Missouri Revised Statutes
Chapter 400
Uniform Commercial Code
←400.2A-102
Section 400.2A-103.1
400.2A-104→
August 28, 2015
Definitions and index of definitions.
400.2A-103. (1) In this article unless the context otherwise
requires:
(a) "Buyer in ordinary course of business" means a person who in good
faith and without knowledge that the sale to him or her is in violation of
the ownership rights or security interest or leasehold interest of a third
party in the goods buys in ordinary course from a person in the business of
selling goods of that kind but does not include a pawnbroker. "Buying" may
be for cash or by exchange of other property or on secured or unsecured
credit and includes receiving goods or documents of title under a
preexisting contract for sale but does not include a transfer in bulk or as
security for or in total or partial satisfaction of a money debt.
(b) "Cancellation" occurs when either party puts an end to the lease
contract for default by the other party.
(c) "Commercial unit" means such a unit of goods as by commercial
usage is a single whole for purposes of lease and division of which
materially impairs its character or value on the market or in use. A
commercial unit may be a single article, as a machine, or a set of
articles, as a suite of furniture or a line of machinery, or a quantity, as
a gross or carload, or any other unit treated in use or in the relevant
market as a single whole.
(d) "Conforming" goods or performance under a lease contract means
goods or performance that are in accordance with the obligations under the
lease contract.
(e) "Consumer lease" means a lease that a lessor regularly engaged in
the business of leasing or selling makes to a lessee who is an individual
and who takes under the lease primarily for a personal, family, or
household purpose, if the total payments to be made under the lease
contract, excluding payments for option to renew or buy, do not exceed
fifty thousand dollars.
(f) "Fault" means wrongful act, omission, breach, or default.
(g) "Finance lease" means a lease with respect to which:
(i) the lessor does not select, manufacture, or supply the goods;
(ii) the lessor acquires the goods or the right to possession and use
of the goods in connection with the lease; and
(iii) one of the following occurs:
(A) the lessee receives a copy of the contract by which the lessor
acquired the goods or the right to possession and use of the goods before
signing the lease contract;
(B) the lessee's approval of the contract by which the lessor
acquired the goods or the right to possession and use of the goods is a
condition to effectiveness of the lease contract;
(C) the lessor (aa) informs the lessee in writing of the identity of
the supplier, unless the lessee has selected the supplier and directed the
lessor to purchase the goods from the supplier, (bb) informs the lessee in
writing that the lessee may have rights under the contract evidencing the
lessor's purchase of the goods, and (cc) advised the lessee in writing to
contact the supplier for a description of any such rights, or
(D) the lease contract discloses all warranties and other rights
provided to the lessee by the lessor and supplier in connection with the
lease contract and informs the lessee that there are no warranties or other
rights provided to the lessee by the lessor and supplier other than those
disclosed in the lease contract.
(h) "Goods" means all things that are movable at the time of
identification to the lease contract, or are fixtures as defined in Section
400.2A-309, but the term does not include money, documents, instruments,
accounts, chattel paper, general intangibles, or minerals or the like,
including oil and gas, before extraction. The term also includes the
unborn young of animals.
(i) "Installment lease contract" means a lease contract that
authorizes or requires the delivery of goods in separate lots to be
separately accepted, even though the lease contract contains a clause "each
delivery is a separate lease" or its equivalent.
(j) "Lease" means a transfer of the right to possession and use of
goods for a term in return for consideration, but a sale, including a sale
on approval or a sale or return, or retention or creation of a security
interest is not a lease. Unless the context clearly indicates otherwise,
the term includes a sublease.
(k) "Lease agreement" means the bargain, with respect to the lease,
of the lessor and the lessee in fact as found in their language or by
implication from other circumstances including course of dealing or usage
of trade or course of performance as provided in this Article. Unless the
context clearly indicates otherwise, the term includes a sublease
agreement.
