加载中…美国统一商法典（中英文第9-210至9-317款）
(2014-10-31 06:44:05)
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美国统一商法典 |
分类： 法规公约条约诉讼仲裁公证 |
§ 9-210. REQUEST FOR ACCOUNTING; REQUEST REGARDING LIST OF COLLATERAL OR STATEMENT OF ACCOUNT.
应收账款申请单;关于担保物清单或应收账款申明书的请求.
（a） [Definitions.] [定义
（1） "Request" means a record of a type described in paragraph （2）, （3）, or （4）.
（2） "Request for an accounting" means a record authenticated by a debtor requesting that the recipient provide an accounting of the unpaid obligations secured by collateral and reasonably identifying the transaction or relationship that is the subject of the request.
（3） "Request regarding a list of collateral" means a record authenticated by a debtor requesting that the recipient approve or correct a list of what the debtor believes to be the collateral securing an obligation and reasonably identifying the transaction or relationship that is the subject of the request.
(1) “申请单”指(2)、(3)或(4)段规定的类型的档案。
（4） "Request regarding a statement of account" means a record authenticated by a debtor requesting that the recipient approve or correct a statement indicating what the debtor believes to be the aggregate amount of unpaid obligations secured by collateral as of a specified date and reasonably identifying the transaction or relationship that is the subject of the request.
（b） [Duty to respond to requests.]
Subject to subsections （c）, （d）, （e）, and （f）, a secured party, other than a buyer of accounts, chattel paper, payment intangibles, or promissory notes or a consignor, shall comply with a request within 14 days after receipt:
（1） in the case of a request for an accounting, by authenticating and sending to the debtor an accounting; and
（2） in the case of a request regarding a list of collateral or a request regarding a statement of account, by authenticating and sending to the debtor an approval or correction.
(4) “关于应收账款申明书的请求”指经债务人验证的档案，请求接收人批准或修正指示债务人相信是担保物所担保的未付债务特定日期的总金额的申明书，并合理地确定作为申请的对象的交易或联系。
（c） [Request regarding list of collateral; statement concerning type of collateral.]
A secured party that claims a security interest in all of a particular type of collateral owned by the debtor may comply with a request regarding a list of collateral by sending to the debtor an authenticated record including a statement to that effect within 14 days after receipt.
（d） [Request regarding list of collateral; no interest claimed.]
A person that receives a request regarding a list of collateral, claims no interest in the collateral when it receives the request, and claimed an interest in the collateral at an earlier time shall comply with the request within 14 days after receipt by sending to the debtor an authenticated record:
（1） disclaiming any interest in the collateral; and
（2） if known to the recipient, providing the name and mailing address of any assignee of or sessor to the recipient's security interest in the collateral.
(c) [关于担保物清单的申请;关于担保物类型的申请
（e） [Request for accounting or regarding statement of account; no interest in obligation claimed.]
A person that receives a request for an accounting or a request regarding a statement of account, claims no interest in the obligations when it receives the request, and claimed an interest in the obligations at an earlier time shall comply with the request within 14 days after receipt by sending to the debtor an authenticated record:
（1） disclaiming any interest in the obligations; and
（2） if known to the recipient, providing the name and mailing address of any assignee of or s统一商法典essor to the recipient's interest in the obligations.
（f） [Charges for responses.]
A debtor is entitled without charge to one response to a request under this section during any six-month period. The secured party may require payment of a charge not exceeding $25 for each additional response.
(e) [应收账款或关于应收账款申明书的申请; 债务中没有主张的权益
Part 3. Perfection and Priority [Table of Contents] 完善和优先权
[Subpart 1. Law Governing Perfection and Priority] [Table of Contents]
第1节.调整完善和优先权的法律
§ 9-301. LAW GOVERNING PERFECTION AND PRIORITY OF SECURITY INTERESTS. 调整完善和担保权益的优先性的法律.
Except as otherwise provided in Sections 9-303 through 9-306, the following rules determine the law governing perfection, the effect of perfection or nonperfection, and the priority of a security interest in collateral:
（1） Except as otherwise provided in this section, while a debtor is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in collateral.
（2） While collateral is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a possessory security interest in that collateral.
除非§9-303到9-306另有规定，下列规则决定调整完善、完善或不完善的效果和担保物上的担保权益的优先性法律：
(1) 除非本条另有规定，当债务人位于某一管辖地时，该管辖地当地的法律调整担保物的完善、完善或不完善的效果和担保物中的担保权益的优先性。
(2) 当担保物位于某一管辖地时，该管辖地当地的法律调整担保物的完善、完善或不完善的效果和担保物中的所有者担保权益的优先性。
（3） Except as otherwise provided in paragraph （4）, while tangible negotiable documents, goods, instruments, money, or tangible chattel paper is located in a jurisdiction, the local law of that jurisdiction governs:
（A） perfection of a security interest in the goods by filing a fixture filing;
（B） perfection of a security interest in timber to be cut; and
（C） the effect of perfection or nonperfection and the priority of a nonpossessory security interest in the collateral.
