Florida/Georgia Personal Injury & Workers Compensation

...which his transferor had or had actual authority to convey. 28 Fla.Stat. § 678.301(1). The statute defines purchaser as anyone who "takes by sale, negotiation, pledge, gift, or any other voluntary action creating an interest in property." Fla.Stat. § 671.201(31) and (32)....

...William Penny (part-time accountant and secretary for Pickard) at Mr. Slama's request from his handwritten notes. It was typed as if on a letterhead of Southern Fiberglass and contained a signature line with the typed words, "Harold L. Slama, President." § 671.201(39), Fla....

...In addition, the Pickard group acted as consultants to the Ashland companies; to that end Pickard furnished them with plans, specifications, and a "plug" mold for the manufacture, by defendants, of still larger trawler hulls. Ashland determined the location of Pickard's Miami boat yard. [7] See: § 671.201(39) and State v....

...ssed to a bailee and purport to cover goods in the bailee's possession which are either identified or are fungible portions of an identified mass. 12 F LA. S TAT. A NN. § 671.201(15) (West 2007)....

...As with the assignment, however, Wells Fargo did not submit the original note until several months after it had filed the complaint. To establish standing as the holder of a note endorsed in blank, a party must be in possession of the original note. See § 671.201(21)(a), Fla....

...Although it was later assigned by Milford as security for a bond, the certificate as purchased from the Bank simply evidenced the right to payment and was clearly not an agreement creating or providing for a "security interest" as that term is defined in section 671.201(37)....

...PSI Cosmetics, 125 Misc.2d 68, 478 N.Y.S.2d 505, 510 (N.Y.City Civ.Ct. 1984); see Hill v. Bentco Leasing, Inc., 288 Ark. 623, 708 S.W.2d 608 (1986) (absence of option to purchase not conclusive in determining whether a transaction is a sale or a lease for purposes of law against usury). Section 671.201(37), in defining security interest, expressly discounts the notion that the absence of an option to purchase in the lease necessarily would preclude a finding that the transaction is intended to be a security transaction....

...y to subject the insured to a personal judgment for the excess. On the other hand, an example of the duty of good faith as between parties dealing at arms length is found in the UCC provision defining good faith as being synonymous with honesty. See § 671.201(19), Fla.Stat....

...[4] Section 672.702(3) of the Florida Statutes provides: The seller's right to reclaim under subsection (2) is subject to the rights of a buyer in ordinary course or other good faith purchaser under this chapter . . . [5] A purchaser is "a person who takes by purchase," (Fla.Stat. § 671.201(33) (1991)), and purchase includes "taking by sale, discount, negotiation, mortgage, pledge, lien, issue or reissue, gift or any other voluntary transaction creating an interest in property" (Fla.Stat. § 671.201(32) (1991)). Good faith is "honesty in fact in the conduct or transaction concerned." Fla.Stat. § 671.201(19) (1991)....

...'s limitation of warranty and liability was not unconscionable. There was no special interrogatory in the jury verdict on the question of whether the limitation of warranty was conspicuous, and the trial judge did not rule on the issue. In addition, § 671.201(10), Fla....

...Consequently, courts and commentators have been required to formulate modes of analyses to uncover the precise nature of the agreement." The new definition of a security agreement contained in U.C.C. 1-201(37) as adopted in Ohio as Ohio Rev.Code Ann. § 1301.01(KK)(2004)(see also section 671.201(37)(2001), Fla....

...end of the term would be to exercise the option. Having made such a finding the Court concludes that the consideration given for the purchase options was nominal and as such the agreements must be leases intended for security pursuant to Fla. Stat. § 671.201(37)." The Economic Realities Test has also been variously referred to as the "sensible person test." See Triplex, 258 B.R....

...e documents evidencing the agreements were not properly perfected since no excise tax was paid in connection with their recording. Whether agreements are true leases or security agreements is to be determined by the facts of each case. See Fla.Stat. § 671.201(37), In Re Mountain Carpet, Inc., 11 B.R....

...Most courts look to a combination of factors to make such a determination. One of the most often applied factors and one specifically addressed by the applicable section of the Uniform Commercial Code (U.C.C.) is whether an option to purchase is included with the agreement. Florida has adopted the U.C.C. and Fla.Stat. § 671.201(37) states as follows: Whether a lease is intended as security is to be determined by the facts of each case; however, (a) the inclusion of an option to purchase does not of itself make the lease one intended for security, and (b) an agree...

...e end of the term would be to exercise the option. Having made such a finding the Court concludes that the consideration given for the purchase options was nominal and as such the agreements must be leases intended for security pursuant to Fla.Stat. § 671.201(37)....

...ed in the name of the debtor in this state or who is known by the secured party to have a security interest in the collateral... ." (Emphasis added.) Bondurant argues from the above statute and from the definition of the word "send", as set forth at Section 671.201(38), that written notice must be sent by the secured party before Beard was permitted to dispose of the collateral. Send is defined in Section 671.201(38) as follows: "`Send' in connection with any writing or notice means to deposit in the mail or deliver for transmission by any other usual means of communication with postage or cost of transmission provided for and properly address...

...The receipt of any writing or notice within the time at which it would have arrived if properly sent has the effect of a proper sending." Send in the above definition applies only to written notice. Notice under Section 679.504(3), however, need only be "reasonable". Compare 671.201(38), which seems to require notice in writing, with the following definitions of notice from 671.201(25), (26), and (27): "(25) A person has `notice' of a fact when (a) He has actual knowledge of it; or (b) He has received a notice or notification of it; or (c) From all the facts and circumstances known to him at the time in question he has reason to know that it exists....

...Section 83.753 provides that "every rental agreement or duty within this part imposes an obligation of good faith in its performance or enforcement." This provision is identical to language in the Uniform Commercial Code. § 671.203, Fla. Stat. (1981). The term "good faith" is defined in section 671.201(19), Florida Statutes (1981), identically as in section 83.43(8), as "honesty in fact in the conduct or transaction concerned." In the context of the Uniform Commercial Code, this provision adds an additional term into the contract th...

...Fla. Stat. § 679.202, F.S.A. specifically provides: "Each provision of this chapter with regard to rights, obligations and remedies applies whether title to collateral is in the secured party or in the debtor." (Emphasis supplied.) Also, Fla. Stat. § 671.201(37), F.S.A....

...." (Emphasis supplied.) Second, there is no difference between the relationship of a buyer and seller under a sales contract giving rise to a security interest and the relationship of any other debtor and creditor under any type of security agreement. As evidenced by Fla. Stat. §§ 671.201(37) and 679.102(2), F.S.A., the Code recognizes only a single form of contractual lien on personal property — a "security interest." Third, the majority opinion fails to recognize the fact that the owner of a purchase money security interest may be someone other than the seller....

...nowledge of appellant's interest in the security at the time it obtained the equipment in March, 1977. NOTES [1] The borrower traded in the equipment to the appellee toward the purchase of new equipment. The appellee qualified as a "purchaser" under section 671.201(33). Appellee was not a buyer in the ordinary course of business since it did not buy from a person in the business of selling goods of that kind. Section 671.201(9)....

...buyer not in ordinary course of business, ... to the extent that he gives value and receives delivery of the collateral without knowledge of the security interest and before it is perfected; ... . (emphasis added) A person "has `knowledge' of a fact when he has actual knowledge of it." Section 671.201(25)(c)....

...This portion of the affidavit was obviously an attempt to track the statutory requisites of a holder in due course [2] that he take the instrument "in good faith," Section 673.302(1)(b), Florida Statutes (1979) — which is in turn defined as "honesty in fact in the conduct or transaction concerned," Section 671.201(19) — and "without notice ......

...In addition, since as the bank correctly contends, the issue of both "good faith," see Baraban v. Manatee National Bank of Bradenton, 212 So.2d 341 (Fla.2d DCA 1968); Frantz v. First National Bank of Anchorage, 584 P.2d 1125 (Alaska 1978), and lack of notice, Section 671.201(25) Florida Statutes (1979) are based upon the bank's subjective knowledge and state of mind, the failure to submit the testimony of those employees who actually dealt with Wolfson concerning these facts made it impossible, on the face of the matter, for the movant to sustain its position on these questions....

...Thus, the only issue to be decided by the Court is whether the lease evidences a financing or a true lease transaction. The parties agree that the characterization of the lease is governed by the definitional provisions of the Uniform Commercial Code as codified by Florida. Florida Statute § 671.201(37) defines the term "security interest" to mean "an interest in personal property or fixtures which secures payment or performance of an obligation", and continues in relevant part: Whether a lease transaction creates a lease or security...

...sonable at the time the transaction is entered into; otherwise, the discount is determined by a commercially reasonable rate that takes into account the facts and circumstances of each case at the time the transaction was entered into. Fla.Stat.Ann. § 671.201 (West Supp.1993) (effective January 1, 1991). The Defendant urges the Court to adopt an interpretation of this statutory language that essentially eliminates any consideration of the factors listed under § 671.201(37)(b) when determining the nature of a lease....

...[1] The compelling language in subsection (a) is therefore inapplicable in this case. However the cause is not lost since a court is free to determine whether a lease constitutes a security interest upon the review of any fact or circumstance relevant to the transaction. Fla.Ann. Stat. § 671.201 (West Supp.1993)....

