Assignment 16

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Secured Transactions
Assignment 16
The Personal Property Filing
Systems
1
The Big Picture
Part One: The Creditor-Debtor Relationship
Creditor
Debtor
2
The Big Picture
Part One: The Creditor-Debtor Relationship
Part Two: The Creditor-Third Party Relationship
Creditor
Creditor
Seller
Debtor
PMSI
Buyer
Tax lien
3
The Big Picture
Part One: The Creditor-Debtor Relationship
Part Two: The Creditor-Third Party Relationship
Chapter 6: Perfection
Creditor
Creditor
Seller
Debtor
PMSI
Buyer
Tax lien
4
The Big Picture
Part One: The Creditor-Debtor Relationship
Part Two: The Creditor-Third Party Relationship
Chapter 6: Perfection
Chapter 7: Maintaining Perfection
Creditor
Creditor
Seller
Debtor
PMSI
Buyer
Tax lien
5
The Big Picture
Part One: The Creditor-Debtor Relationship
Part Two: The Creditor-Third Party Relationship
Chapter 6: Perfection
Chapter 7: Maintaining Perfection
Chapter 8: The Concept of Priority
Creditor
Creditor
Seller
Debtor
PMSI
Buyer
Tax lien
6
The Big Picture
Part One: The Creditor-Debtor Relationship
Part Two: The Creditor-Third Party Relationship
Chapter 6: Perfection
Chapter 7: Maintaining Perfection
Chapter 8: The Concept of Priority
Chapter 9: Particular Priority Contests
Creditor
Creditor
Seller
Debtor
PMSI
Buyer
Tax lien
7
Priority: The Basic Idea
The right to be paid in full in preference to others.
8
Priority: The Basic Idea
The right to be paid in full in preference to others.
Example 1:
2nd
1st
9
Priority: The Basic Idea
The right to be paid in full in preference to others.
Example 1: 1st gets all available value
2nd
1st
10
Priority: The Basic Idea
The right to be paid in full in preference to others.
Example 1: 1st gets all available value
Example 2:
2nd
1st
11
Priority: The Basic Idea
The right to be paid in full in preference to others.
Example 1: 1st gets all available value
Example 2: 1st is paid in full; 2nd gets the
remainder
2nd
1st
12
Priority: The Basic Idea
The right to be paid in full in preference to others.
Example 1: 1st gets all available value
Example 2: 1st is paid in full; 2nd gets the
remainder
Example 3:
2nd
1st
13
Priority: The Basic Idea
The right to be paid in full in preference to others.
Example 1: 1st gets all available value
Example 2: 1st is paid in full; 2nd gets the
remainder
Example 3: 1st and 2nd are paid in full
2nd
1st
14
Priority: Who gets it?
General rule: The first to attach and perfect a security interest
has priority
Perfection: Public notice given by a proper method
Rationale:
- First’s treatment is fair because debtor agreed to it
- Later’s treatment is fair because they knew about first
Rejected rules:
Distribution based on status (wages, taxes, child support,
etc., bankruptcy; government bailout $)
The right to trace value given (Louisiana vendor’s lien;
statutory liens, author’s manuscript)
15
Methods of Perfection
1. Filing
2. Possession
3. Control
4. Automatic perfection
5. Levy
16
Filing system
To
whom
To
whom
To
whom
ititTo
may
whom
may
To
whom
ititTo
may
concern:
whom
may
concern:
To
whom
it
may
concern:
To
whom
I’m
first,
it
may
concern:
To
whom
I’m
first,
it
may
concern:
To
whom
I’m
first,
it
may
Filer
concern:
I’m
first,
itit may
Filer
concern:
I’m
first,
may
Filer
concern:
I’m
first,
Filer
concern:
I’m
first,
Filer
concern:
I’m
first,
Filer
I’m
first,
Filer
I’m
first.
Filer
Filer
-- Filer
For most
collateral, a
Secured Party
can perfect
multiple ways:
Secured
party
Or
Possession
17
Filing system
To
whom
To
whom
To
whom
ititTo
may
whom
may
To
whom
ititTo
may
concern:
whom
may
concern:
To
whom
it
may
concern:
To
whom
I’m
first,
it
may
concern:
To
whom
I’m
first,
it
may
concern:
To
whom
I’m
first,
it
may
Filer
concern:
I’m
first,
itit may
Filer
concern:
I’m
first,
may
Filer
concern:
I’m
first,
Filer
concern:
I’m
first,
Filer
concern:
I’m
first,
Filer
I’m
first,
Filer
I’m
first.
Filer
Filer
-- Filer
For most
collateral, a
Secured Party
can perfect
multiple ways
Secured
party
Or
Possession
And
The searcher
must look for
both.