(l) "Lease contract" means the total legal obligation that results
from the lease agreement as affected by this Article and any other
applicable rules of law. Unless the context clearly indicates otherwise,
the term includes a sublease contract.
(m) "Leasehold interest" means the interest of the lessor or the
lessee under a lease contract.
(n) "Lessee" means a person who acquires the right to possession and
use of goods under a lease. Unless the context clearly indicates
otherwise, the term includes a sublessee.
(o) "Lessee in ordinary course of business" means a person who in
good faith and without knowledge that the lease to him or her is in
violation of the ownership rights or security interest or leasehold
interest of a third party in the goods leases in ordinary course from a
person in the business of selling or leasing goods of that kind but does
not include a pawnbroker. "Leasing" may be for cash or by exchange of
other property or on secured or unsecured credit and includes receiving
goods or documents of title under a preexisting lease contract but does not
include a transfer in bulk or as security for or in total or partial
satisfaction of a money debt.
(p) "Lessor" means a person who transfers the right to possession and
use of goods under a lease. Unless the context clearly indicates
otherwise, the term includes a sublessor.
(q) "Lessor's residual interest" means the lessor's interest in the
goods after expiration, termination, or cancellation of the lease contract.
(r) "Lien" means a charge against or interest in goods to secure
payment of a debt or performance of an obligation, but the term does not
include a security interest.
(s) "Lot" means a parcel or a single article that is the subject
matter of a separate lease or delivery, whether or not it is sufficient to
perform the lease contract.
(t) "Merchant lessee" means a lessee that is a merchant with respect
to goods of the kind subject to the lease.
(u) "Present value" means the amount as of a date certain of one or
more sums payable in the future, discounted to the date certain. The
discount is determined by the interest rate specified by the parties if the
rate was not manifestly unreasonable at the time the transaction was
entered into; otherwise, the discount is determined by a commercially
reasonable rate that takes into account the facts and circumstances of each
case at the time the transaction was entered into.
(v) "Purchase" includes taking by sale, lease, mortgage, security
interest, pledge, gift, or any other voluntary transaction creating an
interest in goods.
(w) "Sublease" means a lease of goods the right to possession and use
of which was acquired by the lessor as a lessee under an existing lease.
(x) "Supplier" means a person from whom a lessor buys or leases goods
to be leased under a finance lease.
(y) "Supply contract" means a contract under which a lessor buys or
leases goods to be leased.
(z) "Termination" occurs when either party pursuant to a power
created by agreement or law puts an end to the lease contract otherwise
than for default.
(2) Other definitions applying to this article and the sections in
which they appear are:
"Accessions". Section 400.2A-310(1).
"Construction mortgage". Section 400.2A-309(1)(d).
"Encumbrance". Section 400.2A-309(1)(e).
"Fixtures". Section 400.2A-309(1)(a).
"Fixture filing". Section 400.2A-309(1)(b).
"Purchase money lease". Section 400.2A-309(1)(c).
(3) The following definitions in other articles apply to this
article:
"Account". Section 400.9-102(a)(2).
"Between merchants". Section 400.2-104(3).
"Buyer". Section 400.2-103(1)(a).
"Chattel paper". Section 400.9-102(a)(10).
"Consumer goods". Section 400.9-102(a)(22).
"Document". Section 400.9-102(a)(29).
"Entrusting". Section 400.2-403(3).
"General intangible". Section 400.9-102(a)(41).
"Good faith". Section 400.2-103(1)(b).
"Instrument". Section 400.9-102(a)(46).
"Merchant". Section 400.2-104(1).
"Mortgage". Section 400.9-102(a)(54).
"Pursuant to commitment". Section 400.9-102(a)(68).
"Receipt". Section 400.2-103(1)(c).
"Sale". Section 400.2-106(1).
"Sale on approval". Section 400.2-326.
"Sale or return". Section 400.2-326.
"Seller". Section 400.2-103(1)(d).