（4） The local law of the jurisdiction in which the wellhead or minehead is located governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in as-extracted collateral.
(a) 通过固定设备登记，货物中的担保权益的完善；
(b) 在将被砍伐的木材中的担保权益的完善；及
(c) 完善或不完善的效果和担保物中的非所有者担保权益的优先性。
(4) 水源或矿源所处管辖地的当地法律调整萃取后的担保物的完善、完善或不完善的效果和萃取后的担保物中的担保权益的优先性。
§ 9-302. LAW GOVERNING PERFECTION AND PRIORITY OF AGRICULTURAL LIENS.
调整完善和农业担保权的优先权的法律.
While farm products are located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of an agricultural lien on the farm products.
当农产品位于某一管辖地时，该管辖地当地的法律调整农产品上的农业留置权的完善、完善或不完善的效果和农产品上的农业留置权的优先性。
调整在产权证书所包含的货物中的担保权益的完善和优先权的法律.
（a） [Applicability of section.]
This section applies to goods covered by a certificate of title, even if there is no other relationship between the jurisdiction under whose certificate of title the goods are covered and the goods or the debtor.
（b） [When goods covered by certificate of title.]
Goods become covered by a certificate of title when a valid application for the certificate of title and the applicable fee are delivered to the appropriate authority. Goods cease to be covered by a certificate of title at the earlier of the time the certificate of title ceases to be effective under the law of the issuing jurisdiction or the time the goods become covered subsequently by a certificate of title issued by another jurisdiction.
（c） [Applicable law.]
The local law of the jurisdiction under whose certificate of title the goods are covered governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in goods covered by a certificate of title from the time the goods become covered by the certificate of title until the goods cease to be covered by the certificate of title.
(a) [本条的适用
§ 9-304. LAW GOVERNING PERFECTION AND PRIORITY OF SECURITY INTERESTS IN DEPOSIT ACCOUNTS.
调整在储蓄帐户中的担保权益的完善和优先性的法律.
（a） [Law of bank's jurisdiction governs.]
The local law of a bank's jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a deposit account maintained with that bank.
（b） [Bank's jurisdiction.]
The following rules determine a bank's jurisdiction for purposes of this part:
（1） If an agreement between the bank and the debtor governing the deposit account expressly provides that a particular jurisdiction is the bank's jurisdiction for purposes of this part, this article, or [the Uniform Commercial Code], that jurisdiction is the bank's jurisdiction.
（2） If paragraph （1） does not apply and an agreement between the bank and its customer governing the deposit account expressly provides that the agreement is governed by the law of a particular jurisdiction, that jurisdiction is the bank's jurisdiction.
（3） If neither paragraph （1） nor paragraph （2） applies and an agreement between the bank and its customer governing the deposit account expressly provides that the deposit account is maintained at an office in a particular jurisdiction, that jurisdiction is the bank's jurisdiction.
（4） If none of the preceding paragraphs applies, the bank's jurisdiction is the jurisdiction in which the office identified in an account statement as the office serving the customer's account is located.
（5） If none of the preceding paragraphs applies, the bank's jurisdiction is the jurisdiction in which the chief executive office of the bank is located.
(a) [银行管辖地的法律调整
§ 9-305. LAW GOVERNING PERFECTION AND PRIORITY OF SECURITY INTERESTS IN INVESTMENT PROPERTY.
调整投资财产中的担保权益的完善和优先性的法律.
（a） [Governing law: general rules.]
Except as otherwise provided in subsection （c）, the following rules apply:
（1） While a security certificate is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in the certificated security represented thereby.
（2） The local law of the issuer's jurisdiction as specified in Section 8-110（d） governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in an uncertificated security.
（3） The local law of the securities intermediary's jurisdiction as specified in Section 8-110（e） governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a security entitlement or securities account.
（4） The local law of the commodity intermediary's jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a commodity contract or commodity account.
(a) [法律调整: 一般规则
（b） [Commodity intermediary's jurisdiction.]
The following rules determine a commodity intermediary's jurisdiction for purposes of this part:
（1） If an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that a particular jurisdiction is the commodity intermediary's jurisdiction for purposes of this part, this article, or [the Uniform Commercial Code], that jurisdiction is the commodity intermediary's jurisdiction.
（2） If paragraph （1） does not apply and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the agreement is governed by the law of a particular jurisdiction, that jurisdiction is the commodity intermediary's jurisdiction.
(b) [商品中介的管辖地
（3） If neither paragraph （1） nor paragraph （2） applies and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the commodity account is maintained at an office in a particular jurisdiction, that jurisdiction is the commodity intermediary's jurisdiction.
（4） If none of the preceding paragraphs applies, the commodity intermediary's jurisdiction is the jurisdiction in which the office identified in an account statement as the office serving the commodity customer's account is located.
