The Glannon Guide to Secured Transactions: Learning Secured Transactions Through Multiple-Choice Questions and Analysis, Second Edition (Glannon Guides)

The proven**Glannon Guide**is a user-friendly study aid to use throughout the semester as a great supplement to (or substitute for) classroom lecture. Topics are broken down into manageable pieces and are explained in a conversational tone. Chapters are interspersed with hypotheticals like those posed in the classroom that include analysis of answers to ensure thorough understanding. Additionally, "The Closer" questions pose sophisticated hypotheticals at the end of each chapter to present cumulative review of earlier topics. More like classroom experiences, the**Glannon Guide**provides you with straightforward explanations of complex legal concepts, often in a humorous style that makes the material stick. The user-friendly**Glannon Guide**is your proven partner throughout the semester when you need a supplement to (or substitute for) classroom lecture.The material is broken into small, manageable pieces to help you master concepts.Multiple-choice questions are interspersed throughout each chapter (not lumped at the end) to mirror the flow of a classroom lecture.Correct and incorrect answers are carefully explained; you learn__why__they do or do not work.You can rely on authority; the series was created by Joseph W. Glannon?Harvard-educated, best-selling author of, among other legal texts,**Examples & Explanations; Civil Procedure**, now in its sixth edition."The Closer" poses a sophisticated problem question at the end of each chapter to test your comprehension.A final "Closing Closer" provides you practice opportunity as well as a cumulative review of all the concepts from earlier chapters. You can check your understanding each step of the way.More like classroom experiences, these Guides provide straightforward explanations of complex legal concepts, often in a humorous style that makes the material stick. Front Matter 2 Editorial Advisors 3 Title Page 5 Copyright Page 6 About Wolters Kluwer Legal & Regulatory U.S. 7 Dedication 8 Contents 9 Acknowledgments 15 Chapter 1: A Very Short Introduction 16 A. Introduction to Secured Transactions 16 B. Answering Multiple-Choice Questions 17 C. How to Use This Book 19 Chapter 2: Working with the Uniform Commercial Code 21 A. Introduction 21 1. It Is Not Uniform 22 2. It Is Not Commercial 24 3. It Is Not a Code 25 B. Working with the Code 27 C. Closer 27 Burnham’s Picks 28 Chapter 3: What Is a Security Interest? 29 A. What Is a Secured Transaction? 29 B. Is It Better to Be a Secured Creditor Than an Unsecured Creditor? 34 C. Does a Transaction Create a Security Interest? 34 D. Closers 35 Burnham’s Picks 37 Chapter 4: Overview of Secured Transactions 38 A. A Secured Transactions Roadmap 38 B. Classification of Collateral 40 1. Introduction 40 2. Goods 42 3. Intangible Property 43 4. Quasi-Tangible Property 45 5. Fixtures 47 C. Consumer Transactions 47 D. Purchase Money Security Interests 48 E. Closers 50 Burnham’s Picks 50 Chapter 5: The Scope of Article 9 52 A. Introduction 52 B. § 9-109(a) “Except as otherwise provided in subsections (c) and (d)” 52 C. § 9-109(a)(1) “a transaction, regardless of its form, that creates a security interest in personal property or fixtures by contract” 53 D. § 9-109(a)(2) “an agricultural lien” 57 E. § 9-109(a)(3) “a sale of accounts, chattel paper, payment intangibles, or promissory notes” 59 F. § 9-109(a)(4) “a consignment” 60 G. Closers 63 Burnham’s Picks 64 Chapter 6: Creation of a Security Interest 65 A. Introduction 65 B. Sample Agreements 69 C. Is There a Security Agreement Authenticated by the Debtor? 71 D. Does the Security Agreement Contain a Description of the Collateral? 