CS/HB 731

1	A bill to be entitled
2	An act relating to the Uniform Commercial Code; amending
3	ss. 668.50 and 671.304, F.S.; correcting cross-references;
4	amending ss. 671.201, 672.103, 672.104, 674.104, 677.102,
5	and 679.1021, F.S.; revising and providing definitions;
6	revising provisions pertaining to definitions applicable
7	to certain provisions of the code, to conform cross-
8	references to revisions made by this act; amending s.
9	672.310, F.S.; revising time when certain delivery
10	payments are due; amending ss. 559.9232, 672.323, 672.401,
11	672.503, 672.505, 672.506, 672.509, 672.605, 672.705,
12	674.2101, 677.201, 677.202, 677.203, 677.205, 677.206,
13	677.207, 677.208, 677.301, 677.302, 677.304, 677.305,
14	677.401, 677.402, 677.403, 677.404, 677.502, 677.503,
15	677.505, 677.506, 677.507, 677.508, 677.509, 677.602,
16	677.603, 679.2031, 679.2071, 679.3011, 679.3101, 679.3121,
17	679.3131, 679.3141, 679.3171, 679.338, 680.1031, 680.514,
18	and 680.526, F.S.; revising provisions to conform to
19	changes made by this act; making editorial changes;
20	amending s. 677.103, F.S.; revising and providing
21	application in relation of chapter to treaty, statute,
22	classification, or regulation; amending s. 677.104, F.S.;
23	providing when certain documents of title are
24	nonnegotiable; amending s. 677.105, F.S.; authorizing an
25	issuer of the electronic document to issue a tangible
26	document of title as a substitute for the electronic
27	document under certain conditions; authorizing an issuer
28	of a tangible document to issue an electronic document of
29	title as a substitute for the tangible document under
30	certain conditions; creating s. 677.106, F.S.; providing
31	when certain persons have control of an electronic
32	document of title; amending s. 677.204, F.S.; revising
33	liability of certain damages; authorizing a warehouse
34	receipt or storage agreement to provide certain
35	requirements; amending s. 677.209, F.S.; revising
36	conditions for a warehouse to establish a lien against a
37	bailor; providing when and against whom the lien is
38	effective; amending s. 677.210, F.S.; revising provisions
39	relating to the enforcement of warehouse's liens; amending
40	s. 677.303, F.S.; prohibiting liability for certain
41	carriers; amending s. 677.307, F.S.; revising conditions
42	under which a carrier has a lien on goods covered by a
43	bill of lading; amending s. 677.308, F.S.; revising
44	provisions relating to the enforcement of a carrier's
45	lien; amending s. 677.309, F.S.; revising provisions
46	relating to the contractual limitation of a carrier's
47	liability; amending s. 677.501, F.S.; providing
48	requirements for negotiable tangible documents of title
49	and negotiable electronic documents of title; amending s.
50	677.504, F.S.; providing condition under which the rights
51	of the transferee may be defeated; amending s. 677.601,
52	F.S.; revising provisions relating to lost, stolen, or
53	destroyed documents of title; amending s. 678.1031, F.S.;
54	providing that certain documents of title are not
55	financial assets; amending s. 679.2081, F.S.; providing
56	requirements for secured parties having control of an
57	electronic document; providing an effective date.
58
59	Be It Enacted by the Legislature of the State of Florida:
60
61	Section 1.  Paragraph (f) of subsection (2) of section
62	559.9232, Florida Statutes, is amended to read:
63	559.9232  Definitions; exclusion of rental-purchase
64	agreements from certain regulations.-
65	(2)  A rental-purchase agreement that complies with this
66	act shall not be construed to be, nor be governed by, any of the
67	following:
68	(f)  A security interest as defined in s. 671.201(38)(35).
69	Section 2.  Paragraph (d) of subsection (16) of section
70	668.50, Florida Statutes, is amended to read:
71	668.50  Uniform Electronic Transaction Act.-
72	(16)  TRANSFERABLE RECORDS.-
73	(d)  Except as otherwise agreed, a person having control of
74	a transferable record is the holder, as defined in s.
75	671.201(21), of the transferable record and has the same rights
76	and defenses as a holder of an equivalent record or writing
77	under the Uniform Commercial Code, including, if the applicable
78	statutory requirements under s. 673.3021, s. 677.501, or s.
79	679.330 679.308 are satisfied, the rights and defenses of a
80	holder in due course, a holder to which a negotiable document of
81	title has been duly negotiated, or a purchaser, respectively.
82	Delivery, possession, and indorsement are not required to obtain
83	or exercise any of the rights under this paragraph.
84	Section 3.  Present subsections (25) through (43) of
85	section 671.201, Florida Statutes, are renumbered as subsections
86	(28) through (46), respectively, new subsections (25), (26), and
87	(27) are added to that section, and present subsections (5),
88	(6), (10), (15), (16), (21), and (42) are amended, to read:
89	671.201  General definitions.-Unless the context otherwise
90	requires, words or phrases defined in this section, or in the
91	additional definitions contained in other chapters of this code
92	which apply to particular chapters or parts thereof, have the
93	meanings stated. Subject to definitions contained in other
94	chapters of this code which apply to particular chapters or
95	parts thereof, the term:
96	(5)  "Bearer" means a person in control of a negotiable
97	electronic document of title or a person in possession of a
98	negotiable instrument, a negotiable tangible document of title,
99	or a certificated security that is payable to bearer or indorsed
100	in blank.
101	(6)  "Bill of lading" means a document of title evidencing
102	the receipt of goods for shipment issued by a person engaged in
103	the business of directly or indirectly transporting or
104	forwarding goods. The term does not include a warehouse receipt.
105	(10)  "Conspicuous," with reference to a term, means so
106	written, displayed, or presented that a reasonable person
107	against which whom it is to operate ought to have noticed it.
108	Whether a term is "conspicuous" is a decision for the court.
109	Conspicuous terms include the following:
110	(a)  A heading in capitals in a size equal to or greater in
111	size larger than that of the surrounding text, or in contrasting
112	a type, font, or color in contrast to the surrounding text of
113	the same or lesser size; and.
114	(b)  Language in the body of a record or display in larger
115	type larger than that of the surrounding text; in a type, font,
116	or color in contrast to the surrounding text of the same size;
117	or set off from surrounding text of the same size by symbols or
118	other marks that call attention to the language.
119	(15)  "Delivery," with respect to an electronic document of
120	title, means voluntary transfer of control and "delivery," with
121	respect to instruments instrument, tangible document of title,
122	or chattel paper, or certificated securities, means voluntary
123	transfer of possession.
124	(16)  "Document of title" means a record:
125	(a) includes bill of lading, dock warrant, dock receipt,
126	warehouse receipt or order for the delivery of goods, and any
127	other document That in the regular course of business or
128	financing is treated as adequately evidencing that the person in
129	possession or control of the record it is entitled to receive,
130	control, hold, and dispose of the record document and the goods
131	the record it covers; and
132	(b)  That purports to be issued by or addressed to a bailee
133	and to cover goods in the bailee's possession which are either
134	identified or are fungible portions of an identified mass. The
135	term includes a bill of lading, transport document, dock
136	warrant, dock receipt, warehouse receipt, and order for delivery
137	of goods. An electronic document of title means a document of
138	title evidenced by a record consisting of information stored in
139	an electronic medium. A tangible document of title means a
140	document of title evidenced by a record consisting of
141	information that is inscribed on a tangible medium. To be a
142	document of title, a document must purport to be issued by or
143	addressed to a bailee and purport to cover goods in the bailee's
144	possession which are either identified or are fungible portions
145	of an identified mass.
146	(21)  "Holder" means:
147	(a)  The person in possession of a negotiable instrument
148	that is payable either to bearer or to an identified person that
149	is the person in possession; or
150	(b)  The person in possession of a negotiable tangible
151	document of title if the goods are deliverable either to bearer
152	or to the order of the person in possession; or.
153	(c)  The person in control of a negotiable electronic
154	document of title.
155	(25)  Subject to subsection (27), a person has "notice" of
156	a fact if the person:
157	(a)  Has actual knowledge of it;
158	(b)  Has received a notice or notification of it; or
159	(c)  From all the facts and circumstances known to the
160	person at the time in question, has reason to know that it
161	exists. A person "knows" or has "knowledge" of a fact when the
162	person has actual knowledge of it. "Discover" or "learn" or a
163	word or phrase of similar import refers to knowledge rather than
164	to reason to know. The time and circumstances under which a
165	notice or notification may cease to be effective are not
166	determined by this section.
167	(26)  A person "notifies" or "gives" a notice or
168	notification to another person by taking such steps as may be
169	reasonably required to inform the other person in ordinary
170	course, whether or not the other person actually comes to know
171	of it. Subject to subsection (27), a person "receives" a notice
172	or notification when:
173	(a)  It comes to that person's attention; or
174	(b)  It is duly delivered in a form reasonable under the
175	circumstances at the place of business through which the
176	contract was made or at another location held out by that person
177	as the place for receipt of such communications.
178	(27)  Notice, knowledge, or a notice or notification
179	received by an organization is effective for a particular
180	transaction from the time when it is brought to the attention of
181	the individual conducting that transaction, and, in any event,
182	from the time when it would have been brought to the
183	individual's attention if the organization had exercised due
184	diligence. An organization exercises due diligence if it
185	maintains reasonable routines for communicating significant
186	information to the person conducting the transaction and there
187	is reasonable compliance with the routines. Due diligence does
188	not require an individual acting for the organization to
189	communicate information unless such communication is part of the
190	individual's regular duties or the individual has reason to know
191	of the transaction and that the transaction would be materially
192	affected by the information.
193	(45)(42)  "Warehouse receipt" means a document of title
194	receipt issued by a person engaged in the business of storing
195	goods for hire.
196	Section 4.  Subsection (5) of section 671.304, Florida
197	Statutes, is amended to read:
198	671.304  Laws not repealed; precedence where code
199	provisions in conflict with other laws; certain statutory
200	remedies retained.-
201	(5)  The effectiveness of any financing statement or
202	continuation statement filed prior to January 1, 1980, or any
203	continuation statement filed on or after October 1, 1984, which
204	states that the debtor is a transmitting utility as provided in
205	s. 679.515(6) 679.403(6) shall continue until a termination
206	statement is filed, except that if this act requires a filing in
207	an office where there was no previous financing statement, a new
208	financing statement conforming to s. 680.109(4), Florida
209	Statutes 1979, shall be filed in that office.
210	Section 5.  Subsection (3) of section 672.103, Florida
211	Statutes, is amended to read:
212	672.103  Definitions and index of definitions.-
213	(3)  The following definitions in other chapters apply to
214	this chapter:
215	"Check," s. 673.1041.
216	"Consignee," s. 677.102.
217	"Consignor," s. 677.102.
218	"Consumer goods," s. 679.1021.
219	"Control," s. 677.106.
220	"Dishonor," s. 673.5021.
221	"Draft," s. 673.1041.
222	Section 6.  Subsection (2) of section 672.104, Florida
223	Statutes, is amended to read:
224	672.104  Definitions: "merchant"; "between merchants";
225	"financing agency."-
226	(2)  "Financing agency" means a bank, finance company or
227	other person who in the ordinary course of business makes
228	advances against goods or documents of title or who by
229	arrangement with either the seller or the buyer intervenes in
230	ordinary course to make or collect payment due or claimed under
231	the contract for sale, as by purchasing or paying the seller's
232	draft or making advances against it or by merely taking it for
233	collection whether or not documents of title accompany or are
234	associated with the draft. "Financing agency" includes also a
235	bank or other person who similarly intervenes between persons
236	who are in the position of seller and buyer in respect to the
237	goods (s. 672.707).