(4) In addition article 1 contains general definitions and principles
of construction and interpretation applicable throughout this article.
(L. 1992 S.B. 448, A.L. 2001 S.B. 288, A.L. 2013 H.B. 212, A.L. 2014
H.B. 1376)
2013
2001
1992
2013
400.2A-103. (1) In this article unless the context otherwise
requires:
(a) "Buyer in ordinary course of business" means a person who in good
faith and without knowledge that the sale to him or her is in violation of
the ownership rights or security interest or leasehold interest of a third
party in the goods buys in ordinary course from a person in the business of
selling goods of that kind but does not include a pawnbroker. "Buying" may
be for cash or by exchange of other property or on secured or unsecured
credit and includes receiving goods or documents of title under a
preexisting contract for sale but does not include a transfer in bulk or as
security for or in total or partial satisfaction of a money debt.
(b) "Cancellation" occurs when either party puts an end to the lease
contract for default by the other party.
(c) "Commercial unit" means such a unit of goods as by commercial
usage is a single whole for purposes of lease and division of which
materially impairs its character or value on the market or in use. A
commercial unit may be a single article, as a machine, or a set of
articles, as a suite of furniture or a line of machinery, or a quantity, as
a gross or carload, or any other unit treated in use or in the relevant
market as a single whole.
(d) "Conforming" goods or performance under a lease contract means
goods or performance that are in accordance with the obligations under the
lease contract.
(e) "Consumer lease" means a lease that a lessor regularly engaged in
the business of leasing or selling makes to a lessee who is an individual
and who takes under the lease primarily for a personal, family, or
household purpose, if the total payments to be made under the lease
contract, excluding payments for option to renew or buy, do not exceed
fifty thousand dollars.
(f) "Fault" means wrongful act, omission, breach, or default.
(g) "Finance lease" means a lease with respect to which:
(i) the lessor does not select, manufacture, or supply the goods;
(ii) the lessor acquires the goods or the right to possession and use
of the goods in connection with the lease; and
(iii) one of the following occurs:
(A) the lessee receives a copy of the contract by which the lessor
acquired the goods or the right to possession and use of the goods before
signing the lease contract;
(B) the lessee's approval of the contract by which the lessor
acquired the goods or the right to possession and use of the goods is a
condition to effectiveness of the lease contract;
(C) the lessor (aa) informs the lessee in writing of the identity of
the supplier, unless the lessee has selected the supplier and directed the
lessor to purchase the goods from the supplier, (bb) informs the lessee in
writing that the lessee may have rights under the contract evidencing the
lessor's purchase of the goods, and (cc) advised the lessee in writing to
contact the supplier for a description of any such rights, or
(D) the lease contract discloses all warranties and other rights
provided to the lessee by the lessor and supplier in connection with the
lease contract and informs the lessee that there are no warranties or other
rights provided to the lessee by the lessor and supplier other than those
disclosed in the lease contract.
(h) "Goods" means all things that are movable at the time of
identification to the lease contract, or are fixtures as defined in Section
400.2A-309, but the term does not include money, documents, instruments,
accounts, chattel paper, general intangibles, or minerals or the like,
including oil and gas, before extraction. The term also includes the
unborn young of animals.
(i) "Installment lease contract" means a lease contract that
authorizes or requires the delivery of goods in separate lots to be
separately accepted, even though the lease contract contains a clause "each
delivery is a separate lease" or its equivalent.
(j) "Lease" means a transfer of the right to possession and use of
goods for a term in return for consideration, but a sale, including a sale
on approval or a sale or return, or retention or creation of a security
interest is not a lease. Unless the context clearly indicates otherwise,
the term includes a sublease.
(k) "Lease agreement" means the bargain, with respect to the lease,
of the lessor and the lessee in fact as found in their language or by
implication from other circumstances including course of dealing or usage
of trade or course of performance as provided in this Article. Unless the
context clearly indicates otherwise, the term includes a sublease
agreement.
