~~story.- 7, ch. 4158, 1893; GS 2754; RGS 4241; CGL. ~~story.- 8, ch. 4158, 1893; GS 2755; RGS 4242; CGL

Transcription

1 2351 FOREIGN BUILDING AND LOAN ASSOCIATIONS port shall be verified under oath by the president and secretary or by three directors of the association, and shall contain answers to the following questions: (1). The date when association was incorporated, and the par value of each share of stock. (2) The number of shares sold during the year. (3) The number of shares canceled and withdrawn during the year. ( 4) The number of shares in force at the end of the year. (5) A statement of the receipts and disbursements of the loan fund during the year. (6) A statement of the assets and liabilities at the end of the year. Each association shall pay to the treasurer of this state twenty-five dollars on filing such report. ~~story.- 6, ch. 4158, 1893; GS 2752; RGS 4239; CGL Failure to report.-if any such association shall willfully fail to furnish to the tr~asurer of this state any report required by th1s chapter at the time so required, it shall in the discretion of the state treasurer, forfeit the sum of twenty-five dollars per day for every day such report shall be delayed or withheld, and the treasurer of the state may maintain an action to recover such penalty, and the same shall be paid into the treasury of the state for the benefit of the state. History.- 6, ch. 4158, 1893; GS 2753; RGS 4240 CGL Fees.-Every association depositing securities with the treasurer of this state, as provided for in this chapter, shall annually pay to said treasurer of this state a fee of twentyfive dollars. ~~story.- 7, ch. 4158, 1893; GS 2754; RGS 4241; CGL Collection of fines, interest or prem IUms on loans made by building and loan assodations.-no fines, interest or premiums paid on loans made by any building and loan association shall be deemed usurious, and the same may be collected as debts of like amount are now collected by law in this state, and according to the terms and stipulations of the agreement between the association and the borrower. ~~story.- 8, ch. 4158, 1893; GS 2755; RGS 4242; CGL Soliciting subscriptions for unauthorized foreign building and loan associations; penalty.-no officer director or agent of any building and loan association incorporated under the laws of any state other than this, or of any territory or foreign nation shall solicit subscriptions to the stock of such association, or sell, issue, or knowingly cause to be sold or issued, to any person in this state, any stock of such association, unless said association has fully complied with all the provisions of law relating to such companies. Any violation hereof shall be deemed a misdemeanor, and the offender shall be punished by a fine of not less than one hundred dollars, nor more than five hundred dollars, or by imprisonment not less than ten days, nor more than six months. 74 ~~story.- 5, ch. 4158, 1893; GS 3453; RGS 6316; CGL cf , Alternative punishment.

2 TITLE XXXVIII COMMERCIAL RELATIONS CHAPTER 67 4 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC General provisions Specially indorsed "bearer" instruments Form Payable to order of two or more Sum certain Indorsed to "cashier," etc Unconditional order or promise Wrong name of indorsee Determinable future time Indorsing in representative capacity Effect of certain provisions on negotiability Continuation of negotiability Certain things presumed Matters which do not affect validity and Striking out indorsements by holder negotiability. Provisions for attorneys' fees. When payable on demand. When payable to order. When payable to bearer. Not required to follow language of the law. Date of instrument. Antedated or postdated instrument. Undated instruments. Uncompleted instruments. Incomplete instrument not valid. When incomplete and revocable. Ambiguous language and omissions. Who not liable. Signature of agent. Signing in behalf of principal. Signature by procuration. Indorsement by corporation or infant. Forged signature. Liability of bank for amount paid on forged or raised checks. Consideration presumed. What constitutes value. Where value has been given. Lien on instrument. Failure of consideration. Accommodation party. When negotiated. Indorsement. Indorsement must be of entire instrument. Special, restrictive or qualified indorsements What is special indorsement and blank indorsement Converting blank into special indorsement Restrictive indorsements Rights of restrictive indorsee Qualified indorsement Conditional indorsement General provisions.- Chapters shall be known as the negotiable instruments law. In chapters , inclusive, unless the context otherwise requires: "Acceptance" means an acceptance completed by delivery or notification. "Action" includes counter claim and set-off. "Bank" includes any person or sssociation of persons carrying on the business of banking, whether incorporated or not Transferring instrument Negotiating instrument back to prior party Holder may sue in his own name Who is holder in due course Who is not h older in due course Effect of part payment before. notice What constitutes defective title What constitutes notice of defect or infirmity Holder in due course may enforce payment Instrument held by other than holder in due course Holder presumed to be holder in due course Admission of maker Admission of drawer Admission of acceptor Who deemed an indorser Placing signature in blank Negotiating an instrument Indorsing without qualification Liabilities of indorser Order of liability of indorsers Negotiation without indorsement by broker or agent When presentment for payment necessary Time of presentment for payment "Due diligence" by bank What is sufficient presentment Place of presentment Exhibit and delivery of instrument Instruments payable at a bank Presentment to representative of deceased Presentment where persons liable are partners Where several persons, not partners, are liable. When presentment not required. Delay in making presentment. When presentment dispensed with. "Bearer" means the person in possession of a bill or note which is payable to bearer. "Bill" means bill of exchange, and "note" means negotiable promissory note. "Delivery" means transfer of possession, actual or constructive, from one person to another. "Holder," means the payee or indorsee of a bill or note, who is in possession of it, or the bearer thereof.

3 2353 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC "Indorsement" means an indorsement completed by delivery. "Instrument" means negotiable instrument. "Issue" means the first delivery of the instrument, complete in form to a person who takes it as a holder. "Person" includes a body of persons whether incorporated or not. "Value" means valuable consideration. "Written" includes printed and "writing" includes print. The person "primarily" liable on an instrument is the person who by the terms of the instrument is absolutely required to pay the same. All other parties are "secondarily" liable. In determining what is a "reasonable time" or an "unreasonable time" regard is to be had to the nature of the instrument, the usage of trade or business (if any) with respect to such instrument, and the facts of the particular case. Where a day or the last day for doing any act herein required or permitted to be done falls on Sunday or on a holiday, the act may be done on the next succeeding secular or business day. In any case not provided for in chapters , inclusive, the rules of the law merchant shall govern. Hlstory.-Ch. 4524, 1897; GS 2934; RGS 4674; CGL ct for general definitions Form.-An instrument to be negotiable must conform to the following requirements: (1) It must be in writing and signe_d by the maker or drawer. (2) Must contain an unconditional promise or order to pay a certain sum in money. (3) Must be payable on demand, or at a fixed or determinable future time. ( 4) Must be payable to order or to bearer; and, (5) Where the instrument is addressed to a drawee, he must be named or otherwise indicated therein with reasonable certainty. History.- 1, ch. 4524, 1897; GS 2935; RGS 4675; CGL Sum certain.-the sum payable is a sum certain within the meaning of this law, although it is to be paid: (1) With interest; or (2) By stated installments; or (3) By stated installments, with a provision that upon default in payment of any installment or of interest, the whole shall become due; or (4) With exchange, whether at a fixed rate or at the current rate; or (5) With costs of collection or an attorney's fee, in case payment shall not be made at maturity. ~~story,- 2, ch. 4524, 1897; GS 2936; RGS 4676; CGL Unconditional order or promise. An unqualified order or promise to pay is un- conditional within the meaning of this law, though coupled with: (1) An indication of a particular fund out of which reimbursement is to be made, or a particular account to be debited with the amount; or (2) A statement of the transaction which gives rise to the instrument. But an order or promise to' pay out of a particular fund is not unconditional. Hlstory.- 3, ch. 4524, 1897; GS 2937; RGS 4677; CGL Determinable future time.-an instrument is payable at a determinable future time, within the meaning of this law, which is expressed to be payable: (1) At a fixed period after date, or sight; or (2) On or before a fixed or determinable future time specified therein; or (3) On or at a fixed period after the occurrence of a specified event which is certain to happen though the time of happening be uncertain. Hlstory.- 4, ch. 4524, 1897; GS 2938; RGS 4678; CGL 6764; am. 7, ch , Effect of certain provisions on negotiability. -An instrument payable upon a contingency is not negotiable, and the happening of the event does not cure the defect. An instrument which contains an order or promise to do any act in addition to the payment of money is not negotiable. But the negotiable character of an instrument otherwise negotiable is not affected by a provision which: (1) Authorizes the sale of collateral securities in case the instrument be not paid at maturity; or (2) Authorize a confession of judgment if the instrument be not paid at maturity; or (3) Waives the benefit of any law intended for the advantage or protection of the obligor; or ( 4) Gives the holder an election to require something to be done in lieu of payment of money. But nothing in this section shall validate any provision or stipulation otherwise illegal ~ History.- 4, 5, ch. 4524, 1897; GS 2939; RGS 4679; CGL Matters which do not affect validity and negotiabili~.-the validity and negotiable character of an instrument are not affected by the fact that: (1) It is not dated; or (2) Does not specify the value given, or that any value has been given, therefor; or (3) Does not specify the place where it is drawn or the place where it is payable; or ( 4) Bears a seal; or (5) Designates a particular kind of current money in which payment is to be made. But nothing in this section shall alter or repeal any statute requiring in certain cases the nature of the consideration to be stated in the instrument. ::-_istory.- 6, ch. 4524, 1897; Gs 2940; RGS 4680; CGL 676

4 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC Provisions for attorneys' fees.-no provision for the payment of attorneys' fees, or similar charges, or charges for exchange in any instrument otherwise valid and negotiable shall affect the validity or negotiability of such instrument, but the same shall in all respects be as valid and negotiable as if such provisions were not therein contained. Hlstor.:v.- 1, ch. 4374, 1895; GS 3099; RGS 4843; CGL When payable on demand.-an instrument is payable on demand: (I) Where it is expressed to be payable on demand, or at sight, or on presentation; or (2) In which no time for payment is expressed. Where an instrument is issued, accepted or indorsed when overdue, it is, as regards the person so issuing, accepting or indorsing it, payable on demand. Hlstocy.- 7, ch. 4524, 1897; GS 2941; RGS 4681; CGL When payable to order.-the instrument is payable to order where it is drawn payable to the order of a specified person or to him or his order. It may be drawn payable to the order of: (1) A payee who is not maker, drawer or drawee; or, (2) The drawer or maker; or ( 3) The drawee; or ( 4) Two or-more payees jointly; or ( 5) One or some of several payees; or ( 6) The holder of an office for the time being. Where the instrument is payable to order the payee must be named or otherwise indicated therein with reasonable certainty. Hlstory.- 8, ch. 4524, 1897; GS 2942 ; RGS 4682 ; CGL When payable to bearer.-the instrument is payable to bearer: (1) When it is expressed to be so payable; or (2) When it is payable to a person named.therein or bearer; or (3) When it is payable to the order of a fictitious or non-existing person, and such fact was known to the person making it so payable; or ( 4) When the name of the payee does not purport to be the name of any person; or (5) When the only or last indorsement is an indorsement in blank. Hlstor;v.- 9, ch. 4524, 1897; GS 2943; RGS 4683; CGL Not required to follow language of the law.-the instrument need not follow the language of this law, but any terms are sufficient which clearly indicate an intention to co:rrform to the requirements hereof. Histocy.- 10, ch. 4524, 1897; GS 2944; RGS 4684; CGL Date of instrument.-where the instrument or an acceptance or any indorsement thereon is dated, such date is deemed prima facie to be the true date of the making, drawing, acceptance or indorsement as the case may be. Hlstory.- 11, ch. 4524, 1897; GS 2945; RGS 4685; CGL Antedated or postdated instrument. -The instrument is not invalid for the reason only that it is antedated or postdated, provided this is not done for an illegal or fraudulent purpose. 'The person to whom an instrument so dated is delivered acquires the title thereto as of the date of delivery. History.- 12, ch. 4524, 1897; GS 2946; RGS 4686; CGL 6772; am. 7, ch , Undated instruments.-where an instrument expressed to be payable at a fixed period after date is issued unrlated, or where the acceptance of an instrument payable at a fixed period after sight is undated, any holder may insert therein the true date of issue or acceptance, and the instrument shall be payable accordingly. The insertion of a wrong date does not avoid the instrument in the hands of a subsequent holder in due course; but as to him, the date so inserted is to be regarded as the true date. History.- 13, ch. 4524, 1897; GS 2947; RGS 4687; CGL Uncompleted instruments. - Where the instrument is wanting in any material particular, the person in possession thereof has a prima facie authority to complete it by filling up the blanks therein. And a signature on a blank paper delivered by the person making -the signature in order that the paper may be converted into a negotiable instrument operates as a prima facie authority to fill it up as such for any amount. In order, however, that any such instrument when completed, may be enforced against any person who became a party thereto prior to its completion, it must be filled up strictly in accordance with the authority given and within a reasonable time. But if any such instrument, after completion, is negotiated to a holder in due course, it is valid and effectual for all purposes in his hands, and he may enforce it as if it had been filled up strictly in accordance with the authority given and within a reasonable time. History.- 14, ch. 4524, 1897; GS 2948; RGS 4688; CGL Incomplete instrument not valid. Where an incomplete instrument has not been delivered it will not, if completed and negotiated, without authority, be a valid contract in the hands of any holder, as against any person whose signature was placed thereon before delivery. lllstory.- 15, ch. 4524, 1897; GS 2949; RGS 4689; CGL When incomplete and revocable. Every contract on a negotiable instrument is incomplete and revocable until delivery of the instrument for the purpose of giving effect

5 2355 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC thereto. As between immediata parties, and as regards a remote party other than a holdf ~ r in due course, the delivery in order to be effectual must be made either by or under the authority of the party making, drawing, accepting or indorsing, as the case may be; and in such case the delivery may be shown to have been conditional, or for a special purpose only, and not for the purpose of transferring the property in the instrument. But where the instrument is in the hands of a holder in due course a valid delivery thereof by all parties prior to him so as to make them liable to him is conclusively presumed. And where the instrument is no longer in the possession of a party whose signature appears thereon, a valid and intentional delivery by him is presumed until the contrary is proved. History.- 16, ch. 4524, 1897; GS 2950; RGS 4690; CGL Ambiguous language and omissions. -Where the language of the instrument is ambiguous, or there are omissions therein, the following rules of construction apply: (1) Where the sum payable is expressed in words and also in figures and there is a discrepancy between the two, the sum denoted by the words is the sum payable; but if the words are ambiguous or uncertain, references may be had to the figures to fix the amount. (2) Where the instrument provides for the payment of interest, without specifying t_he date from which interest is to run, the m terest runs from the date of the instrument, and if the instrument is undated, from the issue thereof. (3) Where the instrument is not dated, it will be considered to be dated as of the time it was issued. ( 4) Where there is a conflict between the written and printed provisions of the instrument, the written provisions prevail. (5) Where the instrument is so ambiguous that there is doubt whether it is a bill or note, the holder may treat it as either at his election. (6) Where a signature is so placed upon tf!e instrument that it is not clear in what capacity the person making the same intended to sign, he is to be deemed an indorser. (7) Where an instrument containing the words, "I promise to pay" is signed by two or more persons, they are deemed to be jointly and severally liable thereon. Hlstory.- 17, ch. 4524, 1897; GS 2951; RGS 4691; CGL 6777; am. 7, ch , Who not liable.-no person is liable on the instrument whose signature floes not appear thereon, except as herein oth~rwis~ expressly provided. But one who s1gns m a trade or assumed name will be liable to the same ~xtent as if he had signed in his own name. Hlstory.- 18, ch. 4524, 1897; GS 2952; RGS 4692; CGL Signature of agent.-the,signature of any party may be made by a duly authorized agent. No particular form of appointment is necessary for this purpose; and the authority of the agent may be established as in other cases of agency. Hlstory.- 19, ch. 4524, 1897 ; GS 2953 ; RGS 4693; CGL Signing in behalf of principal. Where the instrument contains or a person adds to his signature words indicating that he signs for or on behalf of a principal, or in a representative capacity, he is not liable on the instrument if he was duly authorized; but the mere addition of words describing him as an agent, or as filling a representative character, without disclosing his principa"l does not exempt him from personal liabhity. Hlstory.- 20, ch. 4524, 1897 ; G S 2954; RGS 4694 ; CGL Signature by procuration.-a signature by "procuration" operates as notice that the agent has but a limited authority to sign, and the principal is bound only in case the agent in so signing acted within the actual limits of his authority. Hlstory,- 21, ch. 4524, 1897 ; G S 2955; RGS 4695 ; CGL Indorsement by corporation or infant.-the indorsement or assignment of the instrument by a corporation or by an infant passes the property therein, notwithstanding that from want of capacity the corporation or infant may incur no liability thereon. Hlstory,- 22, ch. 4524, 1897; G S 2956 ; RGS 4696; CGL Forged signature.-where a signature is forged or made without the authority of the person whose signature it purports to be, it is wholly inoperative, and no right to retain the instrument, or to give a discharge therefor, or to enforce payment thereof against any party thereto, can be acquired through or under such signature, unless the party, against whom it is sought to enforce such right, is precluded from setting up the forgery or want of authority. History.- 23, ch. 4524, 1897; GS 2957; RGS 4697; CGL Liability of bank for amount paid on forged or raised checks.-n o bank, banking association, or trust company, which has paid and charged to the account of a depositor any money on a forged or raised check issued in the name of said depositor, shall be liable to said depositor for the amount paid thereon, unless said depositor shall notify the bank that the check so paid is forged or raised, either:. (1) Within one year after notice to said depositor that the vouchers representing payments charged to his account for the period during which such payment was made, are ready for delivery, or (2) If no such notice has been given to the depositor, then within one year after the return to said depositor of the voucher representing such payment; or