238	Section 7.  Subsection (3) of section 672.310, Florida
239	Statutes, is amended to read:
240	672.310  Open time for payment or running of credit;
241	authority to ship under reservation.-Unless otherwise agreed:
242	(3)  If delivery is authorized and made by way of documents
243	of title otherwise than by subsection (2) then payment is due
244	regardless of where the goods are to be received at the time and
245	place at which the buyer is to receive delivery of the tangible
246	documents or at the time the buyer is to receive delivery of the
247	electronic documents and at the seller's place of business or,
248	if none, the seller's residence regardless of where the goods
249	are to be received; and
250	Section 8.  Section 672.323, Florida Statutes, is amended
251	to read:
252	672.323  Form of bill of lading required in overseas
253	shipment; "overseas."-
254	(1)  Where the contract contemplates overseas shipment and
255	contains a term "C.I.F." or "C. & F. or F.O.B. vessel," the
256	seller unless otherwise agreed shall must obtain a negotiable
257	bill of lading stating that the goods have been loaded in on
258	board or, in the case of a term "C.I.F." or "C. & F.," received
259	for shipment.
260	(2)  Where in a case within subsection (1) a tangible bill
261	of lading has been issued in a set of parts, unless otherwise
262	agreed if the documents are not to be sent from abroad the buyer
263	may demand tender of the full set; otherwise only one part of
264	the bill of lading need be tendered. Even if the agreement
265	expressly requires a full set:
266	(a)  Due tender of a single part is acceptable within the
267	provisions of this chapter on cure of improper delivery (s.
268	672.508(1)); and
269	(b)  Even though the full set is demanded, if the documents
270	are sent from abroad the person tendering an incomplete set may
271	nevertheless require payment upon furnishing an indemnity which
272	the buyer in good faith deems adequate.
273	(3)  A shipment by water or by air or a contract
274	contemplating such shipment is "overseas" insofar as by usage of
275	trade or agreement it is subject to the commercial, financing or
276	shipping practices characteristic of international deepwater
277	commerce.
278	Section 9.  Subsections (2) and (3) of section 672.401,
279	Florida Statutes, are amended to read:
280	672.401  Passing of title; reservation for security;
281	limited application of this section.-Each provision of this
282	chapter with regard to the rights, obligations and remedies of
283	the seller, the buyer, purchasers or other third parties applies
284	irrespective of title to the goods except where the provision
285	refers to such title. Insofar as situations are not covered by
286	the other provisions of this chapter and matters concerning
287	title become material the following rules apply:
288	(2)  Unless otherwise explicitly agreed title passes to the
289	buyer at the time and place at which the seller completes her or
290	his performance with reference to the physical delivery of the
291	goods, despite any reservation of a security interest and even
292	though a document of title is to be delivered at a different
293	time or place; and in particular and despite any reservation of
294	a security interest by the bill of lading:
295	(a)  If the contract requires or authorizes the seller to
296	send the goods to the buyer but does not require him or her the
297	seller to deliver them at destination, title passes to the buyer
298	at the time and place of shipment; but
299	(b)  If the contract requires delivery at destination,
300	title passes on tender there.
301	(3)  Unless otherwise explicitly agreed where delivery is
302	to be made without moving the goods:
303	(a)  If the seller is to deliver a tangible document of
304	title, title passes at the time when and the place where he or
305	she the seller delivers such documents and if the seller is to
306	deliver an electronic document of title, title passes when the
307	seller delivers the document; or
308	(b)  If the goods are at the time of contracting already
309	identified and no documents of title are to be delivered, title
310	passes at the time and place of contracting.
311	Section 10.  Subsections (4) and (5) of section 672.503,
312	Florida Statutes, are amended to read:
313	672.503  Manner of seller's tender of delivery.-
314	(4)  Where goods are in the possession of a bailee and are
315	to be delivered without being moved:
316	(a)  Tender requires that the seller either tender a
317	negotiable document of title covering such goods or procure
318	acknowledgment by the bailee of the buyer's right to possession
319	of the goods; but
320	(b)  Tender to the buyer of a nonnegotiable document of
321	title or of a record directing written direction to the bailee
322	to deliver is sufficient tender unless the buyer seasonably
323	objects, and, except as otherwise provided in chapter 679,
324	receipt by the bailee of notification of the buyer's rights
325	fixes those rights as against the bailee and all third persons;
326	but risk of loss of the goods and of any failure by the bailee
327	to honor the nonnegotiable document of title or to obey the
328	direction remains on the seller until the buyer has had a
329	reasonable time to present the document or direction, and a
330	refusal by the bailee to honor the document or to obey the
331	direction defeats the tender.
332	(5)  Where the contract requires the seller to deliver
333	documents:
334	(a)  He or she shall must tender all such documents in
335	correct form, except as provided in this chapter with respect to
336	bills of lading in a set (s. 672.323(2)); and
337	(b)  Tender through customary banking channels is
338	sufficient and dishonor of a draft accompanying or associated
339	with the documents constitutes nonacceptance or rejection.
340	Section 11.  Section 672.505, Florida Statutes, is amended
341	to read:
342	672.505  Seller's shipment under reservation.-
343	(1)  Where the seller has identified goods to the contract
344	by or before shipment:
345	(a)  His or her The seller's procurement of a negotiable
346	bill of lading to his or her own order or otherwise reserves in
347	him or her the seller a security interest in the goods. His or
348	her procurement of the bill to the order of a financing agency
349	or of the buyer indicates in addition only the seller's
350	expectation of transferring that interest to the person named.
351	(b)  A nonnegotiable bill of lading to himself or herself
352	or his or her nominee reserves possession of the goods as
353	security but except in a case of conditional delivery (s.
354	672.507(2)) a nonnegotiable bill of lading naming the buyer as
355	consignee reserves no security interest even though the seller
356	retains possession or control of the bill of lading.
357	(2)  When shipment by the seller with reservation of a
358	security interest is in violation of the contract for sale it
359	constitutes an improper contract for transportation within the
360	preceding section but impairs neither the rights given to the
361	buyer by shipment and identification of the goods to the
362	contract nor the seller's powers as a holder of a negotiable
363	document of title.
364	Section 12.  Subsection (2) of section 672.506, Florida
365	Statutes, is amended to read:
366	672.506  Rights of financing agency.-
367	(2)  The right to reimbursement of a financing agency which
368	has in good faith honored or purchased the draft under
369	commitment to or authority from the buyer is not impaired by
370	subsequent discovery of defects with reference to any relevant
371	document which was apparently regular on its face.
372	Section 13.  Subsection (2) of section 672.509, Florida
373	Statutes, is amended to read:
374	672.509  Risk of loss in the absence of breach.-
375	(2)  Where the goods are held by a bailee to be delivered
376	without being moved, the risk of loss passes to the buyer:
377	(a)  On her or his receipt of possession or control of a
378	negotiable document of title covering the goods; or
379	(b)  On acknowledgment by the bailee of the buyer's right
380	to possession of the goods; or
381	(c)  After her or his receipt of possession or control of a
382	nonnegotiable document of title or other written direction to
383	deliver in a record, as provided in s. 672.503(4)(b).
384	Section 14.  Subsection (2) of section 672.605, Florida
385	Statutes, is amended to read:
386	672.605  Waiver of buyer's objections by failure to
387	particularize.-
388	(2)  Payment against documents made without reservation of
389	rights precludes recovery of the payment for defects apparent in
390	on the face of the documents.
391	Section 15.  Subsections (2) and (3) of section 672.705,
392	Florida Statutes, are amended to read:
393	672.705  Seller's stoppage of delivery in transit or
394	otherwise.-
395	(2)  As against such buyer the seller may stop delivery
396	until:
397	(a)  Receipt of the goods by the buyer; or
398	(b)  Acknowledgment to the buyer by any bailee of the goods
399	except a carrier that the bailee holds the goods for the buyer;
400	or
401	(c)  Such acknowledgment to the buyer by a carrier by
402	reshipment or as a warehouse warehouseman; or
403	(d)  Negotiation to the buyer of any negotiable document of
404	title covering the goods.
405	(3)(a)  To stop delivery the seller shall must so notify as
406	to enable the bailee by reasonable diligence to prevent delivery
407	of the goods.
408	(b)  After such notification the bailee shall must hold and
409	deliver the goods according to the directions of the seller but
410	the seller is liable to the bailee for any ensuing charges or
411	damages.
412	(c)  If a negotiable document of title has been issued for
413	goods the bailee is not obliged to obey a notification to stop
414	until surrender of possession or control of the document.
415	(d)  A carrier who has issued a nonnegotiable bill of
416	lading is not obliged to obey a notification to stop received
417	from a person other than the consignor.
418	Section 16.  Subsection (3) of section 674.104, Florida
419	Statutes, is amended to read:
420	674.104  Definitions and index of definitions.-
421	(3)  The following definitions in other chapters apply to
422	this chapter:
423	"Acceptance," s. 673.4091.
424	"Alteration," s. 673.4071.
425	"Cashier's check," s. 673.1041.
426	"Certificate of deposit," s. 673.1041.
427	"Certified check," s. 673.4091.
428	"Check," s. 673.1041.
429	"Control," s. 677.106.
430	"Good faith," s. 673.1031.
431	"Holder in due course," s. 673.3021.
432	"Instrument," s. 673.1041.
433	"Notice of dishonor," s. 673.5031.
434	"Order," s. 673.1031.
435	"Ordinary care," s. 673.1031.
436	"Person entitled to enforce," s. 673.3011.
437	"Presentment," s. 673.5011.
438	"Promise," s. 673.1031.
439	"Prove," s. 673.1031.
440	"Teller's check," s. 673.1041.
441	"Unauthorized signature," s. 673.4031.
442	Section 17.  Subsection (3) of section 674.2101, Florida
443	Statutes, is amended to read:
444	674.2101  Security interest of collecting bank in items,
445	accompanying documents, and proceeds.-
446	(3)  Receipt by a collecting bank of a final settlement for
447	an item is a realization on its security interest in the item,
448	accompanying documents, and proceeds. So long as the bank does
449	not receive final settlement for the item or give up possession
450	of the item or possession or control of the accompanying or
451	associated documents for purposes other than collection, the
452	security interest continues to that extent and is subject to
453	chapter 679, but:
454	(a)  No security agreement is necessary to make the
455	security interest enforceable (s. 679.2031(2)(c)1.);
456	(b)  No filing is required to perfect the security
457	interest; and
458	(c)  The security interest has priority over conflicting
459	perfected security interests in the item, accompanying
460	documents, or proceeds.
461	Section 18.  Section 677.102, Florida Statutes, is amended
462	to read:
463	677.102  Definitions and index of definitions.-
464	(1)  In this chapter, unless the context otherwise
465	requires:
466	(a)  "Bailee" means a the person that who by a warehouse
467	receipt, bill of lading or other document of title acknowledges
468	possession of goods and contracts to deliver them.
469	(b)  "Carrier"  means a person that issues a bill of
470	lading.
471	(c)(b)  "Consignee" means a the person named in a bill of
472	lading to which whom or to whose order the bill promises
473	delivery.
474	(d)(c)  "Consignor" means a the person named in a bill of
475	lading as the person from which whom the goods have been
476	received for shipment.
477	(e)(d)  "Delivery order" means a record that contains an
478	written order to deliver goods directed to a warehouse
479	warehouseman, carrier, or other person that who in the ordinary
480	course of business issues warehouse receipts or bills of lading.
481	(f)  "Good faith" means honesty in fact and the observance
482	of reasonable commercial standards of fair dealing.
483	(e)  "Document" means document of title as defined in the
484	general definitions in chapter 671 (s. 671.201).
485	(g)(f)  "Goods" means all things that which are treated as
486	movable for the purposes of a contract of storage or
487	transportation.
488	(h)(g)  "Issuer" means a bailee who issues a document of
489	title or, in the case of except that in relation to an
490	unaccepted delivery order, it means the person who orders the
491	possessor of goods to deliver. The term Issuer includes a any
492	person for which whom an agent or employee purports to act in
493	issuing a document if the agent or employee has real or apparent
494	authority to issue documents, notwithstanding that the issuer
495	received no goods or that the goods were misdescribed or that in
496	any other respect the agent or employee violated his or her
497	instructions.