（5） If none of the preceding paragraphs applies, the commodity intermediary's jurisdiction is the jurisdiction in which the chief executive office of the commodity intermediary is located.
(3)若(1)或(2)段均不适用，并且，调整期货帐户的在商品中介和日用品消费者之间的协议明确规定，该期货帐户在一个特定的管辖地的办事处保存，该管辖地是该商品中介的管辖地。
（c） [When perfection governed by law of jurisdiction where debtor located.]
The local law of the jurisdiction in which the debtor is located governs:
（1） perfection of a security interest in investment property by filing;
（2） automatic perfection of a security interest in investment property created by a broker or securities intermediary; and
（3） automatic perfection of a security interest in a commodity contract or commodity account created bya commodity intermediary.
(c) [何时债务人所处管辖地的法律调整的完善
§ 9-306. LAW GOVERNING PERFECTION AND PRIORITY OF SECURITY INTERESTS IN LETTER-OF-CREDIT RIGHTS.
调整信用证权利中的担保权益的完善和优先性的法律.
（a） [Governing law: issuers or nominated person's jurisdiction.]
Subject to subsection （c）, the local law of the issuer's jurisdiction or a nominated person's jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a letter-of-credit right if the issuer's jurisdiction or nominated person's jurisdiction is a State.
（b） [Issuer's or nominated person's jurisdiction.]
For purposes of this part, an issuer's jurisdiction or nominated person's jurisdiction is the jurisdiction whose law governs the liability of the issuer or nominated person with respect to the letter-of-credit right as provided in Section 5-116.
（c） [When section not applicable.]
This section does not apply to a security interest that is perfected only under Section 9-308（d）.
(a) [法律调整: 发行人的或指定的人的管辖地
§ 9-307. LOCATION OF DEBTOR. 债务人的场所.
（a） ["Place of business."]
In this section, "place of business" means a place where a debtor conducts its affairs.
（b） [Debtor's location: general rules.]
Except as otherwise provided in this section, the following rules determine a debtor's location:
（1） A debtor who is an individual is located at the individual's principal residence.
（2） A debtor that is an organization and has only one place of business is located at its place of business.
（3） A debtor that is an organization and has more than one place of business is located at its chief executive office.
(a) ["营业地
（c） [Limitation of applicability of subsection （b）.]
Subsection （b） applies only if a debtor's residence, place of business, or chief executive office, as applicable, is located in a jurisdiction whose law generally requires information concerning the existence of a nonpossessory security interest to be made generally available in a filing, recording, or registration system as a condition or result of the security interest's obtaining priority over the rights of a lien creditor with respect to the collateral. If subsection （b） does not apply, the debtor is located in the District of Columbia.
（d） [Continuation of location: cessation of existence, etc.]
A person that ceases to exist, have a residence, or have a place of business continues to be located in the jurisdiction specified by subsections （b） and （c）.
（e） [Location of registered organization organized under State law.]
(c) [(b)款的适用范围
A registered organization that is organized under the law of a State is located in that State.
（f） [Location of registered organization organized under federal law; bank branches and agencies.]
Except as otherwise provided in subsection （i）, a registered organization that is organized under the law of the United States and a branch or agency of a bank that is not organized under the law of the United States or a State are located:
（1） in the State that the law of the United States designates, if the law designates a State of location;
（2） in the State that the registered organization, branch, or agency designates, if the law of the United States authorizes the registered organization, branch, or agency to designate its State of location; or
（3） in the District of Columbia, if neither paragraph （1） nor paragraph （2） applies.
(f) [根据联邦法律组织成立的法人的所在地; 银行分支机构和代理处
（g） [Continuation of location: change in status of registered organization.]
A registered organization continues to be located in the jurisdiction specified by subsection （e） or （f） notwithstanding:
（1） the suspension, revocation, forfeiture, or lapse of the registered organization's status as such in its jurisdiction of organization; or
（2） the dissolution, winding up, or cancellation of the existence of the registered organization.
（h） [Location of United States.]
The United States is located in the District of Columbia.
（i） [Location of foreign bank branch or agency if licensed in only one state.]
A branch or agency of a bank that is not organized under the law of the United States or a State is located in the State in which the branch or agency is licensed, if all branches and agencies of the bank are licensed in only one State.
（j） [Location of foreign air carrier.]
A foreign air carrier under the Federal Aviation Act of 1958, as amended, is located at the designated office of the agent upon which service of process may be made on behalf of the carrier.
（k） [Section applies only to this part.]
This section applies only for purposes of this part.
(g) [所在地的继续：注册法人身份的改变
§ 9-308. WHEN SECURITY INTEREST OR AGRICULTURAL LIEN IS PERFECTED; CONTINUITY OF PERFECTION.
何时担保权益或农业留置权被完善; 完善的连贯性.
（a） [Perfection of security interest.]
