Priority of liens arising by attachment or levy on, security interests in, and other claims to goods. 34.1-2.A-308. Special rights of creditors. 34.1-2.A-309. Lessor's and lessee's rights when goods become fixtures. 34.1-2.A-310. Lessor's and lessee's rights when goods become accessions. 34.1-2.A-311. Priority subject to subordination. 34.1-2.A-401. Insecurity: adequate assurance of performance. 34.1-2.A-402. Anticipatory repudiation. 34.1-2.A-403. Retraction of anticipatory repudiation. 34.1-2.A-404. Substituted performance. 34.1-2.A-405. Excused performance. 34.1-2.A-406. Procedure on excused performance. 34.1-2.A-407. Irrevocable promises: finance leases. 34.1-2.A-501. Default: procedure. 34.1-2.A-502. Notice after default. 34.1-2.A-503. Modification or impairment of rights and remedies. 34.1-2.A-504. Liquidation of damages. 34.1-2.A-505. Cancellation and termination and effect of 34.1-2.A-506. Statute of limitations. 34.1-2.A-507. Proof of market rent: time and place. 34.1-2.A-508. Lessee's remedies. 34.1-2.A-509. Lessee's rights on improper delivery; rightful rejection. 34.1-2.A-510. Installment lease contracts: rejection and default. 34.1-2.A-511. Merchant lessee's duties as to rightfully rejected goods. 34.1-2.A-512. Lessee's duties as to rightfully rejected goods. 34.1-2.A-513. Cure by lessor of improper tender or delivery; replacement. 34.1-2.A-514. Waiver of lessee's objections. 34.1-2.A-515. Acceptance of goods. 34.1-2.A-516. Effect of acceptance of goods; notice of 34.1-2.A-517. Revocation of acceptance of goods. 34.1-2.A-518. Cover; substitute goods. 34.1-2.A-519. Lessee's damages for non-delivery, 34.1-2.A-520. Lessee's incidental and consequential damages. 34.1-2.A-521. Lessee's right to specific performance or replevin. 34.1-2.A-522. Lessee's right to goods on lessor's insolvency. 34.1-2.A-523. Lessor's remedies. 34.1-2.A-524. Lessor's right to identify goods to lease contract. 34.1-2.A-525. Lessor's right to possession of goods. 34.1-2.A-526. Lessor's stoppage of delivery in transit or otherwise. 34.1-2.A-527. Lessor's rights to dispose of goods. 34.1-2.A-528. Lessor's damages for non-acceptance, failure to pay, repudiation, or other default. 34.1-2.A-529. Lessor's action for the rent. 34.1-2.A-530. Lessor's incidental damages. 34.1-2.A-531. Standing to sue third parties for injury to goods. 34.1-2.A-532. Lessor's rights to residual interest. 34.1-3-101. Short title. 34.1-3-102. Subject matter. 34.1-3-103. Definitions. 34.1-3-104. Negotiable instrument. 34.1-3-105. Issue of instrument. 34.1-3-106. Unconditional promise or order. 34.1-3-107. Instrument payable in foreign money. 34.1-3-108. Payable on demand or at definite time. 34.1-3-109. Payable to bearer or to order. 34.1-3-110. Identification of person to whom instrument is payable. 34.1-3-111. Place of payment. 34.1-3-112. Interest. 34.1-3-113. Date of instrument. 34.1-3-114. Contradictory terms of instrument. 34.1-3-115. Incomplete instrument. 34.1-3-116. Joint and several liability; contribution. 34.1-3-117. Other agreements affecting instrument. 34.1-3-118. Statute of limitations. 34.1-3-119. Notice of right to defend action. 34.1-3-201. Negotiation. 34.1-3-202. Negotiation subject to rescission. 34.1-3-203. Transfer of instrument; rights acquired by transfer. 34.1-3-204. Indorsement. 34.1-3-205. Special indorsement; blank indorsement; anomalous indorsement. 34.1-3-206. Restrictive indorsement. 34.1-3-207. Reacquisition. 34.1-3-301. Person entitled to enforce instrument. 34.1-3-302. Holder in due course. 34.1-3-303. Value and consideration. 34.1-3-304. Overdue instrument. 34.1-3-305. Defenses and claims in recoupment. 34.1-3-306. Claims to an instrument. 34.1-3-307. Notice of breach of fiduciary duty. 34.1-3-308. Proof of signatures and status as holder in due course. 34.1-3-309. Enforcement of lost, destroyed, or stolen instrument. 34.1-3-310. Effect of instrument on obligation for which taken. 34.1-3-311. Accord and satisfaction by use of instrument. 