498	(i)  "Person entitled under the document" means the holder,
499	in the case of a negotiable document of title, or the person to
500	which delivery of the goods is to be made by the terms of, or
501	pursuant to instructions in a record under, a nonnegotiable
502	document of title.
503	(j)  "Record" means information that is inscribed on a
504	tangible medium or that is stored in an electronic or other
505	medium and is retrievable in perceivable form.
506	(k)  "Shipper" means a person that enters into a contract
507	of transportation with a carrier.
508	(l)  "Sign" means, with present intent to authenticate or
509	adopt a record:
510	1.  To execute or adopt a tangible symbol; or
511	2.  To attach to or logically associate with the record an
512	electronic sound, symbol, or process.
513	(m)(h)  "Warehouse" means "Warehouseman" is a person
514	engaged in the business of storing goods for hire.
515	(2)  Other definitions applying to this chapter or to
516	specified parts thereof, and the sections in which they appear
517	are:
518	"Duly negotiate," s. 677.501.
519	"Person entitled under the document," s. 677.403(4).
520	(3)  Definitions in other chapters applying to this chapter
521	and the sections in which they appear are:
522	"Contract for sale," s. 672.106.
523	"Overseas," s. 672.323.
524	"Lessee in ordinary course of business," s. 680.1031.
525	"Receipt" of goods, s. 672.103.
526	(3)(4)  In addition, chapter 671 contains general
527	definitions and principles of construction and interpretation
528	applicable throughout this chapter.
529	Section 19.  Section 677.103, Florida Statutes, is amended
530	to read:
531	677.103  Relation of chapter to treaty, statute, tariff,
532	classification, or regulation.-
533	(1)  Except as otherwise provided in this chapter, this
534	chapter is subject to the extent that any treaty or statute of
535	the United States to the extent the treaty or statute,
536	regulatory statute of this state or tariff, classification or
537	regulation filed or issued pursuant thereto is applicable, the
538	provisions of this chapter are subject thereto.
539	(2)  This chapter does not modify or repeal any law
540	prescribing the form or content of a document of title or the
541	services or facilities to be afforded by a bailee, or otherwise
542	regulating a bailee's business in respects not specifically
543	treated in this chapter. However, a violation of such a law does
544	not affect the status of a document of title that otherwise is
545	within the definition of a document of title.
546	(3)  This chapter modifies, limits, and supersedes the
547	federal Electronic Signatures in Global and National Commerce
548	Act, 15 U.S.C. ss. 7001, et seq., but does not modify, limit, or
549	supersede s. 101(c) of that act, 15 U.S.C. s. 7001(c), or
550	authorize electronic delivery of any of the notices described in
551	s. 103(b) of that act, 15 U.S.C. s. 7003(b).
552	(4)  To the extent that there is a conflict between any
553	provisions of the laws of this state regarding electronic
554	transactions and this chapter, this chapter governs.
555	Section 20.  Section 677.104, Florida Statutes, is amended
556	to read:
557	677.104  Negotiable and nonnegotiable warehouse receipt,
558	bill of lading or other document of title.-
559	(1)  Except as otherwise provided in subsection (3), a
560	warehouse receipt, bill of lading or other document of title is
561	negotiable:
562	(a)  if by its terms the goods are to be delivered to
563	bearer or to the order of a named person; or
564	(b)  Where recognized in overseas trade, if it runs to a
565	named person or assigns.
566	(2)  A document of title other than one described in
567	subsection (1) Any other document is nonnegotiable. A bill of
568	lading that states in which it is stated that the goods are
569	consigned to a named person is not made negotiable by a
570	provision that the goods are to be delivered only against an a
571	written order in a record signed by the same or another named
572	person.
573	(3)  A document of title is nonnegotiable if, at the time
574	it is issued, the document has a conspicuous legend, however
575	expressed, that it is nonnegotiable.
576	Section 21.  Section 677.105, Florida Statutes, is amended
577	to read:
578	677.105  Reissuance in alternative medium Construction
579	against negative implication.-
580	(1)  Upon request of a person entitled under an electronic
581	document of title, the issuer of the electronic document may
582	issue a tangible document of title as a substitute for the
583	electronic document if:
584	(a)  The person entitled under the electronic document
585	surrenders control of the document to the issuer; and
586	(b)  The tangible document when issued contains a statement
587	that it is issued in substitution for the electronic document.
588	(2)  Upon issuance of a tangible document of title in
589	substitution for an electronic document of title in accordance
590	with subsection (1):
591	(a)  The electronic document ceases to have any effect or
592	validity; and
593	(b)  The person that procured issuance of the tangible
594	document warrants to all subsequent persons entitled under the
595	tangible document that the warrantor was a person entitled under
596	the electronic document when the warrantor surrendered control
597	of the electronic document to the issuer.
598	(3)  Upon request of a person entitled under a tangible
599	document of title, the issuer of the tangible document may issue
600	an electronic document of title as a substitute for the tangible
601	document if:
602	(a)  The person entitled under the tangible document
603	surrenders possession of the document to the issuer; and
604	(b)  The electronic document when issued contains a
605	statement that it is issued in substitution for the tangible
606	document.
607	(4)  Upon issuance of an electronic document of title in
608	substitution for a tangible document of title is accordance with
609	subsection (3):
610	(a)  The tangible document ceases to have any effect or
611	validity; and
612	(b)  The person that procured issuance of the electronic
613	document warrants to all subsequent persons entitled under the
614	electronic document that the warrantor was a person entitled
615	under the tangible document when the warrantor surrendered
616	possession of the tangible document to the issuer. The omission
617	from either part II or part III of this chapter of a provision
618	corresponding to a provision made in the other part does not
619	imply that a corresponding rule of law is not applicable.
620	Section 22.  Section 677.106, Florida Statutes, is created
621	to read:
622	677.106  Control of electronic document of title.-
623	(1)  A person has control of an electronic document of
624	title if a system employed for evidencing the transfer of
625	interests in the electronic document reliably establishes that
626	person as the person to which the electronic document was issued
627	or transferred.
628	(2)  A system satisfies subsection (1), and a person is
629	deemed to have control of an electronic document of title, if
630	the document is created, stored, and assigned in a manner that:
631	(a)  A single authoritative copy of the document exists
632	which is unique, identifiable, and, except as otherwise provided
633	in paragraphs (d), (e), and (f), unalterable;
634	(b)  The authoritative copy identifies the person asserting
635	control as:
636	1.  The person to which the document was issued; or
637	2.  If the authoritative copy indicates that the document
638	has been transferred, the person to which the document was most
639	recently transferred;
640	(c)  The authoritative copy is communicated to and
641	maintained by the person asserting control or its designated
642	custodian;
643	(d)  Copies or amendments that add or change an identified
644	assignee of the authoritative copy can be made only with the
645	consent of the person asserting control;
646	(e)  Each copy of the authoritative copy and any copy of a
647	copy is readily identifiable as a copy that is not the
648	authoritative copy; and
649	(f)  Any amendment of the authoritative copy is readily
650	identifiable as authorized or unauthorized.
651	Section 23.  Section 677.201, Florida Statutes, is amended
652	to read:
653	677.201  Persons that Who may issue a warehouse receipt;
654	storage under government bond.-
655	(1)  A warehouse receipt may be issued by any warehouse
656	warehouseman.
657	(2)  If Where goods, including distilled spirits and
658	agricultural commodities, are stored under a statute requiring a
659	bond against withdrawal or a license for the issuance of
660	receipts in the nature of warehouse receipts, a receipt issued
661	for the goods is deemed to be has like effect as a warehouse
662	receipt even if though issued by a person that who is the owner
663	of the goods and is not a warehouse warehouseman.
664	Section 24.  Section 677.202, Florida Statutes, is amended
665	to read:
666	677.202  Form of warehouse receipt; effect of omission
667	essential terms; optional terms.-
668	(1)  A warehouse receipt need not be in any particular
669	form.
670	(2)  Unless a warehouse receipt provides for embodies
671	within its written or printed terms each of the
672	warehouse warehouseman is liable for damages caused to a person
673	injured by its by the omission to a person injured thereby:
674	(a)  A statement of the location of the warehouse facility
675	where the goods are stored;
676	(b)  The date of issue of the receipt;
677	(c)  The unique identification code consecutive number of
678	the receipt;
679	(d)  A statement whether the goods received will be
680	delivered to the bearer, to a named specified person, or to a
681	named specified person or its his or her order;
682	(e)  The rate of storage and handling charges, unless
683	except that where goods are stored under a field warehousing
684	arrangement, in which case a statement of that fact is
685	sufficient on a nonnegotiable receipt;
686	(f)  A description of the goods or of the packages
687	containing them;
688	(g)  The signature of the warehouse or its warehouseman,
689	which may be made by his or her authorized agent;
690	(h)  If the receipt is issued for goods that the warehouse
691	owns of which the warehouseman is owner, either solely, or
692	jointly, or in common with others, a statement of the fact of
693	that such ownership; and
694	(i)  A statement of the amount of advances made and of
695	liabilities incurred for which the warehouse warehouseman claims
696	a lien or security interest, unless (s. 677.209). If the precise
697	amount of such advances made or of such liabilities incurred is,
698	at the time of the issue of the receipt is, unknown to the
699	warehouse warehouseman or to its his or her agent that issued
700	the receipt, in which case who issues it, a statement of the
701	fact that advances have been made or liabilities incurred and
702	the purpose of the advances or liabilities thereof is
703	sufficient.
704	(3)  A warehouse warehouseman may insert in its his or her
705	receipt any other terms that which are not contrary to the
706	provisions of this code and do not impair its his or her
707	obligation of delivery under s. 677.403 (s. 677.403) or its his
708	or her duty of care under s. 677.204 (s. 677.204). Any contrary
709	provision is provisions shall be ineffective.
710	Section 25.  Section 677.203, Florida Statutes, is amended
711	to read:
712	677.203  Liability of nonreceipt or misdescription.-A party
713	to or purchaser for value in good faith of a document of title,
714	other than a bill of lading, that relies relying in either case
715	upon the description therein of the goods in the document may
716	recover from the issuer damages caused by the nonreceipt or
717	misdescription of the goods, except to the extent that:
718	(1)  The document conspicuously indicates that the issuer
719	does not know whether all or any part or all of the goods in
720	fact were received or conform to the description, such as a case
721	in which as where the description is in terms of marks or labels
722	or kind, quantity or condition, or the receipt or description is
723	qualified by "contents, condition and quality unknown," "said to
724	contain," or words of similar import the like, if such
725	indication is be true;, or
726	(2)  The party or purchaser otherwise has notice of the
727	nonreceipt or misdescription.
728	Section 26.  Section 677.204, Florida Statutes, is amended
729	to read:
730	677.204  Duty of care; contractual limitation of
731	warehouse's warehouseman's liability.-
732	(1)  A warehouse warehouseman is liable for damages for
733	loss of or injury to the goods caused by its his or her failure
734	to exercise such care with in regard to the goods that them as a
735	reasonably careful person would exercise under similar like
736	circumstances. but Unless otherwise agreed, the warehouse he or
737	she is not liable for damages that which could not have been
738	avoided by the exercise of that such care.
739	(2)  Damages may be limited by a term in the warehouse
740	receipt or storage agreement limiting the amount of liability in
741	case of loss or damage, and setting forth a specific liability
742	per article or item, or value per unit of weight, or any other
743	negotiated limitation of damages as agreed upon between the
744	parties beyond which the warehouse is warehouseman shall not be
745	liable. Such a limitation is not effective with respect to the
746	warehouse's liability for conversion to its own use. On;
747	provided, however, that such liability may on written request of
748	the bailor in a record at the time of signing the such storage
749	agreement or within a reasonable time after receipt of the
750	warehouse receipt, the warehouse's liability may be increased on
751	part or all of the goods covered by the storage agreement or the
752	warehouse receipt. In this event, thereunder, in which event
753	increased rates may be charged based on an such increased
754	valuation of the goods, but that no such increase shall be
755	permitted contrary to a lawful limitation of liability
756	in the warehouseman's tariff, if any. No such
757	effective with respect to the warehouseman's
758	conversion to his or her own use.