...se, however the clause merely permits the lessor to accelerate any amounts due under the lease upon a default. Thus, the clause is directed at a contractual right belonging to the lessor rather than the lessee. Termination clauses contemplated under § 671.201(37) address whether the lessee has a right to terminate a lease without further obligation and it is these rights which are not expressly addressed in the lease....

...ory. Such an intent could not have been intended. The alternative argument of Ervin and Cooper, supra, regarding the term "representative," is more inviting. "`Representative' includes an agent, . . or any other person empowered to act for another." § 671.201(35), Fla....

...and claims accruing between the assignee and obligor before the obligor receives notice of the sub-assignment. Defenses and claims arising from the terms of the contract creating the right are available to the obligor regardless of when they accrue. Section 671.201(26), Florida Statutes, defines the giving and receipt of notice: A person "notifies" or "gives" a notice or notification to another by taking such steps as may be reasonably required to inform the other in ordinary course whether or not such other actually comes to know of it....

...Gainey Builders, Inc., 184 So.2d 897 (Fla. 1st DCA 1966). The "holder" is the *396 "person who is in possession of a document of title or an instrument or an investment security drawn, issued or endorsed to him or to his order or to the bearer or in blank." § 671.201(20), Fla....

...its terms." Riggs v. Aurora Loan Servs., LLC, 36 So.3d 932, 933 (Fla. 4th DCA 2010); see also Mortgage Elec. Registration Sys., Inc. v. Azize, 965 So.2d 151, 153 (Fla. 2d DCA 2007); Troupe v. Redner, 652 So.2d 394, 395-96 (Fla. 2d DCA 1995) (citing § 671.201(20), Fla....

...ey, USMoney in turn endorsed the note without recourse to Bayview. Before the summary judgment hearing, Bayview filed the original note and the allonge. Thus Bayview established its status as holder of the note and its right to enforce the note. See § 671.201(20), Fla....

...The person entitled to enforce a negotiable instrument, such as a promissory note, is the "holder of the instrument." § 673.3011, Fla. Stat. (2009). A "holder" is "[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession...." § 671.201(21)(a), Fla. Stat. (2009). "Bearer" means "a person in possession of a negotiable instrument ... that is payable to bearer or indorsed in blank." § 671.201(5), Fla....

...ions under the contract." § 672.106(2), Fla. Stat. (1987) (UCC § 2-106). The code defines the term "contract" as "the total legal obligation which results from the parties' agreement as affected by this code and any other applicable rules of law." § 671.201(11), Fla....

...l establishment has steered a crooked course through this debate. Id.; see Patricia L. Heatherman, Comment, Good Faith in Revised Article 3 of the Uniform Commercial Code: Any Change? Should There Be?, 29 WILLAMETTE L.REV. 567 (1993). Prior to 1992, section 671.201(19), Florida Statutes (1991), defined "good faith" as "honesty in fact in the conduct of the transaction concerned." Florida courts interpreted this definition as creating a subjective test....

...*1088 Morales, Rudolph & Hevia and Nestor Morales, Miami, for appellants. Heitner & Rosenfeld and Allan Stein and Mindy Rodney, North Miami Beach, for appellee. Before BARKDULL, SCHWARTZ and NESBITT, JJ. NESBITT, Judge. The issue presented by this appeal is whether a disclaimer of warranty was conspicuous as defined by Section 671.201(10), Florida Statutes (1979) and therefore effective under Section 672.316, Florida Statutes (1979) to exclude or modify an implied warranty of fitness....

...ies are excluded by expressions like "as is," "with all faults" or other language which in common understanding calls the buyer's attention to the exclusion of warranties and makes plain that there is no implied warranty; "Conspicuous" is defined in Section 671.201(10), supra, as follows: (10) A term or clause is "conspicuous" when it is so written that a reasonable person against whom it is to operate ought to have noticed it....

...Rehurek v. Chrysler Credit Corporation, 262 So.2d 452 (Fla. 2d DCA), cert. denied, 267 So.2d 833 (Fla. 1972). The only question is whether the manner of communicating this disclaimer makes it conspicuous as required by Section 672.316, supra, and defined by Section 671.201(10), supra....

...tions of the contract contained on the reverse side of the document. This provided the purchaser/lessee with adequate notice that he was agreeing to other provisions which were on the back of the contract. As indicated by the definition contained in 671.201(10), Florida Statutes (1979), language *1090 in the body of a form is conspicuous if it is in larger or contrasting type or color....

...n letters of which "fine print" is a highly understated description. It is true both that the exclusion is in all capital letters, as opposed to the even-tinier lower case printing which surrounds it, and that the definition of "conspicuous" in Sec. 671.201(10) includes the statement that "[l]anguage in the body of a form is `conspicuous' if it is in larger or other contrasting type or color." But the provision states in its entirety: (10) A term or clause is "conspicuous" when it is so written that a reasonable person against whom it is to operate ought to have noticed it....

...erformance as provided in this Act (Sections 1-205 and 2-208). Whether an agreement has legal consequences is determined by the provisions of this Act, if applicable; otherwise by the law of contracts (Section 1-103). (Compare "Contract"). Fla.Stat. 671.201(3)....

...Therefore, the only remaining issue is whether or not the documents were to be delivered against honor of the draft. The instructions specified that the documents accompanying the drafts were to be delivered against acceptance. However, under the UCC, to honor is defined as "to pay or to accept and pay". Fla.Stat. § 671.201(21); see Wiley v....

...to its terms, rather than hold that honor requires both acceptance "and" payment. R. Anderson, Uniform Commercial Code, § 1-201:71. In view of the language of the UCC sections on collection of documentary drafts, the Court agrees that § 1-201(21) [§ 671.201(21)] should be construed to mean that a draft is honored when it is delivered for acceptance and is accepted, and that payment is not necessarily required in order for a draft to be honored....

...person is the owner of, or has an interest in, the security. Fla.Stat. § 678.8-301; Dean Witter & Co. v. Educational Computer Corp., 369 F.Supp. 757, 764 (E.D.Pa.1974). One has "notice" of a fact when he has actual knowledge of the fact. Fla.Stat. § 671.201(25)(a)....

...ed the claim. Exchange's constructive notice argument thus fails as a matter of law. One has "constructive notice" of a fact when from all the facts and circumstances known to him at the relevant time he has reason to know that it exists. Fla. Stat. § 671.201(25)....

...The creditor contends that the equipment is held by the debtor pursuant to a "true lease" and wishes to enforce the terms of the lease agreement to regain possession of the equipment. Whether an agreement is a true lease or a security agreement is to be determined by the facts of each case. Fla. Stat. § 671.201(37); In re Mountain Carpet, Inc., 11 B.R....

...y agreement. Whether an option to purchase is included in the agreement is one of the most often applied factors and is one which is specifically addressed by the Uniform Commercial Code. Florida has adopted the Uniform Commercial Code and Fla.Stat. § 671.201(37) states as follows: Whether a lease is intended as security is to be determined by the facts of each case; however, (a) the inclusion of an option to purchase does not of itself make the lease one intended for security, and (b) an agree...

...Thus, this Court concludes that because the consideration to be given for the purchase option is nominal, and because the lease agreement recognizes an equity interest in the debtor, the agreement is a lease intended for security pursuant to Fla.Stat. § 671.201(37)....

...DISCUSSION State law determines whether the Second Agreement should be treated as a lease or financing agreement. In re Howell, 161 B.R. 285, 287 (Bankr.N.D.Fla.1993). Whether a purported lease transaction creates a security interest here is governed by subparagraph (a) of § 671.201(37) Florida Statutes, which provides as follows: A transaction creates a security interest if the consideration the lessee is to pay the lessor for the right to possession and use of the goods is an obligation for the term of the lease not...

...upon compliance with the lease agreement; or (4) The lessee has an option to become the owner of the goods for no additional consideration or nominal additional consideration upon compliance with the lease agreement. (emphasis added). By its terms, § 671.201(37) mandates that if a "lease" contains both a non-termination clause, whereby the "lessee" may not terminate the "lease" without further obligation, and also contains one of the other provisions listed in subsections (a)(1)-(4), then the...

...The Initial Agreement here contains an express provision preventing cancellation. The Second Agreement likewise is non-cancelable, since All American could not terminate the Second Agreement without further obligation to Quality Textile. [1] Thus, the first prong of § 671.201(37)(a) is satisfied. The second prong of § 671.201(37)(a) also is satisfied since, as stipulated to by Quality Textile in the Pretrial Order, Quality Textile was obligated to purchase the Equipment and to transfer title to All American at the end of the Second Agreement. See Fla.Stat. § 671.201(37)(a)(2) (a transaction creates a security interest if "[t]he lessee is bound to ......

...Even if Quality Textile was not bound to purchase the Equipment, the $1.00 purchase price under the Purchase Option represents nominal consideration, since the Equipment certainly had a fair market value far greater than $1.00 at the date the Purchase Option was to be exercised. See Fla. Stat. § 671.201(37)(c)(1)....

...Co., 634 F.2d 1050 (10th Cir.1980) ($1.00 purchase price indicative of financing arrangement under Oklahoma law). In sum, since the Second Agreement was non-cancelable and included by incorporation a nominal $1.00 purchase option, this Court finds that under the mandatory provisions of Fla.Stat. § 671.201(37)(a) the Second Agreement constituted a financing arrangement rather than a true lease. The Court would reach the same conclusion by applying the discretionary standards set forth in Fla.Stat. § 671.201(37)(b). Section 671.201(37)(b) provides a non-exclusive list of factors that are indicative of a financing arrangement rather than a true lease....

