Lawrence's Anderson on the Uniform Commercial Code

Lawrence's Anderson on the Uniform Commercial Code volume 6 contents: Article 3 Commercial paper (continued). Part 3: Rights of a holder (continued). UCC § 3-305: Rights of a holder in due course. A. General principles. 1. In general. 2. Limitations on defenses. 3. Independence of paper from underlying contract. B. Waiver and estoppel. 1. General principles. 2. What does not waive or estop. C. Practice and procedure. 1. In general. 2. Burden of proof. 3. Burden of proof as to particular defenses. 4. Degree of proof. 5. Sufficiency of evidence. 6. Questions of law or fact. D. Classification of plaintiffs. 1. In general. 2. Assignee. 3. Federal Deposit Insurance Corporation. 4. Other governmental agencies and transferees of agencies. 5. Nongovernmental plaintiff. 6. Holder in due course. 7. Holder through a holder in due course. E. Classification of defenses and adverse claims. 1. In general. 2. Identity of owner of defense. 3. Consumer protection. F. Considerations - related defenses. 1. In general. 2. Particular plaintiffs. G. Illegality. 1. In general. 2. FDIC and governmental agencies. 3. Holder in due course. 4. Other plaintiffs. H. Duress. 1. In general. 2. Physical duress. 3. Economic duress. 4. Particular plaintiffs. I. Fraud. 1. In general. 2. Waiver and estoppel. 3. Practice and procedure. 4. Fraud as to the inducement. 5. What is not fraud as to the inducement. 6. Fraud as to the inducement and particular plaintiffs. 7. Fraud as to the nature of the inducement. 8. What is not fraud as to the nature of the paper. 9. Particular plaintiffs and fraud as to the nature of the instrument. J. Forgery. 1. In general. 2. Particular plaintiffs and forgery. K. Delivery - related defenses. 1. In general. 2. Particular plaintiffs and delivery - related defenses. L. Simple contract defenses. 1. In general. 2. Particular simple contract defenses. 3. Particular plaintiffs and simple contract defenses. M. Adverse claims to the paper. 1. In general. 2. Particular plaintiffs and adverse claims. 3. Adverse claim as a defense. N. Miscellaneous claims and defenses. O. Counterclaims. 1. In general. 2. Particular counterclaims. UCC § 3-306: Rights of one not holder in due course. UCC § 3-307: Burden of establishing signatures, defenses and due course. A. General principles. B. Applicability. C. Practice and procedure. 1. In general. 2. Pleading as to signatures. 3. Presumption of validity of signature. 4. Burden of proof. 5. Burden of proof as to defenses. 6. Burden of proof as to signatures. 7. Evidence. 8. Production of paper. 9. Questions of law or fact. D. Recovery on signature. 1. In general. 2. Extent of recovery. E. When holder in due course status unnecessary. F. Effect of defense on status of plaintiff. 1. Existence of defense. 2. Proof of holder in due course status. Part 4: Liability of parties. UCC § 3-401: Signature. A. General principles. B. What constitutes a signing. C. Liability of signer of paper. D. Status of nonsigner. E. Particular persons and parties. UCC § 3-402: Signature in ambiguous capacity. A. General principles. B. Location of signing. UCC § 3-403: Signature by authorized representative. A. General principles. B. Applicability. C. Practice and procedure. 1. In general. 2. Reformation of paper. 3. Burden of proof. 4. Questions of law or fact. D. Representative signing under UCC. E. Authority of agent. 1. In general. 2. Authority based on course of conduct. 3. Apparent authority. 4. Scope of authority. 5. Ratification. F. Signing in a representative capacity. 1. In general. 2. The representative capacity signing. 3. What does not disclose representative capacity. 4. Dual capacity signing. 5. Ambiguous signing. G. Contradiction of individual capacity signing. H. Noncompliance with code. 1. In general. 2. Principal disclosed but no representative capacity. 3. Representative capacity disclosed but no principal. 4. Individual signing. UCC § 3-404: Unauthorized signatures. A. General principles. 1. In general. 2. Forgery. 3. Waiver and estoppel. 4. What does not waive or estop. B. Practice and procedure. 1. In general. 2. Burden of proof. 3. Questions of law or fact. C. Effect of unauthorized signature. D. Unauthorized signature of drawer. E. Ratification of unauthorized signature. 1. In general. 2. What constitutes ratification. 3. What does not constitute ratification. F. Cure of unauthorized signature. UCC § 3-405: Imposters; signature in name of payee. A. General principles. B. Applicability. 1. In general. 2. Situations to which imposter rule does not apply. C. Practice and procedure. 1. In general. 2. Burden of proof. 3. Questions of law or fact. D. Nature of conduct. 1. In general. 2. Good faith. 3. Negligence. 4. Failure to inquire. 5. Notice or knowledge of misconduct. E. Nominal payees. F. Effect of imposter rule. G. Nominal payee situations. 1. In general. 2. The impersonating impostor. 3. The dummy pays. 4. The employee's information and the dummy pays. UCC § 3-406: Negligence contributing to alteration or unauthorized signature. A. General principles. B. Applicability. 1. In general. 2. When UCC §3-405 not applicable. C. Practice and procedure. 1. In general. 2. Burden and degree of proof. 3. Questions of law or fact. D. Who is benefited by preclusions. 1. In general. 2. Holder in due course. 3. Good faith payor. E. Who is precluded. F. Significance of negligence. 1. In general. 2. Course of conduct. G. Estoppel and counter - estoppel. 1. Estoppel. 2. Counter - estoppel. H. What constitutes negligence. 1. In general. 2. Conduct held negligent. 3. Ignoring of notice and failure to inquire. 