759	(3)  Reasonable provisions as to the time and manner of
760	presenting claims and commencing actions based on the bailment
761	may be included in the warehouse receipt or storage agreement.
762	(4)(3)  This section does not impair or repeal any statute
763	which imposes a higher responsibility upon the warehouse
764	warehouseman or invalidates contractual limitations which would
765	be permissible under this chapter.
766	Section 27.  Section 677.205, Florida Statutes, is amended
767	to read:
768	677.205  Title under warehouse receipt defeated in certain
769	cases.-A buyer in the ordinary course of business of fungible
770	goods sold and delivered by a warehouse that warehouseman who is
771	also in the business of buying and selling such goods takes the
772	goods free of any claim under a warehouse receipt even if the
773	receipt is negotiable and though it has been duly negotiated.
774	Section 28.  Section 677.206, Florida Statutes, is amended
775	to read:
776	677.206  Termination of storage at warehouse's
777	warehouseman's option.-
778	(1)  A warehouse, by giving notice to warehouseman may on
779	notifying the person on whose account the goods are held and any
780	other person known to claim an interest in the goods, may
781	require payment of any charges and removal of the goods from the
782	warehouse at the termination of the period of storage fixed by
783	the document of title or by a nonnegotiable warehouse receipt,
784	or, if a no period is not fixed, within a stated period not less
785	than 30 days after the warehouse gives notice notification. If
786	the goods are not removed before the date specified in the
787	notice notification, the warehouse warehouseman may sell them
788	pursuant to s. 677.210 in accordance with the provisions of the
789	section on enforcement of a warehouseman's lien (s. 677.210).
790	(2)  If a warehouse warehouseman in good faith believes
791	that the goods are about to deteriorate or decline in value to
792	less than the amount of its his or her lien within the time
793	provided prescribed in subsection (1) and s. 677.210 for
794	notification, advertisement and sale, the warehouse warehouseman
795	may specify in the notice given under subsection (1)
796	notification any reasonable shorter time for removal of the
797	goods and, if in case the goods are not removed, may sell them
798	at public sale held not less than 1 week after a single
799	advertisement or posting.
800	(3)  If, as a result of a quality or condition of the goods
801	of which the warehouse did not have warehouseman had no notice
802	at the time of deposit, the goods are a hazard to other
803	property, or to the warehouse facilities, or other to persons,
804	the warehouse warehouseman may sell the goods at public or
805	private sale without advertisement or posting on reasonable
806	notification to all persons known to claim an interest in the
807	goods. If the warehouse, warehouseman after a reasonable effort,
808	is unable to sell the goods, it he or she may dispose of them in
809	any lawful manner and does not shall incur no liability by
810	reason of that such disposition.
811	(4)  A warehouse shall The warehouseman must deliver the
812	goods to any person entitled to them under this chapter upon due
813	demand made at any time before prior to sale or other
814	disposition under this section.
815	(5)  A warehouse The warehouseman may satisfy its his or
816	her lien from the proceeds of any sale or disposition under this
817	section but shall must hold the balance for delivery on the
818	demand of any person to which the warehouse whom he or she would
819	have been bound to deliver the goods.
820	Section 29.  Section 677.207, Florida Statutes, is amended
821	to read:
822	677.207  Goods shall must be kept separate; fungible
823	goods.-
824	(1)  Unless the warehouse receipt otherwise provides
825	otherwise, a warehouse shall warehouseman must keep separate the
826	goods covered by each receipt so as to permit at all times
827	identification and delivery of those goods. However, except that
828	different lots of fungible goods may be commingled.
829	(2)  If different lots of fungible goods are so commingled,
830	the goods are owned in common by the persons entitled thereto
831	and the warehouse warehouseman is severally liable to each owner
832	for that owner's share. If, Where because of overissue, a mass
833	of fungible goods is insufficient to meet all the receipts which
834	the warehouse warehouseman has issued against it, the persons
835	entitled include all holders to whom overissued receipts have
836	been duly negotiated.
837	Section 30.  Section 677.208, Florida Statutes, is amended
838	to read:
839	677.208  Altered warehouse receipts.-If Where a blank in a
840	negotiable warehouse receipt has been filled in without
841	authority, a good faith purchaser for value and without notice
842	of the lack want of authority may treat the insertion as
843	authorized. Any other unauthorized alteration leaves any
844	tangible or electronic warehouse receipt enforceable against the
845	issuer according to its original tenor.
846	Section 31.  Section 677.209, Florida Statutes, is amended
847	to read:
848	677.209  Lien of warehouse warehouseman.-
849	(1)  A warehouse warehouseman has a lien against the bailor
850	on the goods covered by a warehouse receipt or storage agreement
851	or on the proceeds thereof in its his or her possession for
852	charges for storage or transportation, including demurrage and
853	terminal charges (including demurrage and terminal charges),
854	insurance, labor, or other charges, present or future, in
855	relation to the goods, and for expenses necessary for
856	preservation of the goods or reasonably incurred in their sale
857	pursuant to law. If the person on whose account the goods are
858	held is liable for similar like charges or expenses in relation
859	to other goods whenever deposited and it is stated in the
860	warehouse receipt or storage agreement that a lien is claimed
861	for charges and expenses in relation to other goods, the
862	warehouse warehouseman also has a lien against the goods covered
863	by the warehouse receipt or storage agreement or on the proceeds
864	thereof in its possession him or her for those such charges and
865	expenses, whether or not the other goods have been delivered by
866	the warehouse warehouseman. However, as But against a person to
867	which whom a negotiable warehouse receipt is duly
868	warehouse's warehouseman's lien is limited to charges in an
869	amount or at a rate specified in on the warehouse receipt or, if
870	no charges are so specified, then to a reasonable charge for
871	storage of the specific goods covered by the receipt subsequent
872	to the date of the receipt.
873	(2)  A warehouse The warehouseman may also reserve a
874	security interest against the bailor for the a maximum amount
875	specified on the receipt for charges other than those specified
876	in subsection (1), such as for money advanced and interest. The
877	Such a security interest is governed by chapter 679 the chapter
878	on secured transactions (chapter 679).
879	(3)  A warehouse's warehouseman's lien for charges and
880	expenses under subsection (1) or a security interest under
881	subsection (2) is also effective against any person that who so
882	entrusted the bailor with possession of the goods that a pledge
883	of them by the bailor him or her to a good faith good faith
884	purchaser for value would have been valid. However, the lien or
885	security interest but is not effective against a person that
886	before issuance of a document of title had a legal interest or a
887	perfected security interest in the goods and that did not:
888	(a)  Deliver or entrust the goods or any document of title
889	covering the goods to the bailor or the bailor's nominee with:
890	1.  Actual or apparent authority to ship, store, or sell;
891	2.  Power to obtain delivery under s. 677.403; or
892	3.  Power of disposition under s. 672.403, s. 680.304(2),
893	s. 680.305(2), s. 679.320, or s. 679.321(3) or other statute or
894	rule of law; or
895	(b)  Acquiesce in the procurement by the bailor or its
896	nominee of any document as to whom the document confers no right
897	in the goods covered by it under s. 677.503.
898	(4)  A warehouse's lien on household goods for charges and
899	expenses in relation to the goods under subsection (1) is also
900	effective against all persons if the depositor was the legal
901	possessor of the goods at the time of deposit. In this
902	subsection, the term "household goods" means furniture,
903	furnishings, or personal effects used by the depositor in a
904	dwelling.
905	(5)(4)  A warehouse warehouseman loses its his or her lien
906	on any goods that it which he or she voluntarily delivers or
907	which he or she unjustifiably refuses to deliver.
908	Section 32.  Section 677.210, Florida Statutes, is amended
909	to read:
910	677.210  Enforcement of warehouse's warehouseman's lien.-
911	(1)  Except as provided in subsection (2), a warehouse's
912	warehouseman's lien may be enforced by public or private sale of
913	the goods, in bulk or in packages in block or in parcels, at any
914	time or place and on any terms that which are commercially
915	reasonable, after notifying all persons known to claim an
916	interest in the goods. The Such notification shall must include
917	a statement of the amount due, the nature of the proposed sale,
918	and the time and place of any public sale. The fact that a
919	better price could have been obtained by a sale at a different
920	time or in a different method from that selected by the
921	warehouse warehouseman is not of itself sufficient to establish
922	that the sale was not made in a commercially reasonable manner.
923	The warehouse sells in a commercially reasonable manner if the
924	warehouse If the warehouseman either sells the goods in the
925	usual manner in any recognized market therefor, or if he or she
926	sells at the price current in that such market at the time of
927	the his or her sale, or if he or she has otherwise sells sold in
928	conformity with commercially reasonable practices among dealers
929	in the type of goods sold, he or she has sold in a commercially
930	reasonable manner. A sale of more goods than apparently
931	necessary to be offered to ensure satisfaction of the obligation
932	is not commercially reasonable except in cases covered by the
933	preceding sentence.
934	(2)  A warehouse may enforce its warehouseman's lien on
935	goods, other than goods stored by a merchant in the course of
936	its his or her business, only if the following requirements are
937	satisfied may be enforced only as follows:
938	(a)  All persons known to claim an interest in the goods
939	shall must be notified.
940	(b)  The notification must be delivered in person or sent
941	by registered or certified letter to the last known address of
942	any person to be notified.
943	(c)  The notification shall must include an itemized
944	statement of the claim, a description of the goods subject to
945	the lien, a demand for payment within a specified time not less
946	than 10 days after receipt of the notification, and a
947	conspicuous statement that unless the claim is paid within that
948	time the goods will be advertised for sale and sold by auction
949	at a specified time and place.
950	(d)  The sale shall must conform to the terms of the
951	notification.
952	(e)  The sale shall must be held at the nearest suitable
953	place to that where the goods are held or stored.
954	(f)  After the expiration of the time given in the
955	notification, an advertisement of the sale shall must be
956	published once a week for 2 weeks consecutively in a newspaper
957	of general circulation where the sale is to be held. The
958	advertisement shall must include a description of the goods, the
959	name of the person on whose account they are being held, and the
960	time and place of the sale. The sale shall must take place at
961	least 15 days after the first publication. If there is no
962	newspaper of general circulation where the sale is to be held,
963	the advertisement shall must be posted at least 10 days before
964	the sale in not fewer less than 6 conspicuous places in the
965	neighborhood of the proposed sale.
966	(3)  Before any sale pursuant to this section any person
967	claiming a right in the goods may pay the amount necessary to
968	satisfy the lien and the reasonable expenses incurred in
969	complying with under this section. In that event, the goods may
970	must not be sold, but shall must be retained by the warehouse
971	warehouseman subject to the terms of the receipt and this
972	chapter.
973	(4)  A warehouse The warehouseman may buy at any public
974	sale held pursuant to this section.
975	(5)  A purchaser in good faith of goods sold to enforce a
976	warehouse's warehouseman's lien takes the goods free of any
977	rights of persons against which whom the lien was valid, despite
978	the warehouse's noncompliance by the warehouseman with the
979	requirements of this section.
980	(6)  A warehouse The warehouseman may satisfy its his or
981	her lien from the proceeds of any sale pursuant to this section
982	but shall must hold the balance, if any, for delivery on demand
983	to any person to which the warehouse whom he or she would have
984	been bound to deliver the goods.
985	(7)  The rights provided by this section shall be in
986	addition to all other rights allowed by law to a creditor
987	against a his or her debtor.
988	(8)  If Where a lien is on goods stored by a merchant in
989	the course of its his or her business, the lien may be enforced
990	in accordance with either subsection (1) or subsection (2).