73 E. Closers 77 Burnham’s Picks 78 Chapter 7: The Security Interest as a “Floating Lien” 79 A. The “Floating Lien” 79 1. Sale or Exchange 79 2. Proceeds 80 3. After-Acquired Property 80 4. Future Advances 80 B. Sale or Exchange 81 1. The General Rule 81 2. First Exception: “When the Secured Party Authorized the Disposition” 81 3. Second Exception: “Except as Otherwise Provided in This Article” 83 C. Proceeds 84 D. After-Acquired Property 86 E. Prohibitions Against Security Interests in Certain Property 88 F. Future Advances 90 G. Closers 92 Burnham’s Picks 93 Chapter 8: Secured Party v. Debtor 94 A. Introduction 94 B. What Is Default? 97 C. Repossession of the Collateral 99 D. Closer 101 Burnham’s Picks 102 Chapter 9: Disposition of the Collateral After Repossession 103 A. Care of the Collateral 103 B. Redemption 104 C. Retention 106 D. Resale 109 E. Collection of Intangibles 113 F. Closers 115 Burnham’s Picks 117 Chapter 10: Sale and Deficiency 118 A. The Sale 118 B. Remedies of the Debtor 121 C. Closers 124 Burnham’s Picks 125 Chapter 11: Secondary Obligors 126 A. Introduction 126 B. Notice to Secondary Obligors 129 C. Contract Law Issues 131 D. Closers 132 Burnham’s Picks 134 Chapter 12: Perfection by Filing — the Initial Financing Statement 136 A. Introduction 136 B. Who Can File a Financing Statement? 139 C. Contents of the Financing Statement 140 1. Introduction 140 2. The Debtor’s Name: § 9-502(a)(1) 145 3. Cutting the Filer Some Slack: § 9-506 149 4. Identification of the Collateral: § 9-502(a)(3) 150 D. Where Is It Filed? 152 1. Choice of Law 152 2. In What State Is the Debtor Located? 153 3. Where Is It Filed in That State? 157 E. When Is It Filed? 158 F. Closers 159 Burnham’s Picks 160 Chapter 13: Amendments to the Initial Filing 162 A. Introduction 162 B. Termination 162 C. Continuation 165 D. Other Amendments 166 1. Change of Debtor’s Location 166 2. Change of Debtor’s Name 168 3. Transfer of Collateral 171 4. Transfer to a “New Debtor” 171 5. Change in the Characterization of the Collateral 173 6. Exchange of Collateral for Proceeds with a Different Characterization 174 E. Closers 176 Burnham’s Picks 178 Chapter 14: Exceptions to Perfection by Filing 179 A. Introduction 179 B. Possession 180 C. Control 183 1. Control of Investment Property: § 9-106 183 2. Control of Deposit Accounts: § 9-104 184 3. Control of Electronic Chattel Paper and Electronic Documents: §§ 9-105 and 7-106 185 D. Other Filing Systems 186 1. Federal Filing 186 2. State Certificate of Title Laws 187 E. Automatic Perfection 189 F. Closers 191 Burnham’s Picks 192 Chapter 15: Secured Party v. Buyer 194 A. Introduction 194 B. Unperfected Security Interests 195 C. Perfected Security Interests 197 1. Introduction 197 2. Section 9-320(a) 199 3. Section 9-320(b) 201 4. The Farm Products Exception to § 9-320(a) 203 D. Closers 206 Burnham’s Picks 207 Chapter 16: Secured Party v. Secured Party 208 A. The General Rules of Priority: § 9-322 208 1. Introduction 208 2. Methods of Perfection 209 3. Priority 210 B. The Rules of Priority Between Parties Who Perfected by Filing 212 1. Unperfected Security Interests: § 9-322(a)(3) 212 2. Perfected Security Interests: §§ 9-322(a)(1) and (a)(2) 212 3. The Last Clause of § 9-322(a)(1): “if there is no period thereafter when there is neither filing nor perfection” 214 4. Future Advances: § 9-322(a)(1) 215 5. Proceeds: § 9-322(b) 217 C. The Relationship Between Priority and Default 218 D. The Superpriority Exceptions to § 9-322 219 1. Collateral Other Than Inventory or Livestock: § 9-324(a) 220 2. Inventory: § 9-324(b) 222 E. The “Double Debtor” Problem: § 9-325 224 1. Sale of the Collateral 224 2. Transfer to a “New Debtor” 225 F. Closers 227 Burnham’s Picks 228 Chapter 17: Secured Party v. Other Creditors 230 A. Introduction 230 B. An Unsecured Creditor: §§ 9-201 and 