6 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC (3) Within six months after the next succeeding date upon which interest shall have been paid by the bank on said depositor's account, in the case of a savings account. The notice to the depositor hereinbefore referred to, shall be given by registered mail with return receipt demanded, to said depositor at his last known address, with postage prepaid. History.- 1, ch , 1931; CGL 1936 Supp, 6783(1); am. 7, ch , Consideration presumed.-every negotiable instrument is deemed prima facie to have been issued for a valuable consideration; and every person whose signature appears thereon to have become a party thereto for value. History.- 24, ch. 4524, 1897; GS 2958; RGS 4698 ; CGL What constitutes value.-value is any consideration sufficient to support a simple contract. An antecedent or pre-existing debt constitutes value; and is deemed such whether the instrument is payable on demand or at a future time. Hlstory.- 25, ch. 4524, 1897; GS 2959; RGS 4699; CGL Where value has been given.-where value has at any time been given for the instrument, the holder is deemed a holder for value in respect to all parties who became such prior to that time. Hlstory.- 26, ch. 4524, 1897; GS 2960; RGS 4700; CGL Lien on instrument.- Where the holder has a lien on the instrument, arising either from contract or by implication of law, he is deemed a holder for value to the extent of his lien. History.- 27, ch. 4524, 1897; GS 2961; RGS 4701; CGL Failure of consideration.- Absence or failure of consideration is matter of defense as against any person not a holder in due course; and partial failure of consideration is a defense pro tanto whether the failure is an ascertained and liquidated amount or otherwise. Hlstory.- 28, ch. 4524, 1897; GS 2962; RGS 4702; CGL Accommodation party.- An accommodation party is one who has signed the instrument as maker, drawer, acceptor or indorser, without receiving value therefor, and for the purpose of lending his name to some other person. Such person is liable on the instrument to a holder for value, notwithstanding such holder at the time of taking the instrument knew him to be only an accommodation party. History.- 29, ch. 4524, 1897; GS 2963; RGS 4703; CGL When negotiated.-an instrument is negotiated when it is transferred from one person to another in such manner as to constitute the transferee the holder thereof. If payable to bearer it is negotiated by delivery; if payable to order it is negotiated by the indorsement of the holder completed by delivery. History.- 30, ch. 4524, 1897; GS 2964; RGS 4704; CGL lndorsement.-the indorsement inust be written on the instrument itself or upon a paper attached thereto. The signature of the indorser, without additional words, is a sufficient indorsement. Hlstory.- 31, ch. 4524, 1897; GS 2965; RGS 4705; CGL Indorsement must be of entire instrument.-the indorsement must be an indorsement of the entire instrument.. An indorsement, which purports to transfer to the indorsee a part only of the amount payable, or which purports to transfer the instrument to two or more indorsees severally, does not operate as a negotiation of the instrument. But where the instrument has been paid in part, it may be indorsed as to the residue. Hlstory.- 32, ch. 4524, 1897; GS 2966; RGS 4706; CGL Special, restrictive or qualified indorsements.-an indorsement may be either special or in blank; and it may also be either restrictive or qualified, or conditional. Hlstory.- 33, ch. 4524, 1897; GS 2967; RGS 4707; CGL What is special indorsement and blank indorsement. - A special indorsement specifies the person to whom, or to whose order, the instrument is to be payable; and the indorsement of such indorsee is necessary to the further negotiation of the instrument. An indorsement in blank specifies no indorsee, and an instrument so indorsed is payable to bearer, and may be negotiated by delivery. Hlstory.- 34, ch. 4524, 1897; GS 2968; RGS 4708; CGL Converting blank into special indorsement.-the holder may convert a blank indorsement into a special indorsement by writing over the signature of the indorser in blank any contract consistent with the character of the indorsement. Hlstory.- 35, ch. 4524, 1897; GS 2969; RGS 4709; CGL Restrictive indorsements.- An indorsement is restrictive, which either: (1) Prohibits the further negotiation of the instrument; or (2) Constitutes the indorsee the agent of the indorser; or (3) Vests the title in the indorsee in trust for. or to the use of some other person. But the mere absence of words implying power to negotiate does not make an indorsement restrictive. Hlstory.- 36, ch. 4524, 1897; GS 2970; RGS 47iO; CGL Rights of restrictive indorsee.- A restrictiv~ indorsement confers upon the indoi see the right:

7 2357 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC (1). To receive payment of the instrument; (2) To bring any action thereon that the indorser could bring; (3) To transfer his rights as such indorsee, where the form of the indorsement authorizes him to do so. But all subsequent indorsees acquire only the title of the first indorsee under the restrictive indorsement. Hlstory.- 37, ch. 4524, 1897; GS 2971; RGS 4711; CGL Qualified indorsement.-a qualified indorsement constitutes the indorser a mere assignor of the title to the instrument. It may be made by adding to the indorser's signature the word "without recourse" or any words of similar import. Such an indorsement does not impair the negotiable characte1 of the instrument. Hlstory.- 38, ch. 4524, 1897; GS 2972; RGS 4712; CGL Conditional indorsement.-where an indorsement is conditional, a party required to pay the instrument may disregard the condition and make payment to the indorsee or his ' transferee, whether the condition has been fulfilled or not. But any person to whom an instrument so indorsed is negotiated, will hold the same, or the proceeds thereof, subject to the rights of the person indorsing conditionally. Hlstory.- 39, ch. 4524, 1897; GS 2973; RGS 4713; CGL Specially indorsed "bearer" instruments.-where an instrument, payable to bearer, is indorsed specially, it may nevertheless be further negotiated by delivery; but the person indorsing specially is liable as indorser to only such holders as make title through his indorsement. History.- 40, ch. 4524, 1897; GS 2974; RGS 4714; CGL Payable to order of two or more. When an instrument is payable to the order of two or more payees or indorsees who are not partners, all must indorse, unless the one indorsing has authority to indorse for the o'thers. Hlstory.- 41, ch. 4524, 1897; GS 2975; RGS 4715; CGL Indorsed to "cashier," etc.- Where an instrument is drawn or indorsed to a person as "cashier" or other fiscal officer of a bank or corporation, it is deemed prima facie to be payable to the bank or corporation of which he is such officer; and may be negotiated by either the indorsement of the bank or corporation or the indorsement of the officer. History.- 42, ch. 4524, 1897; GS 2976; RGS 4716; CGL Wrong name of indorsee.- Where the name of a payee or indorsee is wrongly designated or misspelled, he may indorse the instrument as therein described, adding, if he think fit, his proper signature. Hlstory.- 43, ch. 4524, 1897; GS 2977; RGS 4717; CGL 6803; am. 7, ch , 1945, Indorsing in representative capacity. -Where any person is under obligation.to indorse in a representative capacity, he may indorse in such terms as to negative personal liability. Hlstory.- 44, ch. 4524, 1897; GS 2978; RGS 4718; CGL Certain things presumed. -Except where an indorsement bears date after the maturity of the instrument, every negotiation is deemed prima facie to have been effected before the instrument was overdue. Except where the contrary appears every indorsement is presumed prima facie to have been made at the place where the instrument is dated. History.- 45, 46, ch. 4524, 1897; GS 2979; RGS 4719; CGL Continuation of negotiability.- An instrument negotiable in its origin continues to be negotiable until it has been restrictively indorsed, or discharged by payment or otherwise. Hlstory.- 47, ch. 4524, 1897; GS 2980; RGS 4720; CGL Striking out indorsements by holder. -The holder may at any time strike out any indorsement which is not necessary to his title. The indorser whose indorsement is struck out, and all indorsers subsequent to him, are thereby relieved from liability on the instrument. Hlstory.- 48, ch. 4524, 1897; GS 2981; RGS 4721; CGL Transferring instrument. - Where the holder of an instrument payable.to his order transfers it for value without indorsing it, the transfer vests in the transferee such title as the transferer had therein, and the transferee acquires, in addition, the right to have the indorsement of the transferer. But for the purpose of determining whether the transferee is a holder in due course the negotiation takes effect as of the time when the indorsement is actually made. Hlstory.- 49, ch. 4524, 1897; GS 2982; RGS 4722; CGL Negotiating instrument back to prior party.-where an instrument is negotiated back to a prior party, such party may, subject to the provisions of this law, reissue and further negotiate the same. But he is not entitled to enforce payment thereof against any intervening party to whom he was personally liable. Hlstory.- 50, ch. 4524, 1897; GS 2983; RGS 4723; CGL Holder may sue in his own name. The holder of a negotiable instrument may sue thereon in his own name; and payment to him in due course discharges the instrument. Hlstory.- 51, ch. 4524, 1897; GS 2984; RGS 4724; CGL Who is holder in due course.- A holder in due course is a holder who has taken the instrument under the following conditions: (1) That it is complete and regular upon its face:

8 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC (2) That he became the holder of it before it was overdue, and without notice that it had been previously dishonored, if such was the fact; (3) That he took it in good faith and for value; ( 4) That at the time it was negotiated to him he had no notice of any infirmity in the instrument or defect in the title of the person negotiating it. History.- 52, ch. 4524, 1897; GS 2985; RGS 4725; CGL Who is not holder in due course. Where an instrument payable on demand is negotiated an unreasonable length of time after its issue the holder is not deemed a holder in due course. Hlstory.- 53, ch. 4524, 1897; GC 2986; RGS 4726; CGL Effect of part payment before notice.-where the transferee receives notice of any infirmity in the instrument or defect in the title of the person negotiating the same before he has paid the full amount agreed to be paid therefor, he will be deemed a holder' in due course only to the extent of the amount theretofore paid by him. Hlstory.- 54, ch. 4524, 1897; GSC 2987; RGS 4727; CGL What constitutes defective title. The title of a person who negotiates an instrument is defective within the meaning of this law when he obtained the instrument, or any signature thereto, by fraud, duress, or force and fear, or other unlawful means, or for an illegal consideration, or when he negotiates it in breach of faith, or under such circumstances as amount to a fraud. Hlstory.- 55, ch. 4524, 1897; GS 2988; RGS 4728; CGL What constitutes notice of defect or infirmity.-to constitute notice of an infirmity in the instrument or defect in the title of the person negotiating the same, the person to whom it is negotiated must have had actual knowledge of the infirmity or defect, or knowledge of ~>..;..::h facts that his action in taking the instrument amounted to bad faith. Hlstory.- 56, ch. 4524, 1897; GS 2989; RGS 4729; CGL Holder in due course may enforce payment.-a holder in due course holds the instrument free from any defect of title of prior parties, and free from defenses available to prior parties among themselves, and may enforce payment of the instrument for the full amount thereof against all parties liable thereon. Hlstory.- 57, ch. 4524, 1897; GS 2990; RGS 4730; CGL Instrument held by other than holder in due course.-in the hands of any h?lder other than a holder in due course, a negotiable instrument is subject to the same defenses as if it were nonnegotiable. But a holder who derives his title through a holder in due course, al'id who is not himself a party to any fraud or illegality affecting the instrument, has all the rights of such former holder in respect of all parties prior to the latter. Hlstory.- 58, ch. 4524, 1897; GS 2991; RGS 4731; CGL Holder presumed to be holder in due course.-every holder is deemed prima facie to be a holder in due course; but when it is shown that the title of any person who has negotiated the instrument was defective, the burden is on the holder to prove that he or some person under whom he claims acquired the title as a holder in due course. But the last mentioned rule does not apply in favor of a party who became bound on the instrument prior to the acquisition of such defective title. Hlstory.- 59, ch. 4524, 1897; GS 2992; RGS 4732; CGL Admission of maker.-the maker of a negotiable instrument by making it engages that he will pay it according to its tenor; and admits the existence of the payee and his then cap~j.city to indorse. 68 g~story.- 60, ch. 4524, 1897; GS 2993; RGS 4736; CGL Admission of drawer.-the drawer by drawing the instrument admits the existence of the payee and his then capacity to indorse; and engages that on due presentment the instrument will be accepted or paid, or both, according to its tenor, and that if it be dishonored, and the necessary proceedings on dishonor be duly taken, he will pay the amount thereof to the holder, or to any subsequent indorser who may be compelled to pay it. But the drawer may insert in the instrument an express stipulation negativing or limiting his own liability to the holder. History.- 61, ch. 4524, 1897; GS 2994; RGS 4737; CGL Admission of acceptor.-the acceptor by accepting the instrument engages that he will pay it according to the tenor of his acceptance; and admits: (1) The existence of the drawer, the genuineness of his signature, and his capacity and authority to draw the instrument; and (2) The existence of the payee and his then capacity to indorse. Hlstory.- 62, ch. 4524, 1897; GS 2995; RGS 4738; CGL 6824 _ Who deemed an indorser.-a person placing his signature upon an instrument otherwise than as maker, drawer or acceptor is deemed to be an indorser, unless he clearly indic~tes by appropriate words his intention to be bound in some other capacity. ~~story.- 63, ch. 4524, 1897; GS 2996; RGS 4739; CGL Placing signature in blank.-where a person, not otherwise a party to an instrument, places thereon his signature in blank before delivery, he is liable as indorser in accordance with the following rules: (1) If the instrument is payable to the order of a third person, he is liable to the payee and to all subsequent parties.

