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Sales and Secured Transactions


Law 261

4

Core

None

No

Yes

This statutory course will cover most non-tax aspects of secured transactions in personal property, in which the debtor gives a creditor a security interest in personal property to secure the debtor's promise to pay. This course is intended to give the student the necessary vocabulary and practical commercial understanding to feel comfortable entering either a general law practice or one in which commercial law is a specialty. There is no supposition that students already have any acquaintance whatever with commercial transactions.

The primary focus for most of the semester is Article 9 of the Uniform Commercial Code. However, we will study not merely the rules of law, but the underlying transactions, including both sales of goods and the financing of intangibles such as accounts receivable. Provisions of the Bankruptcy Code likely to affect the security interest also will be examined.

When the underlying transaction is a sale of goods or a loan made to facilitate such a sale, the practical and legal aspects of the parties' shipping arrangements and payment methodologies such as negotiable instruments and letters of credit may be examined briefly. The sales contract itself is the subject of the last part of the course, focusing upon those provisions in UCC Article 2 least likely to have been mastered in Contracts.


There are no prerequisites for this course. It is perfectly appropriate for either second or third year students, although the latter have traditionally been given priority in registration. Those having taken (or who plan to take) a Bankruptcy course will find this course a useful complement to it. Students who have taken, or plan to take, either the separate 3-hour course in Secured Transactions or that in Sales should not take this 4-hour course.

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UNC School of Law | Van Hecke-Wettach Hall | 160 Ridge Road, CB #3380 | Chapel Hill, NC 27599-3380 | 919.962.5106


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