9-317(a)(2) 230 1. Secured Party v. Lien Creditor 230 2. Secured Party Making a Future Advance v. Lien Creditor 234 C. A Creditor with a Lien Arising by Operation of Law: § 9-333 236 D. A Creditor with an Agricultural Lien 238 E. Federal Tax Liens 240 F. Closers 242 Burnham’s Picks 243 Chapter 18: Secured Party v. Party with an Interest in Fixtures, Accessions, or Commingled Goods 245 A. The Definition of Fixtures 245 B. Priorities in Fixtures 247 1. Consent 248 2. First in Time 249 3. PMSI 250 C. Remedies 251 D. Accessions 253 E. Commingled Goods 255 F. Closers 256 Burnham’s Picks 257 Chapter 19: The Impact of Bankruptcy on Security Interests 259 A. Introduction 259 B. Delayed Recovery by a Secured Party or Alteration in a Debtor’s Payment Obligations 262 C. Loss of Payments the Secured Party Received Prior to Bankruptcy 266 1. Voidable Preferences: The General Rule 266 2. Exception: Payments Made in the Ordinary Course of Business 269 D. Invalidation of the Article 9 Security Interest 270 1. The Strong Arm Clause: § 544(a) 270 2. Loss of Security Interest Transferred Prior to Bankruptcy 273 3. Loss of Security Interest If Not Timely Filed: § 547(E) 274 4. Exception to the Voidable Preference Rule: Replacement of Inventory and Accounts 276 E. Closer 277 Burnham’s Picks 278 Chapter 20: Closing Closers: Some Practice Questions 280 Burnham’s Picks 295 Table of Statutes 308 Index 324 The proven Glannon Guide is a user-friendly study aid to use throughout the semester as a great supplement to (or substitute for) classroom lecture. Topics are broken down into manageable pieces and are explained in a conversational tone. Chapters are interspersed with hypotheticals like those posed in the classroom that include analysis of answers to ensure thorough understanding. Additionally, "The Closer" questions pose sophisticated hypotheticals at the end of each chapter to present cumulative review of earlier topics. More like classroom experiences, the Glannon Guide provides you with straightforward explanations of complex legal concepts, often in a humorous style that makes the material stick. The user-friendly Glannon Guide is your proven partner throughout the semester when you need a supplement to (or substitute for) classroom lecture. The material is broken into small, manageable pieces to help you master concepts. Multiple-choice questions are interspersed throughout each chapter (not lumped at the end) to mirror the flow of a classroom lecture. Correct and incorrect answers are carefully explained; you learn why they do or do not work. You can rely on authority; the series was created by Joseph W. Glannon?Harvard-educated, best-selling author of, among other legal texts, Examples & Explanations; Civil Procedure , now in its sixth edition. "The Closer" poses a sophisticated problem question at the end of each chapter to test your comprehension. A final "Closing Closer" provides you practice opportunity as well as a cumulative review of all the concepts from earlier chapters. You can check your understanding each step of the way. More like classroom experiences, these Guides provide straightforward explanations of complex legal concepts, often in a humorous style that makes the material stick. A concise, clear, effective review of Secured Transactions topics organized around the theme of multiple-choice questions. The basic format follows the same structure established by the first title in the series, Joseph Glannon's The Glannon Guide to Civil Procedure. The book includes brief explanatory text about the topic under discussion, followed by one or two multiple-choice questions. After each question, the author explains how the correct choice was chosen. Thus the student reviews course content and also learns how to analyze exam questions. New to the Second