AB111,173,7 5409.619 Transfer of record or legal title. (1) Transfer statement. In this
6section, "transfer statement" means a record authenticated by a secured party
7stating:
AB111,173,98 (a) That the debtor has defaulted in connection with an obligation secured by
9specified collateral;
AB111,173,1110 (b) That the secured party has exercised its postdefault remedies with respect
11to the collateral;
AB111,173,1312 (c) That, by reason of the exercise, a transferee has acquired the rights of the
13debtor in the collateral; and
AB111,173,1414 (d) The name and mailing address of the secured party, debtor, and transferee.
AB111,173,20 15(2) Effect of transfer statement. A transfer statement entitles the transferee
16to the transfer of record of all rights of the debtor in the collateral specified in the
17statement in any official filing, recording, registration, or certificate-of-title system
18covering the collateral. If a transfer statement is presented with the applicable fee
19and request form to the official or office responsible for maintaining the system, the
20official or office shall:
AB111,173,2121 (a) Accept the transfer statement;
AB111,173,2222 (b) Promptly amend its records to reflect the transfer; and
AB111,173,2423 (c) If applicable, issue a new appropriate certificate of title in the name of the
24transferee.
AB111,174,4
1(3) Transfer not a disposition; no relief of secured party's duties. A transfer
2of the record or legal title to collateral to a secured party under sub. (2) or otherwise
3is not of itself a disposition of collateral under this chapter and does not of itself
4relieve the secured party of its duties under this chapter.
AB111,174,9 5409.620 Acceptance of collateral in full or partial satisfaction of
6obligation; compulsory disposition of collateral. (1)
Conditions to
7acceptance in satisfaction.
Except as otherwise provided in sub. (7), a secured party
8may accept collateral in full or partial satisfaction of the obligation it secures only
9if:
AB111,174,1010 (a) The debtor consents to the acceptance under sub. (3);
AB111,174,1211 (b) The secured party does not receive, within the time set forth in sub. (4), a
12notification of objection to the proposal authenticated by:
AB111,174,1413 1. A person to which the secured party was required to send a proposal under
14s. 409.621; or
AB111,174,1615 2. Any other person, other than the debtor, holding an interest in the collateral
16subordinate to the security interest that is the subject of the proposal;
AB111,174,1817 (c) If the collateral is consumer goods, the collateral is not in the possession of
18the debtor when the debtor consents to the acceptance; and
AB111,174,2019 (d) Subsection (5) does not require the secured party to dispose of the collateral
20or the debtor waives the requirement pursuant to s. 409.624.
AB111,174,22 21(2) Purported acceptance ineffective. A purported or apparent acceptance
22of collateral under this section is ineffective unless:
AB111,174,2423 (a) The secured party consents to the acceptance in an authenticated record or
24sends a proposal to the debtor; and
AB111,174,2525 (b) The conditions of sub. (1) are met.
AB111,175,1
1(3) Debtor's consent. For purposes of this section:
AB111,175,42 (a) A debtor consents to an acceptance of collateral in partial satisfaction of the
3obligation it secures only if the debtor agrees to the terms of the acceptance in a
4record authenticated after default; and
AB111,175,75 (b) A debtor consents to an acceptance of collateral in full satisfaction of the
6obligation it secures only if the debtor agrees to the terms of the acceptance in a
7record authenticated after default or the secured party:
AB111,175,108 1. Sends to the debtor after default a proposal that is unconditional or subject
9only to a condition that collateral not in the possession of the secured party be
10preserved or maintained;
AB111,175,1211 2. In the proposal, proposes to accept collateral in full satisfaction of the
12obligation it secures; and
AB111,175,1413 3. Does not receive a notification of objection authenticated by the debtor
14within 20 days after the proposal is sent.
AB111,175,16 15(4) Effectiveness of notification. To be effective under sub. (1) (b), a
16notification of objection must be received by the secured party:
AB111,175,1817 (a) In the case of a person to which the proposal was sent pursuant to s. 409.621,
18within 20 days after notification was sent to that person; and
AB111,175,1919 (b) In other cases:
AB111,175,2120 1. Within 20 days after the last notification was sent pursuant to s. 409.621;
21or
AB111,175,2322 2. If a notification was not sent, before the debtor consents to the acceptance
23under sub. (3).
AB111,176,3
1(5) Mandatory disposition of consumer goods. A secured party that has taken
2possession of collateral shall dispose of the collateral pursuant to s. 409.610 within
3the time specified in sub. (6) if:
AB111,176,54 (a) Sixty percent of the cash price has been paid in the case of a
5purchase-money security interest in consumer goods; or
AB111,176,76 (b) Sixty percent of the principal amount of the obligation secured has been paid
7in the case of a nonpurchase-money security interest in consumer goods.
AB111,176,9 8(6) Compliance with mandatory disposition requirement. To comply with sub.
9(5), the secured party shall dispose of the collateral:
AB111,176,1010 (a) Within 90 days after taking possession; or
AB111,176,1311 (b) Within any longer period to which the debtor and all secondary obligors
12have agreed in an agreement to that effect entered into and authenticated after
13default.
