Code of Alabama

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7-8-302
Section 7-8-302 Rights of purchaser. (a) Except as otherwise provided in subsections (b) and
(c), a purchaser of a certificated or uncertificated security acquires all rights in the security
that the transferor had or had power to transfer. (b) A purchaser of a limited interest acquires
rights only to the extent of the interest purchased. (c) A purchaser of a certificated security
who as a previous holder had notice of an adverse claim does not improve its position by taking
from a protected purchaser. (Acts 1996, No. 96-742, p. 1241, §1; Act 2001-481, p. 647, §2.)...

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7-9A-203
Section 7-9A-203 Attachment and enforceability of security interest; proceeds; supporting obligations;
formal requisites. (a) Attachment. A security interest attaches to collateral when it becomes
enforceable against the debtor with respect to the collateral, unless an agreement expressly
postpones the time of attachment. (b) Enforceability. Except as otherwise provided in subsections
(c) through (i), a security interest is enforceable against the debtor and third parties with
respect to the collateral only if: (1) value has been given; (2) the debtor has rights in
the collateral or the power to transfer rights in the collateral to a secured party; and (3)
one of the following conditions is met: (A) the debtor has authenticated a security agreement
that provides a description of the collateral and, if the security interest covers timber
to be cut, a description of the land concerned; (B) the collateral is not a certificated security
and is in the possession of the secured party under...
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7-8-102
Section 7-8-102 Definitions. (a) In this article: (1) "Adverse claim" means a claim
that a claimant has a property interest in a financial asset and that it is a violation of
the rights of the claimant for another person to hold, transfer, or deal with the financial
asset. (2) "Bearer form," as applied to a certificated security, means a form in
which the security is payable to the bearer of the security certificate according to its terms
but not by reason of an indorsement. (3) "Broker" means a person defined as a broker
or dealer under the federal securities laws, but without excluding a bank acting in that capacity.
(4) "Certificated security" means a security that is represented by a certificate.
(5) "Clearing corporation" means: (i) a person that is registered as a "clearing
agency" under the federal securities laws; (ii) a federal reserve bank; or (iii) any
other person that provides clearance or settlement services with respect to financial assets
that would require it to...
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7-8-108
Section 7-8-108 Warranties in direct holding. (a) A person who transfers a certificated security
to a purchaser for value warrants to the purchaser, and an indorser, if the transfer is by
indorsement, warrants to any subsequent purchaser, that: (1) the certificate is genuine and
has not been materially altered; (2) the transferor or indorser does not know of any fact
that might impair the validity of the security; (3) there is no adverse claim to the security;
(4) the transfer does not violate any restriction on transfer; (5) if the transfer is by indorsement,
the indorsement is made by an appropriate person, or if the indorsement is by an agent, the
agent has actual authority to act on behalf of the appropriate person; and (6) the transfer
is otherwise effective and rightful. (b) A person who originates an instruction for registration
of transfer of an uncertificated security to a purchaser for value warrants to the purchaser
that: (1) the instruction is made by an appropriate person,...
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7-9A-102
Section 7-9A-102 Definitions and index of definitions. (a) Article 9A definitions. In this
article: (1) "Accession" means goods that are physically united with other goods
in such a manner that the identity of the original goods is not lost. (2) "Account,"
except as used in "account for," means a right to payment of a monetary obligation,
whether or not earned by performance, (i) for property that has been or is to be sold, leased,
licensed, assigned, or otherwise disposed of, (ii) for services rendered or to be rendered,
(iii) for a policy of insurance issued or to be issued, (iv) for a secondary obligation incurred
or to be incurred, (v) for energy provided or to be provided, (vi) for the use or hire of
a vessel under a charter or other contract, (vii) arising out of the use of a credit or charge
card or information contained on or for use with the card, or (viii) as winnings in a lottery
or other game of chance operated or sponsored by a State, governmental unit of a State, or...

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7-8-303
Section 7-8-303 Protected purchaser. (a) "Protected purchaser" means a purchaser
of a certificated or uncertificated security, or of an interest therein, who: (1) gives value;
(2) does not have notice of any adverse claim to the security; and (3) obtains control of
the certificated or uncertificated security. (b) In addition to acquiring the rights of a
purchaser, a protected purchaser also acquires its interest in the security free of any adverse
claim. (Acts 1996, No. 96-742, p. 1241, §1.)...
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7-8-110
Section 7-8-110 Applicability; choice of law. (a) The local law of the issuer's jurisdiction,
as specified in subsection (d), governs: (1) the validity of a security; (2) the rights and
duties of the issuer with respect to registration of transfer; (3) the effectiveness of registration
of transfer by the issuer; (4) whether the issuer owes any duties to an adverse claimant to
a security; and (5) whether an adverse claim can be asserted against a person to whom transfer
of a certificated or uncertificated security is registered or a person who obtains control
of an uncertificated security. (b) The local law of the securities intermediary's jurisdiction,
as specified in subsection (e), governs: (1) acquisition of a security entitlement from the
securities intermediary; (2) the rights and duties of the securities intermediary and entitlement
holder arising out of a security entitlement; (3) whether the securities intermediary owes
any duties to an adverse claimant to a security...
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7-9A-314
Section 7-9A-314 Perfection by control. (a) Perfection by control. A security interest in investment
property, deposit accounts, letter-of-credit rights, electronic chattel paper, or electronic
documents may be perfected by control of the collateral under Section 7-7-106, 7-9A-104, 7-9A-105,
7-9A-106, or 7-9A-107. (b) Specified collateral: Time of perfection by control; continuation
of perfection. A security interest in deposit accounts, electronic chattel paper, letter-of-credit
rights, or electronic documents is perfected by control under Section 7-7-106, 7-9A-104, 7-9A-105,
or 7-9A-107 when the secured party obtains control and remains perfected by control only while
the secured party retains control. (c) Investment property: Time of perfection by control;
continuation of perfection. A security interest in investment property is perfected by control
under Section 7-9A-106 from the time the secured party obtains control and remains perfected
by control until: (1) the secured party...
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7-8-210
Section 7-8-210 Overissue. (a) In this section, "overissue" means the issue of securities
in excess of the amount the issuer has corporate power to issue, but an overissue does not
occur if appropriate action has cured the overissue. (b) Except as otherwise provided in subsections
(c) and (d), the provisions of this article which validate a security or compel its issue
or reissue do not apply to the extent that validation, issue, or reissue would result in overissue.
(c) If an identical security not constituting an overissue is reasonably available for purchase,
a person entitled to issue or validation may compel the issuer to purchase the security and
deliver it if certificated or register its transfer if uncertificated, against surrender of
any security certificate the person holds. (d) If a security is not reasonably available for
purchase, a person entitled to issue or validation may recover from the issuer the price the
person or the last purchaser for value paid for it with...
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7-9A-323
Section 7-9A-323 Future advances. (a) When priority based on time of advance. Except as otherwise
provided in subsection (c), for purposes of determining the priority of a perfected security
interest under Section 7-9A-322(a)(1), perfection of the security interest dates from the
time an advance is made to the extent that the security interest secures an advance that:
(1) is made while the security interest is perfected only: (A) under Section 7-9A-309 when
it attaches; or (B) temporarily under Section 7-9A-312(e), (f), or (g); and (2) is not made
pursuant to a commitment entered into before or while the security interest is perfected by
a method other than under Section 7-9A-309 or 7-9A-312(e), (f), or (g). (b) Lien creditor.
Except as otherwise provided in subsection (c), a security interest is subordinate to the
rights of a person that becomes a lien creditor to the extent that the security interest secures
an advance made more than 45 days after the person becomes a lien creditor...
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