407.103(2)
(2) This chapter does not repeal or modify any laws prescribing the form or contents of documents of title or the services or facilities to be afforded by bailees, or otherwise regulating bailees' businesses in respects not specifically dealt with herein; but the fact that such laws are violated does not affect the status of a document of title which otherwise complies with the definition of a document of title in
s. 401.201.
407.104
407.104
Negotiable and nonnegotiable warehouse receipt, bill of lading or other document of title. 407.104(1)
(1) A warehouse receipt, bill of lading or other document of title is negotiable:
407.104(1)(a)
(a) If by its terms the goods are to be delivered to bearer or to the order of a named person; or
407.104(1)(b)
(b) Where recognized in overseas trade, if it runs to a named person or assigns.
407.104(2)
(2) Any other document is nonnegotiable. A bill of lading in which it is stated that the goods are consigned to a named person is not made negotiable by a provision that the goods are to be delivered only against a written order signed by the same or another named person.
407.105
407.105
Construction against negative implication. The omission from either
ss. 407.201 to
407.210 or
ss. 407.301 to
407.309 of a provision corresponding to a provision contained in the other group of sections does not imply that a corresponding rule of law is not applicable.
WAREHOUSE RECEIPTS: SPECIAL PROVISIONS
407.201
407.201
Who may issue a warehouse receipt; storage under government bond. 407.201(1)
(1) A warehouse receipt may be issued by any warehouse keeper.
407.201(2)
(2) Where goods including distilled spirits and agricultural commodities are stored under a statute requiring a bond against withdrawal or a license for the issuance of receipts in the nature of warehouse receipts, a receipt issued for the goods has like effect as a warehouse receipt even though issued by a person who is the owner of the goods and is not a warehouse keeper.
407.201 History
History: 1983 a. 500 s.
43.
407.202
407.202
Form of warehouse receipt; essential terms; optional terms. 407.202(1)(1) A warehouse receipt need not be in any particular form.
407.202(2)
(2) Unless a warehouse receipt embodies within its written or printed terms each of the following, the warehouse keeper is liable for damages caused by the omission to a person injured thereby:
407.202(2)(a)
(a) The location of the warehouse where the goods are stored;
407.202(2)(d)
(d) A statement whether the goods received will be delivered to the bearer, to a specified person, or to a specified person or the specified person's order;
407.202(2)(e)
(e) The rate of storage and handling charges, except that where goods are stored under a field warehousing arrangement a statement of that fact is sufficient on a nonnegotiable receipt;
407.202(2)(f)
(f) A description of the goods or of the packages containing them;
407.202(2)(g)
(g) The signature of the warehouse keeper, which may be made by the warehouse keeper's authorized agent;
407.202(2)(h)
(h) If the receipt is issued for goods of which the warehouse keeper is owner, either solely or jointly or in common with others, the fact of such ownership; and
407.202(2)(i)
(i) A statement of the amount of advances made and of liabilities incurred for which the warehouse keeper claims a lien or security interest (
s. 407.209). If the precise amount of such advances made or of such liabilities incurred is, at the time of the issue of the receipt, unknown to the warehouse keeper or to the warehouse keeper's agent who issues it, a statement of the fact that advances have been made or liabilities incurred and the purpose thereof is sufficient.
407.202(3)
(3) A warehouse keeper may insert in his or her receipt any other terms which are not contrary to
chs. 401 to
411 and do not impair his or her obligation of delivery (
s. 407.403) or his or her duty of care (
s. 407.204). Any contrary provisions are ineffective.
407.203
407.203
Liability for nonreceipt or misdescription. A party to or purchaser for value in good faith of a document of title other than a bill of lading relying in either case upon the description therein of the goods may recover from the issuer damages caused by the nonreceipt or misdescription of the goods, except to the extent that the document conspicuously indicates that the issuer does not know whether any part or all of the goods in fact were received or conform to the description, as where the description is in terms of marks or labels or kind, quantity or condition, or the receipt or description is qualified by "contents, condition and quality unknown", "said to contain" or the like, if such indication be true, or the party or purchaser otherwise has notice.
407.204
407.204
Duty of care; contractual limitation of warehouse keeper's liability. 407.204(1)
(1) A warehouse keeper is liable for damages for loss of or injury to the goods caused by failure to exercise such care in regard to them as a reasonably careful person would exercise under like circumstances but unless otherwise agreed the warehouse keeper is not liable for damages which could not have been avoided by the exercise of such care.