34.1-3-312. Lost, destroyed or stolen cashier's check, teller's check or certified check. 34.1-3-401. Signature. 34.1-3-402. Signature by representative. 34.1-3-403. Unauthorized signature. 34.1-3-404. Impostors; fictitious payees. 34.1-3-405. Employer's responsibility for fraudulent indorsement by employee. 34.1-3-406. Negligence contributing to forged signature or alteration of instrument. 34.1-3-407. Alteration. 34.1-3-408. Drawee not liable on unaccepted draft. 34.1-3-409. Acceptance of draft; certified check. 34.1-3-410. Acceptance varying draft. 34.1-3-411. Refusal to pay cashier's checks, teller's checks, and certified checks. 34.1-3-412. Obligation of issuer of note or cashier's check. 34.1-3-413. Obligation of acceptor. 34.1-3-414. Obligation of drawer. 34.1-3-415. Obligation of indorser. 34.1-3-416. Transfer warranties. 34.1-3-417. Presentment warranties. 34.1-3-418. Payment or acceptance by mistake. 34.1-3-419. Instruments signed for accommodation. 34.1-3-420. Conversion of instrument. 34.1-3-501. Presentment. 34.1-3-502. Dishonor. 34.1-3-503. Notice of dishonor. 34.1-3-504. Excused presentment and notice of dishonor. 34.1-3-505. Evidence of dishonor. 34.1-3-601. Discharge and effect of discharge. 34.1-3-602. Payment. 34.1-3-603. Tender of payment. 34.1-3-604. Discharge by cancellation or renunciation. 34.1-3-605. Discharge of indorsers and accommodation parties. 34.1-3-701. Repealed by Laws 1991, ch. 160, § 4. 34.1-3-801. Repealed by Laws 1991, ch. 160, § 4. 34.1-3-802. Repealed by Laws 1991, ch. 160, § 4. 34.1-3-803. Repealed by Laws 1991, ch. 160, § 4. 34.1-3-804. Repealed by Laws 1991, ch. 160, § 4. 34.1-3-805. Repealed by Laws 1991, ch. 160, § 4. 34.1-3-901. Deposited instrument. 34.1-3-902. Variation of commercial paper provisions by agreement. 34.1-3-903. Transfer or pledge within a central depository system. 34.1-3-904. Presentment, dishonor, payment, or other activities within a central depository system. 34.1-3-905. Clearing corporation entitled to holder in due course status. 34.1-4-101. Short title. 34.1-4-102. Applicability. 34.1-4-103. Variation by agreement; measure of damages; action constituting ordinary care. 34.1-4-104. Definitions and index of definitions. 34.1-4-105. "Bank"; "depositary bank"; "intermediary bank"; "collecting bank"; "payor bank"; "presenting bank". 34.1-4-106. Payable through or payable at bank; collecting bank. 34.1-4-107. Separate office of bank. 34.1-4-108. Time of receipt of items. 34.1-4-109. Delays. 34.1-4-110. Electronic presentment. 34.1-4-111. Statute of limitations. 34.1-4-201. Status of collecting bank as agent and 34.1-4-202. Responsibility for collection or return; when action timely. 34.1-4-203. Effect of instructions. 34.1-4-204. Methods of sending and presenting; sending directly to payor bank. 34.1-4-205. Depositary bank holder of unindorsed item. 34.1-4-206. Transfer between banks. 34.1-4-207. Transfer warranties. 34.1-4-208. Presentment warranties. 34.1-4-209. Encoding and retention warranties. 34.1-4-210. Security interest of collecting bank in items accompanying documents and proceeds. 34.1-4-211. When bank gives value for purposes of holder in due course. 34.1-4-212. Presentment by notice of item not payable by, through, or at a bank; liability of drawer or indorser. 34.1-4-213. Medium and time of settlement by bank. 34.1-4-214. Right of charge-back or refund; liability of collecting bank; return of item. 34.1-4-215. Final payment of item by payor bank; when 34.1-4-216. Insolvency and preference. 34.1-4-301. Deferred posting; recovery of payment by 34.1-4-302. Payor bank's responsibility for late return of item. 34.1-4-303. When items subject to notice, stop-payment 34.1-4-401. When bank may charge customer's account. 34.1-4-402. Bank's liability to customer for wrongful dishonor; time of determining insufficiency of account. 34.1-4-403. Customer's right to stop payment; burden of proof of loss. 34.1-4-404. Bank not obligated to pay check more than six months old. 34.1-4-405. Death or incompetence of customer. 