Searcher
18
UCC Searches
http://countyclerk.oklahomacounty.org/registrar-ofdeeds/rod-search
http://www.azsos.gov/scripts/ucc_search.dll
http://corp.sec.state.ma.us/corp/psearch/default.asp
19
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (proposed)
20
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (proposed)
21
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (proposed)
22
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (proposed)
23
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (proposed)
24
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (proposed)
25
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (international aircraft)
26
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
Patent filing system (Washington)
Trademark filing system (Washington)
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (international aircraft)
27
Designation as loss payee on a policy of insurance
The problem: Thousands of filing systems
Real estate and fixture filing systems in each of 3,000 counties
UCC filing system in each of 50 states
Automobile title filing system in each of 50 states
Mobile home title filing systems in many states
Boat title filing systems in many states
Alcoholic beverage license filing systems in Florida, etc.
For communication
Patent filing system
(Washington)to occur, Filer must file in
the right system and Searcher must search in
Trademark filing system (Washington)
that system
Copyright filing system (Washington)
Ship mortgage filing system (Coast Guard)
Aircraft filing system (Oklahoma City)
Railroad stock filing system
UNCITRAL mobile goods filing system (internationalaircraft)28
Designation as a loss payee on a policy of insurance
Which filing system?
§9-109(a). This article applies to a transaction . . . that creates a
security interest in personal property or fixtures by contract
29
Which filing system?
§9-109(a). This article applies to a transaction . . . that creates a
security interest in personal property or fixtures by contract
§9-310(a). Except as otherwise provided in subsection (b)
(possession, control, automatic perfection) . . . a financing
statement must be filed to perfect all security interests
30
Which filing system?
§9-109(a). This article applies to a transaction . . . that creates a
security interest in personal property or fixtures by contract
§9-310(a). Except as otherwise provided in subsection (b)
(possession, control, automatic perfection) . . . a financing
statement must be filed to perfect all security interests
§9-310(b). A financing statement is not necessary to perfect a
security interest . . . in property subject to a statute,
regulation, or treaty described in §9-311(a)
31
Which filing system?
§9-109(a). This article applies to a transaction . . . that creates a
security interest in personal property or fixtures by contract
§9-310(a). Except as otherwise provided in subsection (b)
(possession, control, automatic perfection) . . . a financing
statement must be filed to perfect all security interests
§9-310(b). A financing statement is not necessary to perfect a
security interest . . . in property subject to a statute,
regulation, or treaty described in §9-311(a)
§9-311(a). [T]he filing of a financing statement is not necessary
or effective to perfect a security interest in property subject to
(1) A statute ... of the United States [that] preempts §9-310(a)
32
Which filing system?
§9-109(a). This article applies to a transaction . . . that creates a
security interest in personal property or fixtures by contract
§9-310(a). Except as otherwise provided in subsection (b)
(possession, control, automatic perfection) . . . a financing
statement must be filed to perfect all security interests
§9-310(b). A financing statement is not necessary to perfect a
security interest . . . in property subject to a statute,
regulation, or treaty described in §9-311(a)
§9-311(a). [T]he filing of a financing statement is not necessary
or effective to perfect a security interest in property subject to
(1) A statute ... of the United States [that] preempts §9-310(a)
(2) [A certificate of title statute of this state]
33
Which filing system?
§9-501(a). [I]f the local law of this State governs perfection
of a security interest . . . the office in which to file a
financing statement . . . is:
(1) the office designated for the filing of a mortgage . . .
if the financing statement is filed as a fixture filing
34
Which filing system?
§9-501(a). [I]f the local law of this State governs perfection
of a security interest . . . the office in which to file a
financing statement . . . is:
(1) the office designated for the filing of a mortgage . . .
if the financing statement is filed as a fixture filing
(2) the office of the Secretary of State in all other cases
...
35
Which filing system?
§9-109(a)
§9-310(a)
36
Which filing system?
§9-109(a)
§9-310(a)
§9-501(a)(1)
Real
property
system
37
Which filing system?
§9-109(a)
§9-310(a)
§9-501(a)(1)
Real
property
system
§9-501(a)(2)
UCC
filing system
38
Which filing system?
§9-109(a)
§9-310(a)
§9-310(b)(3)
§9-311(a)
§9-501(a)(1)
Real
property
system
§9-501(a)(2)
UCC
filing system
39
Which filing system?
§9-109(a)
§9-310(a)
§9-310(b)(3)
Federal
filing systems
§9-311(a)
(1)
§9-501(a)(1)
Real
property
system
§9-501(a)(2)
UCC
filing system
40
Which filing system?