407.204(2)
(2) Damages may be limited by a conspicuous term in the warehouse receipt or storage agreement limiting the amount of liability in case of loss or damage, and setting forth a specific liability per article or item, or value per unit of weight, beyond which the warehouse keeper shall not be liable; however, such liability may on written request of the bailor at the time of signing such storage agreement or within a reasonable time after receipt of the warehouse receipt be increased on part or all of the goods thereunder, in which event increased rates may be charged based on such increased valuation, but no such increase shall be permitted contrary to a lawful limitation of liability contained in the warehouse keeper's tariff, if any. No such limitation is effective with respect to the warehouse keeper's liability for conversion to the warehouse keeper's own use.
407.204(3)
(3) Reasonable provisions as to the time and manner of presenting claims and instituting actions based on the bailment may be included in the warehouse receipt or tariff.
407.205
407.205
Title under warehouse receipt defeated in certain cases. A buyer in the ordinary course of business of fungible goods sold and delivered by a warehouse keeper who is also in the business of buying and selling such goods takes free of any claim under a warehouse receipt even though it has been duly negotiated.
407.205 History
History: 1983 a. 500 s.
43.
407.206
407.206
Termination of storage at warehouse keeper's option. 407.206(1)(1) A warehouse keeper may on notifying the person on whose account the goods are held and any other person known to claim an interest in the goods require payment of any charges and removal of the goods from the warehouse at the termination of the period of storage fixed by the document, or, if no period is fixed, within a stated period not less than 30 days after the notification. If the goods are not removed before the date specified in the notification, the warehouse keeper may sell them in accordance with
s. 407.210 on enforcement of a warehouse keeper's lien.
407.206(2)
(2) If a warehouse keeper in good faith believes that the goods are about to deteriorate or decline in value to less than the amount of the warehouse keeper's lien within the time prescribed in
sub. (1) for notification, advertisement and sale, the warehouse keeper may specify in the notification any reasonable shorter time for removal of the goods and in case the goods are not removed, may sell them at public sale held not less than one week after publication of a class 1 notice, under
ch. 985.
407.206(3)
(3) If as a result of a quality or condition of the goods of which the warehouse keeper had no notice at the time of deposit the goods are a hazard to other property or to the warehouse or to persons, the warehouse keeper may sell the goods at public or private sale without advertisement on reasonable notification to all persons known to claim an interest in the goods. If the warehouse keeper after a reasonable effort is unable to sell the goods the warehouse keeper may dispose of them in any lawful manner and shall incur no liability by reason of such disposition.
407.206(4)
(4) The warehouse keeper must deliver the goods to any person entitled to them under this chapter upon due demand made at any time prior to sale or other disposition under this section.
407.206(5)
(5) The warehouse keeper may satisfy the warehouse keeper's lien from the proceeds of any sale or disposition under this section but must hold the balance for delivery on the demand of any person to whom the warehouse keeper would have been bound to deliver the goods.
407.206 History
History: 1983 a. 500 s.
43;
1991 a. 316.
407.207
407.207
Goods must be kept separate; fungible goods. 407.207(1)(1) Unless the warehouse receipt otherwise provides, a warehouse keeper must keep separate the goods covered by each receipt so as to permit at all times identification and delivery of those goods except that different lots of fungible goods may be commingled.
407.207(2)
(2) Fungible goods so commingled are owned in common by the persons entitled thereto and the warehouse keeper is severally liable to each owner for that owner's share. Where because of overissue a mass of fungible goods is insufficient to meet all the receipts which the warehouse keeper has issued against it, the persons entitled include all holders to whom overissued receipts have been duly negotiated.
407.207 History
History: 1983 a. 500 s.
43.
407.208
407.208
Altered warehouse receipts. Where a blank in a negotiable warehouse receipt has been filled in without authority, a purchaser for value and without notice of the want of authority may treat the insertion as authorized. Any other unauthorized alteration leaves any receipt enforceable against the issuer according to its original tenor.
407.209
407.209
Lien of warehouse keeper. 407.209(1)
(1) A warehouse keeper has a lien against the bailor on the goods covered by a warehouse receipt or on the proceeds thereof in the warehouse keeper's possession for charges for storage or transportation (including demurrage and terminal charges), insurance, labor, or charges present or future in relation to the goods, and for expenses necessary for preservation of the goods or reasonably incurred in their sale pursuant to law. If the person on whose account the goods are held is liable for like charges or expenses in relation to other goods whenever deposited and it is stated in the receipt that a lien is claimed for charges and expenses in relation to other goods, the warehouse keeper also has a lien against that person for such charges and expenses whether or not the other goods have been delivered by the warehouse keeper. But against a person to whom a negotiable warehouse receipt is duly negotiated a warehouse keeper's lien is limited to charges in an amount or at a rate specified on the receipt or if no charges are so specified then to a reasonable charge for storage of the goods covered by the receipt subsequent to the date of the receipt.