4. Diversion of funds. I. What does not constitute negligence. 1. In general. 2. Particular conduct held not negligent. J. Commercial standards. 1. In general. 2. Good faith and commercial standards. K. Substantial contribution to loss. 1. In general. 2. Casual relationship. UCC § 3-407: Alteration. A. General principles. 1. In general. 2. Consent to alteration or completion. 3. Ratification of alteration or completion. 4. Waiver and estoppel. B. Applicability. 1. In general. 2. Conduct to which UCC § 3-407 not applicable. C. Practice and procedure. 1. In general. 2. Questions of law or fact. D. Alteration and improper completion of commercial paper. 1. In general. 2. Fraudulent intent. E. Material alterations. 1. In general. 2. Alterations that are material. 3. Alterations that are not material. 4. Miscellaneous changes. F. Effect of alteration or improper completion. UCC § 3-408: Consideration. 1. In general. 2. Requirement of consideration. 3. Consideration for what obligation. 4. Waiver and estoppel. B. Practice and procedure. 1. In general. 2. Burden of proof. 3. Questions of law or fact. C. What constitutes consideration. 1. In general. 2. Forbearance. 3. Release and settlement. 4. What is not consideration. D. Antecedent debt as consideration. E. Identity of person directly benefited by consideration irrelevant. 1. In general. 2. Debt of third person. 3. Debt of comaker. F. Accommodation parties and guarantors. G. Lack or failure of consideration. 1. In general. 2. What constitutes lack of consideration. 3. Failure of consideration. 4. What constitutes failure of consideration. 5. What does not constitute failure of consideration. H. Part - payment check tendered as full payment. 1. In general. 2. Necessity of agreement to discharge debt. 3. What constitutes agreement. 4. Necessity of debt and tender as payment. 5. Identity of debt. 6. What does not communicate debtor's intent of full payment. 7. Conduct of creditor on full payment tender. 8. Unreasonable retention of part - payment check. I. Effect of part - payment check as discharge of unpaid balance. 1. In general. 2. Cancellation of full - payment notation. UCC § 3-409: Draft not an assignment. A. General principles. B. Issuance of check not a transfer of title. C. Issuance of check not a gift. D. Nonliability of drawee before acceptance. 1. In general. 2. Exceptions to nonliability of drawee before acceptance. UCC §3-410: Definition and operation of acceptance. A. General principles. B. What constitutes an acceptance. 1. In general. 2. Form of acceptance. 3. Content of acceptance. 4. What is not an acceptance. C. Effect of acceptance. UCC § 3-411: Certification of a check. A. General principles. B. What is a certification. C. What is not a certification. D. Effect of certification. E. Revocation of certification. 1. In general. 2. What does not authorize revocation of certification. UCC § 3-412: Acceptance varying draft. A. General principles. B. Effect of draft - varying acceptance. UCC § 3-413: Contract of maker, drawer ad acceptor. A. General principles. 2. Waiver and estoppel. 3. What does not waive or estop. B. Practice and procedure. 1. In general. 2. Burden of proof. 3. Sufficiency of evidence. 4. Questions of law or fact. C. Liability of parties. 1. In general. 2. Extent of liability. D. Contract of maker. 1. In general. 2. Liability of comaker. 3. Liability of comakers inter se. E. Contract of drawer. 1. In general. 2. Particular instruments. F. Contract of acceptor. G. Defenses of primary party. H. What is not a defense. UCC § 3-414: Contract of indorser; order of liability. A. General principles. B. Practice and procedure. C. Contract of indorser. D. Indorsement with particular terms as to liability. 1. In general. 2. Indorsement with recourse. 3. Indorsement without recourse. 4. Indorsement without warranties. 5. Secured paper. E. Nonindorser liability of indorser. F. Defenses of indorser. G. Liability of indorsers inter se. UCC § 3-415: Contract of accommodation party. A. General principles. B. Practice and procedure. 1. In general. 2. Burden of proof. 3. Evidence. 4. Questions of law or fact. C. Who is an accommodation party. 1. In general. 2. Determining factors. 3. Particular applications. D. Who is not an accommodation party. E. Capacity of accommodation party. 1. In general. 2. Suretyship character of accommodation party. 3. Particular capacity of accommodation party. F. Determination of accommodation status. 1. In general. 2. Determination of accommodation status from paper. 3. Determination of accommodation status from parol evidence. G. Liability of parties inter se. 1. In general. 2. Subrogation of accommodation party. 3. Payment as a condition precedent to subrogation. 4. Equal liability as a condition to subrogation. 5. Accommodation party's right to contribution. 6. Assignment to accommodation party. 7. Indemnification of accommodation party. H. The accommodation party and secured transactions. I. Discharge of accommodation party. J. What does not discharge accommodation party. UCC § 3-416: Contract of guarantor. A. General principles. 1. In general. 2. Waiver and estoppel. B. Applicability. 1. In general. 2. Independent guaranty. C. Practice and procedure. 1. In general. 2. Questions of law or fact. D. Contract of guarantor. 1. In general. 2. Form of guaranty. 3. Content of guaranty. 4. Construction of guaranty. E. Capacity of guarantor. F. Guaranty of payment. G. Guaranty of collection. H. Determination of character of guaranty. I. Defenses of guarantor. J. What is not a defense for a guarantor. K. Subrogation and contribution. Includes table of contents and the 2011 cumulative supplement pocket part.