(l) "Lease contract" means the total legal obligation that results
from the lease agreement as affected by this Article and any other
applicable rules of law. Unless the context clearly indicates otherwise,
the term includes a sublease contract.
(m) "Leasehold interest" means the interest of the lessor or the
lessee under a lease contract.
(n) "Lessee" means a person who acquires the right to possession and
use of goods under a lease. Unless the context clearly indicates
otherwise, the term includes a sublessee.
(o) "Lessee in ordinary course of business" means a person who in
good faith and without knowledge that the lease to him or her is in
violation of the ownership rights or security interest or leasehold
interest of a third party in the goods leases in ordinary course from a
person in the business of selling or leasing goods of that kind but does
not include a pawnbroker. "Leasing" may be for cash or by exchange of
other property or on secured or unsecured credit and includes receiving
goods or documents of title under a preexisting lease contract but does not
include a transfer in bulk or as security for or in total or partial
satisfaction of a money debt.
(p) "Lessor" means a person who transfers the right to possession and
use of goods under a lease. Unless the context clearly indicates
otherwise, the term includes a sublessor.
(q) "Lessor's residual interest" means the lessor's interest in the
goods after expiration, termination, or cancellation of the lease contract.
(r) "Lien" means a charge against or interest in goods to secure
payment of a debt or performance of an obligation, but the term does not
include a security interest.
(s) "Lot" means a parcel or a single article that is the subject
matter of a separate lease or delivery, whether or not it is sufficient to
perform the lease contract.
(t) "Merchant lessee" means a lessee that is a merchant with respect
to goods of the kind subject to the lease.
(u) "Present value" means the amount as of a date certain of one or
more sums payable in the future, discounted to the date certain. The
discount is determined by the interest rate specified by the parties if the
rate was not manifestly unreasonable at the time the transaction was
entered into; otherwise, the discount is determined by a commercially
reasonable rate that takes into account the facts and circumstances of each
case at the time the transaction was entered into.
(v) "Purchase" includes taking by sale, lease, mortgage, security
interest, pledge, gift, or any other voluntary transaction creating an
interest in goods.
(w) "Sublease" means a lease of goods the right to possession and use
of which was acquired by the lessor as a lessee under an existing lease.
(x) "Supplier" means a person from whom a lessor buys or leases goods
to be leased under a finance lease.
(y) "Supply contract" means a contract under which a lessor buys or
leases goods to be leased.
(z) "Termination" occurs when either party pursuant to a power
created by agreement or law puts an end to the lease contract otherwise
than for default.
(2) Other definitions applying to this article and the sections in
which they appear are:
"Accessions". Section 400.2A-310(1).
"Construction mortgage". Section 400.2A-309(1)(d).
"Encumbrance". Section 400.2A-309(1)(e).
"Fixtures". Section 400.2A-309(1)(a).
"Fixture filing". Section 400.2A-309(1)(b).
"Purchase money lease". Section 400.2A-309(1)(c).
(3) The following definitions in other articles apply to this
article:
"Account". Section 400.9-102(a)(2).
"Between merchants". Section 400.2-104(3).
"Buyer". Section 400.2-103(1)(a).
"Chattel paper". Section 400.9-102(a)(10).
"Consumer goods". Section 400.9-102(a)(22).
"Document". Section 400.9-102(a)(29).
"Entrusting". Section 400.2-403(3).
"General intangible". Section 400.9-102(a)(41).
"Good faith". Section 400.2-103(1)(b).
"Instrument". Section 400.9-102(a)(46).
"Merchant". Section 400.2-104(1).
"Mortgage". Section 400.9-102(a)(54).
"Pursuant to commitment". Section 400.9-102(a)(67).
"Receipt". Section 400.2-103(1)(c).
"Sale". Section 400.2-106(1).
"Sale on approval". Section 400.2-326.