407.209(2)
(2) The warehouse keeper may also reserve a security interest against the bailor for a maximum amount specified on the receipt for charges other than those specified in
sub. (1), such as for money advanced and interest. Such a security interest is governed by
ch. 409.
407.209(3)
(3) A warehouse keeper's lien for charges and expenses under
sub. (1) or a security interest under
sub. (2) is also effective against any person who so entrusted the bailor with possession of the goods that a pledge of them by the bailor to a good faith purchaser for value would have been valid but is not effective against a person as to whom the document confers no right in the goods covered by it under
s. 407.503.
407.209(4)
(4) A warehouse keeper loses the warehouse keeper's lien on any goods which the warehouse keeper voluntarily delivers or unjustifiably refuses to deliver.
407.209 History
History: 1983 a. 500 s.
43;
1991 a. 316.
407.210
407.210
Enforcement of warehouse keeper's lien. 407.210(1)(1) Except as provided in
sub. (2), a warehouse keeper's lien may be enforced by public or private sale of the goods in bloc or in parcels, at any time or place and on any terms which are commercially reasonable, after notifying all persons known to claim an interest in the goods. Such notification must include a statement of the amount due, the nature of the proposed sale and the time and place of any public sale. The fact that a better price could have been obtained by a sale at a different time or in a different method from that selected by the warehouse keeper is not of itself sufficient to establish that the sale was not made in a commercially reasonable manner. If the warehouse keeper either sells the goods in the usual manner in any recognized market therefor, or at the price current in such market at the time of the sale, or if the warehouse keeper has otherwise sold in conformity with commercially reasonable practices among dealers in the type of goods sold, the warehouse keeper has sold in a commercially reasonable manner. A sale of more goods than apparently necessary to be offered to insure satisfaction of the obligation is not commercially reasonable except in cases covered by the preceding sentence.
407.210(2)
(2) A warehouse keeper's lien on goods, other than goods stored by a merchant in the course of his or her business, may be enforced as provided in
sub. (1) if all of the following are satisfied:
407.210(2)(a)
(a) The warehouse keeper notifies all persons known to claim an interest in the goods by delivering in person or sending by registered or certified mail to the last-known address of persons known to claim an interest in the goods the notice specified in
par. (b).
407.210(2)(b)
(b) The notice includes an itemized statement of the claim, a description of the goods subject to the lien, a demand for payment within a specified time not less than 30 days after receipt of the notification, and a conspicuous statement that unless the claim is paid within that time the goods will be sold by public or private sale.
407.210(3)
(3) Before any sale pursuant to this section any person claiming a right in the goods may pay the amount necessary to satisfy the lien and the reasonable expenses incurred under this section. In that event the goods must not be sold, but must be retained by the warehouse keeper subject to the terms of the receipt and this chapter.
407.210(4)
(4) The warehouse keeper may buy at any public sale pursuant to this section.
407.210(5)
(5) A purchaser in good faith of goods sold to enforce a warehouse keeper's lien takes the goods free of any rights of persons against whom the lien was valid, despite noncompliance by the warehouse keeper with the requirements of this section.
407.210(6)
(6) The warehouse keeper may satisfy the warehouse keeper's lien from the proceeds of any sale pursuant to this section but must hold the balance, if any, for delivery on demand to any person to whom the warehouse keeper would have been bound to deliver the goods.
407.210(7)
(7) The rights provided by this section shall be in addition to all other rights allowed by law to a creditor against the creditor's debtor.
407.210(8)
(8) Where a lien is on goods stored by a merchant in the course of the merchant's business the lien may be enforced in accordance with either
sub. (1) or
(2).
407.210(9)
(9) The warehouse keeper is liable for damages caused by failure to comply with the requirements for sale under this section and in case of wilful violation is liable for conversion.
407.210 Annotation
Warehouseman's proposed sale of goods entrusted to him for storage was not action properly attributable to state. Flagg Bros., Inc. v. Brooks, 436 US 149 (1978).
407.210 Annotation
Warehousemen's liens may constitutionally be enforced against tenants dispossessed under s. 299.45, 1977 stats. [now s. 799.45]. Wegwart v. Eagle Movers, Inc. 441 F Supp. 872.
