These Standard Clauses provide essential updates to perfection certificates in light of the 2022 amendments to the Uniform Commercial Code (UCC). With the integration of digital assets such as virtual currencies and digital tokens into collateral, these UCC amendments introduce new rules for the transfer of property rights in certain digital assets and modify Article 9 to address security interests in these assets. These Standard Clauses highlight the importance of understanding the collateral involved, including electronic money, chattel paper, controllable accounts, controllable payment intangibles, and controllable electronic records. Defined terms and section references are aligned with the Standard Document, Perfection Certificate and this supplement emphasizes the need for customization based on the specific perfection certificate involved and the jurisdictional adoption of the amendments. These Standard Clauses have integrated notes with important explanations and drafting and negotiating tips.
LINKS
Read “Perfection Certificate: Supplement (2022 UCC Amendments),” co-authored by Arleen A. Nand, Hilary R. Sledge-Sarnor, Whitney A. Mark, Mary A. Scott, and Daniel Albarrán Garcia, published by Thomson Reuters. (subscription)