...The presence of these several indicia of a financing agreement prove that the Second Agreement was not a true lease, but instead was a financing arrangement creating a security interest. In sum, under either under the applicable mandatory provisions of Fla.Stat. § 671.201(37)(a) or the discretionary factors listed in § 671.201(37)(b), the Second Agreement was not a true lease, but was instead a financing arrangement, intended to create a security interest....

...ong as All American made the monthly payments. Instead, the Second Agreement specifically requires All American to "make payments in the sum of $1,900.00 a month and monthly thereafter in a like amount until said machine is fully paid." [2] Although § 671.201(37)(b) by its terms states that a transaction does not create a security interest merely because it provides for any one of the listed factors, all of the factors may be considered in determining whether a lease constitutes a security interest....

...and whether Barnett's prior security interest was superior to O'Neill's subsequent ownership interest where it had properly registered its security interest with the Federal Aviation Administration. We resolve both issues in favor of Barnett. Under Section 671.201(9), Florida Statutes (1975), a buyer in the ordinary course of business is a person who in good faith and without knowledge that the sale to him is in violation of the security interest of a third party in the goods buys in ordinary course from a person in the business of selling goods of that kind....

...corded instruments affecting the aircraft identified in this certificate to make a personal search of the records or avail themselves of the services of an agent or attorney." O'Neill was not a buyer in the ordinary course of business as required by Section 671.201(9), therefore, Section 679.307(1) is not applicable to this case....

...A printed heading in capitals (as: NON-NEGOTIABLE BILL OF LADING) is conspicuous. Language in the body of a form is "conspicuous" if it is in larger or other contrasting type or color. But in a telegram any stated term is "conspicuous." Whether a term or clause is "conspicuous" or not is for decision by the court. § 671.201(10), Fla....

..."The judgment below is affirmed." CARROLL, DONALD K., Acting C.J., and WIGGINTON and RAWLS, JJ., concur. NOTES [1] F.S. § 679.302, F.S.A. [2] F.S. § 679.306(2), F.S.A. [3] The exchange of equipment which took place between Swift and Gator constitutes a sale and Swift would be considered a purchaser. F.S. § 671.201(9), F.S.A. [4] F.S. § 679.307(1), F.S.A. [5] F.S. § 671.201(9), F.S.A. [6] Cf. F.S. § 671.201(19), F.S.A....

...lder in possession with rights of a holder. § 673.3011(1) & (2), Fla. Stat. (2009). A holder is a “person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21), Fla....

...Stat. (1979). Thus, even if the retail order contained disclaimers, they had to be conspicuous to be effective. Bert Smith contends that the trial court erred in allowing the jury to determine whether the alleged disclaimers were conspicuous. We agree. Section 671.201(10) states that, "Whether a term or clause is conspicuous or not is for decision by the court." Nevertheless, Bert Smith did not object when the trial court instructed the jury on the question....

...Similarly, O & Y's claim against the lessor would be a claim as an insider, which would be behind all the claims of other creditors. O & Y's claim would be rendered virtually worthless. The predicate for the bank's contention is UCC § 1-201(37), Fla.Stat. § 671.201(37): "(37) `Security interest' means an interest in personal property or fixtures which secures payment or performance of an obligation ....

...LIED, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OTHER THAN USUAL FACTORY WARRANTIES MADE BY THE MANUFACTURER. Xerographic contends that this disclaimer was in compliance with requirements of Section 672.316(2) and 671.201(10), Florida Statutes (1975), and therefore should have been given effect....

...Kenworthy, not a party to this appeal, was the user of the copier and plaintiff in the main claim below. [2] Section 672.316(2) sets forth the language that must be included in any valid disclaimer as well as the requirement that the disclaimer be conspicuous. Section 671.201(10) defines the term "conspicuous."

...Viewing this language in a vacuum, it would appear that notice to the “customer,” as the term is used in § 670.505, would require notice to the accountholder. However, the U.C.C. also sets forth when an individual “receives a notice or notification.” Under § 671.201, a person gives notice to another “by taking such steps as maybe reasonably required to inform the other person in ordinary course, whether or not the other person actually comes to know of it.” Fla....

...der the circumstances at the place of business through which the contract was made or at another location held out by that person as the place for receipt of such communications.” Id. (emphasis added); see also Fla. Stat. § 671.209 (5) (mirroring § 671.201(26))....

...states that “a person ‘receives’ a notice or notification when ... [i]t is duly delivered in a form reasonable under the circumstances at ... [a] location held out by that person as the place for receipt of such communications.” Fla. Stat. § 671.201 (26); Fla....

...e their account statements, statements containing the contested debits. Because there is no dispute over whether the Contract Plaintiffs received account statements at the address they designated, those Plaintiffs received notice as per Fla. Stat. §§ 671.201 (26) and 671.209(5)....

...As stated previously: The U.C.C.-.- states that “a person ‘receives’ a notice or notification when ... [i]t is duly delivered -in a form reasonable under the circumstances at ... [a] location held out by that person as the place for receipt of such communications.” Fla. Stat. § 671.201 (26); Fla....

...e their account statements, statements containing the contested debits. Because there is no dispute over whether the Contract Plaintiffs received account statements at the address they designated, those Plaintiffs received notice as per Fla. Stat. §§ 671.201 (26) and 671.209(5)....

...§ 4A-505 bears little to no relation to the facts of this case. See id. at 119-20. Further, Plaintiffs' citation to Grabowski for the proposition that "customer” as used in the U.C.C. may not extend to Plaintiffs' purported agent is belied by the definitional provisions of Fla. Stat. §§ 671.201 (26) and 671.209(5)....

...See, e.g., Breyer v. First National Monetary Corp., 548 F.Supp. 955, 598, n. 5 (D.N.J.1982). Furthermore, pursuant to Florida law, the customer agreement was "signed" by Prudential-Bache, since the agreement had its name printed on it. [4] See, e.g., Fla.Stat. § 671.201(39)(1985) and comments thereto; See, generally, 11 Fla....

..."If an instrument is payable to bearer, it may be negotiated by transfer of possession alone." § 673.2011(2), Fla. Stat. A "holder" is defined as "[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession." § 671.201(21)(a), Fla....

...Pursuant to the Code, when the buyer takes possession of property under a credit sales contract, he acquires the property, not merely an equity interest in the property. See § 672.401(1), Fla. Stat. (1985). The seller retains only a security interest in the property. See id.; § 671.201(37), Fla....

...eached its duty of good faith as required by Section 671.203, Florida Statutes. Section 671.203 provides that "[e]very contract or duty within this code imposes an obligation of good faith in its performance or enforcement." Good faith is defined in Section 671.201(19) to mean "honesty in fact in the conduct or transaction concerned." Defendant had no contractual duty to allow Plaintiff to prepay the loan, and in fact had no duty whatsoever to allow prepayment....

...Conversely, Appellees argue such a determination is a mix of law and fact. Neither party provided any support for their assertions. After researching applicable case law, the Court finds the review of the Bankruptcy Court's determination that the Agreement was not subject to the safe harbor provisions in Florida Statute § 671.201(37) is a question of law and is reviewed de novo....

...598, 605 (D.Kan.2002), affirmed, 52 Fed.Appx. 119 (2002). III. Discussion A. Bankruptcy Court In an effort to determine whether the Agreement at issue is a financing arrangement [3] or a true lease, the Bankruptcy Court began by examining Florida Statute § 671.201(37). In pertinent part, Florida Statute § 671.201(37), provides: Whether a transaction creates a lease or security interest is determined by the facts of each case; however: (a) A transaction creates a security interest if the consideration the lessee is to pay the lessor for the right to...

...ance with the lease agreement. The Bankruptcy Court found that because the Agreement between the parties was subject to termination by the lessee at any time without further obligation, the Appellees could not rely upon the safe harbor provisions of section 671.201(37)....

...36) months. Based upon these two factors, the Bankruptcy Court determined the Agreement to be a financing arrangement (Dkt. 2 at 5). B. Appellant's Arguments Appellant contends on appeal that the Bankruptcy Court correctly noted that Florida Statute § 671.201(37) controls the determination in this case. However, Appellant argues the Bankruptcy Court erred in its application of section 671.201(37) as the Agreement contains a clause allowing the lessee to terminate the lease without further obligation. Appellant asserts section 671.201(37)(a) creates a security interest "if the consideration the lessee is to pay the lessor for the right to possession and use of the goods is an obligation for the term of the lease not subject to termination by the lessee," and if one or more of the other factors listed in the subsection of section 671.201(37)(a) is also present....

...Appellant also asserts the case cited by the Bankruptcy Court, In re Canaveral Seafoods, Inc., 79 B.R. at 58, is inapplicable to the case at bar for several reasons. Appellant initially argues that the court in Canaveral Seafoods did not apply Florida Statute § 671.201(37) and instead held that if the lease contained an option to purchase for a nominal sum at the end of the lease term, then the transaction constituted a financing arrangement and not a true lease....

...Appellees' objection to Appellant's claim is erroneous and should be reversed. C. Appellees' Arguments Appellees filed a response arguing that Appellant was attempting to twist the safe harbor provisions for a fmancing arrangement in Florida Statute § 671.201(37) into safe harbor provisions for a lease....