9 2359 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC (2) If the instrument is payable to the order of the maker or drawer, or is payable to bearer, he is liable to all parties subsequent to the maker or drawer. (3) If he signs for the accommodation of payee, he is liable to all parties subsequent to the payee. rs~story.- 64, ch. 4524, 1897; GS 2997; RGS 4740; CGL Negotiating an instrument.-every person negotiating an instrument by delivery or by a qualified indorsement, warrants: (1) That the instrument is genuine and in all respects what it purports to be; (2) That he has a good title to it; (3) That all prior parties had capacity to contract; ( 4) That he has no knowledge of any fact which would impair the validity of the instrument or render it valueless. But when the negotiation is by delivery only, the warranty extends in favor of no holder other than the immediate transferee. The provisions of subdivision three of this section do not apply to persons negotiating public or corporate securities, other than bills and notes. ~:story.- 65, ch. 4524, 1897; GS 2998; RGS 4741; CGL Indorsing without qualification. - Every indorser who indorses without qualification, warrants to all subsequent holders in due course: (1) The matters and things mentioned in subdivisions one, two and three of the next preceding section; and (2) That the instrument is at the time of his indorsement valid and subsisting. And, in addition, he engages that on due presentment, it shall be accepted or paid, or both, as the case may be, according to its tenor and that if it be dishonored and the necessary proceedings on dishonor be duly taken, he will pay the amount thereof to the holder, or to any subsequent indorser who may be compelled to pay it. History.- 66, ch. 4524, 1897; GS 2999; RGS 4742; CGL Liabilities of indorser.- Where a person places his indorsement on an instrument negotiable by delivery he incurs. all the liabilities of an indorser. Hlstory.- 67, ch. 4524, 1897; GS 3000; RGS 4743; CGL Order of liability of indorsers.-as respects one another, indorsers are liable prima facie in the order in which they indorse, but evidence is admissible to show that as between or among themselves they have agreed otherwise. Joint payees or joint indorsers who indorse are deemed to indorse jointly and severally. History.- 68, ch. 4524, 18997; GS 3001; RGS 4744; CGL Negotiation without indorsement by broker or agent.-where a oroker or other agent negotiates an instrument without indorsement, he incurs all the liabilities prescribed for a person negotiating an instrument by delivery or by a qualified indorsement, unless he discloses the name of his principal and the fact that he is acting only as agent. g~story.- 69., ch. 4524, 1897; GS 3002; RGS 4745; CGL When presentment for payment necessary.-presentment for payment is not necessary in order to charge the person primarily liable on the instrument; but if the instrument is, by its terms, payable at a special place, and he is able and willing to pay it thereat maturity, such ability and willingness are equivalent to a tender of payment upon his part. But except as herein otherwise provided, presentment for payment is necessary in order to charge the drawer and indorsers. Hlstory.- 70, ch. 4524, 1897; GS 3003 ; RGS 4746; CGL Time of presentment for payment. Where the instrument is not payable on demand, presentment must be made on the day it falls due. Where it is payable on demand, presentment must be made within a reasonable time after its issue, except that in the case of a bill of exchange, presentment for payment will be sufficient if made within a reasonable time after the last negotiation thereof. g~story.- 71, ch. 4524, 1897; GS 3004; RGS 4747; CGL "Due diligence" by bank.-when a check, draft, note or other negotiable instrument is deposited in a bank for credit, or for collection, it shall be considered due diligence on the part of the bank in the collection of any check, draft, note or other negotiable instrument so deposited, to forward en route the same without delay in the usual commercial way in use according to the regula!' course of business of banks, and the maker, endorser, guarantor or surety of any check, draft, note or other negotiable instrument, so deposited, shall be liable to the bank until actual final payment is received. When a bank receives for collection any check, draft, note or other negotiable instrument and forwards the same for collection, as herein provided, it shall only be liable after actual final payment is received by it, except in case of want of due diligence on its part as aforesaid. History.- 1, ch. 5951, 1909; RGS 4748; CGL What is sufficient presentment. - Presentment for payment, to be sufficient, must be made: (1) By the holder, or by some person authorized to receive payment on his behalf. (2) At a reasonable hour on a business day. (3) At a proper place as herein defined. ( 4) To the person primarily liable on the instrument, or if he is absent or inaccessible, to any person found at the place where the presentment is made. ~~story.- 72, ch. 4524, 1897; GS 3005; RGS 4749; CGL 68 ct.-ch. 683, Legal holidays.

10 NEGOTIABLE INSTRUMENTS; FORM AND INTERPRETATION, ETC Place of presentment-presentment for payment is made at the proper place: (1) Where a place of payment is specified in the instrument and it is there presented; (2) Where no place of payment is specified but the address of the person to make payment is given in the instrument and it is there presented; (3) Where no place of payment is specified and no address is given and the instrument is presented at the usual place of business or residence of the person to make payment; ( 4) In any other case if presented to the person to make payment wherever he can be found, or if presented at his last known place of business or residence. Hlstory.- 73, ch. 4524, 1897; GS 3006; RGS 4750; CGL ct , Venue ot action upon promissory notes, etc Exhibit and delivery of instrument. -The instrument must be exhibited to the person from whom payment is demanded, and when it is paid must be delivered up to the party paying it. Hlstory.- 74, ch. 4524, 1897; GS 3007; RGS 4751; CGL Instruments payable at a bank. Where the instrument is payable at a bank, presentment for payment must be made during banking hours, unless the person to make payment has no funds there to meet it at any time during the day, in which case presentment at any hour before the bank closed on that day is sufficient. Hlotory.- 75, ch. 4524, 1897; GS 3008; RGS 4762; CGL Presentment to representative of deceased.-where the person primarily liable on the instrument is dead, and no place of payment is specified, presentment for payment must be made to his personal representative if such there be, and if with the exercise of reasonable diligence, he can be found. Hlstory.- 76, ch. 4624, 1897; GS 3009; RGS 4763; CGL Presentment where persons liable are partners.-where the persons primarily liable on the instrument are liable as partners, and no place of payment is specified, presentment for payment may be made to any one of them, even though there has been a dissolution of the firm. Hlstory.- 77, ch. 4524, 1897; GS 3010; RGS 4754; CGL Where several persons, not partners, are liable.-where there are several persons, not partners, primarily liable on the instrument, and no place of payment is specified, presentment must be made to them all. Hlstory.- 78, ch. 4524, 1897; GS 3011; RGS 4765; CGL When presentment not required. - Presentment for payment is not required in order to charge the drawer where he has no right to expect or require that the drawee or acceptor will pay the instrument. Presentment for payment is not required in order to charge an indorser where the instrument was made or accepted for his accommodation, and he has no reason to expect that the instrument will be paid if presented. Hlstory.- 79, 80, ch. 4524, 1897; GS 3012; RGS 4766; CGL Delay in making presentment.-delay in making presentment for payment is excused when the delay is caused by circumstances beyond the control of the holder, and not imputable to his default, misconduct or negligence. When the cause of delay ceases to operate, presentment must be made with reasonable diligence. Hlstory.- 81, ch. 4524, 1897; GS 3013; RGS 4757; CGL When presentment dispensed with. Presentment for payment is dispensed with: ( 1) Where after the exercise of reasonable diligence presentment as required by this law cannot be made. (2) Where the drawee is a fictitious person. (3) By waiver of presentment, express or implied. Hlstory.- 82, ch. 4624, 1897; GS 3014; RGS 4758; CGL 6844.

11 2361 NEGOTIABLE INSTRUMENTS; DISHONOR AND DISCHARGE CHAPTER 675 NEGOTIABLE INSTRUMENTS; DISHONOR AND DISCHARGE Dishonored for nonpayment Time notice may be given. Recourse to parties secondarily li~ble Time of notice where 'persons residing in Time instrument is payable. different places. Instruments payable at bank Giving notice by mail. When payment is made in due course Giving notice to antecedent parties. Notice of dishonor must be given Where notice of dishonor to be sent. How notice given Notice of dishonor waived. May be given by agent When dispensed with. Notice given on behalf of holder When delay excused. Notice given on behalf of party entitled to Where notice of dishonor not required. give notice Omission to give notice of dishonor by Dishonored in hands of agent. nonacceptance. Written notice Protesting for nonacceptance. May be oral and to either party or his How negotiable instruments discharged. agent When not discharged Notice where party is dead Renouncing rights Notice to partners and joint parties who Unintentional cancellation. are not partners Materially altering instrument Notice to bankrupts Dishonored for nonpayment.- The instrument is dishonored by nonpayment when: (1) It is duly presented for payment and payment is refused or cannot be obtained; or (2) Presentment is excused and the instrument is overdue and unpaid. Hlstory.- 83, ch. 4524, 1897; GS 3015; RGS 4759; CGL Recourse to parties secondarily liable.-subject to the provisions of this law, when the instrument is dishonored by nonpayment, an immediate right of recourse to all parties secondarily liable thereon a~crues to the holder. Hiotory.- 84, ch. 4524, 1897; GS 3016; RGS 4760; CGL Time instrument is payable.-every negotiable instrument is payable at the time fixed therein, without grace. When the day of maturity falls upon Sunday, or a holiday, the instrument is payable on the next succeeding business day. Instruments falling due on Saturday are to be presented for payment on the next succeeding business day, except that instruments payable on demand may, at the option of the holder, be presented for payment before 12 o'clock noon on Saturday when that entire day is not a holiday. Where the instrument is payable at a fixed period after date, after sight, or after the happening of a specified event, the time of payment is determined by excluding the day from which the time is to begin to run, and by including the date of payment. History.- 85, 86, ch. 4524, 1897; GS 3017; RGS 4761; CGL Instruments payable at bank. - Where the instrument is made payable at a bank, it is equivalent to an order to the bank to pay the same for the account of the principal debtor thereon. Hlstory.- 87, ch. 4524, 1897; GS 3018; RGS 4762; CGL When payment is made in due course. -Payment is made in due course when it is made at or after the maturity of the instrument to the holder thereof in good faith and without notice that his title is defective. Hlstoey.- 88, ch. 4524, 1897; GS 3019; RGS 4763; CGL Notice of dishonor must be given. Except as herein otherwise provided, when a negotiable instrument has been dishonored by nonacceptance or nonpayment, notice of dishonor must be given to the drawer and to each indorser, and any drawer or indorser to whom such notice is not given is discharged. Hlotoey.- 89, ch. 4524, 1897; GS 3020; RGS 4764; CGL How notice given.-the notice may be given by or on behalf of the holder, or by or on behalf of any party to the instrument who might be compelled to pay it to the holder, and who upon taking it up would have a right to reimbursement from the party to whom the notice is given. Hlotory.- 90, ch. 4524, 1897; GS 3021; RGS 4765; CGL May be given by agent.-n otice of dishonor may be given by an agent, either in his own name or in the name of any party entitled to give notice, whether that party be his principal or not. Hlstory.- 91, ch. 4524, 1897; GS 3022; RGS 4766; CGL Notice given on behalf of holder. Where notice is given by or on behalf of the holder, it enures for the benefit of all subsequent holders and all prior parties who have a right of recourse against the party to whom it is given. Hlatory.- 92, ch. 4524, 1897; GS 3023; RGS 4767; CGL Notice given on behalf of party entitled to give notice.-where notice is given by or on behalf of a party entitled to give notice, it enures for the benefit of the holder and all parties subsequent to the party to whom notice is given. Hlstory.- 93, ch. 4524, 1897; GS 3024; RGS 4768; CGL 6854.

12 NEGOTIABLE INSTRUMENTS; DISHONOR AND DISCHARGE Dishonored in hands of agent. Where an instrument has been dishonored in the hands of an agent, he may either himself give notice to the parties liable thereon, or he may give notice to his principal. If he gives notice to his principal, he must do so within the same time as if he were the holder, and the principal, upon the receipt of such notice, has himself the same time for giving notice as if the agent had been an independent holder. 68 ~~story.- 94, ch. 4524, 1897; GS 8025; RGS 4769 ; CGL Written notice.-a written notice need not be signed, and an insufficient written notice may be supplemented and validated by verbal communication. A misdescription of the instrument does not vitiate the notice unless the party to whom the notice is given is in fact misled thereby. 68 ~~story.- 95, ch. 4524, 1897; GS 3026; RGS 4770; CGL May be oral and to either party or his agent.-the notice may be in writing or merely oral, and may be given in any terms which sufficiently identify the instrument and indicate that it has been dishonored by nonacceptance or nonpayment. It may in all cases be given by delivering it personally or through the mails. Notice of dishonor may be given either to the party himself or to his agent in that behalf. Hlstory.- 96, 97, ch. 4624, 1897; GS 3027; RGS 4771; CGL Notice where party is dead.-when any party is dead, and his death is known to the party giving notice, the notice must be given to a personal representative, if there be one, and if with reasonable diligence he can be found. If there be no personal representative, notice may be sent to the last residence or last place of business o{ the deceased. Hlstory.- 98, ch. 4524, 1897; GS 3028; RGS 4772; CGL Notice to partners and joint parties who are not partners.-where the parties to be notified are partners, notice to any one partner is notice to the firm, even though there has been a dissolution.. Notice to joint parties who are not partners must be given to each of them, unless one of them has authority to receive such notice for the others. Hlstory.- 99, 100, ch. 4524, 1897; GS 3029; RGS 4773; CGL Notice to bankrupts.-where a party has been adjudged a bankrupt or an insolvent, or has made an assignment for the benefit of creditors, notice must be given either to the party himself or to his trustee or assignee. ~~story.- 101, ch. 4524, 1897; GS 3030; RGS 4774; CGL Time notice may be given.-notice may be given as soon as the instrument is dishonored; and unless delay is excused as herein provided, must be given within the times fixed by this law. Where the person giving and the person to receive notice reside in the same place, notice must be given within the following times: (1) If given at the place of business of the person to receive notice, it must be given before the close of business hours on the day following. (2) If given at his residence, it must be given before the usual hours of rest on the day following. (3) If sent by mail, it must be deposited in the post office in time to reach him in usual course on the day following. ccfls\is{j::- 102, 103, ch. 4524, 1897; GS 3031; RGS 4775; cf.-ch. 683, Legal holidays Time of notice where persons resid ~ng m different places.-where the person givmg and the person to receive notice reside in different places, the notice must be given within the following times: (1) If sent by mail, it must be deposited in the post office in time to go by mail the day following the day of dishonor, or if there be no mail at a convenient hour on that day by the next mail thereafter. ' (2) If given otherwise than through the post office, then within the time that notice would have been received in due course of mail if it had been deposited in the post office within the time specified in the last subdivision. 68 ~~story.- 104, ch. 4524, 1897; GS 3032 ; RGS 4776;.CGL Giving notice by mail.-where notice. of dishonor is duly addressed and deposited m the post office, the sender is deemed to have given due notice, notwithstanding any miscarriage in the mails. Notice is deemed to have been deposited in the post office when deposited in any branch post office or in any letter box under the control of the post office department. ccfls~o ';fu:- 105, 106, ch. 4524, 1897; GS 3033; RGS 4777 ; Giving notice to antecedent parties. -Where a party receives notice of dishonor he has, after the receipt of such notice th~ s~me time for giving notice to antecedent' parties that the holder has after the dishonor. ~~story.- 107, ch. 4624, 1897; GS 3084; RGS 4778; CGL Where notice of dishonor to be sent. -Where a party has added an address to his signature, notice of dishonor must be sent to that address; but if he has not given such address, then the notice must be sent as follows (1) Either to the post office nearest to hi~ pla?e of residence or to the post office where he IS accustomed to receive his letters or (2). If he. lives in one place and has his place of busmess m another, notice may be sent to either place; or. (3) If he is sojourning in another place, no ~Ice Jl!aY be sent to the place where he is so Journmg. But wher~ t~e notic.e is actually received by the party Withm the time specified in this law,