407.210 Annotation
Warehouseman's conduct in enforcing liens against dispossessed tenant was not attributable to state so as to constitute state action. Wegwart v. Eagle Movers, Inc. 467 F Supp. 573 (1979).
BILLS OF LADING: SPECIAL PROVISIONS
407.301
407.301
Liability for nonreceipt or misdescription; "said to contain"; "shipper's load and count"; improper handling. 407.301(1)(1) A consignee of a nonnegotiable bill who has given value in good faith or a holder to whom a negotiable bill has been duly negotiated relying in either case upon the description therein of the goods, or upon the date therein shown, may recover from the issuer damages caused by the misdating of the bill or the nonreceipt or misdescription of the goods, except to the extent that the document indicates that the issuer does not know whether any part or all of the goods in fact were received or conform to the description, as where the description is in terms of marks or labels or kind, quantity, or condition or the receipt or description is qualified by "contents or condition of contents of packages unknown", "said to contain", "shipper's weight, load and count" or the like, if such indication is true.
407.301(2)
(2) When goods are loaded by an issuer who is a common carrier, the issuer must count the packages of goods if package freight and ascertain the kind and quantity if bulk freight. In such cases "shipper's weight, load and count" or other words indicating that the description was made by the shipper are ineffective except as to freight concealed by packages.
407.301(3)
(3) When bulk freight is loaded by a shipper who makes available to the issuer adequate facilities for weighing such freight, an issuer who is a common carrier must ascertain the kind and quantity within a reasonable time after receiving the written request of the shipper to do so. In such cases "shipper's weight" or other words of like purport are ineffective.
407.301(4)
(4) The issuer may by inserting in the bill the words "shipper's weight, load and count" or other words of like purport indicate that the goods were loaded by the shipper; and if such statement is true the issuer shall not be liable for damages caused by the improper loading. But their omission does not imply liability for such damages.
407.301(5)
(5) The shipper shall be deemed to have guaranteed to the issuer the accuracy at the time of shipment of the description, marks, labels, number, kind, quantity, condition and weight, as furnished by the shipper; and the shipper shall indemnify the issuer against damage caused by inaccuracies in such particulars. The right of the issuer to such indemnity shall in no way limit the issuer's responsibility and liability under the contract of carriage to any person other than the shipper.
407.301 History
History: 1991 a. 316.
407.302
407.302
Through bills of lading and similar documents. 407.302(1)(1) The issuer of a through bill of lading or other document embodying an undertaking to be performed in part by persons acting as its agents or by connecting carriers is liable to anyone entitled to recover on the document for any breach by such other persons or by a connecting carrier of its obligation under the document but to the extent that the bill covers an undertaking to be performed overseas or in territory not contiguous to the continental United States or an undertaking including matters other than transportation this liability may be varied by agreement of the parties.
407.302(2)
(2) Where goods covered by a through bill of lading or other document embodying an undertaking to be performed in part by persons other than the issuer are received by any such person, that person is subject with respect to that person's own performance while the goods are in that person's possession to the obligation of the issuer. That person's obligation is discharged by delivery of the goods to another such person pursuant to the document, and does not include liability for breach by any other such persons or by the issuer.
407.302(3)
(3) The issuer of such through bill of lading or other document shall be entitled to recover from the connecting carrier or such other person in possession of the goods when the breach of the obligation under the document occurred, the amount it may be required to pay to anyone entitled to recover on the document therefor, as may be evidenced by any receipt, judgment, or transcript thereof, and the amount of any expense reasonably incurred by it in defending any action brought by anyone entitled to recover on the document therefor.
407.302 History
History: 1991 a. 316.
407.303
407.303
Diversion; reconsignment; change of instructions. 407.303(1)(1) Unless the bill of lading otherwise provides, the carrier may deliver the goods to a person or destination other than that stated in the bill or may otherwise dispose of the goods on instructions from:
407.303(1)(b)
(b) The consignor on a nonnegotiable bill notwithstanding contrary instructions from the consignee; or
407.303(1)(c)
(c) The consignee on a nonnegotiable bill in the absence of contrary instructions from the consignor, if the goods have arrived at the billed destination or if the consignee is in possession of the bill; or
407.303(1)(d)
(d) The consignee on a nonnegotiable bill if the consignee is entitled as against the consignor to dispose of them.
407.303(2)
(2) Unless such instructions are noted on a negotiable bill of lading, a person to whom the bill is duly negotiated can hold the bailee according to the original terms.
407.303 History
History: 1991 a. 316.