991	(9)  A warehouse The warehouseman is liable for damages
992	caused by failure to comply with the requirements for sale under
993	this section, and in case of willful violation, is liable for
994	conversion.
995	Section 33.  Section 677.301, Florida Statutes, is amended
996	to read:
997	677.301  Liability for nonreceipt or misdescription; "said
998	to contain"; "shipper's weight, load, and count"; improper
999	handling.-
1000	(1)  A consignee of a nonnegotiable bill of lading which
1001	who has given value in good faith, or a holder to which whom a
1002	negotiable bill has been duly negotiated, relying in either case
1003	upon the description therein of the goods in the bill, or upon
1004	the date therein shown in the bill, may recover from the issuer
1005	damages caused by the misdating of the bill or the nonreceipt or
1006	misdescription of the goods, except to the extent that the bill
1007	document indicates that the issuer does not know whether any
1008	part or all of the goods in fact were received or conform to the
1009	description, such as in the case in which where the description
1010	is in terms of marks or labels or kind, quantity, or condition
1011	or the receipt or description is qualified by "contents or
1012	condition of contents of packages unknown," "said to contain,"
1013	"shipper's weight, load, and count" or words of similar import
1014	the like, if that such indication is be true.
1015	(2)  If When goods are loaded by the an issuer of a bill of
1016	lading: who is a common carrier,
1017	(a)  The issuer shall must count the packages of goods if
1018	shipped in packages package freight and ascertain the kind and
1019	quantity if shipped in bulk; and freight.
1020	(b)  Words In such as cases "shipper's weight, load, and
1021	count" or other words of similar import indicating that the
1022	description was made by the shipper are ineffective except as to
1023	goods freight concealed in by packages.
1024	(3)  If When bulk goods are freight is loaded by a shipper
1025	that who makes available to the issuer of a bill of lading
1026	adequate facilities for weighing those goods, the such freight,
1027	an issuer shall who is a common carrier must ascertain the kind
1028	and quantity within a reasonable time after receiving the
1029	shipper's written request of the shipper to do so. In that case
1030	such cases "shipper's weight, load, and count" or other words of
1031	similar import like purport are ineffective.
1032	(4)  The issuer of a bill of lading, may by including
1033	inserting in the bill the words "shipper's weight, load, and
1034	count" or other words of similar import, may like purport
1035	indicate that the goods were loaded by the
1036	such statement is be true, the issuer is
1037	damages caused by the improper loading. However, But their
1038	omission of such words does not imply liability for such damages
1039	caused by improper loading.
1040	(5)  A The shipper guarantees shall be deemed to have
1041	guaranteed to an the issuer the accuracy at the time of shipment
1042	of the description, marks, labels, number, kind, quantity,
1043	condition and weight, as furnished by the shipper, him or her;
1044	and the shipper shall indemnify the issuer against damage caused
1045	by inaccuracies in those such particulars. This The right of the
1046	issuer to such indemnity does not shall in no way limit the
1047	issuer's his or her responsibility or and liability under the
1048	contract of carriage to any person other than the shipper.
1049	Section 34.  Section 677.302, Florida Statutes, is amended
1050	to read:
1051	677.302  Through bills of lading and similar documents of
1052	title.-
1053	(1)  The issuer of a through bill of lading, or other
1054	document of title embodying an undertaking to be performed in
1055	part by a person persons acting as its agent agents or by a
1056	performing carrier, connecting carriers is liable to any person
1057	anyone entitled to recover on the bill or other document for any
1058	breach by the such other person persons or the performing by a
1059	connecting carrier of its obligation under the bill or other
1060	document. However, but to the extent that the bill or other
1061	document covers an undertaking to be performed overseas or in
1062	territory not contiguous to the continental United States or an
1063	undertaking including matters other than transportation, this
1064	liability for breach by the other person or the performing
1065	carrier may be varied by agreement of the parties.
1066	(2)  If Where goods covered by a through bill of lading or
1067	other document of title embodying an undertaking to be performed
1068	in part by a person persons other than the issuer are received
1069	by that any such person, the person he or she is subject, with
1070	respect to its his or her own performance while the goods are in
1071	its his or her possession, to the obligation of the issuer. The
1072	person's His or her obligation is discharged by delivery of the
1073	goods to another such person pursuant to the bill or other
1074	document, and does not include liability for breach by any other
1075	person such persons or by the issuer.
1076	(3)  The issuer of a such through bill of lading or other
1077	document of title described in subsection (1) is shall be
1078	entitled to recover from the performing connecting carrier, or
1079	such other person in possession of the goods when the breach of
1080	the obligation under the bill or other document occurred:,
1081	(a)  The amount it may be required to pay to any person
1082	anyone entitled to recover on the bill or other document for the
1083	breach therefor, as may be evidenced by any receipt, judgment,
1084	or transcript of judgment; thereof, and
1085	(b)  The amount of any expense reasonably incurred by the
1086	insurer it in defending any action commenced brought by any
1087	person anyone entitled to recover on the bill or other document
1088	for the breach therefor.
1089	Section 35.  Section 677.303, Florida Statutes, is amended
1090	to read:
1091	677.303  Diversion; reconsignment; change of instructions.-
1092	(1)  Unless the bill of lading otherwise provides, a the
1093	carrier may deliver the goods to a person or destination other
1094	than that stated in the bill or may otherwise dispose of the
1095	goods, without liability for misdelivery, on instructions from:
1096	(a)  The holder of a negotiable bill; or
1097	(b)  The consignor on a nonnegotiable bill, even if the
1098	consignee has given notwithstanding contrary instructions from
1099	the consignee; or
1100	(c)  The consignee on a nonnegotiable bill in the absence
1101	of contrary instructions from the consignor, if the goods have
1102	arrived at the billed destination or if the consignee is in
1103	possession of the tangible bill or in control of the electronic
1104	bill; or
1105	(d)  The consignee on a nonnegotiable bill, if the
1106	consignee he or she is entitled as against the consignor to
1107	dispose of the goods them.
1108	(2)  Unless such instructions described in subsection (1)
1109	are included in noted on a negotiable bill of lading, a person
1110	to which whom the bill is duly negotiated may can hold the
1111	bailee according to the original terms.
1112	Section 36.  Section 677.304, Florida Statutes, is amended
1113	to read:
1114	677.304  Tangible bills of lading in a set.-
1115	(1)  Except as where customary in international overseas
1116	transportation, a tangible bill of lading may must not be issued
1117	in a set of parts. The issuer is liable for damages caused by
1118	violation of this subsection.
1119	(2)  If Where a tangible bill of lading is lawfully issued
1120	drawn in a set of parts, each of which contains an
1121	identification code is numbered and is expressed to be valid
1122	only if the goods have not been delivered against any other
1123	part, the whole of the parts constitutes constitute one bill.
1124	(3)  If Where a tangible negotiable bill of lading is
1125	lawfully issued in a set of parts and different parts are
1126	negotiated to different persons, the title of the holder to
1127	which whom the first due negotiation is made prevails as to both
1128	the document of title and the goods even if though any later
1129	holder may have received the goods from the carrier in good
1130	faith and discharged the carrier's obligation by surrendering
1131	its surrender of his or her part.
1132	(4)  A Any person that who negotiates or transfers a single
1133	part of a tangible bill of lading issued drawn in a set is
1134	liable to holders of that part as if it were the whole set.
1135	(5)  The bailee shall is obliged to deliver in accordance
1136	with part IV of this chapter against the first presented part of
1137	a tangible bill of lading lawfully drawn in a set. Such Delivery
1138	in this manner discharges the bailee's obligation on the whole
1139	bill.
1140	Section 37.  Section 677.305, Florida Statutes, is amended
1141	to read:
1142	677.305  Destination bills.-
1143	(1)  Instead of issuing a bill of lading to the consignor
1144	at the place of shipment, a carrier, may at the request of the
1145	consignor, may procure the bill to be issued at destination or
1146	at any other place designated in the request.
1147	(2)  Upon request of any person anyone entitled as against
1148	the carrier to control the goods while in transit and on
1149	surrender of possession or control of any outstanding bill of
1150	lading or other receipt covering such goods, the issuer, subject
1151	to s. 677.105, may procure a substitute bill to be issued at any
1152	place designated in the request.
1153	Section 38.  Section 677.307, Florida Statutes, is amended
1154	to read:
1155	677.307  Lien of carrier.-
1156	(1)  A carrier has a lien on the goods covered by a bill of
1157	lading or on the proceeds thereof in its possession for charges
1158	after subsequent to the date of the carrier's its receipt of the
1159	goods for storage or transportation, including demurrage and
1160	terminal charges, (including demurrage and terminal charges) and
1161	for expenses necessary for preservation of the goods incident to
1162	their transportation or reasonably incurred in their sale
1163	pursuant to law. However, But against a purchaser for value of a
1164	negotiable bill of lading, a carrier's lien is limited to
1165	charges stated in the bill or the applicable tariffs, or, if no
1166	charges are stated, then to a reasonable charge.
1167	(2)  A lien for charges and expenses under subsection (1)
1168	on goods that which the carrier was required by law to receive
1169	for transportation is effective against the consignor or any
1170	person entitled to the goods unless the carrier had notice that
1171	the consignor lacked authority to subject the goods to those
1172	such charges and expenses. Any other lien under subsection (1)
1173	is effective against the consignor and any person that who
1174	permitted the bailor to have control or possession of the goods
1175	unless the carrier had notice that the bailor lacked such
1176	authority.
1177	(3)  A carrier loses its his or her lien on any goods that
1178	it which the carrier voluntarily delivers or which he or she
1179	unjustifiably refuses to deliver.
1180	Section 39.  Section 677.308, Florida Statutes, is amended
1181	to read:
1182	677.308  Enforcement of carrier's lien.-
1183	(1)  A carrier's lien on goods may be enforced by public or
1184	private sale of the goods, in bulk block or in packages parcels,
1185	at any time or place and on any terms that which are
1186	commercially reasonable, after notifying all persons known to
1187	claim an interest in the goods. The Such notification shall must
1188	include a statement of the amount due, the nature of the
1189	proposed sale, and the time and place of any public sale. The
1190	fact that a better price could have been obtained by a sale at a
1191	different time or in a method different method from that
1192	selected by the carrier is not of itself sufficient to establish
1193	that the sale was not made in a commercially reasonable manner.
1194	If The carrier either sells the goods in a commercially
1195	reasonable the usual manner in any recognized market therefor or
1196	if the carrier he or she sells the goods in the usual manner in
1197	any recognized market therefor, sells at the price current in
1198	that such market at the time of the his or her sale, or if the
1199	carrier has otherwise sells sold in conformity with commercially
1200	reasonable practices among dealers in the type of goods sold he
1201	or she has sold in a commercially reasonable manner. A sale of
1202	more goods than apparently necessary to be offered to ensure
1203	satisfaction of the obligation is not commercially reasonable,
1204	except in cases covered by the preceding sentence.
1205	(2)  Before any sale pursuant to this section, any person
1206	claiming a right in the goods may pay the amount necessary to
1207	satisfy the lien and the reasonable expenses incurred in
1208	complying with under this section. In that event, the goods may
1209	must not be sold, but shall must be retained by the carrier,
1210	subject to the terms of the bill of lading and this chapter.
1211	(3)  The carrier may buy at any public sale pursuant to
1212	this section.
1213	(4)  A purchaser in good faith of goods sold to enforce a
1214	carrier's lien takes the goods free of any rights of persons
1215	against which whom the lien was valid, despite the carrier's
1216	noncompliance by the carrier with the requirements of this
1217	section.
1218	(5)  A The carrier may satisfy its his or her lien from the
1219	proceeds of any sale pursuant to this section but shall must
1220	hold the balance, if any, for delivery on demand to any person
1221	to which whom the carrier would have been bound to deliver the
1222	goods.
