Ohio Revised Code Search

...tance under reservation of rights [UCC 1-308] (A) A party that with explicit reservation of rights performs or promises performance or assents to performance in a manner demanded or offered by the other party does not thereby prejudice the rights reserved. Such words as "without prejudice," "under protest," or the like are sufficient. (B) Division (A) of this section does not apply to an accord and satisfact...

...Option to accelerate at will [UCC 1-309] A term providing that one party or that party's successor in interest may accelerate payment or performance or require collateral or additional collateral "at will" or when the party "deems itself insecure," or in words of similar import, means that the party has power to do so only if that party in good faith believes that the prospect of payment or performance is impa...

...Subordinated obligations [UCC 1-310] An obligation may be issued as subordinated to performance of another obligation of the person obligated, or a creditor may subordinate its right to performance of an obligation by agreement with either the person obligated or another creditor of the person obligated. Subordination does not create a security interest as against either the common debtor or a subordinated cre...

...cord" means either of the following: (1) Any document described or referred to in section 317.08 of the Revised Code; (2) Any document the filing or recording of which is required or allowed under any provision of Chapter 1309. of the Revised Code. (B) The recording with any county recorder of any document described in division (A)(1) of this section or the filing or recording with the secretary of state of ...

...(A) As used in sections 1302.01 to 1302.98 of the Revised Code, unless the context otherwise requires: (1) "Buyer" means a person who buys or contracts to buy goods. (2) "Good faith" has the same meaning as in section 1301.201 of the Revised Code. (3) "Receipt" of goods means taking physical possession of them. (4) "Seller" means a person who sells or contracts to sell goods. (5) "Merchant" means a person ...

...rform or any liability for breach. (B)(1) Except as otherwise provided in section 1309.406 of the Revised Code, unless otherwise agreed all rights of either seller or buyer can be assigned except where the assignment would materially change the duty of the other party, or increase materially the burden or risk imposed on the other party by the contract, or impair materially the other party's chance of obtaining r...

... on approval unless otherwise agreed: (1) although the goods are identified to the contract the risk of loss and the title do not pass to the buyer until acceptance; and (2) use of the goods consistent with the purpose of trial is not acceptance but failure seasonably to notify the seller of election to return the goods is acceptance, and if the goods conform to the contract acceptance of any part is acceptance of ...

...Each provision of sections 1302.01 to 1302.98 of the Revised Code 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 that title. Insofar as situations are not covered by the other provisions of sections 1302.01 to 1302.98 of the Revised Code and matters concerning title ...

...r has a special property under section 1302.45 of the Revised Code, may on making and keeping good a tender of any unpaid portion of their price recover them from the seller if: (1) In the case of goods bought for personal, family, or household purposes, the seller repudiates or fails to deliver as required by the contract; or (2) In all cases, the seller becomes insolvent within ten days after receipt of the firs...

...seller to ship the goods by carrier: (1) if it does not require the seller to deliver them at a particular destination, the risk of loss passes to the buyer when the goods are duly delivered to the carrier even though the shipment is under reservation as provided in section 1302.49 of the Revised Code; but (2) if it does require the seller to deliver them at a particular destination and the goods are there du...

...r any other remedy provided by sections 1302.01 to 1302.98, inclusive, of the Revised Code for non-conformity. (C) Where a tender has been accepted: (1) the buyer must within a reasonable time after he discovers or should have discovered any breach notify the seller of breach or be barred from any remedy; and (2) if the claim is one for infringement or the like pursuant to division (C) of section 1302.25 of the Re...

... to be insolvent as provided in section 1302.76 of the Revised Code and may stop delivery of carload, truckload, planeload, or larger shipments of express or freight when the buyer repudiates or fails to make a payment due before delivery or if for any other reason the seller has a right to withhold or reclaim the goods. (B) As against such buyer the seller may stop delivery until: (1) receipt of the goods by...

... whole contract, as provided in section 1302.70 of the Revised Code, the buyer may cancel and whether or not he has done so may in addition to recovering so much of the price as has been paid: (1) "cover" and have damages under section 1302.86 of the Revised Code as to all the goods affected whether or not they have been identified to the contract; or (2) recover damages for non-delivery as provided in section 1302...