34.1-4-406. Customer's duty to discover and report unauthorized signature or alteration. 34.1-4-407. Payor bank's right to subrogation on improper payment. 34.1-4-501. Handling of documentary drafts; duty to send for presentment and to notify customer of dishonor. 34.1-4-502. Presentment of "on arrival" drafts. 34.1-4-503. Responsibility of presenting bank for 34.1-4-504. Privilege of presenting bank to deal with goods; security interest for expenses. 34.1-4.A-101. Short title. 34.1-4.A-102. Subject matter. 34.1-4.A-103. Payment order-definitions. 34.1-4.A-104. Funds transfer-definitions. 34.1-4.A-105. Other definitions. 34.1-4.A-106. Time payment order is received. 34.1-4.A-107. Federal reserve regulations and operating circulars. 34.1-4.A-108. Exclusion of consumer transactions governed by federal law. 34.1-4.A-201. Security procedure. 34.1-4.A-202. Authorized and verified payment orders. 34.1-4.A-203. Unenforceability of certain verified payment orders. 34.1-4.A-204. Refund of payment and duty of customer to report with respect to unauthorized payment order. 34.1-4.A-205. Erroneous payment orders. 34.1-4.A-206. Transmission of payment order through funds-transfer or other communication system. 34.1-4.A-207. Misdescription of beneficiary. 34.1-4.A-208. Misdescription of intermediary bank or beneficiary's bank. 34.1-4.A-209. Acceptance of payment order. 34.1-4.A-210. Rejection of payment order. 34.1-4.A-211. Cancellation and amendment of payment order. 34.1-4.A-212. Liability and duty of receiving bank regarding unaccepted payment order. 34.1-4.A-301. Execution and execution date. 34.1-4.A-302. Obligations of receiving bank in execution of payment order. 34.1-4.A-303. Erroneous execution of payment order. 34.1-4.A-304. Duty of sender to report erroneously executed payment order. 34.1-4.A-305. Liability for late or improper execution or failure to execute payment order. 34.1-4.A-401. Payment date. 34.1-4.A-402. Obligation of sender to pay receiving bank. 34.1-4.A-403. Payment by sender to receiving bank. 34.1-4.A-404. Obligation of beneficiary's bank to pay and give notice to beneficiary. 34.1-4.A-405. Payment by beneficiary's bank to beneficiary. 34.1-4.A-406. Payment by originator to beneficiary; discharge of underlying obligation. 34.1-4.A-501. Variation by agreement and effect of funds-transfer system rule. 34.1-4.A-502. Creditor process served on receiving bank; setoff by beneficiary's bank. 34.1-4.A-503. Injunction or restraining order with respect to funds transfer. 34.1-4.A-504. Order in which items and payment orders may be charged to account; order of withdrawals from account. 34.1-4.A-505. Preclusion of objection to debit of customer's account. 34.1-4.A-506. Rate of interest. 34.1-4.A-507. Choice of law. 34.1-5-101. Short title. 34.1-5-102. Definitions. 34.1-5-103. Scope. 34.1-5-104. Formal requirements. 34.1-5-105. Consideration. 34.1-5-106. Issuance, amendment, cancellation, and duration. 34.1-5-107. Confirmer, nominated person, and adviser. 34.1-5-108. Issuer's rights and obligations. 34.1-5-109. Fraud and forgery. 34.1-5-110. Warranties. 34.1-5-111. Remedies. 34.1-5-112. Transfer of letter of credit. 34.1-5-113. Transfer by operation of law. 34.1-5-114. Assignment of proceeds. 34.1-5-115. Statute of limitations. 34.1-5-116. Choice of law and forum. 34.1-5-117. Subrogation of issuer, applicant, and nominated person. 34.1-5-118. Security interest of issuer or nominated person. 34.1-6-101. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-102. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-103. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-104. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-105. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-106. Reserved. 34.1-6-107. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-108. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-109. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-110. Repealed by Laws 1991, ch. 177, § 2. 34.1-6-111. Repealed by Laws 1991, ch. 177, § 2. 34.1-7-101. Short title. 34.1-7-102. Definitions and index of definitions. 34.1-7-103. Relation of article to treaty or statute. 34.1-7-104. Negotiable and nonnegotiable documents of title. 34.1-7-105. Reissuance in alternative medium. 34.1-7-106. Control of electronic document of title. 34.1-7-201. Person that may issue a warehouse receipt; storage under bond. 34.1-7-202. Form of warehouse receipt; effect of omission. 34.1-7-203. Liability for nonreceipt or misdescription. 34.1-7-204. Duty of care; contractual limitation of warehouse's liability. 34.1-7-205. Title under warehouse receipt defeated in certain cases. 34.1-7-206. Termination of storage at warehouse's option. 34.1-7-207. Goods must be kept separate; fungible goods. 34.1-7-208. Altered warehouse receipts. 34.1-7-209. Lien of warehouse. 34.1-7-210. Enforcement of warehouse's lien. 34.1-7-301. Liability for nonreceipt or misdescription; 34.1-7-302. Through bills of lading and similar documents of title. 34.1-7-303. Diversion; reconsignment; change of instructions. 34.1-7-304. Tangible bills of lading in a set. 34.1-7-305. Destination bills. 34.1-7-306. Altered bills of lading. 34.1-7-307. Lien of carrier. 34.1-7-308. Enforcement of carrier's lien. 34.1-7-309. Duty of care; contractual limitation of carrier's liability. 34.1-7-401. Irregularities in issue of receipt or bill or conduct of issuer. 34.1-7-402. Duplicate document of title; overissue. 34.1-7-403. Obligation of bailee to deliver; excuse. 34.1-7-404. No liability for good faith delivery pursuant to document of title. 34.1-7-501. Form of negotiation and requirements of due negotiation. 34.1-7-502. Rights acquired by due negotiation. 34.1-7-503. Document of title to goods defeated in certain cases. 34.1-7-504. Rights acquired in absence of due negotiation; effect of diversion; stoppage of delivery. 34.1-7-505. Endorser not guarantor for other parties. 34.1-7-506. Delivery without endorsement: right to compel endorsement. 34.1-7-507. Warranties on negotiation or delivery of document of title. 34.1-7-508. Warranties of collecting bank as to documents of title. 34.1-7-509. Adequate compliance with commercial contract. 34.1-7-601. Lost, stolen, or destroyed documents of title. 34.1-7-602. Judicial process against goods covered by negotiable document of title. 34.1-7-603. Conflicting claims; interpleader. 34.1-7-701. Effective date. 34.1-7-702. Repeals. 34.1-7-703. Applicability. 34.1-7-704. Savings clause. 34.1-8-101. Short title. 34.1-8-102. Definitions. 34.1-8-103. Rules for determining whether certain 34.1-8-104. Acquisition of security or financial asset or interest therein. 34.1-8-105. Notice of adverse claim. 34.1-8-106. Control. 34.1-8-107. Whether indorsement, instruction, or entitlement order is effective. 34.1-8-108. Warranties in direct holding. 34.1-8-109. Warranties in indirect holding. 34.1-8-110. Applicability; choice of law. 34.1-8-111. Clearing corporation rules. 34.1-8-112. Creditor's legal process. 34.1-8-113. Statute of frauds inapplicable. 34.1-8-114. Evidentiary rules concerning certificated securities. 34.1-8-115. Securities intermediary and others not liable to adverse claimant. 34.1-8-116. Securities intermediary as purchaser for value. 34.1-8-201. Issuer. 34.1-8-202. Issuer's responsibility and defenses; notice of defect or defense. 34.1-8-203. Staleness as notice of defect or defense. 34.1-8-204. Effect of issuer's restriction on transfer. 34.1-8-205. Effect of unauthorized signature on security certificate. 34.1-8-206. Completion or alteration of security certificate. 34.1-8-207. Rights and duties of issuer with respect to registered owners. 34.1-8-208. Effect of signature of authenticating trustee, registrar, or transfer agent. 34.1-8-209. Issuer's lien. 34.1-8-210. Overissue. 34.1-8-301. Delivery. 34.1-8-302. Rights of purchaser. 34.1-8-303. Protected purchaser. 