1223	(6)  The rights provided by this section are shall be in
1224	addition to all other rights allowed by law to a creditor
1225	against a his or her debtor.
1226	(7)  A carrier's lien may be enforced pursuant to in
1227	accordance with either subsection (1) or the procedure set forth
1228	in s. 677.210(2).
1229	(8)  A The carrier is liable for damages caused by failure
1230	to comply with the requirements for sale under this section and,
1231	in case of willful violation, is liable for conversion.
1232	Section 40.  Section 677.309, Florida Statutes, is amended
1233	to read:
1234	677.309  Duty of care; contractual limitation of carrier's
1235	liability.-
1236	(1)  A carrier that who issues a bill of lading, whether
1237	negotiable or nonnegotiable, shall must exercise the degree of
1238	care in relation to the goods which a reasonably careful person
1239	would exercise under similar like circumstances. This subsection
1240	does not affect repeal or change any statute, regulation, law or
1241	rule of law that which imposes liability upon a common carrier
1242	for damages not caused by its negligence.
1243	(2)  Damages may be limited by a term in the bill of lading
1244	or in a transportation agreement provision that the carrier's
1245	liability may shall not exceed a value stated in the bill or
1246	transportation agreement document if the carrier's rates are
1247	dependent upon value and the consignor by the carrier's tariff
1248	is afforded an opportunity to declare a higher value and the
1249	consignor or a value as lawfully provided in the tariff, or
1250	where no tariff is filed he or she is otherwise advised of the
1251	such opportunity. However,; but no such a limitation is not
1252	effective with respect to the carrier's liability for conversion
1253	to its own use.
1254	(3)  Reasonable provisions as to the time and manner of
1255	presenting claims and commencing instituting actions based on
1256	the shipment may be included in the bill of lading or a
1257	transportation agreement tariff.
1258	Section 41.  Section 677.401, Florida Statutes, is amended
1259	to read:
1260	677.401  Irregularities in issue of receipt or bill or
1261	conduct of issuer.-The obligations imposed by this chapter on an
1262	issuer apply to a document of title even if regardless of the
1263	fact that:
1264	(1)  The document does may not comply with the requirements
1265	of this chapter or of any other statute, rule of law, law or
1266	regulation regarding its issuance issue, form, or content; or
1267	(2)  The issuer may have violated laws regulating the
1268	conduct of its his or her business; or
1269	(3)  The goods covered by the document were owned by the
1270	bailee when at the time the document was issued; or
1271	(4)  The person issuing the document is not a warehouse but
1272	the document does not come within the definition of warehouseman
1273	if it purports to be a warehouse receipt.
1274	Section 42.  Section 677.402, Florida Statutes, is amended
1275	to read:
1276	677.402  Duplicate document of title receipt or bill;
1277	overissue.-Neither A duplicate or nor any other document of
1278	title purporting to cover goods already represented by an
1279	outstanding document of the same issuer does not confer confers
1280	any right in the goods, except as provided in the case of
1281	tangible bills of lading in a set of parts, overissue of
1282	documents for fungible goods, and substitutes for lost, stolen
1283	or destroyed documents, or substitute documents issued pursuant
1284	to s. 677.105. But The issuer is liable for damages caused by
1285	its his or her overissue or failure to identify a duplicate
1286	document as such by a conspicuous notation on its face.
1287	Section 43.  Section 677.403, Florida Statutes, is amended
1288	to read:
1289	677.403  Obligation of bailee warehouseman or carrier to
1290	deliver; excuse.-
1291	(1)  A The bailee shall must deliver the goods to a person
1292	entitled under a the document of title if the person who
1293	complies with subsections (2) and (3), unless and to the extent
1294	that the bailee establishes any of the following:
1295	(a)  Delivery of the goods to a person whose receipt was
1296	rightful as against the claimant;
1297	(b)  Damage to or delay, loss or destruction of the goods
1298	for which the bailee is not liable, but the burden of
1299	establishing negligence in such cases when value of such damage,
1300	delay, loss, or destruction exceeds $10,000 is on the person
1301	entitled under the document;.
1302	(c)  Previous sale or other disposition of the goods in
1303	lawful enforcement of a lien or on a warehouse's warehouseman's
1304	lawful termination of storage;
1305	(d)  The exercise by a seller of its his or her right to
1306	stop delivery pursuant to s. 672.705 or by a lessor of its right
1307	to stop delivery pursuant to s. 680.526 the provisions of the
1308	chapter on sales (s. 672.705);
1309	(e)  A diversion, reconsignment, or other disposition
1310	pursuant to s. 677.303 the provisions of this chapter (s.
1311	677.303) or tariff regulating such right;
1312	(f)  Release, satisfaction, or any other fact affording a
1313	personal defense against the claimant; or
1314	(g)  Any other lawful excuse.
1315	(2)  A person claiming goods covered by a document of title
1316	shall must satisfy the bailee's lien if where the bailee so
1317	requests or if where the bailee is prohibited by law from
1318	delivering the goods until the charges are paid.
1319	(3)  Unless a the person claiming the goods is a person one
1320	against which whom the document of title does not confer a
1321	confers no right under s. 677.503(1):,
1322	(a)  The person claiming under a document shall he or she
1323	must surrender possession or control of any outstanding
1324	negotiable document covering the goods for cancellation or
1325	indication of partial deliveries; and
1326	(b)  for cancellation or notation of partial deliveries any
1327	outstanding negotiable document covering the goods, and The
1328	bailee shall must cancel the document or conspicuously indicate
1329	in the document note the partial delivery thereon or the bailee
1330	is be liable to any person to which whom the document is duly
1331	negotiated.
1332	(4)  "Person entitled under the document" means holder in
1333	the case of a negotiable document, or the person to whom
1334	delivery is to be made by the terms of or pursuant to written
1335	instructions under a nonnegotiable document.
1336	Section 44.  Section 677.404, Florida Statutes, is amended
1337	to read:
1338	677.404  No liability for good faith delivery pursuant to
1339	document of title receipt or bill.-A bailee that who in good
1340	faith including observance of reasonable commercial standards
1341	has received goods and delivered or otherwise disposed of the
1342	goods them according to the terms of the document of title or
1343	pursuant to this chapter is not liable for the goods therefor.
1344	This rule applies even if:
1345	(1)  though The person from which the bailee whom he or she
1346	received the goods did not have had no authority to procure the
1347	document or to dispose of the goods; or
1348	(2)  The and even though the person to which the bailee
1349	whom he or she delivered the goods did not have had no authority
1350	to receive the goods them.
1351	Section 45.  Section 677.501, Florida Statutes, is amended
1352	to read:
1353	677.501  Form of negotiation and requirements of "due
1354	negotiation."-
1355	(1)  The following rules apply to a negotiable tangible
1356	document of title:
1357	(a)  If the document's original terms run running to the
1358	order of a named person, the document is negotiated by the named
1359	person's indorsement and delivery. After the named person's his
1360	or her indorsement in blank or to bearer, any person may can
1361	negotiate the document it by delivery alone.
1362	(b)  If the document's original
1363	(2)(a)  A negotiable document of title is also negotiated
1364	by delivery alone when by its original terms run it runs to
1365	bearer, it is negotiated by delivery alone.
1366	(c)  If the document's original terms run
1367	(b)  When a document running to the order of a named person
1368	and it is delivered to the named person, him or her the effect
1369	is the same as if the document had been negotiated.
1370	(d)(3)  Negotiation of the a negotiable document of title
1371	after it has been indorsed to a named specified person requires
1372	indorsement by the named person and special indorsee as well as
1373	delivery.
1374	(e)(4)  A negotiable document of title is duly negotiated
1375	if "duly negotiated" when it is negotiated in the manner stated
1376	in this subsection section to a holder that who purchases it in
1377	good faith, without notice of any defense against or claim to it
1378	on the part of any person, and for value, unless it is
1379	established that the negotiation is not in the regular course of
1380	business or financing or involves receiving the document in
1381	settlement or payment of a money obligation.
1382	(2)  The following rules apply to a negotiable electronic
1383	document of title:
1384	(a)  If the document's original terms run to the order of a
1385	named person or to bearer, the document is negotiated by
1386	delivery of the document to another person. Indorsement by the
1387	named person is not required to negotiate the document.
1388	(b)  If the document's original terms run to the order of a
1389	named person and the named person has control of the document,
1390	the effect is the same as if the document had been negotiated.
1391	(c)  A document is duly negotiated if it is negotiated in
1392	the manner stated in this subsection to a holder that purchases
1393	it in good faith, without notice of any defense against or claim
1394	to it on the part of any person, and for value, unless it is
1395	established that the negotiation is not in the regular course of
1396	business or financing or involves taking delivery of the
1397	document in settlement or payment of a monetary obligation.
1398	(3)(5)  Indorsement of a nonnegotiable document of title
1399	neither makes it negotiable nor adds to the transferee's rights.
1400	(4)(6)  The naming in a negotiable bill of lading of a
1401	person to be notified of the arrival of the goods does not limit
1402	the negotiability of the bill or nor constitute notice to a
1403	purchaser of the bill thereof of any interest of that such
1404	person in the goods.
1405	Section 46.  Section 677.502, Florida Statutes, is amended
1406	to read:
1407	677.502  Rights acquired by due negotiation.-
1408	(1)  Subject to ss. the following section and to the
1409	provisions of s. 677.205 and 677.503 on fungible goods, a holder
1410	to which whom a negotiable document of title has been duly
1411	negotiated acquires thereby:
1412	(a)  Title to the document;
1413	(b)  Title to the goods;
1414	(c)  All rights accruing under the law of agency or
1415	estoppel, including rights to goods delivered to the bailee
1416	after the document was issued; and
1417	(d)  The direct obligation of the issuer to hold or deliver
1418	the goods according to the terms of the document free of any
1419	defense or claim by the issuer him or her except those arising
1420	under the terms of the document or under this chapter, but. in
1421	the case of a delivery order, the bailee's obligation accrues
1422	only upon the bailee's acceptance of the delivery order and the
1423	obligation acquired by the holder is that the issuer and any
1424	indorser will procure the acceptance of the bailee.
1425	(2)  Subject to the following section, title and rights so
1426	acquired by due negotiation are not defeated by any stoppage of
1427	the goods represented by the document of title or by surrender
1428	of the such goods by the bailee, and are not impaired even if:
1429	(a)  though The due negotiation or any prior due
1430	negotiation constituted a breach of duty; or even though
1431	(b)  Any person has been deprived of possession of a
1432	negotiable tangible the document or control of a negotiable
1433	electronic document by misrepresentation, fraud, accident,
1434	mistake, duress, loss, theft, or conversion;, or even though
1435	(c)  A previous sale or other transfer of the goods or
1436	document has been made to a third person.
1437	Section 47.  Section 677.503, Florida Statutes, is amended
1438	to read:
1439	677.503  Document of title to goods defeated in certain
1440	cases.-
1441	(1)  A document of title confers no right in goods against
1442	a person that who before issuance of the document had a legal
1443	interest or a perfected security interest in the goods them and
1444	that did not who neither:
1445	(a)  Deliver or entrust the goods Delivered or entrusted
1446	them or any document of title covering the goods them to the
1447	bailor or the bailor's nominee with:
1448	1.  Actual or apparent authority to ship, store, or sell;
1449	or with
1450	2.  Power to obtain delivery under s. 677.403; this chapter
1451	(s. 677.403) or with
1452	3.  Power of disposition under s. 672.403, s. 680.304(2),
1453	s. 680.305(2), s. 679.320, or s. 679.321(3) this code (ss.
1454	672.403 and 679.320) or other statute or rule of law; or
1455	(b)(b)  Acquiesce Acquiesced in the procurement by the
1456	bailor or its the bailor's nominee of any document of title.