13 2363 NEGOTIABLE INSTRUMENTS; DISHONOR AND DISCHARGE it will be sufficient, though not sent in accordance with the requirements of this section. Hhtory.- 108, ch. 4624, 1897; GS 3036; RGS 4779; CGL Notice of dishonor waived.-notice of dishonor may be waived, either before the time of giving notice has arrived, or after the omission to give due notice, and the waiver may be express or implied. Where the waiver is embodied in the instrument itself, it is binding upon all parties; but where it is written above the signature of an indorser, it binds him only. A waiver of protest, whether in the case of a foreign bill of exchange or other negotiable instrument, is deemed to be a waiver, not only of a formal protest but also of presentment and notice of dishonor. Hlstory , ch. 4524, 1897; GS 3036; RGS 4780; CGL When dispensed with.-notice of dishonor is dispensed with when after the exercise of reasonable diligence it cannot be given to or does not reach the parties sought to be charged. Hlotory.- 112, ch. 4524, 1897; GS 3037; RGS 4781; CGL When delay excused.-delay in giving notice of dishonor is excused when the delay is caused by circumstances beyond the control of the holder, and not imputable to his default, misconduct or negligence. When the cause of delay ceases to operate, notice must be given with reasonable diligence. Hlotory.- 113, ch. 4524, 1897; GS 3038; RGS 4782; CGL Where notice of dishonor not required.-(1) Notice of dishonor is not required to be given to the drawer in either of the following cases: (a) Where the drawer and drawee are the same person. (b) Where the drawee is a fictitious person or a person not having capacity to contract. (c) Where the drawer is the person to whom the instrument is presented for payment. (d) Where the drawer has no right to expect or require that the drawee or acceptor will honor the instru;ment. (e) Where the drawer has countermanded payment. (2) Notice of dishonor is not required to be given to an indorser in either of the following cases: (a) Where the drawee is a fictitious person or a person not having capacity to contract, and the indorser was aware of the fact at the time he indorsed the instrument. (b) Where the indorser is the person to whom the instrument is presented for payment. (c) Where the instrument was made or accepted for his accommodation. Where due notice of dishonor by nonacceptance has been given, notice of a subsequent dishonor by nonpayment is not necessary. unless in the meantime the instrument has been accepted. Hlatory , ch. 4524, 1897 ; GS 3039; RGS 4783; CGL Omission to give notice of dishonor by nonacceptance.-an omission to give notice of dishonor by nonacceptance does not prejudice the rights of a holder in due course subseqent to the omission. Hlotory.- 117, ch. 4524, 1897; GS 3040; RGS 4784; CGL 6870; 1, ch , Protesting for nonacceptance. - Where any negotiable instrument has been dishonored, it may be protested for nonacceptance or nonpayment, as the case may be; but protest is not required except in the case of foreign bills of exchange. Hlstory.- 118, ch. 4624, 1897; GS 3041; RGS 4785; CGL How negotiable instruments discharged.-(!) A negotiable instrument is discharged: (a) By payment in due course by or on behalf of the principal debtor. (b) By payment in due course by the party accommodated, where the instrument is made or accepted for accommodation. (c) By the intentional cancellation thereof by the holder. (d) By any other act which will discharge a simple contract for the payment of money. (e) When the principal debtor becomes the holder of the instrument at or after maturity, in his own right. (2) A person secondarily liable on the instrument is discharged: (a) By any act which discharges the instrument. (b) By the intentional cancellation of hill signature by the holder. (c) By the discharge of a prior party. (d) By a valid tender of payment made by a prior party. (e) By a release of the principal debtor, unless the holder's right of recourse against the party secondarily liable is expressly reserved. (f) By any agreement binding upon the holder to extend the time of payment, or to postpone the holder's right to enforce the instrument, unless made with the assent of the party secondarily liable, or unless the right of recourse against such party is expressly reserved. Hilitory.- 119, 120, ch. 4524, 1897; GS 3042; RGS 4786; CGL 6872; 2, ch , When not discharged.-when the instrument is paid by a party secondarily liable thereon, it is not discharged ; but the party so paying it is remitted to his former rights as regards all prior parties, and he may strike out his own and all subsequent indorsements, and again negotiate the instrument, except: (1) Where it is payable to the order of a third person, and has been paid by the drawer; and

14 NEGOTIABLE INSTRUMENTS; DiSHONOR AND DISCHARGE 2364 (2) Where it was made or accepted for accommodation, and has been paid by the party accommodated. Hlstory.- 121, ch. 4624, 1897; GS 3045; RGS 4787; CGL Renouncing rights.-the holder may expressly renounce his rights against any party to the instrument, before, at or after its maturity. An absolute and unconditional renunciation of his rights against the principal debtor, made at or after the maturity of the instrument, discharges the instrument. But a renunciation does not affect the rights of a holder in due course without notice. A renunciation must be in writing, unless the instrument is delivered up to the person primarily liable thereon. Hlstory.- 122, ch. 4524, 1897; GS 3044; RGS 4788; CGL Unintentional cancellation.-a cancellation made unintentionally, or under a mistake, or without the authority of the holder, is inoperative; but where an instrument, or any signature thereon, appears to have been canceled, the burden of proof lies on the party who alleges that the cancellation was made unintentionally, or under a mistake or without authority. Hlstory.- 123, ch. 4524, 1897; GS 3045; RGS 4789; CGL Materially altering instrument. - Where a negotiable instrument is materially altered without the assent of all parties liable thereto, it is voided, except as against a party who has himself made, authorized or assented to the alteration, and subsequent indorsers. But when an instrument has been materially altered and is in the hands of a holder in due course, not a party to the alteration, he may enforce payment thereof according to its original tenor. Any alteration which changes: (1) The date: (2) The sum payable, either for principal or interest; (3) The time or place of payment; ( 4) The number or the relations of the parties; (5) The medium or currency in which payment is to be made; Or which adds a place of payment where no place of payment is specified, or any other change or addition which alters the effect of the instrument in any respect, is a material alteration. cji:is~87~:- 124, 125, ch. 4524, 1897; GS 3046; RGS 4790;

15 2365 NEGOTIABLE INSTRUMENTS; BILLS, NOTES, CHECKS, ETC Bills of exchange Inland bill of exchange Drawer and drawee same person Referee Acceptance of bill Unconditional promise is acceptance Time allowed to accept Drawee destroying bill When bill may be accepted General and qualified acceptance Effect of qualified acceptance When presentment for acceptance must be made When drawer and indorser discharged When and to whom presentment must be made When bill may be presented for acceptance When presentment excused When bill dishonored for nonacceptance Recourse to drawers and indorsers of dishonored bill Protesting dishonored bill Manner of protest When and where protested Protest for nonpayment Acceptor adjudged bankrupt When protest dispensed with Lost or destroyed bill Damages Acceptance for honor Must be in writing Bills of exchange.- A bill of exchange is an unconditional order in writing addressed by one person to another, signed by the person giving it, requiring the person to whom it is addressed to pay, on demand or at a fixed or determinable future time, a sum certain in money to order or to bearer. A bill of itself does not operate as an assignment of the funds in the hands of the drawee available for the payment thereof, and the drawee is not liable on the bill unless and until he accepts the same. A bill may be addressed to two or more drawees jointly, whether they are partners or not; but not to two or more drawees in the alternative or in succession. cjli.st;s.f7: , ch. 4524, 1897; GS 3047; RGS 4791; Inland bill of exchange.-an inland bill of exchange is a bill which is, or on its face purports to be, both drawn and payable within this state. Any other bill is a foreign bill. Unless the contrary appears on the face of the bill, the holder may treat it as an inland bill. ~~story.- 129, ch. 4524, 1897; GS 3048; RGS 4792; CGL Drawer and drawee same person. Where in a bill drawer and drawee are the same person, or where the drawee is a fictitious person, or a person not having capacity to contract, the holder may treat the instrument, at his option, either as a bill of exchange or a promissory note. History.- 130, ch. 4524, 1897; GS 8049; RGS 4793; CGL CHAPTER 676 NEGOTIABLE INSTRUMENTS; BILLS, NOTES, CHECKS, ACCEPTANCE, PROTEST, PAYMENT i' Presumed for honor of drawer. Acceptor for honor liable to holder. Date of maturity. Acceptance of dishonored bill. Presentment for payment. When delay in presentment excused. Acceptor for honor. Payment for honor supra protest. Notarial act of honor. Preference between parties oiiering to pay. When parties are discharged. When holder refuses to receive payment. Whole of parts constitute one bill. True owner of bill. Liability of indorsers. Acceptance. Liability of acceptor. When bill is discharged. Negotiable promissory note. Check. When check must be presented for payment. Certified check. Holder of check. When bank becomes liable. When bank may pay order after death of drawer. When demand instruments may be dishonored. Checks and drafts; when deemed paid or accepted Referee.-The drawer of a bill and any indorser may insert thereon the name of a person to whom the holder may resort in case of need-that is to say, in case the bill is dishonored by nonacceptance or nonpayment. Such person is called the referee in case of need. It is in the option of the holder to resort to the referee in case of need or not, as he may see fit. ro~story.- 131, ch. 4524, 1897; GS 3050; RGS 4794; CGL Acceptance of bill.-the acceptance of a bill is the signification by the drawee or his assent to the order of the drawer. The acceptance must be in writing and signed by the drawee. It must not express that the drawee will perform his promise by any other means than the payment of money. The holder of a bill presenting the same for acceptance may require that the acceptance be written on the bill, and if such request is refused, may treat the bill as. dishonored. Where an acceptance is written on a paper other than the bill itself, it does not bind the acceptor, except in favor of a person to whom it is shown, and who, on the faith thereof, receives the bill for value. Hlstory , ch. 4524, 1897; GS 8051; RGS 4795; CGL Unconditional promise is acceptance. -An unconditional promise in writing to accept a bill before it is drawn is deemed an actual acceptance in favor of every person who, upon the faith thereof, receives the bill for value. ~~story.- 135, ch. 4524, 1897; GS 8052; RGS 4796; CGL 68

16 NEGOTIABLE INSTRUMENTS; BILLS, NOTES, CHECKS, ETC Time allowed to accept.-the drawee is allowed twenty-four hours after presentment in which to decide whether or not he will accept the bill; but the acceptance, if given, dates as of the day of presentation. Hlator:r.- 136, ch. 4624, 1897; GS 3063; RGS 4797; CGL Drawee destroying bill.-where a drawee to whom a bill is delivered for acceptance destroys the same, or refuses within twenty-four hours after such delivery, or within such other period as the holder may allow, to return the bill, accepted or nonaccepted, to the holder, he will be deemed to have accepted the same. Hlstory.- 137, ch. 4624, 1897; GS 3054; RGS 4798; CGL When bill may be accepted.-a bill may be accepted before it has been signed by the drawer, or while otherwise incomplete, or when it is overdue, or after it has been dishonored by a previous refusal to accept, or by nonpayment. But when a bill payable after sight is dishonored by nonacceptance and the drawee subsequently accepts it, the holder, in the absence of any different agrep.ment, is entitled to have the bill accepted as of the date of the first presentment. Hlstory.- 138, ch. 4624, 1897; GS 3065; RGS 4799 ; CGL General and qualified acceptance. An acceptance is either general or qualified. A general acceptance assents without qualification to the order of the drawer. A qualified acceptance in express terms varies the effect of the bill as drawn. An acceptance to pay at a particular place is a general acceptance, unless it expressly states that the bill is to be paid there only and not elsewhere. An acceptance is qualified which is: (1) Conditional-that is to say, which makes payment by the acceptor dependent on the fulfillment of a condition therein stated. (2) Partial-that is to say, an acceptance to pay part only of the amount for which the bill is drawn. (3) Local-that is to say, an acceptance to pay only at a particular place. ( 4) Qualified as to time. ( 5) The acceptance of som~ one or more of the drawees, but not of all. Hlstory , ch. 4524, 1897; GS 3056; RGS 4800; CGL Effect of qualified acceptance.-the holder may refuse to take a qualified acceptance; and if he does not obtain an unqualified acc~ptance 1 he may treat the bill as dishonored by nonacceptance. Where a qualified acceptance is taken, the drawer and indorsers are discharged from liability on the bill, unless they have expressly or impliedly authorized the holder to take a qualified acceptance, or subsequently assent thereto. When the drawer or an indorser receives notice of a qualified acceptance, he must within a reasonable time express his dissent to the holder, or he will be deemed to have assented thereto. ~~story.- 142, ch. 4524, 1897; GS 3057; RGS 4801; CGL When presentment for acceptance must be made.- Presentment for acceptance must be made: (1) Where the bill is payable after sight, or in any other case where presentment for acceptance is necessary in order to fix the maturity of the instrument; or (2) Where the bill expressly stipulates that it shall be presented for acceptance; or (3) Where the bill is drawn payable elsewhere than at the residence or place of business of the drawee. In no other case is presentment for acceptance necessary in order to render any party to the bill liable. ss:~:story.- 143, ch. 4524, 1897; GS 8068; RGS 4802; CGL When drawer and indorser discharged.-except as herein otherwise provided, the holder of a bill which is required by the next preceding section to be presented for acceptance must either present it for acceptance or negotiate it within a reasonable time. If he fails to do so, the drawer and all indorsers are discharged. ~~story.- 144, ch. 4524, 1897; GS 3059; RGS 4803; CGL When and to whom presentment must be made.-presentment for acceptance must be made by or on behalf of the holder at a reasonable hour, on a business day and before the bill is overdue, to the drawee or some person authorized to accept or refuse acceptance on his behalf; and: ( 12 Where a bill is addressed to two or more drawees who are not partners, presentment must be made to them all, unless one has authority to accept or refuse acceptance for all, in which case presentment may be made to him only; (2) Where the drawee is dead, presentment may be made to his personal representative; (3) Where the drawee has been adjudged a bankrupt or an insolvent, or has made an assignment for the benefit of creditors, presentment may be made to him or his trustee or assignee. 68 ~~story , ch. 4524, 1897; GS 8060; RGS 4804; CGL When bill may be presented for acceptance.-a bill may be presented for acceptance on any day on which negotiable instruments may be presented for payment under the provisions of and When Saturday is not otherwise a holiday presentment for acceptance may be made before 12 o'clock noon that day. ~:story.- 146, ch. 4624, 1897; GS 3061; RGS 4805; CGL 68 c!.-ch. 683, Legal holidays When presentment excused.-where the holder of a bill drawn payable elsewhere than at the place of business or the residence