"Sale or return". Section 400.2-326.
"Seller". Section 400.2-103(1)(d).
(4) In addition article 1 contains general definitions and principles
of construction and interpretation applicable throughout this article.
2001
400.2A-103. (1) In this Article unless the context otherwise requires:
(a) "Buyer in ordinary course of business" means a person who in good
faith and without knowledge that the sale to him or her is in violation of
the ownership rights or security interest or leasehold interest of a third
party in the goods buys in ordinary course from a person in the business of
selling goods of that kind but does not include a pawnbroker. "Buying" may
be for cash or by exchange of other property or on secured or unsecured
credit and includes receiving goods or documents of title under a preexisting
contract for sale but does not include a transfer in bulk or as security for
or in total or partial satisfaction of a money debt.
(b) "Cancellation" occurs when either party puts an end to the lease
contract for default by the other party.
(c) "Commercial unit" means such a unit of goods as by commercial usage
is a single whole for purposes of lease and division of which materially
impairs its character or value on the market or in use. A commercial unit
may be a single article, as a machine, or a set of articles, as a suite of
furniture or a line of machinery, or a quantity, as a gross or carload, or
any other unit treated in use or in the relevant market as a single whole.
(d) "Conforming" goods or performance under a lease contract means goods
or performance that are in accordance with the obligations under the lease
contract.
(e) "Consumer lease" means a lease that a lessor regularly engaged in
the business of leasing or selling makes to a lessee who is an individual and
who takes under the lease primarily for a personal, family, or household
purpose, if the total payments to be made under the lease contract, excluding
payments for option to renew or buy, do not exceed fifty thousand dollars.
(f) "Fault" means wrongful act, omission, breach, or default.
(g) "Finance lease" means a lease with respect to which:
(i) the lessor does not select, manufacture, or supply the goods;
(ii) the lessor acquires the goods or the right to possession and use of
the goods in connection with the lease; and
(iii) one of the following occurs:
(A) the lessee receives a copy of the contract by which the lessor
acquired the goods or the right to possession and use of the goods before
signing the lease contract;
(B) the lessee's approval of the contract by which the lessor acquired
the goods or the right to possession and use of the goods is a condition to
effectiveness of the lease contract;
(C) the lessor (aa) informs the lessee in writing of the identity of the
supplier, unless the lessee has selected the supplier and directed the lessor
to purchase the goods from the supplier, (bb) informs the lessee in writing
that the lessee may have rights under the contract evidencing the lessor's
purchase of the goods, and (cc) advised the lessee in writing to contact the
supplier for a description of any such rights, or
(D) the lease contract discloses all warranties and other rights
provided to the lessee by the lessor and supplier in connection with the
lease contract and informs the lessee that there are no warranties or other
rights provided to the lessee by the lessor and supplier other than those
disclosed in the lease contract.
(h) "Goods" means all things that are movable at the time of
identification to the lease contract, or are fixtures as defined in Section
400.2A-309, but the term does not include money, documents, instruments,
accounts, chattel paper, general intangibles, or minerals or the like,
including oil and gas, before extraction. The term also includes the unborn
young of animals.
(i) "Installment lease contract" means a lease contract that authorizes
or requires the delivery of goods in separate lots to be separately accepted,
even though the lease contract contains a clause "each delivery is a separate
lease" or its equivalent.
(j) "Lease" means a transfer of the right to possession and use of goods
for a term in return for consideration, but a sale, including a sale on
approval or a sale or return, or retention or creation of a security interest
is not a lease. Unless the context clearly indicates otherwise, the term
includes a sublease.
(k) "Lease agreement" means the bargain, with respect to the lease, of
the lessor and the lessee in fact as found in their language or by
implication from other circumstances including course of dealing or usage of
trade or course of performance as provided in this Article. Unless the
context clearly indicates otherwise, the term includes a sublease agreement.