1457	(2)  Title to goods based upon an unaccepted delivery order
1458	is subject to the rights of any person anyone to which whom a
1459	negotiable warehouse receipt or bill of lading covering the
1460	goods has been duly negotiated. That Such a title may be
1461	defeated under the next section to the same extent as the rights
1462	of the issuer or a transferee from the issuer.
1463	(3)  Title to goods based upon a bill of lading issued to a
1464	freight forwarder is subject to the rights of any person anyone
1465	to which whom a bill issued by the freight forwarder is duly
1466	negotiated. However,; but delivery by the carrier in accordance
1467	with part IV of this chapter pursuant to its own bill of lading
1468	discharges the carrier's obligation to deliver.
1469	Section 48.  Section 677.504, Florida Statutes, is amended
1470	to read:
1471	677.504  Rights acquired in the absence of due negotiation;
1472	effect of diversion; seller's stoppage of delivery.-
1473	(1)  A transferee of a document of title, whether
1474	negotiable or nonnegotiable, to which whom the document has been
1475	delivered but not duly negotiated, acquires the title and rights
1476	that its which his or her transferor had or had actual authority
1477	to convey.
1478	(2)  In the case of a transfer of a nonnegotiable document
1479	of title, until but not after the bailee receives notice
1480	notification of the transfer, the rights of the transferee may
1481	be defeated:
1482	(a)  By those creditors of the transferor which who could
1483	treat the transfer sale as void under s. 672.402 or s. 680.308;
1484	or
1485	(b)  By a buyer from the transferor in ordinary course of
1486	business if the bailee has delivered the goods to the buyer or
1487	received notification of the buyer's his or her rights; or
1488	(c)  By a lessee from the transferor in ordinary course of
1489	business if the bailee has delivered the goods to the lessee or
1490	received notification of the lessee's rights; or
1491	(d)(c)  As against the bailee, by good-faith good faith
1492	dealings of the bailee with the transferor.
1493	(3)  A diversion or other change of shipping instructions
1494	by the consignor in a nonnegotiable bill of lading which causes
1495	the bailee not to deliver to the consignee defeats the
1496	consignee's title to the goods if the goods they have been
1497	delivered to a buyer or a lessee in ordinary course of business
1498	and, in any event, defeats the consignee's rights against the
1499	bailee.
1500	(4)  Delivery of the goods pursuant to a nonnegotiable
1501	document of title may be stopped by a seller under s. 672.705 or
1502	by a lessor under s. 680.526, and subject to the requirements
1503	requirement of due notification there provided. A bailee that
1504	honors honoring the seller's or lessor's instructions is
1505	entitled to be indemnified by the seller or lessor against any
1506	resulting loss or expense.
1507	Section 49.  Section 677.505, Florida Statutes, is amended
1508	to read:
1509	677.505  Indorser not a guarantor for other parties.-The
1510	indorsement of a tangible document of title issued by a bailee
1511	does not make the indorser liable for any default by the bailee
1512	or by previous indorsers.
1513	Section 50.  Section 677.506, Florida Statutes, is amended
1514	to read:
1515	677.506  Delivery without indorsement; right to compel
1516	indorsement.-The transferee of a negotiable tangible document of
1517	title has a specifically enforceable right to have its his or
1518	her transferor supply any necessary indorsement but the transfer
1519	becomes a negotiation only as of the time the indorsement is
1520	supplied.
1521	Section 51.  Section 677.507, Florida Statutes, is amended
1522	to read:
1523	677.507  Warranties on negotiation or delivery of document
1524	of title transfer of receipt or bill.-If Where a person
1525	negotiates or delivers transfers a document of title for value,
1526	otherwise than as a mere intermediary under the next following
1527	section, then unless otherwise agreed, the transferor, in
1528	addition to any warranty made in selling or leasing the goods,
1529	person warrants to its his or her immediate purchaser only that
1530	in addition to any warranty made in selling the goods:
1531	(1)  That The document is genuine; and
1532	(2)  The transferor does not have That he or she has no
1533	knowledge of any fact that which would impair the document's its
1534	validity or worth; and
1535	(3)  The That his or her negotiation or delivery transfer
1536	is rightful and fully effective with respect to the title to the
1537	document and the goods it represents.
1538	Section 52.  Section 677.508, Florida Statutes, is amended
1539	to read:
1540	677.508  Warranties of collecting bank as to documents of
1541	title.-A collecting bank or other intermediary known to be
1542	entrusted with documents of title on behalf of another or with
1543	collection of a draft or other claim against delivery of
1544	documents warrants by the such delivery of the documents only
1545	its own good faith and authority. This rule applies even if
1546	though the collecting bank or other intermediary has purchased
1547	or made advances against the claim or draft to be collected.
1548	Section 53.  Section 677.509, Florida Statutes, is amended
1549	to read:
1550	677.509  Receipt or bill; when Adequate compliance with
1551	commercial contract.-The question Whether a document of title is
1552	adequate to fulfill the obligations of a contract for sale, or
1553	the conditions of a letter of credit, or a contract for lease is
1554	determined governed by chapter 672, chapter 675, or chapter 680
1555	the chapters on sales (chapter 672) and on letters of credit
1556	(chapter 675).
1557	Section 54.  Section 677.601, Florida Statutes, is amended
1558	to read:
1559	677.601  Lost, stolen, or destroyed and missing documents
1560	of title.-
1561	(1)  If a document of title is has been lost, stolen, or
1562	destroyed, a court may order delivery of the goods or issuance
1563	of a substitute document and the bailee may without liability to
1564	any person comply with the such order. If the document was
1565	negotiable, a court may not order delivery of the goods or the
1566	issuance of a substitute document without the claimant's posting
1567	claimant must post security unless it finds that approved by the
1568	court to indemnify any person that who may suffer loss as a
1569	result of nonsurrender of possession or control of the document
1570	is adequately protected against the loss. If the document was
1571	nonnegotiable not negotiable, the court such security may
1572	require security be required at the discretion of the court. The
1573	court may also in its discretion order payment of the bailee's
1574	reasonable costs and attorney's counsel fees in any action under
1575	this subsection.
1576	(2)  A bailee that, who without a court order, delivers
1577	goods to a person claiming under a missing negotiable document
1578	of title is liable to any person injured thereby., and If the
1579	delivery is not in good faith, the bailee is becomes liable for
1580	conversion. Delivery in good faith is not conversion if made in
1581	accordance with a filed classification or tariff or, where no
1582	classification or tariff is filed, if the claimant posts
1583	security with the bailee in an amount at least double the value
1584	of the goods at the time of posting to indemnify any person
1585	injured by the delivery which who files a notice of claim within
1586	1 year after the delivery.
1587	Section 55.  Section 677.602, Florida Statutes, is amended
1588	to read:
1589	677.602  Judicial process against Attachment of goods
1590	covered by a negotiable document of title.-Unless a Except where
1591	the document of title was originally issued upon delivery of the
1592	goods by a person that did not have who had no power to dispose
1593	of them, a no lien does not attach attaches by virtue of any
1594	judicial process to goods in the
1595	which a negotiable document of title
1596	possession or control of the document is
1597	the bailee or the document's its negotiation is enjoined., and
1598	The bailee may shall not be compelled to deliver the goods
1599	pursuant to process until possession or control of the document
1600	is surrendered to the bailee or to him or her or impounded by
1601	the court. A purchaser of One who purchases the document for
1602	value without notice of the process or injunction takes free of
1603	the lien imposed by judicial process.
1604	Section 56.  Section 677.603, Florida Statutes, is amended
1605	to read:
1606	677.603  Conflicting claims; interpleader.-If more than one
1607	person claims title to or possession of the goods, the bailee is
1608	excused from delivery until the bailee he or she has had a
1609	reasonable time to ascertain the validity of the adverse claims
1610	or to commence bring an action for to compel all claimants to
1611	interplead and may compel such interpleader. The bailee may
1612	assert an interpleader, either in defending an action for
1613	nondelivery of the goods, or by original action, whichever is
1614	appropriate.
1615	Section 57.  Subsection (7) is added to section 678.1031,
1616	Florida Statutes, to read:
1617	678.1031  Rules for determining whether certain obligations
1618	and interests are securities or financial assets.-
1619	(7)  A document of title is not a financial asset unless s.
1620	678.1021(1)(i)2. applies.
1621	Section 58.  Subsection (2) of section 679.1021, Florida
1622	Statutes, is amended to read:
1623	679.1021  Definitions and index of definitions.-
1624	(2)  The following definitions in other chapters apply to
1625	this chapter:
1626	"Applicant"     s. 675.103.
1627	"Beneficiary"     s. 675.103.
1628	"Broker"     s. 678.1021.
1629	"Certificated security"     s. 678.1021.
1630	"Check"     s. 673.1041.
1631	"Clearing corporation"     s. 678.1021.
1632	"Contract for sale"     s. 672.106.
1633	"Control"      s. 677.106.
1634	"Customer"     s. 674.104.
1635	"Entitlement holder"     s. 678.1021.
1636	"Financial asset"     s. 678.1021.
1637	"Holder in due course"     s. 673.3021.
1638	"Issuer" (with respect to a letter of credit
1639	or letter-of-credit right)     s. 675.103.
1640	"Issuer" (with respect to a security)     s. 678.2011.
1641	"Issuer" (with respect to documents of title)     s.
1642	677.102.
1643	"Lease"     s. 680.1031.
1644	"Lease agreement"     s. 680.1031.
1645	"Lease contract"     s. 680.1031.
1646	"Leasehold interest"     s. 680.1031.
1647	"Lessee"     s. 680.1031.
1648	"Lessee in ordinary course of
1649	business"     s. 680.1031.
1650	"Lessor"     s. 680.1031.
1651	"Lessor's residual interest"     s. 680.1031.
1652	"Letter of credit"     s. 675.103.
1653	"Merchant"     s. 672.104.
1654	"Negotiable instrument"     s. 673.1041.
1655	"Nominated person"     s. 675.103.
1656	"Note"     s. 673.1041.
1657	"Proceeds of a letter of credit"     s. 675.114.
1658	"Prove"     s. 673.1031.
1659	"Sale"     s. 672.106.
1660	"Securities account"     s. 678.5011.
1661	"Securities intermediary"     s. 678.1021.
1662	"Security"     s. 678.1021.
1663	"Security certificate"     s. 678.1021.
1664	"Security entitlement"     s. 678.1021.
1665	"Uncertificated security"     s. 678.1021.
1666	Section 59.  Subsection (2) of section 679.2031, Florida
1667	Statutes, is amended to read:
1668	679.2031  Attachment and enforceability of security
1669	interest; proceeds; supporting obligations; formal requisites.-
1670	(2)  Except as otherwise provided in subsections (3)
1671	through (10), a security interest is enforceable against the
1672	debtor and third parties with respect to the collateral only if:
1673	(a)  Value has been given;
1674	(b)  The debtor has rights in the collateral or the power
1675	to transfer rights in the collateral to a secured party; and
1676	(c)  One of the following conditions is met:
1677	1.  The debtor has authenticated a security agreement that
1678	provides a description of the collateral and, if the security
1679	interest covers timber to be cut, a description of the land
1680	concerned;
1681	2.  The collateral is not a certificated security and is in
1682	the possession of the secured party under s. 679.3131 pursuant
1683	to the debtor's security agreement;
1684	3.  The collateral is a certificated security in registered
1685	form and the security certificate has been delivered to the
1686	secured party under s. 678.3011 pursuant to the debtor's
1687	security agreement; or
1688	4.  The collateral is deposit accounts, electronic chattel
1689	paper, investment property, or letter-of-credit rights, or
1690	electronic documents, and the secured party has control under s.
1691	677.106, s. 679.1041, s. 679.1051, s. 679.1061, or s. 679.1071
1692	pursuant to the debtor's security agreement.
1693	Section 60.  Subsection (3) of section 679.2071, Florida
1694	Statutes, is amended to read:
1695	679.2071  Rights and duties of secured party having
1696	possession or control of collateral.-
1697	(3)  Except as otherwise provided in subsection (4), a
1698	secured party having possession of collateral or control of
1699	collateral under s. 677.106, s. 679.1041, s. 679.1051, s.