...it have found that where a debtor has the right to terminate the obligation to pay by surrendering personal property without further financial obligation, the transaction is a true lease (Dkt. 5 at 13). [5] U.C.C. § 1-201(37)(2) and Florida Statute § 671.201(37)(a) mirror each other. [6] Appellant further asserts the Bankruptcy Court ignored the impact of Florida Statute § 671.201(37)(3), which provides a transaction does not create a security interest because of the existence of certain characteristics, such as an option to purchase....

...s, and then only if they meet certain requirements (Dkt. 10 at 7)(citing Florida Statute §§ 559.9231-559.9241). [9] The Court does find the Bankruptcy Court's determination as to the inapplicability of the safe harbor provisions in Florida Statute § 671.201(37) to be proper....

...Plaintiff contends that the removal of such goods by the Defendant was in derogation of the Plaintiff's superior rights to possession as a secured creditor and as such constituted conversion. Plaintiff argues that either the transaction constituted a consignment intended as security within the meaning of Section 671.201(37), Florida Statutes, or was a sale or return transaction governed by the provisions of Section 672.326, Florida Statutes, which in pertinent part provides that: "(3) Where goods are delivered to a person for sale and such person mai...

...63, 100-101 (1975). In other words, Section 319.22(1) provides that a purchaser shall not acquire a "marketable" title until the certificate of title is issued to him; however, it does not prevent valid title from being passed. Correria, at 24. Under Section 671.201(9), a "buyer in ordinary course of business" is "a person who in good faith and without knowledge that the sale to him is in violation of the ownership rights or security interest of a third party in the goods buys in ordinary course...

...nce." § 679.307(1), Fla. Stat. (1997). A person who buys goods in a "transfer in bulk" or with knowledge that the sale is "in violation of the ... security interest of a third party in the goods" is not a "`[b]uyer in ordinary course of business.'" § 671.201(9), Fla....

...ck was not "clearly erroneous." It is undisputed that the Conakry stock bearer certificates are in the possession of Mrs. Patrone's husband in Venezuela. Thus Mrs. Patrone's husband, as possessor, is presumed to be the owner and rightful holder. See § 671.201(20), Fla....

...nt. See S.Rep. No. 95-989 (1978), reprinted in 1978 U.S.C.C.A.N. 5787, 5849-50. At the same time, the Uniform Commercial Code as codified by Florida provides guidance to courts in distinguishing between a lease and a security interest. See Fla.Stat. § 671.201(37) (1999)....

...t difference between the two as applied to the facts of this case. Both Congress and Florida law instruct courts to look to "the circumstances of the case and consider the economic substance of the transaction." S.Rep. No. 95-989; see also Fla.Stat. § 671.201(37) (whether a transaction creates a lease calls for case-by-case analysis)....

...[8] Moreover, *864 the Lease term ends before the mortgage payments are complete. See S.Rep. No. 95-989 (stating that if rental payments are essentially payment of the mortgage, then there is no lease). Further, there is no express provision preventing cancellation by Trident. See Fla.Stat. § 671.201(37)(a); All American Mfg., 172 B.R. at 398. Finally, there is no option to purchase the leased property at the end of the lease term. See S.Rep. No. 95-989; Fla.Stat. § 671.201(37)....

...." According to the Official Comment to Code § 2-304, which is § 672.304, Fla. Stat., F.S.A., the "price of goods is payable in something other than money." Mrs. Sheppard obtained the merchandise as a result of performing an act required, to-wit: purchasing $5.00, or more, of Revlon cosmetics at one itme. See also: § 671.201(11) and (44)(d), Fla....

...therefore, he asserts, no fund was created from which Wright could collect. That may be so but it does not necessarily leave appellee without a remedy. As the designated escrow agent, Wright was a "holder" as defined in the Uniform Commercial Code, section 671.201(20), Florida Statutes (1981), which states: "Holder" means a person who is in possession of a document of title or an instrument or an investment security drawn, issued or indorsed to him or to his order or to bearer or in blank....

...e the damages exceed $10,000.00. Reserve Insurance Co., 386 So.2d at 551. 6. The bailor's burden of establishing negligence requires that it persuade the trier of fact that the existence of the fact is more probable than its nonexistence. Fla. Stat. § 671.201(8)....

...ty. (Emphasis Supplied) The facts of the case at bar fit precisely within subsection (b). Since ASSOCIATED AIR is to pay One and 00/100 ($1.00) Dollar and receive an assignment of the lease at the end of the term of the agreement, it would seem that § 671.201(37) mandates a finding (or conclusion of law) that it is a lease intended for security and therefore W.J.C....

...The Florida Uniform Commercial Code further expressly provides that such agreements encompass "the bargain of the parties in fact as found in their language or by implication from other circumstances including course of dealing or usage of trade ...." § 671.201(3), Fla....

...A security interest is broadly defined as "an interest in personal property ... which secures payment or performance of an obligation... . The term also includes any interest of a buyer of accounts, chattel paper, or contract rights which is subject to Chapter 679." Section 671.201(37), Fla....

...them regarding an entitlement to the stock... ." "`Agreement' means the bargain of the parties in fact as found in their language or by implication from other circumstances including course of dealing or usage of trade or course of performance... ." Section 671.201(3)....

...r this position is mentioned. Florida law is to the contrary. A facsimile signature can be sufficient, even on a document as important as an arrest warrant. See, State v. Hickman, 189 So.2d 254 (Fla.App. 1966). See, further, Uniform Commercial Code, § 671.201(39), Florida Statutes, defining "signed" for Code purposes, as "includes any symbol executed or adopted by a party with present intention to authenticate a writing." [3] The E/C's argument that the claim form must be signed by the claimant...

...ASE MONEY CREDITORS UNDER THE "DEBTOR'S EQUITY" CONCEPT OF INTERNATIONAL HARVESTER SURVIVE THE ENACTMENT OF CHAPTER 78-222, LAWS OF FLORIDA? MILLS and NIMMONS, JJ., concur. NOTES [1] The preamble to Chapter 78-222, Laws of Florida (1978), reenacting Section 671.201, Florida Statutes, and amending subsections (3) and (4) of Section 679.312, Florida Statutes, states: WHEREAS, in a situation where there are conflicting security interests in the same collateral and a purchase money security interest...

...ditional sale, trust receipt, other lien or title retention contract and lease or consignment intended as security * *. A perusal of the retail installment contract here involved shows that it was intended to create a security interest as defined in § 671.201(37)....

...who is entitled to enforce. § 673.3011(1)-(3), Fla. Stat. (2013). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...679.504 provides that a secured party may, after default, sell, lease or otherwise dispose of any or all of the collateral and apply the proceeds toward the satisfaction of indebtedness secured by the security interest under which the disposition is made. F.S. 671.201(37) defines "security interest" and provides "* * * Unless a lease or consignment is intended as security, reservation of title thereunder is not a `security interest' * * *....

...Under the Uniform Commercial Code, "[a] person `notifies' or `gives' a notice or notification to another by taking such steps as may be reasonably required to inform the other in ordinary course whether or not such other actually comes to know of it." § 671.201(26), Fla....

...ut knowledge that the sale to him is in violation of the ownership rights or security interest of a third party in the goods, buys in the ordinary course from a person in the business of selling goods of that kind, but does not include a pawnbroker. § 671.201(9), Fla....

...§ 672.2-105(1). We find no distinction between boats and ships in determining what is meant by "goods." [1] Our problem lies in the absence of any warehouse receipt in this case having been issued by the marina to appellant. A warehouse receipt is defined in Section 671.201(45), Florida Statutes (1975) as: ......

...Final judgment was entered for Barnett. The trial court ruled that the lease agreement between U.C.L. and F.W.M.C. was not a true lease but was an agreement intended for security which constituted a secured transaction governed by the provisions of Ch. 679, Florida Statutes (1981). See § 671.201(37), Florida Statutes (1981)....

...The `holder' is the `person who is in possession of a document of title or an instrument or an investment security drawn, issued or endorsed to him or to his order or to the bearer or in blank.'" Troupe v. Redner, 652 So.2d 394, 395-96 (Fla. 2d DCA 1995) (citations omitted); see Fla. Stat. § 671.201(21) (2010); Mortg....

...Installment Contracts in question were drawn pursuant to F.S. § 520.34, F.S.A., and without any verbiage therein indicating any severability of items of equipment from the total contract sales. Also, we must assume that the Uniform Commercial Code Section 671.201(11) is applicable wherein the definition of "contract" is set out as: "means the total legal obligation which results from the parties' agreement as affected by this code ..." This must assume that the "agreement" as defined in the Code at Section 671.201(3) does not limit the security to the total contract, nor by the bargain of the parties in fact as found in their language or by implication from other circumstances including course of dealing or usage of trade or course of performance as provided in this Code....

...t and her brother, William Arkin. It was not redeposited to Account No. 26359 because this account had been closed out by appellant in the interim. The court below ruled that the $3800 belonged to the Estate of Westley Silvian, to which we disagree. Section 671.201(20), Florida Statutes, defines a "holder" as a "person who is in possession of ......