AB111,176,16 14(7) No partial satisfaction in consumer transaction. In a consumer
15transaction, a secured party may not accept collateral in partial satisfaction of the
16obligation it secures.
AB111,176,19 17409.621 Notification of proposal to accept collateral. (1) Persons to
18which proposal to be sent.
A secured party that desires to accept collateral in full
19or partial satisfaction of the obligation it secures shall send its proposal to:
AB111,176,2220 (a) Any person from which the secured party has received, before the debtor
21consented to the acceptance, an authenticated notification of a claim of an interest
22in the collateral;
AB111,176,2523 (b) Any other secured party or lienholder that, 10 days before the debtor
24consented to the acceptance, held a security interest in or other lien on the collateral
25perfected by the filing of a financing statement that:
AB111,177,1
11. Identified the collateral;
AB111,177,22 2. Was indexed under the debtor's name as of that date; and
AB111,177,43 3. Was filed in the office or offices in which to file a financing statement against
4the debtor covering the collateral as of that date; and
AB111,177,75 (c) Any other secured party that, 10 days before the debtor consented to the
6acceptance, held a security interest in the collateral perfected by compliance with a
7statute, regulation, or treaty described in s. 409.311 (1).
AB111,177,11 8(2) Proposal to be sent to secondary obligor in partial satisfaction. A
9secured party that desires to accept collateral in partial satisfaction of the obligation
10it secures shall send its proposal to any secondary obligor in addition to the persons
11described in sub. (1).
AB111,177,14 12409.622 Effect of acceptance of collateral. (1) Effect of acceptance. A
13secured party's acceptance of collateral in full or partial satisfaction of the obligation
14it secures:
AB111,177,1515 (a) Discharges the obligation to the extent consented to by the debtor;
AB111,177,1616 (b) Transfers to the secured party all of a debtor's rights in the collateral;
AB111,177,1817 (c) Discharges the security interest or agricultural lien that is the subject of the
18debtor's consent and any subordinate security interest or other subordinate lien; and
AB111,177,1919 (d) Terminates any other subordinate interest.
AB111,177,22 20(2) Discharge of subordinate interest notwithstanding noncompliance. A
21subordinate interest is discharged or terminated under sub. (1), even if the secured
22party fails to comply with this chapter.
AB111,177,25 23409.623 Right to redeem collateral. (1) Persons that may redeem. A
24debtor, any secondary obligor, or any other secured party or lienholder may redeem
25collateral.
AB111,178,1
1(2) Requirements for redemption. To redeem collateral, a person shall tender:
AB111,178,22 (a) Fulfillment of all obligations secured by the collateral; and
AB111,178,33 (b) The reasonable expenses and attorney fees described in s. 409.615 (1) (a).
AB111,178,5 4(3) When redemption may occur. A redemption may occur at any time before
5a secured party:
AB111,178,66 (a) Has collected collateral under s. 409.607;
AB111,178,87 (b) Has disposed of collateral or entered into a contract for its disposition under
8s. 409.610; or
AB111,178,109 (c) Has accepted collateral in full or partial satisfaction of the obligation it
10secures under s. 409.622.
AB111,178,14 11409.624 Waiver. (1) Waiver of disposition notification. A debtor or
12secondary obligor may waive the right to notification of disposition of collateral
13under s. 409.611 only by an agreement to that effect entered into and authenticated
14after default.
AB111,178,17 15(2) Waiver of mandatory disposition. A debtor may waive the right to require
16disposition of collateral under s. 409.620 (5) only by an agreement to that effect
17entered into and authenticated after default.
AB111,178,20 18(3) Waiver of redemption right. Except in a consumer-goods transaction, a
19debtor or secondary obligor may waive the right to redeem collateral under s. 409.623
20only by an agreement to that effect entered into and authenticated after default.
AB111,178,25 21409.625 Remedies for secured party's failure to comply with chapter.
22(1)
Judicial orders concerning noncompliance. If it is established that a secured
23party is not proceeding in accordance with this chapter, a court may order or restrain
24collection, enforcement, or disposition of collateral on appropriate terms and
25conditions.
AB111,179,4
1(2) Damages for noncompliance. Subject to subs. (3), (4), and (6), a person is
2liable for damages in the amount of any loss caused by a failure to comply with this
3chapter. Loss caused by a failure to comply may include loss resulting from the
4debtor's inability to obtain, or increased costs of, alternative financing.
AB111,179,6 5(3) Persons entitled to recover damages; statutory damages in
6consumer-goods transaction.
Except as otherwise provided in s. 409.628:
AB111,179,97 (a) A person that, at the time of the failure, was a debtor, was an obligor, or held
8a security interest in or other lien on the collateral may recover damages under sub.
9(2) for its loss; and
AB111,179,1410 (b) If the collateral is consumer goods, a person that was a debtor or a secondary
11obligor at the time a secured party failed to comply with this subchapter may recover
12for that failure in any event an amount not less than the credit service charge plus
1310% of the principal amount of the obligation or the time-price differential plus 10%
14of the cash price.