17 2367 NEGOTIABLE INSTRUMENTS; BILLS, NOTES, CHECKS, ETC of the drawee has not time with the exercise of reasonable diligence to present the bill for acceptance before presenting it for payment on the day that it falls due, the delay caused by presenting the bill for acceptance before presenting it for payment is excused, and does not discharge the drawers and indorsers. Presentment for acceptance is excused and a bill may be treated as dishonored by nonacceptance in either of the following cases: (1) Where the drawee is dead, or has absconded, or is a fictitious person, or a person not having capacity to contract by bill. (2) Where after the exercise of reasonable diligence presentment cannot be made. (3) Where, although presentment has been irregular, acceptance has been refused on some other ground. cj'ls~svz:- 147, 148, ch. 4524, 1897; GS 3062; RGS 4806; When bill dishonored for nonacceptance.-a bill is dishonored by nonacceptance: (1) When it is duly presented for acceptance and such an acceptance as is prescribed by this law is refused or cannot be obtained; or (2) When presentment for acceptance is excused and the bill is not accepted. Where a bill is duly presented for acceptance and is not accepted within the prescribed time. the person presenting it must treat the bill as dishonored by nonacceptance, or he loses the right of recourse against the drawer and indorsers. cj'lsts 8 '?3 :- 149, 150, ch. 4524, 1897; GS 6063; RGS 4807; Recourse to drawers and indorsers of dishonored bill-when a bill is dishonored by nonacceptance, an immediate right of recourse against the drawers and indorsers accrues to the holder, and no presentment for payment is necessary. Hlstory.- 151, ch. 4524, 1897; GS 6064; RGS 4808; CGL Protesting dishonored bill -Where a foreign bill appearing on its face to be such is dishonored by nonacceptance, it must be duly protested for nonacceptance, and where such a bill which has not previously been dishonored by nonacceptance is dishonored by nonpayment, it must be duly protested for nonpayment. If it is not so protested, the drawer and indorsers are discharged. Where a bill does not appear on its face to be a foreign bill, protest thereof in case of dishonor is unnecessary. Hlstory.- 152, ch. 4524, 1897; GS 6065; RGS 4809; CGL Manner of protest.-(1) The protest must be annexed to the bill, or must contain a copy thereof, and must be under the hand and seal of the notary making it, and must specify: (a) The time and place of presentment. (b) The fact that presentment was made, and the manner thereof. (c) The cause or reason for protesting the bill. (d) The demand made and the answer given, if any, or the fact that the drawee or acceptor could not be found. (2) Protest may be made by: (a) A notary public; or (b) By any respectable resident of the place where the bill is dishonored, in the presence of two or more credible witnesses. C~stss!fs:-- 153, 154, ch. 4524, 1897; GS 6066; RGS 4810; When and where protested.-when a bill is protested, such prote;,t must be made on the day of its dishonor, unless delay is excused as herein provided. When a bill has beeu duly noted, the protest may be subsequently extended as of the date of the noting. A bill must be protested at the place where it is dishonored, except that when a bill drawn payable at the place of business or residence of some person other than the drawee has been dishonored by nonacceptance, it must be protested for nonpayment at the place where it is expressed to be payable, and no further presentment for payment to, or demand on the drawee is necessary. ' cj'ls~o 0:- 155, 156, ch. 4524, 1897; GS 6067; RGS 4811; Protest for nonpayment. - A bill which has been protested for nonacceptance may be subsequently protested for nonpayment. ~~story.- 157, ch. 4524, 1897; GS 6068; RGS 4812; CGL Acceptor adjudged b a n k r u p t. - Where the acceptor has been adjudged a bankrupt or an insolvent, or has made an assignment for the benefit of creditors before the bill matures. the holder may cause the bill to be protested for better security against the drawer and indorsers. :~story.- 158, ch. 4524, 1897; GS 6069; RGS 4813; CGL When protest dispensed with.-p:rotest is dispensed with by any circumstances which would dispense with notice of dishonor. Delay in noting or protesting is excused when delay is caused by circumstances beyond the control of the holder and not imputable to his default, misconduct or negligence. When the cause of delay ceases to operate, the bill must be noted or protested with reasonable diligence. ~~story.- 159, ch. 4524, 1897; GS 6070; RGS 4814; CGL Lost or destroyed bill-where a bill is lost or destroyed, or is wrongfully detained from the person entitled to hold it, protest may be made on a copy or written particulars thereof. ~~~story.- 160, ch. 4524, 1897; GS 6071; RGS 4815; CGL Damages.-Damages on foreign protested bills of exchange shall be at the rate of five per cent. cglf.ls:9ol:-feb. 17, 1833; RS 2317; GS 3072; R<il-S 4816 ;

18 1' NEGOTIABLE INSTRUMENTS; BILLS, NOTES, CHECKS, ETC Acceptance for honor.-where a bill of exchange has been protested for dishonor by nonacceptance, or protested for better security, and is not overdue, any person not J:>eing a party already liable thereon may, w1th the consent of the holder, intervene and accept the bill supra protest for the honor of any party liable thereon, or for the honor of the person for whose account the bill is drawn. The acceptance for honor may be for part only of the sum for which the bill is drawn; and where there has been an acceptance for honor for one party, there may be a further acceptance by a different person for the honor of another party. Hlotory.- 161, ch. 4524, 1897; GS 3073; RGS 4817; CGL Must be in writing.-an acceptance for honor supra protest must be in writing, and indicate that it is an acceptance for honor, and must be signed by the acceptor for honor. Hlotory.- 162, ch. 4524, 1897; GS 3074; RGS 4818; CGL Presumed for honor of drawer. VVhere an acceptance for honor does not expressly state for whose honor it is made, it is deemed to be an acceptance for the honor of the drawer. Hlotory.- 163, ch. 4524, 1897; GS 3075; RGS 4819 ; CGL Acceptor for honor liable to holder.-the acceptor for honor is liable to the holder and to all parties to the bill subsequent to the party for whose honor he has accepted. The acceptor for honor by such acceptance engages that he will on due presentment pay the bill according to the terms of its acceptance p~ovided it shall not have been paid by the drawee, and provided, also, that it shall have been duly presented for payment and protested for nonpayment and notice of dishonor given to him. Hlotory.- 164, 165, ch. 4524, 1897; GS 3076; RGS 4820; CGL Date of maturity.-where a bill payable after sight is accepted for honor, its maturity is calculated from the date of the noting for nonacceptance, and not from the date of the acceptance for honor. Hlotory.- 166, ch. 4524, 1897; GS 3077; RGS 4821; CGL Acceptance of dishonored bill. Where a dishonored bill has been accepted for honor supra protest, or contains a reference in case of need, it must be protested for nonpayment before it is presented for payment to the acceptor for honor or referee in case of need. Hlotory.- 167, ch. 4524, 1897; GS 3078; RGS 4822; CGL Presentment for payment.-presentment for payment to the acceptor for honor must be made as follows: ( 1) If it is to be presented in the place where the protest for nonpayment was made, it m~st be presented not later than the day followmg its maturity. (2) If it is to be presented in some other place than the place where it was protested, then it must be forwarded within the time specified in Hlstory.- 168, ch. 4524, 1897; GS 3079; RGS 4823; CGL When delay in presentment excused. -Delay in making presentment for payment is excused when the delay is caused by circumstances beyond the control of the holder, and not imputable to his default, misconduct or negligence. Hlotory.- 169, ch. 4524, 1897; GS 3080; RGS 4824; CGL Acceptor for honor.-when the bill is dishonored by the acceptor for honor, it must be protested for nonpayment by him. Hlstory.- 170, ch. 4524, 1897; GS 3081; RGS 4825; CGL Payment for honor supra protest. Where a bill has been protested for nonpayment, any person may intervene and pay it supra protest for the honor of any person liable thereon or for the honor of the person for whose account it was drawn. The payment for honor supra protest, in order to operate as such and not as a mere voluntary payment, must be attested by a notarial act of honor, which may be appended to the protest or form an extension to it. Hlstory.- 171, 172, ch. 4524, 1897; GS 3082; RGS 4826; CGL Notarial act of honor.-the notarial act of honor must be founded on a declaration made by the payer for honor, or by his agent in that behalf, declaring his intention to pay the bill for honor and for whose honor he pays. Hlotory.- 173, ch. 4524, 1897; GS 3083; RGS 4827; CGL Preference between parties offering to pay.-where -two or more persons offer to pay a bill for the honor of different parties, the person whose payment will discharge most parties to the bill is to be given the preference. Hlstory.- 174, ch. 4524, 1897; GS 3084; RGS 4828; CGL When parties are discharged. Where a bill has been paid for honor, all parties subsequent to the party for whose honor it is paid are discharged; but the payer for honor is subrogated for and succeeds to both the rights and duties of the holder as regards the party for whose honor he pays and all parties liable to the latter. Hlstory.- 175, ch. 4524, 1897; GS 3085; RGS 4829; CGL When holder refuses to receive payment.-where the holder of a bill refuses to receive payment supra protest, he loses his right of recourse against any party who would have been discharged by such payment. The payer for honor on paying to the holder the amount of the bill and the notarial expenses incidental to its dishonor is entitled to receive both the bill itself and the protest. Hlstory.- 176, 177, ch. 4524, 1897; GS 3086; RGS 4830; CGL 6916.

19 2369 NEGOTIABLE INSTRUMENTS; BILLS, NOTES, CHECKS, ETC Whole of parts constitute one bill. -Where a bill is drawn in a set, each p.art of the set being numbered and containing a reference to the other parts, the whole of the parts constitute one bill. ~~story.- 178, ch. 4524, 1897; GS 3087; RGS 4831; CGL True owner of bill-where two or more parts of a set are negotiated to different holders in due course the holder whose title first accrues is as between such holders the true owner of the bill. But nothing in this section affects the rights of a person who in due course accepts or pays the part first presented to him. Hlstory.- 179, ch. 4524, 1897; GS 3088; RGS 4832; CGL Liability of indorsers.-where the holder of a set indorses two or more parts to different persons, he is liable on every such part, and every indorser subsequent to him is liable on the part he has himself indorsed as if such parts were separate bills. History.- 180, cb. 4524, 1897; GS 3089; RGS 4833; CGL Accep~nce.-The acceptance may be written on any part, and it must be written on one part only. If the drawee accepts more than one part, and such accepted parts are negotiated to different holders in due course, he is liable on every such part as if it were a separate bill. Hlstory.- 181, ch. 4524, 1897; GS 3090; RGS 4834 ; CGL Liability of acceptor.-when the acceptor of a bill drawn in a set pays it without requiring the part bearing his acceptance to be delivered up to him, and that part at maturity is outstanding in the hands of a holder in due course, he is liable to the holder thereon. Hlstory.- 182, ch. 4524, 1897 ; GS 3091; RGS 4835 ; CGL When bill is discharged.-except as herein otherwise provided, where any one part of a bill drawn in a set is discharged by payment or otherwise, the whole bill is discharged. History.- 183, ch. 4524, 1897; GS 3092; RGS 4836 ; CGL Negotiable promissory note.-a negotiable promissory note within the meaning of this law is an unconditional promise in writing made by one person to another signed by the maker, engaging to pay on demand or at a fixed or determinable future time a sum certain in money to order or to bearer. Where a note is drawn to the maker's own order, it is not complete until indorsed by him. History.- 184, ch. 4524, 1897; GS 3093; RGS 4837; CGL 69~ Check.-A check is a bill of exchange drawn on a bank payable on demand. Except as herein otherwise provided, the provisions of this law applicable to a bill of exchange payable on demand apply to a check. Hlstory.- 185, ch. 4524, 1897; GS 3094; RGS 4838; CGL When check must be presented for payrnent.-a check must be presented for payment within a reasonable time after its issue or the drawer will be discharged from liability thereon to the extent of the loss caused by the delay. Ulstory.- 186, ch. 4524, 1897; GS 3095; RGS 4839; CGL Certified check.-where a check is certified by the bank on which it is drawn, the certification is equivalent to an acceptance. Hlstory.- 187, ch. 4524, 1897; GS 3096 ; RGS 4840; CGL Holder of check.-where the holder of a check procures it to be accepted or certified, tne drawer and all indorsers are discharged from liability thereon. ~~story.- 188, ch. 4524, 1897; GS 3097 ; RGS 4841; CGL When bank becomes Iiable.-A check of itself does not operate as an assignment of any part of the funds to the credit of the drawer with the bank; and the bank is not liable to the holder, unless an d until it accepts or certifies the check. History.- 189, ch. 4524, 1897; GS 3098; RGS 4842; CGL When bank may pay order after death of drawer.-any bank or banking corporation may pay an order, drawn by a person who has funds on deposit to meet the same, notwithstanding the death of the drawer, if presentation is made within thirty days after the death of such drawer; and at any time if the bank has not received written notice of the death of the drawer. History.- 1, ch , 1931; CGL 1936 Supp. 6928(1) When demand instruments may be dishonored.-where a check or other instrument payable on demand at any bank or trust company doing business in this state is presented for payment more than one year after its date, such bank or trust company may, unless expressly instructed in writing by the drawer or maker to pay the same, refuse payment thereof and no liability shall thereby be incurred to the drawer or maker for dishonoring the instrument by nonpayment. History.- 1, ch , 1937; CGL 1940 Supp. 6928(3) Checks and drafts; when deemed paid or accepted.-a check or draft received for deposit or collection by a solvent payor or drawee bank shall not be deemed paid or accepted until the amount is charged to the account of the maker or drawer unless, though not so charged, such item is retained by the drawee or payor bank longer than the end of the business day following its receipt. History.- 1, c h , 1945.

20 WAREHOUSEMEN AND WAREHOUSE RECEIPTS Persons who may issue receipts Form of receipts; essential terms Form of receipts; what terms may be inserted Definition of nonnegotiable receipts Definition of negotiable receipt Duplicate receipts must be so marked Failure to mark "Not Negotiable." Obligation of warehouseman to deliver Justification of warehouseman in delivery. 678;10 Warehouseman's liability for misdelivery Negotiable receipts must be cancelled when goods delivered Negotiable receipts must be cancelled or marked when part of goods delivered Altered receipts Lost or destroyed receipts Effect of duplicate receipts Warehouseman cannot set up title in himself Interpleader of adverse claimants Warehouseman has reasonable time to determine validity of claims Adverse title is no defense except as above provided Liability for nonexistence or misdescription of goods Liability for care of goods Goods must be kept separate Fungible goods may be commingled, if warehouseman authorized Liability of warelfouseman to depositors of commingled goods. 6'18.25 CHAPTER 678 WAREHOUSEMEN AND WAREHOUSE RECEIPTS Attachment or levy upon goods for which a negotiable receipt has been issued Creditors' remedies to reach negotiable receipts What claims are included in the warehouseman's lien Against what property the lien may be enforced How the lien may be lost Negotiable receipt must state charges for which lien is claimed Persons who may issue receipts. Warehouse receipts may be issued by any warehouseman. Hlstory.- 1, ch. 7403, 1917; RGS 4883; CGL Form of receipts; essential terms. (1) Warehouse receipts need not be in any particular form, but every such receipt must embody within its written or printed terms (a) The location of the warehouse where the goods are stored. (b) The date of the issue of the receipt. (c) The consecutive number of the receipt. (d) A statement where the goods received will be delivered to the bearer, to a specified person, or a specified person or his order. (e) The rate of storage charges. (f) A description of the goods or of the packages containing them. (g) The signature of the warehouseman, which may be made by his authorized agent. (h) If the receipt is issued for goods of which the warehouseman is owner, either solely or jointly or in common with others, the fact of such ownership, and Warehouseman need not deliver until lien is satisfied Warehouseman's lien does not preclude other remedies Satisfaction of lien by sale Perishable and hazardous goods Other methods of enforcing liens Effect of sale Sale of goods under specified circumstances Disposition of surplus Negotiation of negotiable receipts by delivery Negotiation of negotiable receipts by indorsement Transfer of receipts. 678.~2, Who may negotiate a receipt Rights of person to whom a receipt has been negotiated Rights of person to whom a receipt has been transferred Transfer of negotiable receipt without indorsement Warranties on sale of receipt Indorser not a guarantor No warranty implied from accepting payment of a debt When negotiation not impaired by fraud, mistake or duress Subsequent negotiation Negotiation defeats vendor's lien When rules of common law still applicable Interpretation shall give effect to purpose of uniformity Definition Issue of receipt for goods not received Issue of receipt containing false statement Issue of duplicate receipt not so marked Issue for warehouseman's goods of receipts which do not state that fact Delivery of goods without obtaining negotiable receipt Negotiation of receipt for mortgaged goods. (i) A statement of the amount of advances made and of liabilities incurred for which the warehouseman claims a lien. If the precise amount of such advances made or of such liabilities incurred is, at the time of the issue of the receipt, unknown to the warehouseman or to his agent who issues it, a statement of the fact that advances have been made or liabilities incurred and the purpose thereof is sufficient. (2) A warehquseman shall be liable to any person injured thereby, for all damage caused by the omission from a negotiable receipt of any of the terms herein required. Hlstory.- 2, ch. 7403, 1917; RGS 4884; CGL Form of receipts; what terms may be inserted.-a warehouseman may insert in a receipt, issued by him, any other terms and conditions, provided that such terms and conditions shall not- (1) Be contrary to the provisions of this chapter. (2) In any wise impair his obligation to exercise that degree of care in the safekeeping