...§ 1821 (e)(ll), the RTC may not avoid “any legally enforceable or perfected security interest.” Under Florida law a security interest is an “interest in personal property or fixtures which secures payment or performance of an obligation.” See Fla.Stat.Ann. § 671.201(37) (West 1995)....

...alid and perfected security interest in the debtor's furniture, fixtures, equipment, and inventory. A security interest is defined as "an interest in personal property or fixtures which secures payment or performance of an obligation". Fla.Stat.Ann. § 671.201(37) (West 1998)....

...instrument who is entitled to enforce. § 673.3011(1)-(3), Fla. Stat. (2015). A “holder” is “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...We do not agree with this position and accordingly affirm the judgment below. Our holding that the single-signature-when-two-are-required is an "unauthorized" one for 674.406(4) purposes is based largely on our interpretation of the most obviously pertinent source, the specific definition of the term in the UCC itself. Section 671.201(43), Florida Statutes (1985) states: (43) `Unauthorized' signature or indorsement means one made without actual, implied or apparent authority and includes a forgery....

...tor's lien, equipment trust, conditional sale, trust receipt, other lien or title retention contract and lease or consignment intended as security. This chapter does not apply to statutory liens except as provided in s. 679.310. (Emphasis supplied.) Section 671.201(37), Florida Statutes (1979), in turn, defines a "security interest" as: ......

...4th DCA 2014). Here, Bank asserted it had standing as the holder of the note. To be a “holder” entitled to enforce under the facts of this case, Bank was required to show physical possession of the original note and the allonge endorsed in blank. See § 671.201(21), Fla....

...t, is enforceable by the holder. § 673.3011(1), Fla. Stat. (2015). The term “holder” means “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...Appellee argues that appellant lacks the status of a holder in due course without notice provided by § 673.302, Fla. Stat., F.S.A. A payee, according to Official Comment 2 to 673.302 Fla. Stat., F.S.A., may become a holder in due course, in his own right, to the same extent as any other holder. See: § 671.201(20), Fla. Stat., F.S.A. Appellant Coplan Pipe negotiated and arranged the transaction, and was the entity to whom the funds were ultimately paid. "Notice" includes "actual notice." § 671.201(25) Fla....

...[7] The sole remaining issue is whether WWF made a written demand on GPC within 10 days after the goods were delivered to GPC. Section 546(c) does not contain specific requirements for what must be in a written demand other than the requirement that the demand be in writing. Section 671.201(26), Florida Statutes, provides that A person "notifies" or "gives" notice or notification to another by taking such steps as may be reasonably required to inform the other in ordinary course whether or not such other actually comes to know of it....

...modifying the right. See Fla. Stat. § 679.501(3)(b) (1986). Section 679.504(3) requires that the secured party, Rozier, "send" written notification prior to the sale of the collateral, herein the Caterpillar. The word "send" is defined in Fla.Stat. § 671.201(38) as follows: "Send" in connection with any writing or notice means to deposit in the mail or deliver for transmission by any other usual means of communication with postage or cost of transmission provided for and properly addressed and...

...r's "receipt." I would affirm. NOTES [1] Note that any language attempting to exclude or modify implied warranties of merchantability or implied warranties of fitness under section 672.315(2) must be conspicuous when contained in a writing. See also section 671.201(10), Florida Statutes, which defines "conspicuous" under Florida's version of the U.C.C.

...ossessor of the instrument. We reach the same conclusion applying the UCC definition of holder: "[t]he person in possession of the [note] that is payable either to bearer or to an identified person that is the person in possession." § 671.201(21)(a), Fla....

...Due diligence does not require an individual acting for the organization to communicate information unless such communication is part of the individual's regular duties or the individual has reason to know of the transaction and that the transaction would be materially affected by the information. Fla. Stat. § 671.201 (27) ; see also § 671.201(25)....

...Plaintiff next argues that Wells Fargo would have had knowledge if it exercised due diligence, and due diligence required Wells Fargo to put in place systems to catch name mismatches like this one. 3 This argument fails for several reasons. First, the due diligence requirement from section 671.201(27) applies only to "the "individual conducting the transaction." See Fla. Stat. § 671.201 (27)....

...Knight, 90 So.3d 824, 826 (Fla.4th Dist.Ct.App.2012). “A ‘holder’ is someone who is ‘in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession....’” Id. (quoting Fla. Stat. § 671.201 (5))....

...We are advised that an accounting action is now pending for this purpose. Our decision in this case should not be construed as passing upon the merits of that controversy. Affirmed. McNULTY, C.J., and BOARDMAN, J., concur. NOTES [1] Fla. Stat. § 673.403 (1971). [2] See Fla. Stat. § 671.201(43) (1971)....

...Notice of a fact may be when a person has *511 actual knowledge of the fact, or he has received a notice or notification of it, or when "from all the facts and circumstances known to him at the time in question he had reason to know that it exists." Section 671.201(25)(c), Florida Statutes; Section 47-1-201(25)(c), Tennessee Code Annotated....

...Florida's Uniform Commercial Code contains an equally broad definition of "purchase" in providing that the term "includes taking by sale, discount, negotiation, mortgage, pledge, lien, issue or reissue, gift or any other voluntary transaction creating an interest in property." Fla.Stat. § 671.201(32)....

...Mercantile National Bank, 161 So.2d 701 (Fla.App. 1964). Our holding in the Barnett case, supra, is consonant with the following provision in Section 679.307, Florida Statutes, F.S.A. a part of the Uniform Commercial Code: "(1) A buyer in ordinary course of business (§ 671.201(9)) other than a person buying farm products from a person engaged in farming operations takes free of a security interest created by his seller even though the security interest is perfected and even though the buyer knows of its existenc...

...Here, the Bank filed its complaint, alleging its status as the holder of the note. A “holder” is defined as: “The person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...possession of a negotiable instrument that is payable . . . to an identified [entity] that is the [entity] in possession,” such that the trial court should have denied the motion for involuntary dismissal at the close of the plaintiff’s case. See § 671.201(21)(a), Fla....

...k here. A lien is a security interest, that is, a "legal right or interest that a creditor has in another's property, lasting [usually] until a debt or duty that it secures is satisfied." Black's Law Dictionary (9th Ed.) at 1006; see also Fla. Stat. § 671.201 (" 'Security interest' means an interest in personal property or fixtures which secures payment or performance of an obligation.")....

...in a breach of contract action. . "Contract” in Florida's Uniform Commercial Code means "the total legal obligation that results from the parties' agreement as determined by this code and as supplemented by any other applicable laws.” Fla. Stat. § 671.201 ....

...HSBC Bank USA, 157 So.3d 355, 358 (Fla. 4th DCA 2015) (quoting § 673.3011, Fla. Stat. (2013)). A “holder” is “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...revented by that section). However, for purposes of determining what is a security interest under the probate code, section 731.201, Florida Statutes (1987), refers to the definition of a security interest contained in the Uniform Commercial Code at section 671.201, Florida Statutes (1987), where it is defined as: "Security interest" means an interest in personal property or fixtures which secures payment or performance of an obligation....

...eclosure action does not name the plaintiff, the note must bear an endorsement in favor of the plaintiff or a blank endorsement or the plaintiff must submit evidence of an assignment of the note from the payee or an affidavit of ownership); see also § 671.201(5), Fla....

...with the rights of a holder, or a person not in possession but entitled to enforce it. § 673.3011, Fla. Stat. (2013). A holder is “the person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...bulk transfer creditor. Cf. Oklahoma Hotel Building Co. v. Houghton, 202 Okla. 591, 216 P.2d 288 (1949). AFFIRMED. SCHEB and OTT, JJ., concur. NOTES [1] This statute is Alabama's counterpart to Florida's Section 607.247, Florida Statutes (1975). [2] § 671.201(12), Fla....

...” § 679.1021(1)(c). The general definitions section of the UCC, in turn, defines “person” to- include a “government” or “governmental subdivision, agency, or instrumentality” unless the context in which it is used indicates otherwise. § 671.201(30), Fla....

...A plaintiff has standing to foreclose if the plaintiff is the holder of the promissory *106 note. See § 673.3011(1), Fla. Stat. (2014). A “holder” is defined as “[t]he person in. possession of .a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...the “holder of the instrument.” § 673.3011(1), Fla. Stat. (2008). A “holder” is someone who is “in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession ....” § 671.201(21)(a), Fla. Stat. (2008). The “bearer” is a person “in possession of a negotiable instrument ... that is payable to bearer or indorsed in blank.” § 671.201(5), Fla....

...ansfer provisions of the Code are broad enough to cover both secured and unsecured creditors. [2] To begin with, throughout the Code "creditors" are almost totally referred to by just such term and without qualification; and a creditor is defined in § 671.201, F.S....

...The Florida Uniform Commercial Code (UCC) governs sales and secured transactions. The UCC specifies that the term "security interest" means "an interest in personal property ... which secures payment or performance of an obligation" and "includes any interest of a consignor...." § 671.201(35), Fla....

...Attached to the complaint was a copy of the note with a blank indorsement, making it payable to the bearer. A “holder” is defined as: “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21), Fla....

...3d 187, 189 (Fla. 2d DCA 2016) (en banc). The Trustee asserted in its complaint and at the bench trial that it was the owner and holder of the note. To be a holder, the instrument must be payable to the person in possession or indorsed in blank. See § 671.201(5), (21), Fla....