Except as otherwise provided in this section and Section 9-309, a security interest is perfected if it has attached and all of the applicable requirements for perfection in Sections 9-310 through 9-316 have been satisfied. A security interest is perfected when it attaches if the applicable requirements are satisfied before the security interest attaches.
（b） [Perfection of agricultural lien.]
An agricultural lien is perfected if it has become effective and all of the applicable requirements for perfection in Section 9-310 have been satisfied. An agricultural lien is perfected when it becomes effective if the applicable requirements are satisfied before the agricultural lien becomes effective.
(a) [担保权益的完善
（c） [Continuous perfection; perfection by different methods.]
A security interest or agricultural lien is perfected continuously if it is originally perfected by one method under this article and is later perfected by another method under this article, without an intermediate period when it was unperfected.
（d） [Supporting obligation.]
Perfection of a security interest in collateral also perfects a security interest in a supporting obligation for the collateral.
（e） [Lien securing right to payment.]
Perfection of a security interest in a right to payment or performance also perfects a security interest in a security interest, mortgage, or other lien on personal or real property securing the right.
（f） [Security entitlement carried in securities account.]
Perfection of a security interest in a securities account also perfects a security interest in the security entitlements carried in the securities account.
（g） [Commodity contract carried in commodity account.]
Perfection of a security interest in a commodity account also perfects a security interest in the commodity contracts carried in the commodity account.
Legislative Note:
(c) [连续的完善; 通过不同方法完善
§ 9-309. SECURITY INTEREST PERFECTED UPON ATTACHMENT.
附系所完善的担保权益.
The following security interests are perfected when they attach:
（1） a purchase-money security interest in consumer goods, except as otherwise provided in Section 9-311（b） with respect to consumer goods that are subject to a statute or treaty described in Section 9-311（a）;
（2） an assignment of accounts or payment intangibles which does not by itself or in conjunction with other assignments to the same assignee transfer a significant part of the assignor's outstanding accounts or payment intangibles;
（3） a sale of a payment intangible;
（4） a sale of a promissory note;
（5） a security interest created by the assignment of a health-care-insurance receivable to the provider of the health-care goods or services;
（6） a security interest arising under Section 2-401, 2-505, 2-711（3）, or 2A-508（5）, until the debtor obtains possession of the collateral;
(1) 消费者货物买价担保权益，除非§9-311(b)关于受法令或§9-311(a)规定的条约影响的消费者货物另有规定；
（7） a security interest of a collecting bank arising under Section 4-210;
（8） a security interest of an issuer or nominated person arising under Section 5-118;
（9） a security interest arising in the delivery of a financial asset under Section 9-206（c）;
（10） a security interest in investment property created by a broker or securities intermediary;
（11） a security interest in a commodity contract or a commodity account created by a commodity intermediary;
（12） an assignment for the benefit of all creditors of the transferor and subsequent transfers by the assignee thereunder; and
（13） a security interest created by an assignment of a beneficial interest in a decedent's estate; and
（14） a sale by an individual of an account that is a right to payment of winnings in a lottery or other game of chance.
(7) 收款行产生于§4-210下的担保权益；
§ 9-310. WHEN FILING REQUIRED TO PERFECT SECURITY INTEREST OR AGRICULTURAL LIEN; SECURITY INTERESTS AND AGRICULTURAL LIENS TO WHICH FILING PROVISIONS DO NOT APPLY.
何时完善担保权益或农业留置权需要登记; 登记条款不适用的担保权益和农业担保权.
（a） [General rule: perfection by filing.]
Except as otherwise provided in subsection （b） and Section 9-312（b）, a financing statement must be filed to perfect all security interests and agricultural liens.
（b） [Exceptions: filing not necessary.]
The filing of a financing statement is not necessary to perfect a security interest:
（1） that is perfected under Section 9-308（d）, （e）, （f）, or （g）;
（2） that is perfected under Section 9-309 when it attaches;
（3） in property subject to a statute, regulation, or treaty described in Section 9-311（a）;
（4） in goods in possession of a bailee which is perfected under Section 9-312（d）（1） or （2）;
（5） in certificated securities, documents, goods, or instruments which is perfected without filing, control, or possession under Section 9-312（e）, （f）, or （g）;
(a) [一般规则: 通过登记完善
除非(b)款和§9-312(b)另有规定，融资申明书必须登记以完善所有担保权益和农业担保权。
(b) [例外: 无需登记
融资申明书的登记不是完善担保权益的必要条件，若该担保权益：
(1) 根据§9-308(d), (e), (f),或(g)完善；
(2) 当其附系时，根据§9-309完善；
(3) 在受9-311(a)规定的法令、规章、条约的影响的财产；
(4) 在保管人占有的货物中，其在§9-312(d)(1)或(2)被完善；
(5) 在根据§9-312(e), (f),或(g)无需登记或占有即可完善的证书证券、单据、货物、或票据上；
（6） in collateral in the secured party's possession under Section 9-313;
（7） in a certificated security which is perfected by delivery of the security certificate to the secured party under Section 9-313;
（8） in deposit accounts, electronic chattel paper, electronic documents, investment property, or letter-of-credit rights which is perfected by control under Section 9-314;
（9） in proceeds which is perfected under Section 9-315; or
（10） that is perfected under Section 9-316.