34.1-8-304. Indorsement. 34.1-8-305. Instruction. 34.1-8-306. Effect of guaranteeing signature, indorsement, or instruction. 34.1-8-307. Purchaser's right to requisites for registration of transfer. 34.1-8-401. Duty of issuer to register transfer. 34.1-8-402. Assurance that indorsement or instruction is effective. 34.1-8-403. Demand that issuer not register transfer. 34.1-8-404. Wrongful registration. 34.1-8-405. Replacement of lost, destroyed, or wrongfully taken security certificate. 34.1-8-406. Obligation to notify issuer of lost, destroyed, or wrongfully taken security certificate. 34.1-8-407. Authenticating trustee, transfer agent, and registrar. 34.1-8-501. Securities account; acquisition of security entitlement from securities intermediary. 34.1-8-502. Assertion of adverse claim against entitlement holder. 34.1-8-503. Property interest of entitlement holder in financial asset held by securities intermediary. 34.1-8-504. Duty of securities intermediary to maintain financial asset. 34.1-8-505. Duty of securities intermediary with respect to payments and distributions. 34.1-8-506. Duty of securities intermediary to exercise rights as directed by entitlement holder. 34.1-8-507. Duty of securities intermediary to comply with entitlement order. 34.1-8-508. Duty of securities intermediary to change 34.1-8-509. Specification of duties of securities 34.1-8-510. Rights of purchaser of security entitlement from entitlement holder. 34.1-8-511. Priority among security interests and entitlement holders. 34.1-8-601. Effective date. 34.1-8-602. Repeals. 34.1-8-603. Savings clause. 34.1-9-101. Short title. 34.1-9-102. Definitions and index of definitions. 34.1-9-103. Purchase-money security interest; application of payments; burden of establishing. 34.1-9-104. Control of deposit account. 34.1-9-105. Control of electronic chattel paper. 34.1-9-106. Control of investment property. 34.1-9-107. Control of letter-of-credit right. 34.1-9-108. Sufficiency of description. 34.1-9-109. Scope. 34.1-9-110. Security interests arising under article 2 or 2A. 34.1-9-201. General effectiveness of security agreement. 34.1-9-202. Title to collateral immaterial. 34.1-9-203. Attachment and enforceability of security 34.1-9-204. After-acquired property; future advances. 34.1-9-205. Use or disposition of collateral permissible. 34.1-9-206. Security interest arising in purchase or delivery of financial asset. 34.1-9-207. Rights and duties of secured party having possession or control of collateral. 34.1-9-208. Additional duties of secured party having control of collateral. 34.1-9-209. Duties of secured party if account debtor has been notified of assignment. 34.1-9-210. Request for accounting; request regarding list of collateral or statement of account. 34.1-9-301. Law governing perfection and priority of security interests. 34.1-9-302. Law governing perfection and priority of agricultural liens. 34.1-9-303. Law governing perfection and priority of 34.1-9-304. Law governing perfection and priority of security interests in deposit accounts. 34.1-9-305. Law governing perfection and priority of security interests in investment property. 34.1-9-306. Law governing perfection and priority of security interests in letter-of-credit rights. 34.1-9-307. Location of debtor. 34.1-9-308. When security interest or agricultural lien is perfected; continuity of perfection. 34.1-9-309. Security interest perfected upon attachment. 34.1-9-310. When filing required to perfect security 34.1-9-311. Perfection of security interests in property subject to certain statutes, regulations and treaties. 34.1-9-312. Perfection of security interests in chattel 34.1-9-313. When possession by or delivery to secured party perfects security interest without filing. 34.1-9-314. Perfection by control. 34.1-9-315. Secured party's rights on disposition of collateral and in proceeds. 