...person not in possession but who has the right to enforce a lost, destroyed, or stolen instrument or an instrument paid by mistake. A holder is a person in possession of the negotiable instrument that is payable either to bearer or to the holder. § 671.201(21)(a), Fla....

...payment is to be made to the assignee. After receipt of the notification, the account debtor may discharge its obligation by paying the assignee and may not discharge the obligation by paying the assignor. With respect to notice to an organization, section 671.201(27), Florida Statutes (2002), provides as follows: Notice, knowledge or a notice or notification received by an organization is effective for a particular transaction from the time when it is brought to the attention of the individual...

...formation unless such communication is part of his or her regular duties or unless the individual has reason to know of the transaction and that the transaction would be materially affected by the information. An organization includes a corporation. § 671.201(28)....

....3091 or s[ection] 673.4181(4).” § 673.3011, Fla. Stat. (2013). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla. Stat. (2013). Thus, to be a holder, the instrument 3 must be payable to the person in possession or indorsed in blank. See § 671.201(5), Fla....

...nder section 673.3091, Florida Statutes. . Gorel, 165 So.3d at 46 . “Holder” is defined as.“[t]he person in possession of a negotiable instrument that is payable either to bearer-or to an identified person that is th.e person in possession.” § 671.201(21), Fla....

...mages, if any, suffered by the party as a proximate consequence.” Section 674.104, Fla.Stat. (1989) (emphasis added). Although section 674.104 does not define “bad faith,” the meaning of the term can be gleaned from other sections of the Code. Section 671.201(19), under “General Definitions and Principles of Interpretation,” de *1080 fines “good faith” as “honesty in fact in the conduct or transaction concerned.” Bad faith, therefore, is the lack of good faith; “the lack of g...

...entitled to enforce the instrument pursuant to s. 673.3091 or s. 673.4181(4). § 673.3011, Fla. Stat. (2016). Here, the original lender was Washington Mutual Bank. Because the note was not indorsed, later transferees were not entitled to enforce it as holders. § 671.201(21)(a), Fla....

...BoA further notes that the term "action" is defined broadly by the UCC: "Action, in the sense of a judicial proceeding, includes recoupment, counterclaim, setoff, suit in equity, and any other proceedings in which rights are determined." Fla. Stat. 671.201(1)....

...who nevertheless is entitled to enforce the note. A “holder” is defined as, inter alia, “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla. Stat. (2013). A “bearer” is defined as, inter alia, “a person in possession of a negotiable instrument [. . .] that 3 is payable to bearer or indorsed in blank.” § 671.201(5), Fla....

...in possession with the rights of a holder. To be a holder, Lynx would have had to shdw that Liquidation was “in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...Pursuant to the Florida Commercial Code, a negotiable instrument is converted when it is paid on a forged endorsement. § 673.419(l)(c), Fla. Stat. (1991). Although the code does not explicitly define forgery, it does provide that an unauthorized endorsement includes a forgery. § 671.201(43), Fla.Stat....

...[15] The Debtor is a commercial merchant dealing in consignment sales of used boats and equipment. [16] The Debtor had the power to sell the Boat to a buyer in the ordinary course. SunTrust had notice of the consignment sale based on the communications between the Seller, Debtor and SunTrust. Sections 671.201(25), (26)....

...Subsection (25) sets forth that a person has "notice" of a fact when: (a) He or she has actual knowledge of it: or (b) He or she has received a notice or notification of it: or (c) From all the facts and circumstances known to the person at the time in question he or she has reason to know that it exists. FLA. STAT. ANN. § 671.201(25) (West 2004)....

...Acquiescence in a consignment relationship by the lien holder constitutes entrustment pursuant to § 672.403 of the Florida Uniform Commercial Code. Carlsen v. Rivera, 382 So.2d 825, 826 (Fla.Dist.Ct.App. 4th 1980). SunTrust had notice of the consignment of the Boat pursuant to § 671.201(25)(c) and by providing information to the Debtor and taking no affirmative action to protect its collateral....

...in the business of selling goods of that kind. A person buys goods in the ordinary course if the sale to the person comports with the usual or customary practices in the kind of business in which the seller is engaged or with the seller's own usual or customary practices. FLA. STAT. ANN. § 671.201(9) (West 2004)....

...sold the Boat to Koetter through the Debtor's usual and customary consignment sale practices. Koetter purchased the Boat in good faith, for value, from the Debtor without knowledge of SunTrust's lien interest in the Boat. Koetter qualifies as a buyer in the ordinary course of the Debtor's business as defined by § 671.201(9) of the Florida Uniform Commercial Code....

...not in possession of the instrument who is entitled to enforce. § 673.3011(1)-(3), Fla. Stat. (2013). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...Statutes (1991) (U.C.C. § 9-105), provides that “chapter 671 [pertaining to general provisions of the Florida U.C.C.] contains general definitions and principles of construction ... applicable throughout this chapter.” Pertinent to this case is Section 671.201(26), Florida Statutes (1991) (U.C.C....

...f of mailing exists. 2 James J. White & Robert S. Summers, Uniform Commercial Code § 27-12, at 602 (3d ed. 1988) (footnote omitted; emphasis added). Cases from other jurisdictions involving U.C.C. provisions identical to sections 679.504(3) and 671.201(38), require proof only that notice was sent....

...A person buys goods in ordinary course if the sale to the person comports with the usual or customary practices in the kind of business in which 2  the seller is engaged or with the seller’s own usual or customary practices. § 671.201(9), Fla....

...e address that was not yet operational. The trial court did not err in so doing. Section 674.302(1) states that a bank is accountable for the amount of a check if it "does not ... return the item or send notice of dishonor" by the midnight deadline. Section 671.201, Florida Statutes (1993), contains the general definitions of the Uniform Commercial Code of which section 674.302 is a part. Section 671.201(38) states that: "`Send' in connection with any writing or notice means to deposit in the mail ......

to an identified person who is in possession. § 671.201(21)(a), Fla. Stat. (2016). Lack

...instrument is entitled to reimbursement from the accommodated party and is entitled to enforce the instrument against the accommodated party.” Neither chapter 673 nor section 673.4191 defines the term “person” or “a party” as a trust. However, section 671.201, Florida Statutes (2021), contains general definitions that apply to chapter 673. See § 671.101(2). Section 671.201(29) defines a “party” as “a person who has engaged in a transaction or made an agreement subject to this code.” § 671.201(29), Fla. Stat. (2021) (emphasis added). Under section 671.201(30), a “person” is defined as “an individual; corporation; business trust; estate; trust; partnership; limited liability company; association; joint venture; government; governmental subdivision, agency or instrumentality; public corporation; or any other legal or commercial entity.” § 671.201(30), Fla....

...Bank, Nat’l Ass’n, 185 So. 3d 1277, 1279 (Fla. 4th DCA 2016). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

sold to a good faith purchaser. We disagree. Section 671.201(9) defines a buyer in the ordinary course of

...enforce a lost, destroyed, or stolen instrument or an instrument paid by mistake. A holder is a person in possession of the negotiable instrument that is payable either to bearer or to the holder. § 671.201(21)(a), Fla....

...instrument.” § 673.3011, Fla. Stat. (2010) (emphasis added). The Florida UCC defines a “holder” to be “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...note is not in bearer form or is payable to someone or some entity other than the plaintiff filing suit. In such case, documentation or evidence regarding ownership, assignment, or transfer of the note must prove the plaintiff has the rights of a holder. §§ 671.201(21); 671.2011(1); 673.2031(1), (2), and (3); 673.3011(2); and 673.3081(2), Fla....

...trict court. Maseda, 861 F.2d at 1252 . . § 673.403(3) provides: Except as otherwise established the name of an organization preceded or followed by the name and office of an authorized individual is a signature made in a representative capacity. . Section 671.201(25) states that a person has notice of a fact when they have actual knowledge, received notice of it, or has reason to know from all the facts and circumstances known at the time.

...to a particular person or place.” Black’s Law Dictionary (11th ed. 2019) (emphasis added). Statutory definitions bear out the voluntariness element. For instance, under the Uniform Commercial Code, “delivery” is the “voluntary transfer of possession.” § 671.201(15), Fla....

...proof of regular business practices, an affidavit swearing that the letter was mailed, or a 1Concomitant with her negative amortization argument, Ms. Stacknik contends that U.S. Bank is not entitled to enforce the note as a holder, as that term is defined in section 671.201(21)(a), Florida Statutes (2013)....

...673.4181(4), Florida Statutes. § 673.3011, Fla. Stat. (2014). A holder is defined as, inter alia, “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” Id. § 671.201(21)(a). In this case, Bank’s complaint alleged that it acquired the loan and possessed both legal and beneficial interest in the note and mortgage prior to filing the complaint....

...In the context of the law of negotiable instruments, the “holder” of an instrument is “[t]he person in possession of a negotiable instrument that is payable either to bearer 11 or to an identified person that is the person in possession.” Fla. Stat. § 671.201 (21)....

...mplaint.” Focht v. Wells Fargo Bank, N.A., 124 So.3d 308, 310 (Fla. 2d DCA 2013) (internal citation omitted). . "Bearer” means “a person in possession of a negotiable instrument ... that is payable to bearer or indorsed in blank,” Fla. Stat. § 671.201 (5)....