（c） [Assignment of perfected security interest.]
If a secured party assigns a perfected security interest or agricultural lien, a filing under this article is not required to continue the perfected status of the security interest against creditors of and transferees from the original debtor.
(7) 证书证券中，其通过向§9-313下的担保权人交付证券证书完善；
(8) 在根据§9-314通过控制完善的储蓄帐户、电子担保债权凭证、投资财产、或信用证权利上；
(9) 在收益中，其在§9-315下被完善；或
(10) 在§9-316下被完善。
(c) [完善的担保权益的转让
若担保权人转让完善的担保权益或农业留置权，对原债务人的债权人和受让人的担保权益的完善的地位的延展无需本篇下的登记。
§ 9-311. PERFECTION OF SECURITY INTERESTS IN PROPERTY SUBJECT TO CERTAIN STATUTES, REGULATIONS, AND TREATIES.
受一定的法令、规章和条约影响的财产中的担保权益的完善.
（a） [Security interest subject to other law.]
Except as otherwise provided in subsection （d）, the filing of a financing statement is not necessary or effective to perfect a security interest in property subject to:
（1） a statute, regulation, or treaty of the United States whose requirements for a security interest's obtaining priority over the rights of a lien creditor with respect to the property preempt Section 9-310（a）;
（2） [list any certificate-of-title statute covering automobiles, trailers, mobile homes, boats, farm tractors, or the like, which provides for a security interest to be indicated on the certificate as a condition or result of perfection, and any non-Uniform Commercial Code central filing statute]; or
（3） a certificate-of-title statute of another jurisdiction which provides for a security interest to be indicated on the certificate as a condition or result of the security interest's obtaining priority over the rights of a lien creditor with respect to the property.
(a) [受其他法律影响的担保权益
（b） [Compliance with other law.]
Compliance with the requirements of a statute, regulation, or treaty described in subsection （a） for obtaining priority over the rights of a lien creditor is equivalent to the filing of a financing statement under this article. Except as otherwise provided in subsection （d） and Sections 9-313 and 9-316（d） and （e） for goods covered by a certificate of title, a security interest in property subject to a statute, regulation, or treaty described in subsection （a） may be perfected only by compliance with those requirements, and a security interest so perfected remains perfected notwithstanding a change in the use or transfer of possession of the collateral.
(b) [遵照其他法律
（c） [Duration and renewal of perfection.]
Except as otherwise provided in subsection （d） and Section 9-316（d） and （e）, duration and renewal of perfection of a security interest perfected by compliance with the requirements prescribed by a statute, regulation, or treaty described in subsection （a） are governed by the statute, regulation, or treaty. In other respects, the security interest is subject to this article.
（d） [Inapplicability to certain inventory.]
During any period in which collateral is inventory held for sale or lease by a person or leased by that person as lessor and that person is in the business of selling or leasing goods of that kind, this section does not apply to a security interest in that collateral created by that person as debtor.
Legislative Note:
(c) [完善的持续期间和翻新
单据、票据、投资财产、信用证权利和货币包含的担保债权凭证、储蓄帐户、单据、货物中的担保权益之完善;许可登记而完善; 没有登记或转让占有的临时完善.
（a） [Perfection by filing permitted.]
A security interest in chattel paper, negotiable documents, instruments, or investment property may be perfected by filing.
（b） [Control or possession of certain collateral.]
Except as otherwise provided in Section 9-315（c） and （d） for proceeds:
（1） a security interest in a deposit account may be perfected only by control under Section 9-314;
（2） and except as otherwise provided in Section 9-308（d）, a security interest in a letter-of-credit right may be perfected only by control under Section 9-314; and
（3） a security interest in money may be perfected only by the secured party's taking possession under Section 9-313.
（c） [Goods covered by negotiable document.]
While goods are in the possession of a bailee that has issued a negotiable document covering the goods:
（1） a security interest in the goods may be perfected by perfecting a security interest in the document; and
（2） a security interest perfected in the document has priority over any security interest that becomes perfected in the goods by another method during that time.
(a) [通过许可登记而完善
担保债权凭证、流通单据、票据或投资财产担保权益可以通过登记完善。
（d） [Goods covered by nonnegotiable document.]
While goods are in the possession of a bailee that has issued a nonnegotiable document covering the goods, a security interest in the goods may be perfected by:
（1） issuance of a document in the name of the secured party;
（2） the bailee's receipt of notification of the secured party's interest; or
（3） filing as to the goods.
（e） [Temporary perfection: new value.]
A security interest in certificated securities, negotiable documents, or instruments is perfected without filing or the taking of possession or control for a period of 20 days from the time it attaches to the extent that it arises for new value given under an authenticated security agreement.