34.1-9-316. Effect of change in governing law. 34.1-9-317. Interests that take priority over or take free of security interest or agricultural lien. 34.1-9-318. No interest retained in right to payment that 34.1-9-319. Rights and title of consignee with respect to creditors and purchasers. 34.1-9-320. Buyer of goods. 34.1-9-321. Licensee of general intangible and lessee of goods in ordinary course of business. 34.1-9-322. Priorities among conflicting security interests in and agricultural liens on same collateral. 34.1-9-323. Future advances. 34.1-9-324. Priority of purchase-money security interests. 34.1-9-325. Priority of security interests in transferred collateral. 34.1-9-326. Priority of security interests created by new debtor. 34.1-9-327. Priority of security interests in deposit account. 34.1-9-328. Priority of security interests in investment property. 34.1-9-329. Priority of security interests in letter-of-credit right. 34.1-9-330. Priority of purchaser of chattel paper or instrument. 34.1-9-331. Priority of rights of purchasers of 34.1-9-332. Transfer of money; transfer of funds from deposit account. 34.1-9-333. Priority of certain liens arising by operation of law. 34.1-9-334. Priority of security interests in fixtures and crops. 34.1-9-335. Accessions. 34.1-9-336. Commingled goods. 34.1-9-337. Priority of security interests in goods covered by certificate of title. 34.1-9-338. Priority of security interest or agricultural 34.1-9-339. Priority subject to subordination. 34.1-9-340. Effectiveness of right of recoupment or set-off against deposit account. 34.1-9-341. Bank's rights and duties with respect to deposit account. 34.1-9-342. Bank's right to refuse to enter into or disclose existence of control agreement. 34.1-9-401. Alienability of debtor's rights. 34.1-9-402. Secured party not obligated on contract of debtor or in tort. 34.1-9-403. Agreement not to assert defenses against assignee. 34.1-9-404. Rights acquired by assignee; claims and defenses against assignee. 34.1-9-405. Modification of assigned contract. 34.1-9-406. Discharge of account debtor; notification of 34.1-9-407. Restrictions on creation or enforcement of 34.1-9-408. Restrictions on assignment of promissory 34.1-9-409. Restrictions on assignment of letter-of-credit rights ineffective. 34.1-9-501. Filing office. 34.1-9-502. Contents of financing statement; record of 34.1-9-503. Name of debtor and secured party. 34.1-9-504. Indication of collateral. 34.1-9-505. Filing and compliance with other statutes and 34.1-9-506. Effect of errors or omissions. 34.1-9-507. Effect of certain events on effectiveness of financing statement. 34.1-9-508. Effectiveness of financing statement if new debtor becomes bound by security agreement. 34.1-9-509. Persons entitled to file a record. 34.1-9-510. Effectiveness of filed record. 34.1-9-511. Secured party of record. 34.1-9-512. Amendment of financing statement. 34.1-9-513. Termination statement. 34.1-9-514. Assignment of powers of secured party of record. 34.1-9-515. Duration and effectiveness of financing statement; effect of lapsed financing statement. 34.1-9-516. What constitutes filing; effectiveness of filing. 34.1-9-517. Effect of indexing errors. 34.1-9-518. Claim concerning inaccurate or wrongfully filed record. 34.1-9-519. Numbering, maintaining, and indexing records; communicating information provided in records. 34.1-9-520. Acceptance and refusal to accept record. 34.1-9-521. Uniform form of written financing statement and amendment. 34.1-9-522. Maintenance and destruction of records. 34.1-9-523. Information from filing office; sale or license of records. 34.1-9-524. Delay by filing office. 34.1-9-525. Fees. 34.1-9-526. Filing-office rules. 34.1-9-527. Repealed By Laws 2008, Ch. 44, § 2. 34.1-9-601. Rights after default; judicial enforcement; 34.1-9-602. Waiver and variance of rights and duties. 34.1-9-603. Agreement on standards concerning rights and duties. 34.1-9-604. Procedure if security agreement covers real property or fixtures. 34.1-9-605. Unknown debtor or secondary obligor. 