21 2371 WAREHOUSEMEN AND WAREHOUSE RECEIPTS of the goods intrusted to him which a reasonably careful man would exercise in regard to similar goods of his own. Hlstory.- 3, ch. 7403, 1917; RGS 4885; CGL Definition of nonnegotiable receipts. -A receipt in which it is stated that the goods received will be delivered to the depositor, or to any other specified person, is a nonnegotiable receipt. History.- 4, ch. 7403, 1917; RGS 4886; CGL Definition of negotiable receipt.-a receipt in which it is stated that the goods received will be delivered to the bearer, or to the order of any person named in such receipt, is a negotiable receipt. No provision shall be inserted in a negotiable receipt that it is nonnegotiable. Such provision, if inserted, shall be void. Hlstory.- 5, ch. 7403, 1917; RGS 4887; CGL Duplicate receipts must be so marked.-when more than one negotiable receipt is issued for tlie same goods, the word "duplicate" shall be plainly placed upon the face of every such receipt, except the one first issued. A warehouseman shall be liable for all damage caused by his failure so to do, to any one who purchased the subsequent receipt for value supposing it to be an original, even though the purchase be after the delivery of the goods by the warehouseman to the holder of the original receipt. Hlstory.- 6, ch. 7403, 1917; RGS 4888; CGL Failure to mark "not negotiable." A nonnegotiable receipt shall have plainly placed upon its face by the warehouseman issuing it, "nonnegotiable," or "not negotiable." In case of the warehouseman's failure so to do, a holder of the receipt who purchased it for value supposing it to be negotiable, may, at his option, treat such receipt as imposing upon the warehouseman the same liabilities he would have incurred had the receipt been negotiable. This section shall not apply, however, to letters, memoranda, or written acknowledgments of an informal character. History.- 7, ch. 7403, 1917; RGS 4889; CGL Obligation of warehouseman to de liver.- (1) A warehouseman, in the absence of some lawful excuse provided by this chapter, is bound to deliver the goods upon a demand made either by the holder of a receipt for the goods or by the depositor, if such demand is accompanied with- (a) An offer to satisfy the warehouseman's lien. (b) An offer to surrender the receipt, if negotiable, with such indorsements as would be necessary for the negotiation of the receipt, and (c) 1f._ readiness and willingness to sign, when the goods are delivered, an acknowledgment that they have been delivered, if such signature is requested by the warehouseman. (2) In case the warehouseman refuses or fails to deliver the goods in compliance with a demand by the holder or depositor so accompanied, the burden shall be upon the warehouseman to establish the existence of a lawful excuse for such refusal. Hlstory.- 8, ch. 7403, 1917; RGS 4890; CGL Justification of warehouseman in delivery.- A warehouseman is justified in delivering the goods, subject to the provisions of the three following sections, to one who is- (1) The person lawfully entitled to the possession of the goods, er his agent. (2) A person who is either himself entitled to delivery by the terms of a nonnegotiable receipt issued for the goods, or who has written authority from the person so entitled, either indorsed upon the receipt or written upon another paper, or (3) A person in possession of a negotiable receipt by the terms of which the goods are deliverable to him or order or to bearer, or which has been indorsed to him or in blank by the person to whom delivery was promised by the terms of the receipt or by his mediate or immediate indorsee. Hlstory.- 9, ch. 7403, 1917; RGS 4891; CGL Warehouseman's liability for mis delivery.- Where a warehouseman delivers the goods to one who is not in fact lawfully entitled to the possession of them, the warehouseman shall be liable as for conversion to all having a right of property or possession in the goods if he delivered the goods otherwise than as authorized by subsections (I) and (2) of , and though he delivered the goods as authorized by said subsections he shall be so liable, if prior to such delivery he had either- (!) Been requested, by or on behalf of the person lawfully entitled to a right of property or possession in the goods, not to make such delivery, or (2) Had information that the delivery about to be made was to one not lawfully entitled to the possession of the goods. History.- 10, ch. 7403, 1917; RGS 4892; CGL Negotiable receipts must be canceled when goods delivered.-except as provided in , when a warehouseman delivers goods for which he had issued a negotiable receipt, the negotiation of which would transfer the right to the possession of the goods, and fails to take up and cancel the receipt, he shall be liable to any one who purchases for value in good faith such receipt, for failure to deliver the goods to him, whether such purchaser acquired title to the receipt before or after the delivery of the goods by the warehouseman. Hlstory.- 11, ch:. 7403, 1917; RGS 4893; CGL Negotiable receipts must be canceled or marked when part of goods delivered. Except as provided in , where a ware-

22 WAREHOUSEMEN AND WAREHOUSE RECEIPTS 2372 houseman delivers part of the goods for which he had issued a negotiable receipt, and fails either to take up and cancel such receipt, or to place plainly upon it a statement of what goods or packages have been delivered, he shall be liable to any one who purchases for value in good faith such receipt, for failure to deliver all the goods specified in the receipt, whether such purchaser acquired title to the receipt before or after the delivery of any portion of the goods by the warehouseman. Hlstory.- 12, ch. 7403, 1917; RGS 4894; CGL Altered receipts.- (!) The alteration of a receipt shall not excuse the warehouseman who issued it from any liability if such alteration was- (a) Immaterial, (b) Authorized, or (c) Made without fraudulent intent. (2) If the alteration was authorized, the warehouseman shall be liable according to the terms of the receipt as altered. If the alteration was unauthorized, but made without fraudulent intent, the warehouseman shall qe liable according to the terms of the receipt as they were before alteration. (3) Material and fraudulent alteration of a receipt shall not excuse the warehouseman who issued it from liability to deliver, according to the terms of the receipt as originally issued, the goods for which it was issued, but shall excuse him from any other liability to the person who made the alteration and to any person who took with notice of the alteration. Any purchaser of the receipt for value without notice of the alteration shall acquire the same rights against the warehouseman which such purchaser would have acquired if the receipt had not been altered at the time of the purchase. Hlstory.- 13, ch. 7403, 1917; RGS 4895; CGL Lost or destroyed receipts.-where a negotiable receipt has been lost or destroyed, a court of competent jurisdiction may order the delivery of the goods upon satisfactory proof of such loss or destruction, and upon the giving of a bond with sufficient sureties, to be approved by the court, to protect the warehouseman from any liability or expense, which he or any person injured by such delivery may incur by reason of the original receipt remaining outstanding. The court may also, in its discretion, order the payment of the warehouseman's reasonable costs and counsel fees. The delivery of the goods under an order of the court, as provided in this section, shall not relieve the warehouseman from liability to a person to whom the negotiable receipt has been or shall be negotiated for value without notice of the proceedings or of the delivery of the goods. Hlstory.- 14, ch. 7403, 1917; RGS 4896; CGL Effect of duplicate receipts.-a receipt upon the face of which the word "duplicate" is plainly placed is a representation and warranty by the warehouseman that such receipt is an accurate copy of an original receipt properly issued and uncanceled at the date of the issue of the duplicate, but shall impose upon him no other liability. Hlstory.- 15, ch. 7403, 1917; RGS 4897; CGL Warehouseman cannot set up title in himself.-no title or right to the possession of the goods, on the part of the warehouseman, unless such title or right is derived directly or indirectly from a transfer made by the depositor at the time of or subsequent to the deposit for storage, or from the warehouseman's lien, shall excuse the warehouseman from liability for refusing to deliver the goods according to the terms of the receipt. Hlotory.- 16, ch. 7403, 1917; RGS 4898; CGL Interpleader of adverse claimants. If more than one person claim the title or possession of the goods, the warehouseman may, either as a defense to an action brought against him for nondelivery of the goods, or as an original suit, whichever is appropriate, require all known claimants to interplead. History.- 17, ch. 7403, 1917; RGS 4899; CGL Warehouseman has reasonable time to determine validity of claims.-if some one other than the depositor or person claiming under him has a claim to the title or possession of the goods, and the warehouseman has information of such claim, the warehouseman shall be excused from liability for refusing to deliver the goods, either to the depositor or person claiming under him, or to the adverse claimant, until the warehouseman has had a reasonable time to ascertain the validity of the adverse claim or to bring legal proceedings to compel all claimants to interplead. Hlstory.- 18, ch. 7403, 1917; RGS 4900; CGL Adverse title is no defense except as above provided.-except as provided in , , and , no right or title of a third person shall be a defense to an action brought by the depositor or person claiming under him against the warehouseman for failure to deliver the goods according to the terms of the receipt. Hlstory.- 19, ch. 7403, 1917; RGS 4901; CGL Liability for nonexistence or misdescription of goods.-a warehouseman shall be. liable to the holder of a receipt, isbted by him or on his behalf by an agent or employee the scope of whose actual or apparent authority includes the issuing of warehouse receipts, for damages caused by the nonexistence of the goods or by the failure of the goods to correspond with the description thereof in the receipt at the time of its issue. If, however, the goods are described in a receipt merely by a statement of marks or labels upon them, or upon packages containing them, or by a statement that the goods are said to be goods of a certain kind, or that the packages containing the goods are said to contain goods of a certain kind, or by words of like purport, such statements, if true, shall

23 2373 WAREHOUSEMEN AND WAREHOUSE RECEIPTS not make liable the warehouseman issuing the receipt, although the goods are not of the kind which the marks or labels upon them indicate, or of the kind they were said to be by the depositor. Hletory.- 20, ch. 7403, 1917; RGS 4902; CGL 6989; am. 1, ch , Liability for care of goods.-a warehouseman shall be liable for any loss or injury to the goods caused by his failure to exercise such care in regard to them as a reasonably careful owner of similar goods would exercise, but he shall not be liable, in the absence of an agreement to the contrary, for any loss or injury to the goods which could not have been avoided by the exercise of sucb care. Hlstory.- 21, ch. 7403, 1917; RGS 4903; CGL Goods must be kept separate.-except as provided in the following section, a warehouseman shall keep the goods so far sep.arate from goods of other depositors and from other goods of the same depositor for which a separate receipt has been issued, as to permit at all times the identification and redelivery of the goods deposited. Hlstory.- 22, ch. 7403, 1917; RGS 4904; CGL Fungible goods may be commingled, if warehouseman authorized.-if authorized by agreement or by custom, a warehouseman may mingle fungible goods with other goods of the same kind and grade. In such case the various depositors of the mingled goods shall own the entire mass in common, and each depositor shall be entitled to such proportion thereof as the amount deposited by him bears to the whole. Hlstory.- 23, ch. 7403, 1917; RGS 4905; CGL Liability of warehouseman to depositors of commingled goods.-the warehouseman shall be severally liable to each depositor for the care and redelivery of his share of such mass to the same extent and under the same circumstances as if the goods had been kept separate. Hlatory.- 24, ch. 7403, 1917; RGS 4906; CGL Attachment or levy upon goods for which a negotiable receipt has been issued. If goods are delivered to a warehouseman by the owner or by a person whose act in conveying the title to them to a purchaser in good faith for value would bind the owner, and a negotiable receipt is issued for them, they cannot thereafter, while in the possession of the warehouseman, be attached by garnishment or otherwise, or be levied upon under an execution, unless the receipt be first surrendered to the warehouseman, or its negotiation enjoined. The warehouseman shall in no case be compelled to deliver up the actual possession of the goods until the receipt is surrendered to him or impounded. by the court. Hlstory.- 25, ch. 7403, 1917; RGS 4907; CGL Creditors' remedies to reach negotiable receipts.-a creditor whose debtor is the owner of a negotiable receipt shall be entitled to such aid from courts of appropriate jurisdiction, by injunction and otherwise, in attaching such receipt or in satisfying the claim by means thereof as is allowed at law or in equity, in regard to property which can not readily be attached or levied upon by ordinary legal process. Hletory.- 26, ch. 7403, 1917; RGS 4908; CGL What claims are included in the warehouseman's lien.-8ubject to the provisions of , a warehouseman shall have a lien on goods deposited or on the proceeds thereof in his hands, for all lawful charges for storage and preservation of the goods; also for all lawful claims for money advanced, interest, insurance, transportation, labor, weighing, coopering, and other charges and expenses in relation to such goods; also for all reasonable charges and expenses for notice and advertisements of sale, and for sale of the goods where default has been made in satisfying the warehouseman's lien. Hlstory.- 27, ch. 7403, 1917; RGS 4909; CGL Against what property the lien may be enforced.-8ubject to the provisions of , a warehouseman's lien may be enforced- (!) Against all goods, whenever deposited, belonging to the person who is liable as debtor for the claims in regard to which the lien is asserted, and (2) Against all goods belonging to others which have been deposited at any time by the person who is liable as debtor for the claims in regard to which the lien is asserted, if such person had been so entrusted with the possession of the goods that a pledge of the same by him at the time of the deposit, to one who took the goods in good faith for value, would have been valid. Hlstory.- 28, ch. 7403, 1917; RGS 4910; CGL How the lien may be lost.-a warehouseman loses his lien upon goods- (1) By surrendering possession thereof, or (2) By refusing to deliver the goods when a demand is made with which he is bound to comply under the provisions of this chapter. Hlatory.- 29, ch. 7403, 1917; RGS 4911; CGL Negotiable receipt must state charges for which lien is claimed.-if a negotiable receipt is issued for goods the warehouseman shall have no lien thereon, except for charges for storage of those goods subsequent to the date of the receipt, unless the receipt expressly enumerates other charges for which a lien is claimed. In such case there shall be a lien for the charges enumerated so far as they are within the terms of , although the amount of the charges so enumerated is not stated in the receipt. Hletory.- 30, ch. 7403, 1917; RGS 4912; CGL Warehousman need not deliver until lien is satisfied.-a warehouseman having