§9-109(a)
§9-310(a)
§9-310(b)(3)
Federal
filing systems
§9-311(a)
(1)
(2)
§9-501(a)(1)
Real
property
system
§9-501(a)(2)
UCC
filing system
State certificate
of title systems
41
Problem 16.1, page 293
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Auto
50
Problem 16.1, page 293
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
Auto
51
Problem 16.1, page 293
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
a.
Where does Felicia stand?
Auto
52
Problem 16.1, page 293
Felicia
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
a.
$36k Bernie
Where does Felicia stand?
Subordinate, not yet perfected.
Auto
53
Problem 16.1, page 293 $30k
Felicia
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
a.
Where does Felicia stand?
Subordinate, not yet perfected.
b.
Can she go ahead with the levy? §9401.
$36k Bernie
Auto
54
Problem 16.1, page 293 $30k
Felicia
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
a.
Where does Felicia stand?
Subordinate, not yet perfected.
b.
Can she go ahead with the levy? §9401. What will happen if she does?
$36k Bernie
55
Problem 16.1, page 293 $30k
Felicia
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
a.
Where does Felicia stand?
Subordinate, not yet perfected.
b.
Can she go ahead with the levy? §9401. What will happen if she does?
$36k Bernie
Bernie has priority. §9-317(a)(2)
56
Problem 16.1, page 293
Leonard owes our client, Felicia, $30k for
alimony and child support. Felicia
has a judgment.
30k
Leonard owes Bernie $36k for money
loaned. Leonard gives Bernie a
perfected security interest.
a.
Where does Felicia stand?
Subordinate, not yet perfected.
b.
Can she go ahead with the levy? §9401. What will happen if she does?
Auto
Bernie has priority. §9-317(a)(2)
d.
Before either has a lien, why should
Leonard get to decide who gets paid?
57
Problem 16.1, page 293
Contract: “The priority of a secured creditor over
other financial creditors can be justified on the
grounds that non-secured creditors grant a loan
knowing that some assets are subject to security
interests or could be subjected to security
interests without their permission. If particular
creditors will not tolerate other creditors having
security interests in the borrower’s assets, they
can refuse to make a loan or make it only if the
borrower agrees not to subject its assets to any
security interests.” Leebron
58
Problem 16.1, page 293
Property: “It seems clear enough that security
interests, under Article 9 and real estate law
alike, are interests in property. The legal
regime for security interests reflects property
law functionally as well as doctrinally. We
believe it follows that the law should honor the
transfer or retention of security interests on
the same normative grounds on which it
respects the alienation of property generally.”
Harris & Mooney
59
Problem 16.3, page 294
$4K
Mark
Cart
sale
Stevie
60
General
Finance
Problem 16.3, page 294
Security
interest
Mark
$4K
Cart
sale
Stevie
GFC
$5K
61
General
Finance
Security
interest
Mark
Problem 16.3, page 294
Is Stevie a BFP?
Cart
sale
Stevie
$4K
GFC
$5K
62
General
Finance
Security
interest
Mark
Problem 16.3, page 294
Is Stevie a BFP?
Can GFC take his cart?
Cart
sale
Stevie
$4K
GFC
$5K
63
General
Finance
Security
interest
Mark
Problem 16.3, page 294
Is Stevie a BFP?
Can GFC take his cart?
Cart
sale
Stevie
$4K
GFC
$5K
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
64
General
Finance
Security
interest
Mark
Problem 16.3, page 294
Is Stevie a BFP?
Can GFC take his cart?
Cart
sale
Stevie
$4K
GFC
$5K
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
65
General
Finance
Security
interest
Mark
Problem 16.3, page 294
Is Stevie a BFP?
Can GFC take his cart?
Cart
sale
Stevie
$4K
GFC
$5K
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
66
General
Finance
Security
interest
Mark
Problem 16.3, page 294
Is Stevie a BFP?
Can GFC take his cart?
Cart
sale
Stevie
$4K
GFC
$5K
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 67
General
Finance
Security
interest
Mark
Problem 16.3, page 294
What do we tell Stevie?
Cart
sale
Stevie
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 68
General
Finance
Security
interest
Mark
Problem 16.3, page 294
What do we tell Stevie?
Is GFC’s conduct “virtually fraudulent?”
Cart
sale
Stevie
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 69
General
Finance
Security
interest
Mark
Problem 16.3, page 294
What do we tell Stevie?
Is GFC’s conduct “virtually fraudulent?”
Cart
sale
Stevie
What is the relevance of
other GFC cases?
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 70
Lehman
Brothers
Problem 16.3, page 294
Security
interest
Predatory
First
Alliance
loans
Home
owners
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 71
Lehman
Brothers
Security
interest
Problem 16.3, page 294
Ninth Circuit, 2006: Lehman Brothers may have
“aided and abetted” the First Alliance fraud.
