Priority as Between Unperfected Security Interests and Third Parties Sample Clauses

Priority as Between Unperfected Security Interests and Third Parties. The unperfected security interest is one where the interest has attached, but the act of the creditor to perfect has not taken place, i.e., 44 Id., at ¶¶16-35. 45 See, UCC §9-322(a)(1). filing, possession or control. As stated previously, the unperfected security interest is subordinate to the perfected one. See, UCC §9- 317(a)(1) and (2). Lien Creditors also have special rules of priority over unperfected security interests. A Lien Creditor is defined by Article 9 as a creditor that has acquired a lien by judicial act (a levy or execution), an assignee for the benefit of creditors, or a bankruptcy trustee as of the date of filing the bankruptcy or a receiver from the time of appointment. A Lien Creditor’s interest is superior to the interest of a secured creditor’s, until such time as the secured creditor’s interests become perfected. However, if the security interest has been granted by an authenticated agreement, though no value has been given or the debtor has no rights in the collateral – in other words the security interest has not attached – but there has been a filing of a Financing Statement, the rights of the secured creditor remain superior to that of the Lien Creditor. See, UCC §9- 317(a)(2)(B). Buyers of tangible Chattel Paper, documents, goods, Instruments or a security certificate take free of an unperfected security interest so long as the buyer gives value and receives delivery of the collateral without knowledge of the security interest. Lessees of goods also take free of an unperfected security interest under the same circumstances. Licensees of general intangibles as well as buyers of accounts, Electronic Chattel Paper, General Intangibles or Investment Property (other than certificated securities) also take free of an unperfected security interest so long as they give value without knowledge of the security interest. For this class of buyers and Licensees of goods, taking delivery without notice is not a requirement. See, UCC §9- 317(b)-(d). An exception to the unperfected security interest rules are rules governing the Purchase Money Security Interest (hereinafter, the “PMSI”). A PMSI holder is granted a twenty (20) day window in which to perfect and still take priority over an intervening buyer, Lessee, or Lien Creditor whose interest arises between the time the PMSI attaches and the time of filing. Of course, if the PMSI creditor fails to perfect in the twenty (20) days, it will lose its priority status. See, UCC §9-317(e).
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Related to Priority as Between Unperfected Security Interests and Third Parties

  • Credit Union Lien and Security Interest To the extent you owe the Credit Union money as a borrower, guarantor, indorser or otherwise, the Credit Union has a lien on any or all of the funds in any account in which you have an ownership interest at the Credit Union, regardless of the source of the funds. The Credit Union may apply these funds in any order to pay off your indebtedness without further notice to you. If the Credit Union chooses not to enforce its lien, the Credit Union does not waive its right to enforce the lien at a later time. In addition, you grant the Credit Union a consensual security interest in your accounts and agree the Credit Union may use the funds from your accounts to pay any debt or amount owed the Credit Union, except obligations secured by your dwelling, unless prohibited by applicable law. All accounts are nonassignable and nontransferable to third parties.

  • Adverse Claims Borrower will promptly advise Lender in writing of any litigation, Liens or claims affecting the Mortgaged Property and of all complaints and charges made by any Governmental Authority that may delay or adversely affect the Repairs or Capital Replacements.

  • Third Party Interests The other parties to this Agreement hereby represents to the Trustee that any account to be opened by, or interest to be held by, the Trustee in connection with this Agreement, for or to the credit of such party, either (i) is not intended to be used by or on behalf of any third party; or (ii) is intended to be used by or on behalf of a third party, in which case such party hereto agrees to complete and execute forthwith a declaration in the Trustee’s prescribed form as to the particulars of such third party.

  • Security Interests No party to this Escrow Agreement shall grant a security interest in any monies or other property deposited with the Escrow Agent under this Escrow Agreement, or otherwise create a lien, encumbrance or other claim against such monies or borrow against the same.

  • ENCUMBRANCES AND LIENS The Contractor shall not cause or permit any lien, attachment or other encumbrance by any person to be placed on file or to remain on file in any public office or on file with UNDP against any monies due to the Contractor or that may become due for any work done or against any goods supplied or materials furnished under the Contract, or by reason of any other claim or demand against the Contractor or UNDP.

  • Composition and Priority The Contractor agrees to provide commodities or contractual services to the Customer as specified in the Contract. Additionally, the terms of the Contract supersede the terms of all prior agreements between the Parties on this subject matter.

  • Security Interest This Agreement creates a valid and continuing security interest (as defined in the UCC) in the Receivables in favor of the Issuer, which security interest is prior to all other Liens, and is enforceable as such against creditors of and purchasers from the Seller.

  • LIENS, CLAIMS AND ENCUMBRANCES The Contractor warrants and represents that all materials, equipment or services delivered herein are free and clear of all liens, claims, or encumbrances of any kind.

  • Priority Lien Status The County’s right to receive FILOT payments hereunder shall have a first priority lien status pursuant to Sections 12-44-90(E) and (F) of the FILOT Act and Chapters 4, 49, 51, 53, and 54 of Title 12 of the Code.

  • Liens and Encumbrances The Company shall not directly or indirectly make, create, incur, assume or permit to exist any assignment, transfer, pledge, mortgage, security interest or other lien or encumbrance of any nature in, to or against any part of the Pledged Property or of the Company's capital stock, or offer or agree to do so, or own or acquire or agree to acquire any asset or property of any character subject to any of the foregoing encumbrances (including any conditional sale contract or other title retention agreement), or assign, pledge or in any way transfer or encumber its right to receive any income or other distribution or proceeds from any part of the Pledged Property or the Company's capital stock; or enter into any sale-leaseback financing respecting any part of the Pledged Property as lessee, or cause or assist the inception or continuation of any of the foregoing.

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