...red in time to move for a new trial.” . Doc. No. 71 . A promissory note is a negotiable instrument governed by Chapter 673 of the Florida Statutes. Taylor v. Deutsche Bank National Trust, 44 So.3d 618, 622 (Fla.Dist.Ct.App. 5th 2010). . Fla. Stat. § 671.201 (21). . “Bearer means a person ... in possession of a negotiable instrument ... that is payable to bearer or indorsed in blank.” Fla. Stat. § 671.201 (5)....

...e original lender in this case, prior to the filing of the complaint. A “holder” is “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession[.]” § 671.201(21)(a), Fla....

....3011(1), Florida Statutes (2016). See Murray v. HSBC Bank USA , 157 So.3d 355 , 358 (Fla. 4th DCA 2015) (recognizing that pursuant to section 673.3011, Florida Statutes, the "holder of the instrument" may enforce an instrument, and that pursuant to section 671.201(21)(a), Florida Statutes, a "holder" is a "person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession")....

....3011(1), Florida Statutes (2016). See Murray v. HSBC Bank USA , 157 So.3d 355 , 358 (Fla. 4th DCA 2015) (recognizing that pursuant to section 673.3011, Florida Statutes, the "holder of the instrument" may enforce an instrument, and that pursuant to section 671.201(21)(a), Florida Statutes, a "holder" is a "person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession")....

...instrument pursuant to section 673.3011(1), Florida Statutes (2016). See Murray v. HSBC Bank USA, 157 So. 3d 355, 358 (Fla. 4th DCA 2015) (recognizing that pursuant to section 673.3011, Florida Statutes, the “holder of the instrument” may enforce an instrument, and that pursuant to section 671.201(21)(a), Florida Statutes, a “holder” is a “person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession”). The promissory note in this case pr...

...673.4181(4).” § 673.3011, Fla. Stat. (2013). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla. Stat. (2013). Thus, to be a holder, the instrument must be payable to the person in possession or indorsed in blank. See § 671.201(5), Fla....

...M & I Bank, 67 So. 3d 1129, 1131 (Fla. 1st DCA 2011). “A person may be a 1 A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...who is entitled to enforce. § 673.3011(1)–(3), Fla. Stat. (2015). A “holder” is “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...pretrial request, released the original note to Nationstar, and Nationstar introduced the note into evidence. Nationstar, therefore, physically possessed the note at trial and had standing to foreclose at that time as the holder of the note. See § 671.201(21)(a), Fla....

...r's pretrial request, released the original note to Nationstar, and Nationstar introduced the note into evidence. Nationstar, therefore, physically possessed the note at trial and had standing to foreclose at that time as the holder of the note. See § 671.201(21)(a), Fla....

...Deutsche Bank Nat’l Trust Co., 174 So. 3d 489, 490–91 (Fla. 4th DCA 2015). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla. Stat. (2009). “Thus, to be a holder, the instrument must be payable to the person in possession or indorsed in blank.” Murray v. HSBC Bank USA, 157 So. 3d 355, 358 (Fla. 4th DCA 2015) (citing § 671.201(5), Fla....

...and without knowledge that the sale is in violation of the ownership rights or security interest of *70 a third party in the goods buys the goods in the ordinary course from a person in the business of selling goods of that kind....” Fla.Stat.Ann. § 671.201(9) (West Supp....

...s[ection] 673.4181(4).” § 673.3011, Fla. Stat. (2013). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla. Stat. (2013). Thus, to be a holder, the instrument must be payable to the person in possession or indorsed in blank. See § 671.201(5), Fla....

...the time it filed the complaint. JPMorgan acknowledged that the note was 1 A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

Black’s Law Dictionary 345 (5th ed. 1979). See also § 671.201(24), Fla.Stat. (1981).

...the rights of a holder.” Mazine v. M & I Bank, 67 So. 3d 1129, 1131 (Fla. 1st DCA 2011). A “holder” is “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession[.]” § 671.201(21)(a), Fla....

...The master lease states: “Any such filing or recording shall not be deemed evidence of any intent to create a security interest un *600 der the Uniform Commercial Code.” As to the leased equipment,-it is clear that Fleet was the owner under a true lease and not a secured creditor. See § 671.201(37), Fla....

...Elephant Industries signed a security agreement which described the accounts receivable and other collateral and stated that it was signed to secure obligations under the master lease. For purposes of the UCC, “value” is broadly defined to include “any consideration sufficient to support a simple contract.” § 671.201(44)(d), Fla.Stat....

...ial Code (UCC). §§ 673.1011, .1021, .1041, Fla. Stat. (2011). And Deutsche Bank is entitled to enforce the note not because it is an assignee of the right to bill and collect but because it meets the statutory definition of the holder of the note. Section 671.201, Florida Statutes (2011), defines “holder” as “[t]he person in possession of a [note] that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a)....

...t, is enforceable by the holder. § 673.3011(1), Fla. Stat. (2015). The term “holder” means “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...4th DCA 2011), we explained that the person entitled to enforce a negotiable instrument such as a note is the “ ‘holder of the instrument.’ ” (quoting § 673.3011, Fla. Stat.). A “holder” is the person in possession of the instrument that is payable to bearer or to an identified person in possession. § 671.201(21)(a), Fla. Stat. “Bearer” means “a person in possession of a negotiable instrument ... that is payable to bearer or indorsed in blank.” § 671.201(5), Fla....

possession.’” Caraccia, 185 So. 3d at 1279 (quoting § 671.201(21)(a), Fla. Stat. (2013)). Here, Bank of

...Assuming without determining that Rose holds a valid and perfected security interest, to be enforceable it must secure an enforceable obligation. The Uniform Commercial Code defines a security interest as, “an interest in personal property which se *104 cures payment or performance of an obligation”. § 671.201(37), Fla.Stats....

...The note contains an indorsement in blank by Countrywide Home Loans, Inc., which potentially could establish BAC's, and hence BOA's, status as holder when -6- BAC took possession of the note.2 See § 671.201(21)(a), Fla....

...(emphasis added). The last sentence of section 673.3011 makes it clear that possession of the instrument is more important than ownership of the instrument in terms of having the right to enforce payment on the instrument.4 Also relevant to the analysis is section 671.201(21), Florida Statutes (2013), which defines who is considered a holder of a negotiable instrument: (21) “Holder” means: (a) The person in possession of a negotiable instrument that is 4 Although not discussed in cas...

...The allegation that “Plaintiff is . . . entitled to enforce the Mortgage Note and Mortgage” is ambiguous, fatally vague, and conclusory. Ambiguous attached would be completely consistent with the allegation that the plaintiff was the holder of the note as defined in section 671.201(21), Florida Statutes. 9 because it does not identify whether Chase is “the holder” of the note or “a nonholder in possession of the note who has the rights of a holder.” Fatally vague...

...The brief opinion in Beaulieu does not describe facts or issues on appeal suggesting there was a contention that the complaint failed to state a cause of action. In Beaulieu, we said “[b]ecause 7 Because “holder” by definition requires possession of the instrument, possession is assumed when one is a holder. § 671.201(21), Fla....

...itlement to enforce the claim and obtain a judgment, appears to me, quite frankly, unjust. Section 673.3011 makes it clear that entitlement to enforce a mortgage note depends on possession of the note, not an ownership interest in the note, and section 671.201(21) makes it clear that one cannot be a holder of the mortgage note unless the note is payable to the entity seeking to enforce or to the bearer.10 As the Jaffers pointed out in their brief, the portion of the mortgage note that gave...

...JP Morgan Chase Bank Nat’l Ass’n, 79 So. 3d 170, 173 (Fla. 4th DCA 2012). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...hich his transferor had or had actual authority to convey. Fla.Stat. § 678.301(1). The statute defines purchaser as anyone who “takes by sale, negotiation, pledge, gift, or any other voluntary action creating an interest in property.” Fla.Stat. § 671.201(31) and (32)....

...Florida Uniform Commercial Code. See § 673.3011(1), Fla. Stat. (2008) ("The term 'person entitled to enforce' an instrument means: the holder of the instrument[.]"). To hold a note under the Uniform Commercial Code ordinarily connotes possession of the document itself. See § 671.201(21)(a), Fla....

...The handwritten notation on the bill of lading is also admissible as part of that business record and, therefore, falls under that exception to the rule against hearsay. A bill of lading accompanies the delivery of a product, in this case DOP, to the buyer and serves to acknowledge the buyer's receipt of the product. See section 671.201(6), Florida Statutes (1995)....

holder of the note pursuant to Florida Statute § 671.201(21); and (17) unclean hands. (Doc. # 70). Bank

...Statutes (2012), a party must be: the holder of the note; a non-holder in possession of the note who has the rights of a holder; or a person not in possession of the note who is entitled to enforce under section 673.3091, Florida Statutes (2012). Section 671.201(21), Florida Statues (2012), defines "holder" as "[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession." If an indorsement...

person that is the person in possession.” § 671.201(21)(a), Fla. Stat. (2013). “Thus, to be

...CitiMortgage, it would be a physical impossibility for PennyMac to be a holder of the note. " 'Holder' means: (a) The person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession. . . ." § 671.201(21)(a), Fla....