...hich the sum of his payments exceeds: (1) the amount to which the seller is entitled by virtue of terms liquidating the seller's damages in accordance with division (A) of this section, or (2) in the absence of such terms, twenty per cent of the value of the total performance for which the buyer is obligated under the contract or five hundred dollars, whichever is smaller. (C) The buyer's right to restitution unde...

...nless the context otherwise requires: (1) "Acceptor" means a drawee who has accepted a draft. (2) "Consumer account" means an account established by an individual primarily for personal, family, or household purposes. (3) "Consumer transaction" means a transaction in which an individual incurs an obligation primarily for personal, family, or household purposes. (4) "Drawee" means a person ordered in a draft to...

...as described in division (B) of section 1304.11 of the Revised Code, in blank, or to a particular bank, using the words "for deposit," "for collection," or other words indicating a purpose of having the instrument collected by a bank for the indorser or for a particular account, the following rules apply: (1) A person, other than a bank, who purchases the instrument when so indorsed converts the instrument unless th...

... the earliest of the following times: (1) On the day after the day during which demand for payment is duly made; (2) If the instrument is a check, ninety days after its date; (3) If the instrument is not a check, when the instrument has been outstanding for a period of time after its date that is unreasonably long under the circumstances of the particular case in light of the nature of the instrument and the usage...

...n if either of the following applies: (1) The claimant, if an organization, proves both of the following: (a) Within a reasonable time before the person against whom the claim is asserted tendered the instrument to the claimant, the claimant sent a conspicuous statement to the person that communications concerning disputed debts, including an instrument tendered as full satisfaction of a debt, are to be sent to a d...

...accordance with one of the following: (1) According to its terms at the time it was accepted, even though the acceptance states that the draft is payable "as originally drawn" or equivalent terms; (2) If the acceptance varies the terms of the draft, according to the terms of the draft as varied; (3) If the acceptance is of a draft that is an incomplete instrument, according to its terms when completed, to the exte...

...t in good faith all of the following: (1) That the warrantor is, or was, at the time the warrantor transferred the draft, a person entitled to enforce the draft or authorized to obtain payment or acceptance of the draft on behalf of a person entitled to enforce the draft; (2) That the draft has not been altered; (3) That the warrantor has no knowledge that the signature of the drawer of the draft is unauthorized ...

...strument. Except as provided in section 1303.70 of the Revised Code, the obligation of an accommodation party to pay the instrument is not affected by the fact that the person enforcing the obligation had notice when the instrument was taken by that person that the accommodation party signed the instrument for accommodation. (D) If the signature of a party to an instrument is accompanied by words indicating unambigu...

...er set forth in division (A) of section 1303.55 of the Revised Code and the obligation of a drawer set forth in division (D) of section 1303.54 of the Revised Code may not be enforced unless one of the following applies: (1) The indorser or drawer is given notice of dishonor of the instrument complying with this section; (2) Notice of dishonor is excused under division (B) of section 1303.64 of the Revised Code. (...

...y care in doing all of the following: (1) Presenting an item or sending it for presentment; (2) Sending notice of dishonor or non-payment or returning an item other than a documentary draft to the bank's transferor after learning that the item has not been paid or accepted; (3) Settling for an item when the bank receives final settlement; (4) Notifying its transferor of any loss or delay in transit within a reaso...

...nts in any of the following manners: (1) In the case of an item deposited in an account, to the extent to which credit given for the item has been withdrawn or applied; (2) In the case of an item for which it has given credit available for withdrawal as of right, to the extent of the credit given, whether or not the credit is drawn upon or there is a right of charge-back; (3) If it makes an advance on or aga...

... manner, both of the following apply: (1) The medium of settlement is cash or credit to an account in a federal reserve bank of or specified by the person to receive settlement. (2) The time of settlement is one of the following: (a) With respect to tender of settlement by cash, a cashier's check, or teller's check, when the cash or check is sent or delivered; (b) With respect to tender of settlement by credit in...