Predatory
First
Alliance
loans
Home
owners
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 72
General
Finance
Security
interest
Mark
Problem 16.3, page 294
th Circuit, 2006: Le General Finance may have
“aided and abetted” Mark’s fraud.
Cart
sale
Stevie
§9-315(a). A security interest . . . continues in collateral notwithstanding sale unless the secured party authorized the
disposition free of the security interest . . .
§9-201(a). [A] security agreement is effective according to its
terms . . . against purchasers of the collateral . . . .
§1-103(b) Unless displaced by [particular UCC provisions] the
principles of law and equity . . . supplement [UCC] provisions.
§1-304. Every contract or duty within [the UCC] imposes an
obligation of good faith in its performance and enforcement. 73
Which filing system?
Security interests in “personal property or fixtures”
§9-109(a)
§9-310(a)
§9-310(b)(3)
Federal
filing systems
§9-311(a)
(1)
(2)
State certificate
of title systems
§9-501(a)(1)
Real
property
system
§9-501(a)(2)
UCC
filing system
74
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
75
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
If Wolfson sold the patent to Sheepson, and Sheepson
granted a security interest, how would we discover that?
PTO
Issuance
Wolfson Assignment Sheepson
76
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
If Wolfson sold the patent to Sheepson, and Sheepson
granted a security interest, how would we discover that?
PTO
Issuance
Bank2
Bank1
Security
Security
interest
interest
Wolfson Assignment Sheepson
77
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
If Wolfson sold the patent to Sheepson, and Sheepson
granted a security interest, how would we discover that?
Shouldn’t the system Bank2
Bank1
have required all
Security
Security
filings in the PTO?
interest
interest
Issuance Wolfson Assignment Sheepson 78
PTO
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
If Wolfson sold the patent to Sheepson, and Sheepson
granted a security interest, how would we discover that?
c.
Nyl Ikcupol’s royalties?
79
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
If Wolfson sold the patent to Sheepson, and Sheepson
granted a security interest, how would we discover that?
c.
Nyl Ikcupol’s royalties? Accounts? Copyright receivables?
80
Problem 16.4, page 295
a.
Where do we file on Keith Pipes’ tools? §9-109, 9-501(2).
UCC filing system
Where do we search?
b.
Bernie Wolfson’s patent? §9-109(c)(1); 9-311(a)(1)
UCC filing system (Cybernetic)
Where do we search?
If Wolfson sold the patent to Sheepson, and Sheepson
granted a security interest, how would we discover that?
c.
Nyl Ikcupol’s royalties? Accounts? Copyright receivables?
Broadcast Music v. Hirsch, page 290. File in UCC
records. Shouldn’t we take the copyrights as collateral?
81
Problem 16.4, page 295
d.
Where do we file on the Indiana auto dealer’s auto
inventory? § 9-311(a)(2) and (d); 9-501(a)(2)
Secretary of State, UCC
Dealer’s autos not for sale? § 9-311(a)(2)
Secretary of State, Division of Motor Vehicles
Dealer’s accounts from sale of automobiles? §9501(a)(2)
Secretary of State, UCC
Dealer’s trademark? Note 14, page 290
Secretary of State, UCC
82
83
84
85
Aneta Ferguson, The Trademark Filing Trap,
49 Idea 197 (2009)
86
Aneta Ferguson, The Trademark Filing Trap,
49 Idea 197 (2009)
87
Aneta Ferguson, The Trademark Filing Trap,
49 Idea 197 (2009)
88
Aneta Ferguson, The Trademark Filing Trap,
49 Idea 197 (2009)
89
Problem 16.5, page 295
We represent a bank, taking security interests. If first to file
wins, should we search first or file first?
File
Search
Disburse
Search
File
Disburse
90
Problem 16.5, page 295
We represent a bank, taking security interests. If first to file
wins, should we search first or file first? Is this filing a problem?
File
Competing
Filing 2
Search
Disburse
Search
Competing
Filing 2
File
Disburse
91
Problem 16.5, page 295
We represent a bank, taking security interests. If first to file
wins, should we search first or file first? Is this filing a problem?
File
Competing
Filing 2
Search
Disburse
Search
Competing
Filing 2
File
Disburse
92
Problem 16.5, page 295
We represent a bank, taking security interests. If first to file
wins, should we search first or file first? Is this filing a problem?
Competing
Filing 1
File
Competing
Filing 2
Search CompetingDisburse
Filing 3
Answer:
1. File first.
2. Search through the date of filing.
3. If the search results show the filing to be first, disburse.
93
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