Acceptance of collateral in full or partial satisfaction of obligation — Compulsory disposition of collateral

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  1. (a) Except as otherwise provided in subsection (g), a secured party may accept collateral in full or partial satisfaction of the obligation it secures only if:

    1. (1) the debtor consents to the acceptance under subsection (c);

    2. (2) the secured party does not receive, within the time set forth in subsection (d), a notification of objection to the proposal authenticated by:

      1. (A) a person to which the secured party was required to send a proposal under § 4-9-621; or

      2. (B) any other person, other than the debtor, holding an interest in the collateral subordinate to the security interest that is the subject of the proposal;

    3. (3) if the collateral is consumer goods, the collateral is not in the possession of the debtor when the debtor consents to the acceptance; and

    4. (4) subsection (e) does not require the secured party to dispose of the collateral or the debtor waives the requirement pursuant to § 4-9-624.

  2. (b) A purported or apparent acceptance of collateral under this section is ineffective unless:

    1. (1) the secured party consents to the acceptance in an authenticated record or sends a proposal to the debtor; and

    2. (2) the conditions of subsection (a) are met.

  3. (c) For purposes of this section:

    1. (1) a debtor consents to an acceptance of collateral in partial satisfaction of the obligation it secures only if the debtor agrees to the terms of the acceptance in a record authenticated after default; and

    2. (2) a debtor consents to an acceptance of collateral in full satisfaction of the obligation it secures only if the debtor agrees to the terms of the acceptance in a record authenticated after default or the secured party:

      1. (A) sends to the debtor after default a proposal that is unconditional or subject only to a condition that collateral not in the possession of the secured party be preserved or maintained;

      2. (B) in the proposal, proposes to accept collateral in full satisfaction of the obligation it secures; and

      3. (C) does not receive a notification of objection authenticated by the debtor within twenty (20) days after the proposal is sent.

  4. (d) To be effective under subsection (a)(2), a notification of objection must be received by the secured party:

    1. (1) in the case of a person to which the proposal was sent pursuant to § 4-9-621, within twenty (20) days after notification was sent to that person; and

    2. (2) in other cases:

      1. (A) within twenty (20) days after the last notification was sent pursuant to § 4-9-621; or

      2. (B) if a notification was not sent, before the debtor consents to the acceptance under subsection (c).

  5. (e) A secured party that has taken possession of collateral shall dispose of the collateral pursuant to § 4-9-610 within the time specified in subsection (f) if:

    1. (1) sixty percent (60%) of the cash price has been paid in the case of a purchase-money security interest in consumer goods; or

    2. (2) sixty percent (60%) of the principal amount of the obligation secured has been paid in the case of a non-purchase-money security interest in consumer goods.

  6. (f) To comply with subsection (e), the secured party shall dispose of the collateral:

    1. (1) within ninety (90) days after taking possession; or

    2. (2) within any longer period to which the debtor and all secondary obligors have agreed in an agreement to that effect entered into and authenticated after default.

  7. (g) In a consumer transaction, a secured party may not accept collateral in partial satisfaction of the obligation it secures.


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