...not in possession of the instrument who is entitled to enforce. § 673.3011(1)-(3), Fla. Stat. (2011). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...Erwin estimated that the total cost to de-install, ship, and refurbish the Lotem and the Trendsetter will be approximately $58,000. CONCLUSIONS OF LAW Whether a transaction creates a lease or a security interest is determined by the facts of each case in accordance with § 671.201(37) of the Florida Statutes which provides as follows: (37) "Security interest" means an interest in personal property or fixtures which secures payment or performance of an obligation ....

...ansaction is entered into. Pursuant to the statute, a transaction creates a security interest if the lessee's obligation to make the rental payments is not terminable by the lessee during the term of the lease and any one of the factors set forth in § 671.201(37)(a)(1)-(4) applies....

...time the Lease was entered into. Second, Debtor is not contractually bound to renew the lease for the remaining economic life of the Equipment or to purchase the Equipment. [2] Third, Debtor may only renew the lease if it pays fair rental value. As 671.201(37)(c) specifically provides that "additional consideration is not nominal if, when the option to renew the lease is granted to the lessee, the rent is stated to be the fair market rent for the use of the goods for the term of the renewal determined at the time the option is to be performed", Debtor does not have the option to renew the lease for no additional or nominal additional consideration. Finally, Debtor may only purchase the equipment if it pays fair market value. As 671.201(37)(c) also specifically provides that "additional consideration is not nominal if, when the option to become the owner of the goods is granted to the lessee, the price is stated to be the fair market value of the goods determined at the time...

...e option is to be performed", Debtor does not have the option to purchase the equipment for no additional or nominal additional consideration. A determination that a transaction does not create a security interest based upon the factors set forth in 671.201(37)(a)(1-4) is not dispositive of whether a security interest was created. A court is required to examine all of the facts and circumstances relevant to the transaction. In re Howell, 161 B.R. 285 (Bankr.N.D.Fla.1993). Although a court is free to consider the factors set' forth in 671.201(37)(b) to guide its determination, no single factor is determinative. A leading treatise has suggested that only the first factor in 671.201(37)(b) is relevant to the determination....

...This argument would place GreenTree under subsection (1) of section 673.3011 because the statutes define a “holder” as: “The person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession -” § 671.201(21)(a), Fla....

...ed for security. On July 14, 1987, the court granted Keen’s motion for summary judgment denying Key Corporation’s action for a deficiency judgment. “Whether a lease is intended as a security is to be determined by the facts of each case....” Section 671.201(37), Fla....

...Generally, "a party's standing is determined at the time the lawsuit was filed." McLean, 79 So. 3d at 173. Here, BAC's original complaint did not establish its holder status because it included only an unindorsed note payable to the original lender, CHL, Inc. Cf. § 671.201(21), Fla....

...surrounding text of the same or lesser size; and (b) Language in the body of a record or display in larger type than the surrounding text or set off from surrounding text of the same size by symbols or other marks that call attention to the language. § 671.201(10), Florida Statutes (2008) (emphasis added). The Uniform Commercial Code comment relevant to the definition of “conspicuous,” provides: [The definition of the term “conspicuous”] is intended to indicate some of the methods of making a term attention-calling....

...irtually identical format. The question is whether the above language was “conspicuous”—that is, whether it is “so written, displayed, or presented that a reasonable person against which it is to operate ought to have noticed it.” § 671.201(10)....

...We hold that the language is conspicuous, and that the trial court erred in determining otherwise. We reject the argument that the language cannot be deemed “conspicuous” because it does not satisfy any of the examples described in the definitional section 671.201(10)....

...[The accord and satisfaction statute] requires a “conspicuous” statement that the instrument was tendered in full satisfaction of 7  the claim. “Conspicuous” is defined in Section [671.201](10)....

...check, satisfied the “conspicuous statement” requirement of Florida’s Accord and Satisfaction statute in that it was “so written, displayed, or presented that a reasonable person against which it is to operate ought to have noticed it.” § 671.201(10), Fla....

...observing that “[p]romissory notes are, by definition, negotiable instruments which, by law, may be enforced by a holder, a nonholder in possession who has the rights of the holder, or a person not in possession who nevertheless is entitled to enforce the note”); § 671.201(21)(a), Fla....

...4th DCA 2017) (“Here, Bank established standing because the original note and blank-endorsed allonge was properly authenticated and introduced into evidence at trial, which was identical to the copy of the note and blank-endorsed allonge attached to the complaint.”). See generally § 671.201(21)(a), Fla....

...(2017) (emphasis added). The issue here is whether the insurer’s $3,000 check contained a conspicuous statement that it was tendered as full satisfaction of CPR’s claim. To be conspicuous, the term must be displayed so “a reasonable person against which it is to operate ought to have noticed it.” § 671.201(10), Fla....

...surrounding text of the same or lesser size; and (b) Language in the body of a record or display in larger type than the surrounding text or set off from surrounding text of the same size by symbols or other marks that call attention to the language. § 671.201(10)(a)-(b). Here, the insurer agrees that the check did not include terms used as examples of conspicuous terms in section 671.201(10)(a)-(b)....

...conclusions are subject to de novo review. Gonzalez v. Fed. Nat’l Mortg. Ass’n, 276 So. 3d 332, 335 (Fla. 3d DCA 2018). A holder is “in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...t and also relied on the Ortiz presumption, under which Deutsche Bank filed a copy of the note with blank indorsements and produced an identical, original copy of the note. Deutsche Bank was in fact the holder of an instrument payable to bearer. See § 671.201(21)(a). Moreover, an instrument with an anomalous indorsement does not alter the negotiation of the instrument....

...of the instrument who has the rights of a holder, or a person entitled to enforce a lost note. § 673.3011(1)–(3), Fla. Stat. (2019). A holder has “possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a). “A party may establish standing by showing that it was entitled to enforce the note at the time it filed suit.” U.S....

...3d 1026, 1031–32 (Fla. 4th DCA 2020). Deutsche Bank had standing to bring the foreclosure action. See § 673.3011(1)–(3). Although the Note did not identify Deutsche Bank as the bearer, Deutsche Bank was a holder in possession of a note payable to bearer. See § 671.201(21)(a); Kenney, 175 So....

...o enforce the instrument .... ” § 673.3011, Fla. Stat. (2008). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is. the person in possession.” § 671.201(21)(a), Fla....

...who is entitled to enforce the instrument . . . .” § 673.3011, Fla. Stat. (2008). A “holder” is defined as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” § 671.201(21)(a), Fla....

...Because the note was indorsed in blank,5 Fannie Mae only had to have possession of it to be a “holder” to have standing to enforce it: 5 A promissory note indorsed in blank is a bearer instrument enforceable by “a person in possession” of that instrument. See § 671.201(5), Fla....

...Stat. (2008) (“The term ‘person entitled to enforce’ an instrument means: the holder of the instrument[.])” To hold a note under the Uniform Commercial Code ordinarily connotes possession of the document itself. See § 671.201(21)(a), Fla....

...includes the holder of the instrument). The definition of the term “holder” of an instrument includes the “person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession . . .” § 671.201(21)(a), Fla....

...ferred. 3. The authoritative copy is communicated to and maintained by the person asserting control or its designated custodian. .... (d) Except as otherwise agreed, a person having control of a transferable record is the holder, as defined in s. 671.201(21), of the transferable record and has the same rights and defenses as a holder of an equivalent record or writing under the Uniform Commercial Code, including, if the applicable statutory requirements under s....

...om MERS showing that the bank had electronic possession of the e-note. Because the bank proved that Fannie Mae had control of the e-note, and that the bank was Fannie Mae’s designated custodian, the bank is the e-note’s holder, as defined in section 671.201(21), Florida Statutes (2010), and has the same rights as a holder of an equivalent record or writing under the Uniform Commercial Code....

...IDENTIFIABLE CASH PROCEEDS IN THE FORM OF MONEY: 679.306(4)(b) Section 679.306(4)(b) is inapplicable as well because the Neswitz Settlement Funds were paid by “check” and not by “money”. Section 679.306(4)(b) only deals with proceeds in the form of money, which is defined at section 671.201(24) of the Florida Statutes, 3 as “a medium of exchange authorized or adopted by a domestic or foreign government_” Tralins received a (cashier’s) check for the Neswitz Settlement Funds....

...out prejudice to the Trustee's right to do so. . Section 679.306(4) of the Florida Statutes is Florida’s codification of section 9-306(4) of the Uniform Commercial Code ("UCC”) unaltered and in its entirety. . The general definitions provided in section 671.201 of the Florida Statutes (Article 1, Part II of the UCC) are applicable throughout the UCC as adopted in Florida....

...A party seeking *419 foreclosure must prove by competent, substantial evidence that it had standing to foreclose at the time it filed its complaint. Schmidt v. Deutsche Bank, 170 So.3d 938, 940 (Fla. 5th DCA 2015). Under section 673.3011, Florida Statutes (2012), the holder of a note has standing to foreclose. Section 671.201(21), Florida Statutes (2012), defines “holder” as “[t]he person in possession of a negotiable instrument that is payable either to bearer or to an identified person that is the person in possession.” However, “[i]f the note...

...ed HSBC with the note when it filed the foreclosure complaint. HSBC argued at trial that Wells Fargo held the note and transferred it with a blank indorsement to HSBC, successfully granting HSBC holder status at the time of filing the complaint. See § 671.201(21); Gorel, 165 So.3d at 46 ....

logical construction. Pursuant to Florida Statutes § 671.-201(32) and (33), “Purchase” is defined to include