1700	679.1061, or s. 679.1071:
1701	(a)  May hold as additional security any proceeds, except
1702	money or funds, received from the collateral;
1703	(b)  Shall apply money or funds received from the
1704	collateral to reduce the secured obligation, unless remitted to
1705	the debtor; and
1706	(c)  May create a security interest in the collateral.
1707	Section 61.  Subsection (2) of section 679.2081, Florida
1708	Statutes, is amended to read:
1709	679.2081  Additional duties of secured party having control
1710	of collateral.-
1711	(2)  Within 10 days after receiving an authenticated demand
1712	by the debtor:
1713	(a)  A secured party having control of a deposit account
1714	under s. 679.1041(1)(b) shall send to the bank with which the
1715	deposit account is maintained an authenticated statement that
1716	releases the bank from any further obligation to comply with
1717	instructions originated by the secured party;
1718	(b)  A secured party having control of a deposit account
1719	under s. 679.1041(1)(c) shall:
1720	1.  Pay the debtor the balance on deposit in the deposit
1721	account; or
1722	2.  Transfer the balance on deposit into a deposit account
1723	in the debtor's name;
1724	(c)  A secured party, other than a buyer, having control of
1725	electronic chattel paper under s. 679.1051 shall:
1726	1.  Communicate the authoritative copy of the electronic
1727	chattel paper to the debtor or its designated custodian;
1728	2.  If the debtor designates a custodian that is the
1729	designated custodian with which the authoritative copy of the
1730	electronic chattel paper is maintained for the secured party,
1731	communicate to the custodian an authenticated record releasing
1732	the designated custodian from any further obligation to comply
1733	with instructions originated by the secured party and
1734	instructing the custodian to comply with instructions originated
1735	by the debtor; and
1736	3.  Take appropriate action to enable the debtor or the
1737	debtor's designated custodian to make copies of or revisions to
1738	the authoritative copy which add or change an identified
1739	assignee of the authoritative copy without the consent of the
1740	secured party;
1741	(d)  A secured party having control of investment property
1742	under s. 678.1061(4)(b) or s. 679.1061(2) shall send to the
1743	securities intermediary or commodity intermediary with which the
1744	security entitlement or commodity contract is maintained an
1745	authenticated record that releases the securities intermediary
1746	or commodity intermediary from any further obligation to comply
1747	with entitlement orders or directions originated by the secured
1748	party; and
1749	(e)  A secured party having control of a letter-of-credit
1750	right under s. 679.1071 shall send to each person having an
1751	unfulfilled obligation to pay or deliver proceeds of the letter
1752	of credit to the secured party an authenticated release from any
1753	further obligation to pay or deliver proceeds of the letter of
1754	credit to the secured party; and.
1755	(f)  A secured party having control of an electronic
1756	document shall:
1757	1.  Give control of the electronic document to the debtor
1758	or its designated custodian;
1759	2.  If the debtor designates a custodian that is the
1760	designated custodian with which the authoritative copy of the
1761	electronic document is maintained for the secured party,
1762	communicate to the custodian an authenticated record releasing
1763	the designated custodian from any further obligation to comply
1764	with instructions originated by the secured party and
1765	instructing the custodian to comply with instructions originated
1766	by the debtor; and
1767	3.  Take appropriate action to enable the debtor or its
1768	designated custodian to make copies of or revisions to the
1769	authenticated copy which add or change an identified assignee of
1770	the authoritative copy without the consent of the secured party.
1771	Section 62.  Subsection (3) of section 679.3011, Florida
1772	Statutes, is amended to read:
1773	679.3011  Law governing perfection and priority of security
1774	interests.-Except as otherwise provided in ss. 679.1091,
1775	679.3031, 679.3041, 679.3051, and 679.3061, the following rules
1776	determine the law governing perfection, the effect of perfection
1777	or nonperfection, and the priority of a security interest in
1778	collateral:
1779	(3)  Except as otherwise provided in subsections (4) and
1780	(5), while tangible negotiable documents, goods, instruments,
1781	money, or tangible chattel paper is located in a jurisdiction,
1782	the local law of that jurisdiction governs:
1783	(a)  Perfection of a security interest in the goods by
1784	filing a fixture filing;
1785	(b)  Perfection of a security interest in timber to be cut;
1786	and
1787	(c)  The effect of perfection or nonperfection and the
1788	priority of a nonpossessory security interest in the collateral.
1789	Section 63.  Subsection (2) of section 679.3101, Florida
1790	Statutes, is amended to read:
1791	679.3101  When filing required to perfect security interest
1792	or agricultural lien; security interests and agricultural liens
1793	to which filing provisions do not apply.-
1794	(2)  The filing of a financing statement is not necessary
1795	to perfect a security interest:
1796	(a)  That is perfected under s. 679.3081(4), (5), (6), or
1797	(7);
1798	(b)  That is perfected under s. 679.3091 when it attaches;
1799	(c)  In property subject to a statute, regulation, or
1800	treaty described in s. 679.3111(1);
1801	(d)  In goods in possession of a bailee which is perfected
1802	under s. 679.3121(4)(a) or (b);
1803	(e)  In certificated securities, documents, goods, or
1804	instruments which is perfected without filing, control, or
1805	possession under s. 679.3121(5), (6), or (7);
1806	(f)  In collateral in the secured party's possession under
1807	s. 679.3131;
1808	(g)  In a certificated security which is perfected by
1809	delivery of the security certificate to the secured party under
1810	s. 679.3131;
1811	(h)  In deposit accounts, electronic chattel paper,
1812	electronic documents, investment property, or letter-of-credit
1813	rights which is perfected by control under s. 679.3141;
1814	(i)  In proceeds which is perfected under s. 679.3151; or
1815	(j)  That is perfected under s. 679.3161.
1816	Section 64.  Subsection (5) of section 679.3121, Florida
1817	Statutes, is amended to read:
1818	679.3121  Perfection of security interests in chattel
1819	paper, deposit accounts, documents, goods covered by documents,
1820	instruments, investment property, letter-of-credit rights, and
1821	money; perfection by permissive filing; temporary perfection
1822	without filing or transfer of possession.-
1823	(5)  A security interest in certificated securities,
1824	negotiable documents, or instruments is perfected without filing
1825	or the taking of possession or control for a period of 20 days
1826	from the time it attaches to the extent that it arises for new
1827	value given under an authenticated security agreement.
1828	Section 65.  Subsection (1) of section 679.3131, Florida
1829	Statutes, is amended to read:
1830	679.3131  When possession by or delivery to secured party
1831	perfects security interest without filing.-
1832	(1)  Except as otherwise provided in subsection (2), a
1833	secured party may perfect a security interest in tangible
1834	negotiable documents, goods, instruments, money, or tangible
1835	chattel paper by taking possession of the collateral. A secured
1836	party may perfect a security interest in certificated securities
1837	by taking delivery of the certificated securities under s.
1838	678.3011.
1839	Section 66.  Subsections (1) and (2) of section 679.3141,
1840	Florida Statutes, are amended to read:
1841	679.3141  Perfection by control.-
1842	(1)  A security interest in investment property, deposit
1843	accounts, letter-of-credit rights, or electronic chattel paper,
1844	or electronic documents may be perfected by control of the
1845	collateral under s. 677.106, s. 679.1041, s. 679.1051, s.
1846	679.1061, or s. 679.1071.
1847	(2)  A security interest in deposit accounts, electronic
1848	chattel paper, or letter-of-credit rights, or electronic
1849	documents is perfected by control under s. 677.106, s. 679.1041,
1850	s. 679.1051, or s. 679.1071 when the secured party obtains
1851	control and remains perfected by control only while the secured
1852	party retains control.
1853	Section 67.  Subsections (2) and (4) of section 679.3171,
1854	Florida Statutes, are amended to read:
1855	679.3171  Interests that take priority over or take free of
1856	security interest or agricultural lien.-
1857	(2)  Except as otherwise provided in subsection (5), a
1858	buyer, other than a secured party, of tangible chattel paper,
1859	tangible documents, goods, instruments, or a security
1860	certificate takes free of a security interest or agricultural
1861	lien if the buyer gives value and receives delivery of the
1862	collateral without knowledge of the security interest or
1863	agricultural lien and before it is perfected.
1864	(4)  A licensee of a general intangible or a buyer, other
1865	than a secured party, of accounts, electronic chattel paper,
1866	electronic documents, general intangibles, or investment
1867	property other than a certificated security takes free of a
1868	security interest if the licensee or buyer gives value without
1869	knowledge of the security interest and before it is perfected.
1870	Section 68.  Subsection (2) of section 679.338, Florida
1871	Statutes, is amended to read:
1872	679.338  Priority of security interest or agricultural lien
1873	perfected by filed financing statement providing certain
1874	incorrect information.-If a security interest or agricultural
1875	lien is perfected by a filed financing statement providing
1876	information described in s. 679.516(2)(d) which is incorrect at
1877	the time the financing statement is filed:
1878	(2)  A purchaser, other than a secured party, of the
1879	collateral takes free of the security interest or agricultural
1880	lien to the extent that, in reasonable reliance upon the
1881	incorrect information, the purchaser gives value and, in the
1882	case of tangible chattel paper, tangible documents, goods,
1883	instruments, or a security certificate, receives delivery of the
1884	collateral.
1885	Section 69.  Paragraphs (a) and (o) of subsection (1) of
1886	section 680.1031, Florida Statutes, are amended to read:
1887	680.1031  Definitions and index of definitions.-
1888	(1)  In this chapter, unless the context otherwise
1889	requires:
1890	(a)  "Buyer in ordinary course of business" means a person
1891	who in good faith and without knowledge that the sale to him or
1892	her is in violation of the ownership rights or security interest
1893	or leasehold interest of a third party in the goods buys in
1894	ordinary course from a person in the business of selling goods
1895	of that kind but does not include a pawnbroker. Buying may be
1896	for cash or by exchange of other property or on secured or
1897	unsecured credit and includes acquiring receiving goods or
1898	documents of title under a preexisting contract for sale but
1899	does not include a transfer in bulk or as security for or in
1900	total or partial satisfaction of a money debt.
1901	(o)  "Lessee in ordinary course of business" means a person
1902	who in good faith and without knowledge that the lease to him or
1903	her is in violation of the ownership rights or security interest
1904	or leasehold interest of a third party in the goods leases in
1905	ordinary course from a person in the business of selling or
1906	leasing goods of that kind but does not include a pawnbroker.
1907	Leasing may be for cash or by exchange of other property or on
1908	secured or unsecured credit and includes acquiring receiving
1909	goods or documents of title under a preexisting lease contract
1910	but does not include a transfer in bulk or as security for or in
1911	total or partial satisfaction of a money debt.
1912	Section 70.  Subsection (2) of section 680.514, Florida
1913	Statutes, is amended to read:
1914	680.514  Waiver of lessee's objections.-
1915	(2)  A lessee's failure to reserve rights when paying rent
1916	or other consideration against documents precludes recovery of
1917	the payment for defects apparent in on the face of the
1918	documents.
1919	Section 71.  Subsection (2) of section 680.526, Florida
1920	Statutes, is amended to read:
1921	680.526  Lessor's stoppage of delivery in transit or
1922	otherwise.-
1923	(2)  In pursuing her or his remedies under subsection (1),
1924	the lessor may stop delivery until:
1925	(a)  Receipt of the goods by the lessee;
1926	(b)  Acknowledgment to the lessee by any bailee of the
1927	goods, except a carrier, that the bailee holds the goods for the
1928	lessee; or
1929	(c)  Such an acknowledgment to the lessee by a carrier via
1930	reshipment or as a warehouse warehouseman.
1931	Section 72.  This act shall take effect July 1, 2010.

CODING: Words stricken are deletions; words underlined are additions.