34.1-9-606. Time of default for agricultural lien. 34.1-9-607. Collection and enforcement by secured party. 34.1-9-608. Application of proceeds of collection or enforcement; liability for deficiency and right to surplus. 34.1-9-609. Secured party's right to take possession after default. 34.1-9-610. Disposition of collateral after default. 34.1-9-611. Notification before disposition of collateral. 34.1-9-612. Timeliness of notification before disposition of collateral. 34.1-9-613. Contents and form of notification before disposition of collateral: general. 34.1-9-614. Contents and form of notification before disposition of collateral: consumer-goods transaction. 34.1-9-615. Application of proceeds of disposition; liability for deficiency and right to surplus. 34.1-9-616. Explanation of calculation of surplus or deficiency. 34.1-9-617. Rights of transferee of collateral. 34.1-9-618. Rights and duties of certain secondary obligors. 34.1-9-619. Transfer of record or legal title. 34.1-9-620. Acceptance of collateral in full or partial 34.1-9-621. Notification of proposal to accept collateral. 34.1-9-622. Effect of acceptance of collateral. 34.1-9-623. Right to redeem collateral. 34.1-9-624. Waiver. 34.1-9-625. Remedies for secured party's failure to comply with article. 34.1-9-626. Action in which deficiency or surplus is in issue. 34.1-9-627. Determination of whether conduct was commercially reasonable. 34.1-9-628. Nonliability and limitation on liability of secured party; liability of secondary obligor. 34.1-9-701. Effective date. 34.1-9-702. Savings clause. 34.1-9-703. Security interest perfected before effective date. 34.1-9-704. Security interest unperfected before effective date. 34.1-9-705. Effectiveness of action taken before effective date. 34.1-9-706. When initial financing statement suffices to continue effectiveness of financing statement. 34.1-9-707. Amendment of preeffective date financing statement. 34.1-9-708. Persons entitled to file initial financing statement or continuation statement. 34.1-9-709. Priority. 34.1-9-801. Effective date of amendments. 34.1-9-802. Savings clause. 34.1-9-803. Security interest perfected before July 1, 2013. 34.1-9-804. Security interest unperfected before July 1, 2013. 34.1-9-805. Effectiveness of action taken before July 1, 2013. 34.1-9-806. When initial financing statement suffices to continue effectiveness of financing statement. 34.1-9-807. Amendment of pre-effective-date financing statement. 34.1-9-808. Person entitled to file initial financing statement or continuation statement. 34.1-9-809. Priority. 34.1-10-101. Effective date. 34.1-10-102. Provision for transition. 34.1-10-103. Reserved. 34.1-10-104. Repealed by Laws 2015, ch. 124, § 6.
What to do with it
As published
34.1-2-707. "Person in the position of a seller".
(a) A "person in the position of a seller" includes as against a principal an agent who has paid or become responsible for the price of goods on behalf of his principal or anyone who otherwise holds a security interest or other right in goods similar to that of a seller.
(b) A person in the position of a seller may as provided in this article withhold or stop delivery (section 34.1-2-705) and resell (section 34.1-2-706) and recover incidental damages (section 34.1-2-710).
Your wording
Your change, as a redline
34.1-2-707. "Person in the position of a seller".
(a) A "person in the position of a seller" includes as against a principal an agent who has paid or become responsible for the price of goods on behalf of his principal or anyone who otherwise holds a security interest or other right in goods similar to that of a seller.
(b) A person in the position of a seller may as provided in this article withhold or stop delivery (section 34.1-2-705) and resell (section 34.1-2-706) and recover incidental damages (section 34.1-2-710).
A proposal here is not law. Support on Solon is evidence that people want the change; the official route says what it takes to make it law.