2023 Hawaii Revised Statutes
Title 27. Uniform Commercial Code
490. Uniform Commercial Code
490:9-105 Control of electronic copy of record evidencing chattel paper.

§490:9-105 Control of electronic copy of record evidencing chattel paper. (a) A purchaser shall be deemed to have control of an authoritative electronic copy of a record evidencing chattel paper if a system employed for evidencing the assignment of interests in the chattel paper reliably establishes the purchaser as the person to which the authoritative electronic copy was assigned.

(b) A system shall be deemed to satisfy subsection (a) if the record evidencing the chattel paper is created, stored, and assigned in a manner that:

(1) A single authoritative copy of the record exists that is unique, identifiable, and, except as otherwise provided in paragraphs (4), (5), and (6), unalterable;

(2) The authoritative copy identifies the purchaser as the assignee of the record;

(3) The authoritative copy is communicated to, and maintained by, the purchaser or its designated custodian;

(4) Copies or amendments that add or change an identified assignee of the authoritative copy can be made only with the consent of the purchaser;

(5) Each copy of the authoritative copy and any copy of a copy is readily identifiable as a copy that is not the authoritative copy; and

(6) Any amendment of the authoritative copy is readily identifiable as authorized or unauthorized.

(c) A system shall be deemed to satisfy subsection (a), and a purchaser shall be deemed to have control of an authoritative electronic copy of a record evidencing chattel paper, if the electronic copy, a record attached to, or logically associated with, the electronic copy, or a system in which the electronic copy is recorded:

(1) Enables the purchaser to readily identify each electronic copy as either an authoritative copy or a nonauthoritative copy;

(2) Enables the purchaser to readily identify itself in any way, including by name, identifying number, cryptographic key, office, or account number, as the assignee of the authoritative electronic copy; and

(3) Gives the purchaser exclusive power, subject to subsection (d), to:

(A) Prevent others from adding or changing an identified assignee of the authoritative electronic copy; and

(B) Transfer control of the authoritative electronic copy.

(d) Subject to subsection (e), a power shall be deemed exclusive under subsection (c)(3), regardless of whether:

(1) The authoritative electronic copy; a record attached to, or logically associated with, the authoritative electronic copy; or a system in which the authoritative electronic copy is recorded, limits the use of the authoritative electronic copy or has a protocol programmed to cause a change, including a transfer or loss of control; or

(2) The power is shared with another person.

(e) A power of a purchaser shall not be deemed to be shared with another person under subsection (d)(2) and the purchaser's power shall not be deemed exclusive if:

(1) The purchaser may exercise the power only if the power is also exercised by the other person; and

(2) The other person:

(A) May exercise the power without exercise of the power by the purchaser; or

(B) Is the transferor to the purchaser of an interest in the chattel paper.

(f) If a purchaser has the powers specified in subsection (c)(3), the powers shall be presumed to be exclusive.

(g) A purchaser shall be deemed to have control of an authoritative electronic copy of a record evidencing chattel paper if another person, other than the transferor to the purchaser of an interest in the chattel paper:

(1) Has control of the authoritative electronic copy and acknowledges that it has control on behalf of the purchaser; or

(2) Obtains control of the authoritative electronic copy after having acknowledged that it will obtain control of the electronic copy on behalf of the purchaser. [L 2000, c 241, pt of §1; am L 2012, c 33, §3; am L 2023, c 132, §37]