(d) [非流通单据包含的货物
（f） [Temporary perfection: goods or documents made available to debtor.]
A perfected security interest in a negotiable document or goods in possession of a bailee, other than one that has issued a negotiable document for the goods, remains perfected for 20 days without filing if the secured party makes available to the debtor the goods or documents representing the goods for the purpose of:
（1） ultimate sale or exchange; or
（2） loading, unloading, storing, shipping, transshipping, manufacturing, processing, or otherwise dealing with them in a manner preliminary to their sale or exchange.
(f) [临时完善:使债务人可获得的货物或单据
（g） [Temporary perfection: delivery of security certificate or instrument to debtor.]
A perfected security interest in a certificated security or instrument remains perfected for 20 days without filing if the secured party delivers the security certificate or instrument to the debtor for the purpose of:
（1） ultimate sale or exchange; or
（2） presentation, collection, enforcement, renewal, or registration of transfer.
（h） [Expiration of temporary perfection.]
After the 20-day period specified in subsection （e）, （f）, or （g） expires, perfection depends upon compliance with this article.
(g) [临时完善:向债务人交付证券证书或票据
§ 9-313. WHEN POSSESSION BY OR DELIVERY TO SECURED PARTY PERFECTS SECURITY INTEREST WITHOUT FILING.
向担保权人交付或由其占有完善担保权益无需登记.
（a） [Perfection by possession or delivery.]
Except as otherwise provided in subsection （b）, a secured party may perfect a security interest in tangible negotiable documents, goods, instruments, money, or tangible chattel paper by taking possession of the collateral. A secured party may perfect a security interest in certificated securities by taking delivery of the certificated securities under Section 8-301.
（b） [Goods covered by certificate of title.]
With respect to goods covered by a certificate of title issued by this State, a secured party may perfect a security interest in the goods by taking possession of the goods only in the circumstances described in Section 9-316（d）.
向担保权人交付或由其占有完善担保权益无需登记.
（c） [Collateral in possession of person other than debtor.]
With respect to collateral other than certificated securities and goods covered by a document, a secured party takes possession of collateral in the possession of a person other than the debtor, the secured party, or a lessee of the collateral from the debtor in the ordinary course of the debtor's business, when:
（1） the person in possession authenticates a record acknowledging that it holds possession of the collateral for the secured party's benefit; or
（2） the person takes possession of the collateral after having authenticated a record acknowledging that it will hold possession of collateral for the secured party's benefit.
（d） [Time of perfection by possession; continuation of perfection.]
If perfection of a security interest depends upon possession of the collateral by a secured party, perfection occurs no earlier than the time the secured party takes possession and continues only while the secured party retains possession.
（e） [Time of perfection by delivery; continuation of perfection.]
A security interest in a certificated security in registered form is perfected by delivery when delivery of the certificated security occurs under Section 8-301 and remains perfected by delivery until the debtor obtains possession of the security certificate.
(c) [除债务人外的人占有的担保物
（f） [Acknowledgment not required.]
A person in possession of collateral is not required to acknowledge that it holds possession for a secured party's benefit.
（g） [Effectiveness of acknowledgment; no duties or confirmation.]
If a person acknowledges that it holds possession for the secured party's benefit:
（1） the acknowledgment is effective under subsection （c） or Section 8-301（a）, even if the acknowledgment violates the rights of a debtor; and
（2） unless the person otherwise agrees or law other than this article otherwise provides, the person does not owe any duty to the secured party and is not required to confirm the acknowledgment to another person.
(f) [不要求承认
（h） [Secured party's delivery to person other than debtor.]
A secured party having possession of collateral does not relinquish possession by delivering the collateral to a person other than the debtor or a lessee of the collateral from the debtor in the ordinary course of the debtor's business if the person was instructed before the delivery or is instructed contemporaneously with thedelivery:
（1） to hold possession of the collateral for the secured party's benefit; or
（2） to redeliver the collateral to the secured party.
（i） [Effect of delivery under subsection （h）; no duties or confirmation.]
A secured party does not relinquish possession, even if a delivery under subsection （h） violates the rights of a debtor. A person to which collateral is delivered under subsection （h） does not owe any duty to the secured party and is not required to confirm the delivery to another person unless the person otherwise agrees or law other than this article otherwise provides.
(h) [担保权人向除债务人外的人交付
§ 9-314. PERFECTION BY CONTROL. 通过控制完善.
（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 7-106, 9-104, 9-105, 9-106, or 9-107.
（b） [Specified collateral: time of perfection by control; continuation of perfection.]
A security interest in deposit accounts, electronic chattel paper, or letter-of-credit rights is perfected by control under Section 7-106, 9-104, 9-105, or 9-107 when the secured party obtains control and remains perfected by control only while the secured party retains control.
(a) [通过控制完善
（c） [Investment property: time of perfection by control; continuation of perfection.]