24 WAREHOUSEMEN AND WAREHOUSE RECEIPTS 2374 a lien valid against the person demanding the goods may refuse to deliver the goods to him until the lien is satisfied. Hlstory.- 31, ch. 7403, 1917; RGS 4913; CGL Warehouseman's lien does not preclude other remedies.-whether a warehouseman has or has not a lien upon the goods, he is entitled to all remedies allowed by law to a creditor against his debtor, for the collection from the depositor of all charges and advances which the depositor has expressly or impliedly contracted with the warehouseman to pay. Hlstory.- 32, ch. 7403, 1917; RGS 4914; CGL Satisfaction of lien by sale.- A warehouseman's lien for a claim which has become due may be satisfied as follows: The warehouseman shall give a written notice to the person on whose account the goods are held, and to any other person known by the warehouseman to claim an interest in the goods. Such notice shall be given by delivery in person or by registered letter addressed to the last known place of business or abode of the person to be notified. The notice shall contain: (1) An itemized statement of the warehouseman's claim, showing the sum due at the time of the notice, and the date or dates when it became due. (2) A brief description of the goods against which the lien exists. (3) A demand that the amount of the claim as stated in the notice, and of such further claim as shall accrue, shall be paid on or before a day mentioned, not less than ten days from the delivery of the notice if it is personally delivered, or from t~e t.ime when ~he notice should reach its destmatwn, accordmg to the due course of post, if the notice is sent by mail, and ( 4) A statement that unless the claim!s paid within the time specified, the good~ wtll be advertised for sale and sold by auction at a specified time and place. In accordance with the term of a notice so given a sale of the goods by auction may be had to satisfy any valid claim of the warehouseman for which he has a lien on the goods. The sale shall?e had ~n the place where the lien was acqutred, or tf such place is manifestly unsuitable for the purpose. at the nearest suitable place. After the time for the payment of the claim specified in the notice to the depositor has elapsed, an advertisement of the sale, describing the goods to be sold, and stating the name of the owner or person on whose account the goods are held, and the time and place of the sale, shall be published once a week for two consecutive weeks in a newspaper published in the place where such sale is to be held. The sale shall not be held less than fifteen days from the time of the first publication. If there is no newspaper published in such place, the advertisement shall be posted at least ten days before such sale in not less than six conspicuous places therein. From the proceeds of such sale the warehouseman shall satisfy his l~en including the reasonable charges of notice, advertisement and sale. The balance, if any, of such proceeds shall be held by the warehouseman, and delivered on demand to the person to whom he would have been bound to deliver or justified in delivering the goods. At any time before the goods are so sold any person claiming a right of property or possession therein may pay the warehouseman the amount necessary to satisfy his lien and to pay the reasonable expenses and liabilities incurred in serving notices and advertising and preparing for the sale up to the time of such payment. The warehouseman shall deliver the goods to the person making such payment if he is a person entitled, under the provisions of this chapter, to the possession of the goods on payment of charges thereon. Otherwise the warehouse shall.retain possession of the goods according to the terms of the original contract of deposit. History.- 33, ch. 7403, 1917; RGS 4915; CGL Perishable and hazardous goods. If goods are of a perishable nature, or by keeping will deteriorate greatly in value, or by their odor, leakage, inflammability, or explosive nature, will be liable to injure other property, the warehouseman may give such notice to the owner, or to the person in whose name the goods are stored, as is reasonable and possible under the circumstances, to satisfy the lien upon such goods, and to remove them from the warehouse, and in the event of the failure of such person to satisfy the lien and to remove the goo.ds within the time so specified, the warehouseman may sell the goods at public or private sale without advertising. If the warehouseman, after a reasonable effort, is unable to sell such goods, he may dispose of them in any lawful manner, and shall incur no liability by reason thereof. The proceeds of any sale made under the terms of this section shall be disposed of in the same way as the proceeds of sale made under the terms of History.- 34, ch. 7403, 1917; RGS 4916; CGL Other methods of enforcing liens. The remedy for enforcing a lien herein provided does not preclude any other remedies allowed by law for the enforcement of a lien against personal property nor bar the right to recover so much of the warehouseman's claim as shall not be paid by the proceeds of the sale of the property. llistory.- 35, cb. 7403, 1917; RGS 4917; CGL Effect of sale.-after goods have been lawfully sold to satisfy a warehouseman's lien, or have been lawfully sold or disposed of because of their perishable vr hazardous nature the warehouseman shall not thereafter be liable for failure to deliver the goods to the depositor, or owner of the goods, or to the

25 2375 WAREHOUSEMEN AND WAREHOUSE RECEIPTS holder of the receipt given for the goods when they were deposited, even if such receipt be negotiable. History.- 36, ch. 7403, 1917; RGS 4918; CGL Sale of goods under specified circumstances.-warehousemen and wharfingers may sell at public auction all goods, wares and merchandise or other articles commonly designated as "perishable," such as fruits, vegetables, meats and so forth, that shall have been received by them, remaining on hand unclaimed for the space of not less than ten days, and all goods, wares and merchandise, or other articles not perishable, that shall have been received by them and remaining on hand unclaimed for the space of not less than ninety days, but such sale shall, in no instance, take place without previous notice having been first given for at least two days after the expiration of said ten days, or more, in the case of perishable goods, wares and me1 chandise or other articles, or for at least thirty days after the expiration of ninety days, or more, in the case of goods, wares and merchandise, or other articles that are not perishable, said previous notice to be given in one newspaper published at the place of sale, designating the time and place of sale. If there is no newspaper published at the place of said sale, wherein the legal notice can be given, then public notice may be given by five written noti es posted in conspicuous places near the place of sale. The owner or consignee of such goods, wares and merchandh;e or other articles, may at any time prior to such sale come forward and claim the same, and after paying all charges be entitled to restitution. History.- 1, ch. 1943, 1873; RS 2339; GS 3127; RGS 4919; CGL Disposition of surplus.-after all charges upon said goods and merchandise or other articles are paid (not exceeding the ordinary mercantile charges for such locality), should there remain a surplus, the same shall be placed in the county treasury subject to the claim of the owner of said goods, wares and merchandise, or other articles. After the lapse of one year from the time of placing said surplus in the county treasury, should no person come forward to claim and receive the same, it shall be applied by the county commissioners of the county for the relief of the poor of such county. History.- 2, 3, ch. 1943, 1873; RS 2340; GS 3128; RGS 4920; CGL Negotiation of negotiable receipts by delivery.- A negotiable receipt may be negotiated by delivery- (1) Where, by the terms of the receipt, the warehouseman undertakes to deliver the goods to the bearer, or (2) Where, by the terms of the receipt, the warehouseman undertakes to deliver the goods to the order of a specified person, and such person or a subsequent indorsee of the receipt has indorsed it in blank or to bearer. (3) Where, by the terms of a negotiable receipt, the goods are deliverable to bearer or where a negotiable receipt has been indorsed in blank or to bearer, any holder may indorse the same to himself or to any other specified person, and in such case the receipt shall thereafter be negotiated only by the indorsement of such indorsee. History.- 37, ch. 7403, 1917; RGS 4921; CGL Negotiation of negotiable receipts by indorsement.-a negotiable receipt may be negotiated by the indorsement of the person to whose order the goods are, by the terms of the receipt, deliverable. Such indorsement may be in blank, to bearer, or to a specified person. If indorsed to a specified person, it may be again negotiated by the indorsement of such person in blank, to bearer or to another specified person. Subsequent negotiations may be made in like manner. History.- 38, ch. 7403, 1917; RGS 4922; CGL Transfer of receipts.-a receipt which is not in such form that it can be negotiated by delivery may be transferred by the holder by delivery to a purchaser or donee. A nonnegotiable receipt cannot be negotiated, and the indorsement of such a receipt gives the transferee no additional right. Hlstory.- 39, ch. 7403, 1917; RGS 4923 ; CGL Who may negotiate a receipt.-a negotiable receipt may be negotiated- ( 1) By the owner thereof, or (2) By any person to whom the possession or custody of the receipt has been entrusted by the owner, if by the terms of the receipt, the warehouseman undertakes to deliver the goods to the order of the person to whom the possession or custody of the receipt has been entrusted or if at the time of such entrusting the receipt is in such form th~:~.t it may be negotiated by delivery. Ulstory.- 40, ch. 7403, 1917; RGS 4924; CGL Rights of person to whom a receipt has been negotiated.-a person to whom a negotiable receipt has been duly negotiated acquires thereby- ( 1) Such title to the goods as the person negotiating the receipt to him had or had ability to convey to a purchaser in good faith for value, and also such title to the goods as the depositor or person to whose order the goods were to be delivered by the terms of the receipt had or had ability to convey to a purchaser in good faith for value, and ( 2) The direct obligation of the warehouseman to hold possession of the goods for him according to the terms of the receipt as fully as if the warehouseman had contracted directly with him. Uistory.- 41, ch. 7403, 1917 ; RGS 4925; CGL Rights of person to whom a receipt has been transferred.-a person to whom a receipt has been transferred but not negotiated acquires thereby, as against the transferer,

26 WAREHOUSEMEN AND WAREHOUSE RECEIPTS 2376 the title of the goods, subject to the terms of any agreement with the transferer. If the receipt is nonnegotiable, such person also acquires the right to notify the warehouseman of the transfer to him of such receipt, and thereby to acquire the direct obligation of the warehouseman to hold possession of the goods for him according to the terms of the receipt. Prior to the notification of the warehouseman by the transferer or transferee of a nonnegotiable receipt, the title of the transferee to the goods and the right to acquire the obligation of the warehouseman may be defeated by the levy of an attachment or execution upon the goods by a creditor of the transferer, or by a notification to the warehouseman by the transferer or a subsequent purchaser from the transferer of a subsequent sale of the goods by the transferer. Hlstory.- 42, ch. 7403, 1917; RGS 4926; CGL 7013; am. 7, ch , Transfer of negotiable receipt without indorsement.-where a negotiable receipt is transferred for value by delivery, and the indorsement of the transferer is essential for negotiation, the transferee acquires a right against the transferer to compel him to indorse the receipt, unless a contrary intention appears. The negotiation shall take effect as of the time when the indorsement is actually made. Hlstory.- 43, ch. 7403, 1917; RGS 4927; CGL Warranties on sale of receipt.-a person who for value negotiates or transfers a receipt by indorsement or delivery, including one who assigns for value a claim secured by a receipt, unless a contrary intention appears, warrants: (1) That the receipt is genuine. (2) That he has a legal right to negotiate or transfer it. (3) That he has knowledge of no fact which would impair the validity or worth of the receipt; and ( 4) That he has a right to transfer the title to the goods, and that the goods are merchantable or fit for a particular purpose whenever such warranties would have been implied, if the contract of the parties had been to transfer without a receipt the goods represented thereby. Hlstory.- 44, ch. 7403, 1917; RGS 4928; CGL Indorser not a guarantor.-the indorsement of a receipt shall not make the indorser liable for any failure on the part of the warehouseman or previous indorsers of the receipt to fulfill their respective obligations. History.- 45, ch. 7403, 1917; RGS 4929; CGL No warranty implied from accepting payment of a debt.-a mortgagee, pledgee, or holder for security of a receipt, who in good faith demands or receives payment of the debt for which such receipt is security, whether from a party to a draft drawn for such debt or from any other person, shall not by so doing be deemed to represent or to warrant the genuineness of such receipt or the quantity or quality of the goods therein described. lllatory.- 46, ch. 7403, 1917; RGS 4930; CGL When negotiation not impaired by fraud, mistake or duress.-the validity of the negotiation of a receipt is not impaired by the fact that such negotiation was a breach of duty on the part of the person making the negotiation, or by the fact that the owner of the receipt was induced by fraud, mistake or duress to entrust the possesion or custody of the receipt to such person, if the person to whom the receipt was negotiated or a person to whom the receipt was subsequently negotiated, paid value therefor, without notice of the breach of duty, or fraud, mistake or duress. lllstory.- 47, ch. 7403, 1917; RGS 4931; CGL Subsequent negotiation.-where a person having sold, mortgaged or pledged goods which are in a warehouse and for which a negotiable receipt has been issued, or having sold, mortgaged or pledged the negotiable receipt representing such goods, continues in possession of the negotiable receipt, the subsequent negotiation thereof by that person under any sale, or other disposition thereof to any person receiving the same il! good faith, for value and without notice of the previous sale, mortgage or pledge, shall have the same effect as if the first purchaser of the goods or receipt had expressly authorized the subsequent negotiation. Hlstoey.- 48, ch. 7403, 1917; RGS 4932; CGL Negotiation defeats vendor's lien. Where a negotiable receipt has been issued for goods, no seller's lien or right of stoppage in transitu shall defeat the right of any purchaser for value in good faith to whom such receipt has been negotiated, whether such negotiation be prior or subsequent to the notification to the warehouseman who issued such receipt of the seller's claim to a lien or right of stoppage in transitu. Nor shall the warehouseman be obliged to deliver or justified in delivering the goods to an unpaid seller unless the receipt is first surrendered for cancellation. History.- 49, ch. 7403, 1917; RGS 4933; CGL When rules of common law still applicable.-in any case not provided for in this chapter, the rules of law and equity, including the law merchant, and in particular the rules relating to the law of principal and agent and to the effect of fraud, misrepresentation, duress or coercion, mistake, bankruptcy, or other invalidating cause, shall govern. Hlstory.- 56, ch. 7403, 1917; RGS 4934; CGL Interpretation shall give effect to purpose of uniformity.-this chapter shall be so interpreted and construed as to effectuate

27 2377 WAREHOUSEMEN AND WAREHOUSE RECEIPTS its general purpose to make uniform the law of those states which enact it. Hlstory.- 57, ch. 7403, 1917; RGS 49a5; CGL Definition.-In this chapter, unless the context or subject matter otherwise requires: "Action" includes counter claim, setoff, and suit in equity. "Delivery" means voluntary transfer of possession from one person to another. "Fungible goods" means goods of which any unit is, from its nature or by mercantile custom, treated as the equivalent of any other unit. "Goods" means chattels or merchandise in storage, or which has been or is about to be stored. "Holder" of a receipt means a person who has both actual possession of such receipt and a right of property therein. "Order" means an order by indorsement on the receipt. "Owner" does not include mortgagee or pledgee. "Person" inc! udes a corporation or partnership or two or more persons having a joint or common interest. To "purchase" includes to take as mortgagee or as pledgee. "Purchaser" includes mortgagee and pledgee. "Receipt" means a warehouse receipt. "Value" is any consideration sufficient to support a simple contract. An antecedent or pre-existing obligation, whether for money or not, constitutes value where a receipt is taken either in satisfaction thereof or as security therefor. "Warehouseman" means a person lawfully engaged in the business of storing goods for profit. A thing is done "in good faith" within the meaning of this chapter when it is in fact done honestly, whether it be done negligently or not. Hlstory.- 58, ch. 7403, 1917; RGS 4936; CGL cf , General definitions Issue of receipt for goods not received.-a warehouseman, or any officer, agent or servant of a warehouseman, who issues or aids in issuing a receipt knowing that the goods for which such receipt is issued have not been actually received by such warehouseman, or are not under his actual control at the time of issuing such receipt, shall be guilty of a crime, and upon conviction shall be punished for each offense by imprisonment not exceeding five years, or by a fine not exceeding five thousand dollars. Hlstory.- 50, ch. 7403, 1917; RGS 5673; CGL cf , Alternative punishment Issue of receipt containing false statement.-a warehouseman, or any officer, agent or servant of a warehouseman, who fraudulently issues or aids in fraudulently issuing a receipt for goods knowing that it contains any false statement, shall be guilty of a crime, and upon conviction shall be punished for each offense by imprisonment not exceeding one year, or by a fine not exceeding one thousand dollars. Hlstory.- 51, ch. 7403, 1917; RGS 5674; CGL cf , Alternative punishment Issue of duplicate receipt not so marked.-a warehouseman, or any officer, agent or servant of a warehouseman, who issues or aids in issuing a duplicate or additional negotiable receipt for goods, knowing that a former negotiable receipt for the same goods or any part of them is outstanding and uncancelled, without plainly placing upon the face thereof the word "duplicate," except in the case of a lost or destroyed receipt, after proceedings as provided for in , shall be guilty of a crime, and upon conviction shall be punished for each offense by imprisonment not exceeding five years, or a fine not exceeding five thousand dollars. Hlstory.- 52, ch. 7403, 1917; RGS 5675; CGL cf , Alternative punishment Issue for warehouseman's goods of receipts which do not state that fact.-where there are deposited with or held by a warehouseman goods of which he is owner, either solely or jointly or in common with others, such warehouseman, or any of his officers, agents, or servants, who, knowing this ownership, issues or aids in issuing a negotiable receipt for such goods which does not state such ownership, shall be guilty of a crime, and rtpon conviction shall be punished for each offense by imprisonment not exceeding one year, or by a fine not exceeding one thousand dollars. Hlstory.- 53, ch. 7403, 1917; RGS 5676; CGL cf , Alternative punishment Delivery of goods without obtaining negotiable receipt.-a warehouseman, or any officer, agent or servant of a warehouseman, who delivers goods out of the possession of such warehouseman, knowing that a negotiable receipt, the negotiation of which would transfer the right to the possession of such goods, is outstanding and uncanceled, without obtaining the possession of such receipt at or before the time of such delivery, shall, except in the cases provided for in and , be found guilty of a crime, and upon conviction shall be punished for each offense by imprisonment not exceeding one year, or by a fine not exceeding one thousand dollars. History.- 54, ch. 7403, 1917; RGS 5677; CGL cf , Alternative punishment Negotiation of receipt for mortgaged goods.-any person who deposits goods to which he has not title, or upon which there is a lien or mortgage, and who takes for such goods a negotiable receipt which he afterwards negotiates for value and with intent to deceive, and without disclosing his want of title

28 WAREHOUSEMEN AND WAREHOUSE RECEIPTS or the existence of the lien or mortgage, shall be guilty of a crime, and upon conviction shall be punished for each offen~e by impris onment not exceeding one year, or by a fine not exceeding one thousand dollars. Hiatory.- 55, ch. 7403, 1917; RGS 5678; CGL cf , Alternative punishment.