(l) "Lease contract" means the total legal obligation that results from
the lease agreement as affected by this Article and any other applicable
rules of law. Unless the context clearly indicates otherwise, the term
includes a sublease contract.
(m) "Leasehold interest" means the interest of the lessor or the lessee
under a lease contract.
(n) "Lessee" means a person who acquires the right to possession and use
of goods under a lease. Unless the context clearly indicates otherwise, the
term includes a sublessee.
(o) "Lessee in ordinary course of business" means a person who in good
faith and without knowledge that the lease to him or her is in violation of
the ownership rights or security interest or leasehold interest of a third
party in the goods leases in ordinary course from a person in the business of
selling or leasing goods of that kind but does not include a pawnbroker.
"Leasing" may be for cash or by exchange of other property or on secured or
unsecured credit and includes receiving goods or documents of title under a
preexisting lease contract but does not include a transfer in bulk or as
security for or in total or partial satisfaction of a money debt.
(p) "Lessor" means a person who transfers the right to possession and
use of goods under a lease. Unless the context clearly indicates otherwise,
the term includes a sublessor.
(q) "Lessor's residual interest" means the lessor's interest in the
goods after expiration, termination, or cancellation of the lease contract.
(r) "Lien" means a charge against or interest in goods to secure payment
of a debt or performance of an obligation, but the term does not include a
security interest.
(s) "Lot" means a parcel or a single article that is the subject matter
of a separate lease or delivery, whether or not it is sufficient to perform
the lease contract.
(t) "Merchant lessee" means a lessee that is a merchant with respect to
goods of the kind subject to the lease.
(u) "Present value" means the amount as of a date certain of one or more
sums payable in the future, discounted to the date certain. The discount is
determined by the interest rate specified by the parties if the rate was not
manifestly unreasonable at the time the transaction was entered into;
otherwise, the discount is determined by a commercially reasonable rate that
takes into account the facts and circumstances of each case at the time the
transaction was entered into.
(v) "Purchase" includes taking by sale, lease, mortgage, security
interest, pledge, gift, or any other voluntary transaction creating an
interest in goods.
(w) "Sublease" means a lease of goods the right to possession and use of
which was acquired by the lessor as a lessee under an existing lease.
(x) "Supplier" means a person from whom a lessor buys or leases goods to
be leased under a finance lease.
(y) "Supply contract" means a contract under which a lessor buys or
leases goods to be leased.
(z) "Termination" occurs when either party pursuant to a power created
by agreement or law puts an end to the lease contract otherwise than for
default.
(2) Other definitions applying to this Article and the sections in which
they appear are:
"Accessions". Section 400.2A-310(1).
"Construction mortgage". Section 400.2A-309(1)(d).
"Encumbrance". Section 400.2A-309(1)(e).
"Fixtures". Section 400.2A-309(1)(a).
"Fixture filing". Section 400.2A-309(1)(b).
"Purchase money lease". Section 400.2A-309(1)(c).
(3) The following definitions in other articles apply to this Article:
"Account". Section 400.9-102(a)(2).
"Between merchants". Section 400.2-104(3).
"Buyer". Section 400.2-103(1)(a).
"Chattel paper". Section 400.9-102(a)(10).
"Consumer goods". Section 400.9-102(a)(22).
"Document". Section 400.9-102(a)(29).
"Entrusting". Section 400.2-403(3).
"General intangible". Section 400.9-102(a)(41).
"Good faith". Section 400.2-103(1)(b).
"Instrument". Section 400.9-102(a)(46).
"Merchant". Section 400.2-104(1).
"Mortgage". Section 400.9-102(a)(54).
"Pursuant to commitment". Section 400.9-102(a)(68).
"Receipt". Section 400.2-103(1)(c).
"Sale". Section 400.2-106(1).
"Sale on approval". Section 400.2-326.
"Sale or return". Section 400.2-326.
"Seller". Section 400.2-103(1)(d).
