2005 Illinois 810 ILCS 5/ Uniform Commercial Code. Part 4 - Title, Creditors And Good Faith Purchasers
(810 ILCS 5/Art. 2 Pt. 4 heading)
PART 4.
TITLE, CREDITORS AND GOOD FAITH PURCHASERS
(810 ILCS 5/2‑401) (from Ch. 26, par. 2‑401)
Sec. 2‑401.
Passing of title; reservation for security; limited application of this
section.
Each provision of this Article with regard to the rights, obligations
and remedies of the seller, the buyer, purchasers or other third parties
applies irrespective of title to the goods except where the provision
refers to such title. Insofar as situations are not covered by the other
provisions of this Article and matters concerning title become material the
following rules apply:
(1) Title to goods cannot pass under a contract for sale prior to their
identification to the contract (Section 2‑‑501), and unless otherwise
explicitly agreed the buyer acquires by their identification a special
property as limited by this Act. Any retention or reservation by the seller
of the title (property) in goods shipped or delivered to the buyer is
limited in effect to a reservation of a security interest. Subject to these
provisions and to the provisions of the Article on Secured Transactions
(Article 9), title to goods passes from the seller to the buyer in any
manner and on any conditions explicitly agreed on by the parties.
(2) Unless otherwise explicitly agreed title passes to the buyer at the
time and place at which the seller completes his performance with reference
to the physical delivery of the goods, despite any reservation of a
security interest and even though a document of title is to be delivered at
a different time or place; and in particular and despite any reservation of
a security interest by the bill of lading
(a) if the contract requires or authorizes the seller to send the
goods to the buyer but does not require him to deliver them at destination,
title passes to the buyer at the time and place of shipment; and
(b) if the contract requires delivery at destination, title passes on
tender there.
(3) Unless otherwise explicitly agreed where delivery is to be made
without moving the goods,
(a) if the seller is to deliver a document of title, title passes at
the time when and the place where he delivers such documents; or
(b) if the goods are at the time of contracting already identified
and no documents are to be delivered, title passes at the time and place of
contracting.
(4) A rejection or other refusal by the buyer to receive or retain the
goods, whether or not justified, or a justified revocation of acceptance
revests title to the goods in the seller. Such revesting occurs by
operation of law and is not a "sale".
(Source: Laws 1961, p. 2101.)
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(810 ILCS 5/2‑402) (from Ch. 26, par. 2‑402)
Sec. 2‑402.
Rights of seller's creditors against sold goods.
(1) Except as provided in subsections (2) and (3), rights of unsecured
creditors of the seller with respect to goods which have been identified to
a contract for sale are subject to the buyer's rights to recover the goods
under this Article (Sections 2‑‑502 and 2‑‑716).
(2) A creditor of the seller may treat a sale or an identification of
goods to a contract for sale as void if as against him a retention of
possession by the seller is fraudulent under any rule of law of the state
where the goods are situated, except that retention of possession in good
faith and current course of trade by a merchant‑seller for a commercially
reasonable time after a sale or identification is not fraudulent.
(3) Nothing in this Article shall be deemed to impair the rights of
creditors of the seller
(a) under the provisions of the Article on Secured Transactions
(Article 9); or
(b) where identification to the contract or delivery is made not in
current course of trade but in satisfaction of or as security for a
pre‑existing claim for money, security or the like and is made under
circumstances which under any rule of law of the state where the goods are
situated would apart from this Article constitute the transaction a
fraudulent transfer or voidable preference.
(Source: Laws 1961, p. 2101.)
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(810 ILCS 5/2‑403) (from Ch. 26, par. 2‑403)
Sec. 2‑403.
Power to transfer; good faith purchase of goods;
"entrusting".
(1) A purchaser of goods acquires all title which his transferor had
or had power to transfer except that a purchaser of a limited interest
acquires rights only to the extent of the interest purchased. A person
with voidable title has power to transfer a good title to a good faith
purchaser for value. When goods have been delivered under a transaction
of purchase the purchaser has such power even though
(a) the transferor was deceived as to the identity |
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(b) the delivery was in exchange for a check which
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(c) it was agreed that the transaction was to be a
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(d) the delivery was procured through fraud
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punishable as larcenous under the criminal law.
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(2) Any entrusting of possession of goods to a merchant who deals in
goods of that kind gives him power to transfer all rights of the
entruster to a buyer in ordinary course of business.
(3) "Entrusting" includes any delivery and any acquiescence in
retention of possession regardless of any condition expressed between
the parties to the delivery or acquiescence and regardless of whether
the procurement of the entrusting or the possessor's disposition of the
goods have been such as to be larcenous under the criminal law.
(4) The rights of other purchasers of goods and of lien creditors
are governed by the Articles on Secured Transactions (Article 9) and Documents
of Title (Article 7).
(Source: P.A. 87‑308.)
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