A security interest in investment property is perfected by control under Section 9-106 from the time the secured party obtains control and remains perfected by control until:
（1） the secured party does not have control; and
（2） one of the following occurs:
（A） if the collateral is a certificated security, the debtor has or acquires possession of the security certificate;
（B） if the collateral is an uncertificated security, the issuer has registered or registers the debtor as the registered owner; or
（C） if the collateral is a security entitlement, the debtor is or becomes the entitlement holder.
(c) [投资财产:通过控制完善的时间; 完善的继续
§ 9-315. SECURED PARTY'S RIGHTS ON DISPOSITION OF COLLATERAL AND IN PROCEEDS.
.担保权人的处分担保物权和对收益的权利.
（a） [Disposition of collateral: continuation of security interest or agricultural lien; proceeds.]
Except as otherwise provided in this article and in Section 2-403（2）:
（1） a security interest or agricultural lien continues in collateral notwithstanding sale, lease, license, exchange, or other disposition thereof unless the secured party authorized the disposition free of the security interest or agricultural lien; and
（2） a security interest attaches to any identifiable proceeds of collateral.
（b） [When commingled proceeds identifiable.]
Proceeds that are commingled with other property are identifiable proceeds:
（1） if the proceeds are goods, to the extent provided by Section 9-336; and
（2） if the proceeds are not goods, to the extent that the secured party identifies the proceeds by a method of tracing, including application of equitable principles, that is permitted under law other than this article with respect to commingled property of the type involved.
（c） [Perfection of security interest in proceeds.]
A security interest in proceeds is a perfected security interest if the security interest in the original collateral was perfected.
(a) [处分担保物:担保权益或农业留置权的继续; 收益
（d） [Continuation of perfection.]
A perfected security interest in proceeds becomes unperfected on the 21st day after the security interest attaches to the proceeds unless:
（1） the following conditions are satisfied:
（A） a filed financing statement covers the original collateral;
（B） the proceeds are collateral in which a security interest may be perfected by filing in the office in which the financing statement has been filed; and
（C） the proceeds are not acquired with cash proceeds;
（2） the proceeds are identifiable cash proceeds; or
（3） the security interest in the proceeds is perfected other than under subsection （c） when the security interest attaches to the proceeds or within 20 days thereafter.
（e） [When perfected security interest in proceeds becomes unperfected.]
If a filed financing statement covers the original collateral, a security interest in proceeds which remains perfected under subsection （d）（1） becomes unperfected at the later of:
（1） when the effectiveness of the filed financing statement lapses under Section 9-515 or is terminated under Section 9-513; or
（2） the 21st day after the security interest attaches to the proceeds.
(d) [完善的继续
§ 9-316. CONTINUED PERFECTION OF SECURITY INTEREST FOLLOWING CHANGE IN GOVERNING LAW.
随调整法律的改变的担保权益的继续的完善.
（a） [General rule: effect on perfection of change in governing law.]
A security interest perfected pursuant to the law of the jurisdiction designated in Section 9-301（1） or 9-305（c） remains perfected until the earliest of:
（1） the time perfection would have ceased under the law of that jurisdiction;
（2） the expiration of four months after a change of the debtor's location to another jurisdiction; or
（3） the expiration of one year after a transfer of collateral to a person that thereby becomes a debtor and is located in another jurisdiction.
（b） [Security interest perfected or unperfected under law of new jurisdiction.]
If a security interest described in subsection （a） becomes perfected under the law of the other jurisdiction before the earliest time or event described in that subsection, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earliest time or event, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value.
(a) [一般规则: 法律调整改变时完善的效力
依照§9-301(1)或9-305(c)指定的管辖地的法律完善的担保权益保持完善直到下述时间早期：
(1) 根据管辖地法律将已经停止的完善的时间；
(2) 在债务人的所在地到其他管辖地的改变之后4个月期间终止；或
(3) 担保物对由此成为债务人并位于其他管辖地的一个人的转让之后一年期间终止。
(b) [根据新管辖地的法律完善或不完善的担保权益
若(a)规定的担保权益根据其他管辖地法律成为完善的在该款规定的时间早期或事件，其后其保持完善性。若担保权益不成为完善的根据其他管辖地的法律在时间早期或事件之前，其成为不完善的并被视为用不为完善对于有偿购买担保物的买方。
（c） [Possessory security interest in collateral moved to new jurisdiction.]
A possessory security interest in collateral, other than goods covered by a certificate of title and as-extracted collateral consisting of goods, remains continuously perfected if:
（1） the collateral is located in one jurisdiction and subject to a security interest perfected under the law of that jurisdiction;
（2） thereafter the collateral is brought into another jurisdiction; and
（3） upon entry into the other jurisdiction, the security interest is perfected under the law of the other jurisdiction.
（d） [Goods covered by certificate of title from this state.]