(4) In addition Article 1 contains general definitions and principles of
construction and interpretation applicable throughout this Article.
1992
400.2A-103. (1) In this Article unless the context
otherwise requires:
(a) "Buyer in ordinary course of business" means a person
who in good faith and without knowledge that the sale to him is
in violation of the ownership rights or security interest or
leasehold interest of a third party in the goods buys in ordinary
course from a person in the business of selling goods of that
kind but does not include a pawnbroker. "Buying" may be for cash
or by exchange of other property or on secured or unsecured
credit and includes receiving goods or documents of title under a
pre-existing contract for sale but does not include a transfer in
bulk or as security for or in total or partial satisfaction of a
money debt.
(b) "Cancellation" occurs when either party puts an end to
the lease contract for default by the other party.
(c) "Commercial unit" means such a unit of goods as by
commercial usage is a single whole for purposes of lease and
division of which materially impairs its character or value on
the market or in use. A commercial unit may be a single article,
as a machine, or a set of articles, as a suite of furniture or a
line of machinery, or a quantity, as a gross or carload, or any
other unit treated in use or in the relevant market as a single
whole.
(d) "Conforming" goods or performance under a lease
contract means goods or performance that are in accordance with
the obligations under the lease contract.
(e) "Consumer lease" means a lease that a lessor regularly
engaged in the business of leasing or selling makes to a lessee
who is an individual and who takes under the lease primarily for
a personal, family, or household purpose, if the total payments
to be made under the lease contract, excluding payments for
option to renew or buy, do not exceed fifty thousand dollars.
(f) "Fault" means wrongful act, omission, breach, or
default.
(g) "Finance lease" means a lease with respect to which:
(i) the lessor does not select, manufacture, or supply the
goods;
(ii) the lessor acquires the goods or the right to
possession and use of the goods in connection with the lease; and
(iii) one of the following occurs:
(A) the lessee receives a copy of the contract by which the
lessor acquired the goods or the right to possession and use of
the goods before signing the lease contract;
(B) the lessee's approval of the contract by which the
lessor acquired the goods or the right to possession and use of
the goods is a condition to effectiveness of the lease contract;
(C) the lessor (aa) informs the lessee in writing of the
identity of the supplier, unless the lessee has selected the
supplier and directed the lessor to purchase the goods from the
supplier, (bb) informs the lessee in writing that the lessee may
have rights under the contract evidencing the lessor's purchase
of the goods, and (cc) advised the lessee in writing to contact
the supplier for a description of any such rights, or
(D) the lease contract discloses all warranties and other
rights provided to the lessee by the lessor and supplier in
connection with the lease contract and informs the lessee that
there are no warranties or other rights provided to the lessee by
the lessor and supplier other than those disclosed in the lease
contract.
(h) "Goods" means all things that are movable at the time
of identification to the lease contract, or are fixtures (Section
400.2A-309), but the term does not include money, documents,
instruments, accounts, chattel paper, general intangibles, or
minerals or the like, including oil and gas, before extraction.
The term also includes the unborn young of animals.
(i) "Installment lease contract" means a lease contract
that authorizes or requires the delivery of goods in separate
lots to be separately accepted, even though the lease contract
contains a clause "each delivery is a separate lease" or its
equivalent.
(j) "Lease" means a transfer of the right to possession and
use of goods for a term in return for consideration, but a sale,
including a sale on approval or a sale or return, or retention or
creation of a security interest is not a lease. Unless the
context clearly indicates otherwise, the term includes a
sublease.
(k) "Lease agreement" means the bargain, with respect to
the lease, of the lessor and the lessee in fact as found in their
language or by implication from other circumstances including
course of dealing or usage of trade or course of performance as
provided in this Article. Unless the context clearly indicates
otherwise, the term includes a sublease agreement.
(l) "Lease contract" means the total legal obligation that
results from the lease agreement as affected by this Article and
any other applicable rules of law. Unless the context clearly
indicates otherwise, the term includes a sublease contract.