AB111,179,20 15(4) Recovery when deficiency eliminated or reduced. A debtor whose
16deficiency is eliminated under s. 409.626 may recover damages for the loss of any
17surplus. However, a debtor or secondary obligor whose deficiency is eliminated or
18reduced under s. 409.626 may not otherwise recover under sub. (2) for noncompliance
19with the provisions of this subchapter relating to collection, enforcement,
20disposition, or acceptance.
AB111,179,24 21(5) Statutory damages: noncompliance with specified provisions. In addition
22to any damages recoverable under sub. (2), the debtor, consumer obligor, or person
23named as a debtor in a filed record, as applicable, may recover $500 in each case from
24a person that:
AB111,179,2525 (a) Fails to comply with s. 409.208;
AB111,180,1
1(b) Fails to comply with s. 409.209;
AB111,180,22 (c) Files a record that the person is not entitled to file under s. 409.509 (1);
AB111,180,43 (d) Fails to cause the secured party of record to file or send a termination
4statement as required by s. 409.513 (1) or (3);
AB111,180,65 (e) Fails to comply with s. 409.616 (2) (a) and whose failure is part of a pattern,
6or consistent with a practice, of noncompliance; or
AB111,180,77 (f) Fails to comply with s. 409.616 (2) (b).
AB111,180,14 8(6) Statutory damages: noncompliance with s. 409.210. A debtor or consumer
9obligor may recover damages under sub. (2) and, in addition, $500 in each case from
10a person that, without reasonable cause, fails to comply with a request under s.
11409.210. A recipient of a request under s. 409.210 which never claimed an interest
12in the collateral or obligations that are the subject of a request under that section has
13a reasonable excuse for failure to comply with the request within the meaning of this
14subsection.
AB111,180,19 15(7) Limitation of security interest: noncompliance with s. 409.210. If a secured
16party fails to comply with a request regarding a list of collateral or a statement of
17account under s. 409.210, the secured party may claim a security interest only as
18shown in the list or statement included in the request as against a person that is
19reasonably misled by the failure.
AB111,180,23 20409.626 Action in which deficiency or surplus is in issue. (1) Applicable
21rules if amount of deficiency or surplus in issue.
In an action arising from a
22transaction, other than a consumer transaction, in which the amount of a deficiency
23or surplus is in issue, the following rules apply:
AB111,181,3
1(a) A secured party need not prove compliance with the provisions of this
2subchapter relating to collection, enforcement, disposition, or acceptance unless the
3debtor or a secondary obligor places the secured party's compliance in issue.
AB111,181,64 (b) If the secured party's compliance is placed in issue, the secured party has
5the burden of establishing that the collection, enforcement, disposition, or
6acceptance was conducted in accordance with this subchapter.
AB111,181,127 (c) Except as otherwise provided in s. 409.628, if a secured party fails to prove
8that the collection, enforcement, disposition, or acceptance was conducted in
9accordance with the provisions of this subchapter relating to collection, enforcement,
10disposition, or acceptance, the liability of a debtor or a secondary obligor for a
11deficiency is limited to an amount by which the sum of the secured obligation,
12expenses, and attorney fees exceeds the greater of:
AB111,181,1313 1. The proceeds of the collection, enforcement, disposition, or acceptance; or
AB111,181,1614 2. The amount of proceeds that would have been realized had the noncomplying
15secured party proceeded in accordance with the provisions of this subchapter
16relating to collection, enforcement, disposition, or acceptance.
AB111,181,1917 (d) For purposes of par. (c) 2., the amount of proceeds that would have been
18realized is equal to the sum of the secured obligation, expenses, and attorney fees
19unless the secured party proves that the amount is less than that sum.
AB111,181,2420 (e) If a deficiency or surplus is calculated under s. 409.615 (6), the debtor or
21obligor has the burden of establishing that the amount of proceeds of the disposition
22is significantly below the range of prices that a complying disposition to a person
23other than the secured party, a person related to the secured party, or a secondary
24obligor would have brought.
AB111,182,5
1(2) Nonconsumer transactions; no inference. The limitation of the rules in
2sub. (1) to transactions other than consumer transactions is intended to leave to the
3court the determination of the proper rules in consumer transactions. The court may
4not infer from that limitation the nature of the proper rule in consumer transactions
5and may continue to apply established approaches.
AB111,182,13 6409.627 Determination of whether conduct was commercially
7reasonable. (1)
Greater amount obtainable under other circumstances; no
8preclusion of commercial reasonableness.
The fact that a greater amount could
9have been obtained by a collection, enforcement, disposition, or acceptance at a
10different time or in a different method from that selected by the secured party is not
11of itself sufficient to preclude the secured party from establishing that the collection,
12enforcement, disposition, or acceptance was made in a commercially reasonable
13manner.
AB111,182,15 14(2) Dispositions that are commercially reasonable. A disposition of collateral
15is made in a commercially reasonable manner if the disposition is made:
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