Except as otherwise provided in subsection （e）, a security interest in goods covered by a certificate of title which is perfected by any method under the law of another jurisdiction when the goods become covered by a certificate of title from this State remains perfected until the security interest would have become unperfected under the law of the other jurisdiction had the goods not become so covered.
(c) [移到新管辖地的担保物中的所有者担保权益
担保物所有者担保权益，除产权证书和萃取后的担保物包含、由货物组成的货物外，保持继续完善若：
(1) 该担保物处于一个管辖地并受根据该管辖地法律完善的担保权益影响；
(2) 其后该担保物被带入其他管辖地；及
(3) 在进入其他管辖地时，担保权益根据其他管辖地的法律完善。
(d) [来自本州的产权证书包含的货物
除非(e)款另有规定，当该货物包含于来自本州的产权证书时，通过其他管辖地的法律规定的任何方法完善的产权证书所包含货物中的担保权益，保持完善的，直到担保权益将会已经成为不完善的，根据其他管辖地的法律使该货物不如此包含。
（e） [When subsection （d） security interests becomes unperfected against purchasers.]
A security interest described in subsection （d） becomes unperfected as against a purchaser of the goods for value and is deemed never to have been perfected as against a purchaser of the goods for value if the applicable requirements for perfection under Section 9-311（b） or 9-313 are not satisfied before the earlier of:
（1） the time the security interest would have become unperfected under the law of the other jurisdiction had the goods not become covered by a certificate of title from this State; or
（2） the expiration of four months after the goods had become so covered.
(e) [何时(d)款担保权益对于买方变为不完善
(d)款规定的担保权益对于货物的有偿买方变为不完善，并被视为对于货物的有偿买方永不完善，若在下述时间之前，§9-311(b)或9-313下可适用的完善条件不被满足：
(1) 根据其他管辖地的法律，使该货物不包含于来自本州的产权证书，担保权益变为不完善的时间；或
(2) 货物已经如此包含之后4个月期间届满。
（f） [Change in jurisdiction of bank, issuer, nominated person, securities intermediary, or commodity intermediary.]
A security interest in deposit accounts, letter-of-credit rights, or investmentproperty which is perfected under the law of the bank's jurisdiction, the issuer's jurisdiction, a nominated person's jurisdiction, the securities intermediary's jurisdiction, or the commodity intermediary's jurisdiction, as applicable, remains perfected until the earlier of:
（1） the time the security interest would have become unperfected under the law of that jurisdiction; or
（2） the expiration of four months after a change of the applicable jurisdiction to another jurisdiction.
(f) [银行、发行人、指定的人、担保中介或商品中介管辖地的改变
根据该银行管辖地、发行人管辖地、指定的人管辖地、担保中介管辖地、或商品中介管辖地法律完善的，储蓄帐户、信用证权利或投资财产担保权益，若可适用，保持完善的，直到下述时间早期：
(1) 根据其他管辖地的法律，担保权益变为不完善的时间；或
(2) 可适用的管辖地变更为其他管辖地之后，4个月期间届满。
（g） [Subsection （f） security interest perfected or unperfected under law of new jurisdiction.]
If a security interest described in subsection （f） becomes perfected under the law of the other jurisdiction before the earlier of the time or the end of the period described in that subsection, it remains perfected thereafter. If the security interest does not become perfected under the law of the other jurisdiction before the earlier of that time or the end of that period, it becomes unperfected and is deemed never to have been perfected as against a purchaser of the collateral for value.
[Subpart 3. Priority] [Table of Contents]
若在该款规定时间早期或期间末尾之前，(f)款规定的担保权益根据其他管辖地法律变为不完善，其后，其保持为完善的。若在该时间早期或该期间末尾之前，根据其他管辖地法律，担保权益不变为不完善，其变为不完善的，并且，被视为永不完善对于该担保物的有偿买方。
§ 9-317. INTERESTS THAT TAKE PRIORITY OVER OR TAKE FREE OF UNPERFECTED SECURITY INTEREST OR AGRICULTURAL LIEN.
优先于或不受担保权益或农业留置权约束的权益.
（a） Conflicting security interests and rights of lien creditors.]
An unperfected security interest or agricultural lien is subordinate to the rights of:
（1） a person entitled to priority under Section 9-322; and
（2） except as otherwise provided in subsection （e）, a person that becomes a lien creditor before the earlier of the time the security interest or agricultural lien is perfected or a financing statement covering the collateral is filed.
（b） [Buyers that receive delivery.]
Except as otherwise provided in subsection （e）, a buyer, other than a secured party, of tangible chattel paper, tangible documents, goods, instruments, or a security certificate takes free of a security interest or agricultural lien if the buyer gives value and receives delivery of the collateral without knowledge of the security interest or agricultural lien and before it is perfected.
(a) [冲突性的担保权益s和rights of留置权债权人
（c） [Lessees that receive delivery.]
Except as otherwise provided in subsection （e）, a lessee of goods takes free of a security interest or agricultural lien if the lessee gives value and receives delivery of the collateral without knowledge o喜欢
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