(m) "Leasehold interest" means the interest of the lessor
or the lessee under a lease contract.
(n) "Lessee" means a person who acquires the right to
possession and use of goods under a lease. Unless the context
clearly indicates otherwise, the term includes a sublessee.
(o) "Lessee in ordinary course of business" means a person
who in good faith and without knowledge that the lease to him is
in violation of the ownership rights or security interest or
leasehold interest of a third party in the goods leases in
ordinary course from a person in the business of selling or
leasing goods of that kind but does not include a pawnbroker.
"Leasing" may be for cash or by exchange of other property or on
secured or unsecured credit and includes receiving goods or
documents of title under a pre-existing lease contract but does
not include a transfer in bulk or as security for or in total or
partial satisfaction of a money debt.
(p) "Lessor" means a person who transfers the right to
possession and use of goods under a lease. Unless the context
clearly indicates otherwise, the term includes a sublessor.
(q) "Lessor's residual interest" means the lessor's
interest in the goods after expiration, termination, or
cancellation of the lease contract.
(r) "Lien" means a charge against or interest in goods to
secure payment of a debt or performance of an obligation, but the
term does not include a security interest.
(s) "Lot" means a parcel or a single article that is the
subject matter of a separate lease or delivery, whether or not it
is sufficient to perform the lease contract.
(t) "Merchant lessee" means a lessee that is a merchant
with respect to goods of the kind subject to the lease.
(u) "Present value" means the amount as of a date certain
of one or more sums payable in the future, discounted to the date
certain. The discount is determined by the interest rate
specified by the parties if the rate was not manifestly
unreasonable at the time the transaction was entered into;
otherwise, the discount is determined by a commercially
reasonable rate that takes into account the facts and
circumstances of each case at the time the transaction was
entered into.
(v) "Purchase" includes taking by sale, lease, mortgage,
security interest, pledge, gift, or any other voluntary
transaction creating an interest in goods.
(w) "Sublease" means a lease of goods the right to
possession and use of which was acquired by the lessor as a
lessee under an existing lease.
(x) "Supplier" means a person from whom a lessor buys or
leases goods to be leased under a finance lease.
(y) "Supply contract" means a contract under which a lessor
buys or leases goods to be leased.
(z) "Termination" occurs when either party pursuant to a
power created by agreement or law puts an end to the lease
contract otherwise than for default.
(2) Other definitions applying to this Article and the
sections in which they appear are:
"Accessions". Section 400.2A-310(1).
"Construction mortgage". Section 400.2A-309(1)(d).
"Encumbrance". Section 400.2A-309(1)(e).
"Fixtures". Section 400.2A-309(1)(a).
"Fixture filing". Section 400.2A-309(1)(b).
"Purchase money lease". Section 400.2A-309(1)(c).
(3) The following definitions in other articles apply to
this Article:
"Account". Section 400.9-106.
"Between merchants". Section 400.2-104(3).
"Buyer". Section 400.2-103(1)(a).
"Chattel paper". Section 400.9-105(1)(b).
"Consumer goods". Section 400.9-109(1).
"Document". Section 400.9-105(1)(f).
"Entrusting". Section 400.2-403(3).
"General intangibles". Section 400.9-106.
"Good faith". Section 400.2-103(1)(b).
"Instrument". Section 400.9-105(1)(i).
"Merchant". Section 400.2-104(1).
"Mortgage". Section 400.9-105(1)(j).
"Pursuant to commitment". Section 400.9-105(1)(k).
"Receipt". Section 400.2-103(1)(c).
"Sale". Section 400.2-106(1).
"Sale on approval". Section 400.2-326.
"Sale or return". Section 400.2-326.
"Seller". Section 400.2-103(1)(d).
(4) In addition Article 1 contains general definitions and
principles of construction and interpretation applicable
throughout this Article.
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