29 2379 LEGAL HOLIDAYS Legal holidays designated Meaning of term "legal holidays" as used in contracts Legal holidays designated.- (!) The legal holidays are: The first day of the week, commonly called Sunday; the first day of January, New Year's Day; January 19, birthday of Robert E. Lee; February 22, Washington's Birthday; April 26, Confederate Memorial Day; May 30, Memorial Day for veterans of all wars; June 3, birthday of Jefferson Davis; July 4, Independence Day; first Monday in September, Labor Day; General Election Day; the day set apart each year by congress or the President of the United States, or, in the absence of the designation of a day by either congress or the president, the day set apart each year by the governor of Florida, Thanksgiving Day; December 25, Christmas Day; Good Friday; October 12, Columbus Day and Farmers' Day; November 11, Armistice Day; and in cities or towns where carnival associations are organized for the purpose of celebrating the same, the day in each year known as Shrove Tuesday, shall for all purposes whatsoever as regards the presenting for payment or acceptance and of the protesting and giving notice of dishonor of negotiable instruments, be treated and considered as public holidays. (2) Whenever any legal holiday shall fall upon a Sunday, the Monday next following shall be deemed a public holiday for all and any of the purposes aforesaid. Hlstory.- RS 2315, 2316; 1, ch. 4487, 1895 ; 1, ch. 4488, 1895; 1, ch. 4198, 1898; 1, ch. 5295, 1903; 1, ch. 5392, 1905; GS 3102; 1, ch. 6872, 1915; RGS 4846; CGL 6932; 1, ch , 1933; 1, ch , 1941 ; 1, ch , 1941 ; am. 1, ch , Meaning of term "legal holidays" as used in contracts.-wherever in contracts to be performed in the State of Florida, reference is made to "legal holidays," legal holidays shall be understood to be the following: The first day of the week, Sunday; January 1, New Year's day; January 19, birthday of Robert E. Lee; February 22, Washington's birthday; April 26, Memorial day; June 3, birthday of Jefferson Davis; July 4, In de- CHAPTER 683 LEGAL HOLIDAYS Armistice day; proclamation Arbor Day Pan-American Day. pendence day; first Monday in September, Labor day; General Election days; Thanksgiving day; December 25, Christmas day; Good Friday; October 12, Columbus day and Farmers' day; November 11, Armistice day; and also the day known as Shrove Tuesday, commonly known as Mardi Gras in countie! where there may be a carnival association. History.- 1, ch. 5392, 1905; ch. 6872, 1915; RGS 4847; CGL 6933; 2, ch , Armistice day; proclamation. - The eleventh day of November of each year shall be known as Armistice day, and the Governor of this state shall each year issue a proclamation calling upon the people of this state to set aside all business and to rejoice with the free people of the earth. History.- 1, ch. 7754, 1918; RGS 4848; 1, ch. 9326, 1923; CG L Arbor Day.-The third Friday in January of each year be and is hereby designated as Arbor Day in the State of Florida. Hlstory.- 1, ch , Pan-American Day.- (1) The governor shall proclaim the fourteenth day of April of each year to be "Pan American Day," which day shall be suitably observed in the public schools of the state as a day honoring the republics of Latin America, and which day shall otherwise be suitably observed by such public exercises in the state capitol and elsewhere as the governor may designate. If the fourteenth day of April shall fall on a day which is not a school day, "Pan-American Day" shall be observed in the schools on the school day next preceding or on such preceding day as may be designated by local school authorities. (2) The purpose of the Ia~ is to estaplisb. a day on which the mutually, fnendly relatwnshtp between the State of Florida and the Pan-American Republics will be recognized and perpetuated. Hiatory.- 1, 2, ch , 1945.

30 COLLATERAL SECURITIES Collaterals attached to bills of lading, etc Collaterals attached to bills of lading, etc.-whenever any goods, wares or merchandise shall be shipped into or out of this state, or between points within the limits of the state, and the bill of lading or other evidence of shipment thereof shall be attached to, or transmitted with, any commercial paper, for the price or purchase money of such goods, or any part thereof, the collector or holder of such commercial paper shall not, under any circumstances, except by express contract in writing, be held to be the warrantor of the quality or quantity or title of the goods, wares or merchandise represented by the bill of lading, or other evidence of shipment. Hlstory.- 1, ch. 4760, 1899 ; GS 3100; RGS 4844; CGL Sale of collateral securities.-in all cases in which any stock in a corporation, contract, obligations, security or evidence of indebtedness, shall be pledged or deposited as security for the payment of any indebtedness, the person or corporation to whom the same may be pledged, hypothecated or transferred, and their assigns, may sell the same in such manner and on such terms as may be agreed upon in writing by the parties at the time of making the pledge, or thereafter, and such sale shall vest CHAPTER 685 COLLATERAL SECURITIES Sale of collateral securities. in the purchaser or purchasers the title in and to said pledges, collaterals or securities; provided ten days' notice of said sale be given to the pledgor or his legal representative by personal delivery or by registered mail addressed to the pledgor at the address given by him to the pledgee for that purpose, such period of notice to begin to run from the date of such personal delivery or from the date of posting if such notice is given by registered mail; and provided further that whenever such notice has been waived by the written agreement of the pledgor incorporated in said pledge, or in a separate written instrument executed at the time of or at any time after the making of such pledge, any stocks, bonds or other securities which are listed upon the New York stock exchange, the New York curb exchange, the Boston stock exchange, the Chicago stock exchange, the Philadelphia stock exchange, the Pittsburgh stock exchange, or the San Francisco stock exchange, may be sold by the pledgee without notice at a price not less than the lowest market price of such securities on the date of such sale. Hlstory.- 1, ch. 4376, 1895; GS 3101; 1, ch. 5905, 1909; RGS 4845; CGL 6931; 1, ch , 1939 ; am. 1, ch , 1947.

31 2381 INTEREST AND USURY Rate of interest Usurious contracts defined Rate higher than ten pr.r cent unlawful; proviso Penalty for usury; not to apply to transferee of negotiable paper unless usury appears on face Provisions for payment of attorney's fees Attorney's fee in enforcing nonusurious contracts; proviso; insurance premiums; attorne)y's fee provided in note Rate of interest.-in all cases where interest shall accrue without a special contract for the rate thereof, the rate shall be six per cent per annum, but parties may contract for a lesser or greater rate by contract in writing. Hlstory.- 1, ch. 1483, 1866; 1, 2, ch. 1562, 1886; RS 2320; GS 3103; RGS 4849; CGL 6936; am. 1, ch , cf , Judgments Usurious contracts defined.-all contracts for the payment of interest upon loan, advance of money, or forbearance 1.o enforce the collection of any debt, or upon any contract whatever at a higher rate of interest than ten per cent per annum, are hereby declared usurious. History.- 1, ch. 4022, 1891; GS 3104; 1, ch. 5960, 1909; RGS 4850; CGL cf.-ch. 516, Small Loan Business. ( Rate higher than ten per cent unlawful; proviso.-it shall be usury and unlawful for any person, or for any agent, officer or other representative of any person, to reserve, charge or take for any loan, or for any advance of money, or for forbearance to enforce the collection of any sum of money, a rate of interest greater than ten per cent per annum, either directly or indirectly, by way of commission for advances, discounts, exchange, or by any contract, contrivance or device whatever, whereby the debtor is required or obligated to pay a sum of money greater than the actual principal sum received, together with interest at the rate of ten per cent, as aforesaid. The provisions of this section shall not apply to sales of bonds in excess of one hundred dollars and mortgages securing the same, or money loaned on bonds. History.- 2, ch. 4022, 1891; GS 3105; 2, ch. 5960, 1909; RGS 4851; CGL cf (3), "Person" defined Penalty for usury; not to apply to transferee of negotiable paper unless usury appears on face.-any person, or any agent, officer or other representative of any person, willfully violating the provisions of shall forfeit the entire interest so charged, or contracted to be charged or reserved, and only the actual principal sum of such usurious contract can be enforced in any court in this state, either at law or in equity; and when said usurious interest is taken or reserved, or has been paid, then and in that event the person, who has taken or reserved, CHAPTER 687 INTEREST AND USURY Forfeiture and penalty in case of excessive interest or charges Persons lending money to give borrower receipt for payments; contents of receipt; penalty for violation Persons accepting chattel mortgage as security for loans under one hundred dollars to cause amount as principal, etc., to be inserted Not applicable to chartered banks. or has been paid, either directly or indirectly, such usurious interest, shall forfeit to the party from whom such usurious interest has been reserved, taken or exacted in any way, double the amount of interest so reserved, taken or exacted; provided, however, that this shall not apply to a bona fide endorsee or transferee of negotiable paper purchased before maturity, unless the usurious character should appear upon its face, or that the said endorsee or transferee shall have had actual notice of the same before the purchase of such paper, but in such event double the amount of such usurious interest may be recovered after payment, by action against the party originally exacting the same, in any court of competent jurisdiction in this state, together with an attorney's fee, as provided in Hlstory.- 3, ch. 4022, 1891; GS 3106; 3, ch. 5960, 1909; RGS 4852; CGL cf , Corporations not to plead usury Provisions for payment of attorney's fees.-no provision for the payment of attorney's fees, or charge for exchange or similar charge shall render such instrument subject to the terms of any statute of this state, limiting the amount of interest which shall be charged on such instrument. Hlstory.- 2, ch. 4374, 1895; GS 3107; RGS 4853; CGL Attorney's fee in enforcing nonusurious contracts; proviso; insurance premiums; attorney's fee provided in note.-this chapter shall not be so construed as to prevent provision for the payment of such attorney's fees as the court may determine in cases brought before the court to be reasonable and just for legal services rendered in enforcing nonusurious contracts, either at law or in equity; provided, that no attorney's fees shall be allowed in any court of the justice of the peace for a sum to exceed five dollars; provided further, that this chapter shall not be construed so as to prohibit mortgagees from contracting for or collecting premiums for insurance actually issued on the property mortgaged, with the usual loss payable or mortgage clause attached thereto; provided further, that it shall not be necessary for the court to adjudge an attorney's fee, provided in any note or other instrument of writing, to be reasonable and just, when such fee does not exceed ten per cent of the prin-

32 INTEREST AND USURY cipal sum named in said note, or other instrument in writing. History.- 4, ch. 5960, 1909; 1, ch. 6870, 1915; RGS 4854; CGL Forfeiture and penalty in case of excessive interest or charges.-any person, or the agent, officer or other representative of any person, lending money in this state who shall willfully and knowingly charge or accept any sum of money greater than the sum of money loaned, and an additional sum of money equal to twenty-five per cent per annum upon the principal sum loaned, by any contract, contrivance or device whatever, directly or indirectly, by. way of commissions, discount, exchange, interest, pretended sale of any article, assignment of salary or wages, inspection fees or other fees or otherwise, or for forbearing to enforce the collection of such moneys or otherwise, shall forfeit the entire sum, both the principal and interest, to the party charged such us urious interest, and shall be deemed guilty of a misdemeanor, and on conviction, be fined not more than one hundred dollars, or be imprisoned in the county jail not more than ninety days. llistory.- 5, ch. 5960, 1909; RGS 4855, 5689; CGL 6942, cf Alternutlve punishment Persons lending money to give borrower receipt for payments; contents of receipt; penalty for violation.-every person, or the agent, officer, or other representative of any person, lending money in th!.s state upon security shall, whenever the borrower of such money makes payment of any money, either principal or interest, immediately upon such payment being made, give to said borrower, a 2382 receipt, dated of the date of such payment, which receipt shall state the amount paid and for what such payments is made. If such payment is for interest on the sum borrowed, the receipt shall so state. If the sum so paid is to be applied to the payment of the principal sum borrowed, the receipt shall so state. All such receipts shall be duly and properly signed by the person, or the agent, officer or other representative of the person, to whom such money is paid. Whoever refuses, upon demand, to give a receipt complying with the requirements of this section shall forfeit the entire interest upon said principal sum to the borrower. llistory.- 6, ch. 5960, 1909; RGS 4856: CGL cf (3) "Person" defined Persons accepting chattel mortgage as security for loans under one hundred dollars to cause amount as principal, etc., to be inserted.-every mortgagee accepting a mortgage on personal property as security for the repayment of a loan of money less than one hundred dollars shall cause to be stated in such mortgage, separately and distinctly, the several amounts secured as principal, interest and fees, and any mortgagee willfully violating the provisions of this section shall forfeit all interest and fees secured by such mortgage, and be entitled to recover only the principal sum. llistory.- 7, ch. 5960, 1909; RGS 4857; CGL Not applicable to chartered banks. The provisions of and shall not apply to chartered banks, state or national, or to trust companies. Hlstory.- 8, ch. 5960, 1909; RGS 4858; CGL 6945.

33 TITLE XXXIX REAL AND PERSONAL PROPERTY CHAPTER 689 CONVEYANCES OF LAND AND DECLARATIONS OF TRUST How real estate conveyed Form of warranty deed prescribed Effect of such deed How executed How declarations {)f trust proved How trust estate conveyed "Trustee" or "as trustee" added to name of grantee grants fee simple estate; proviso Fines and common recoveries Deeds under statute of uses How real estate conveyed.-no estate or interest of freehold, or for a term of more than one year, or any uncertain interest of, in or out of any messuages, lands, tenements or hereditaments shall be created, made, granted, transferred or released in any other manner than by instrument in writing, signed in the presence of two subscribing witnesses by the party creating, making, granting, conveying, transferring or releasing such estate, interest, or term of more than one year, or by his agent thereunto lawfully authorized, unless by. will and testament, or other testamentary appointment, duly made according to law; and no estate or interest, either of freehold, or of term of more than one year, or any uncertain interest of, in, to or out of any messuages, lands, tenements or hereditaments, shall be assigned or surrendered unless it be by instrument signed in the presence of two subscribing witnesses by the party so assigning or surrendering, or by his agent thereunto lawfully authorized, or by the act and operation of law. No seal shall be necessary to give validity to any instrument executed in conformity with this section. Corporations :r,nay convey in accordance with the provisions of this section or in accordance with the provisions of and Hlstory.- 1, Nov. 15, 1928; RS 1950; GS 2448; RGS 3787; CGL 5660; 4, ch , cf et seq., Adverse possession et seq., Tax sale certificates and tax deeds et seq., Conveyances by corporations to be sealed et seq., Conveyances of married women's interest In real estate , Recordation of conveyances , Acknowledgment and proof , Affidavits and acknowledgments by members of armed service et seq., General assignment Form of warranty deed prescribed. Warranty deeds of conveyance to land may be in the following form, viz.: Words of limitation and the words "fee simple" dispensed with Conveyances between husband and wife direct How state lands conveyed for educational purposes Rule against perpetuities not applicable to dispositions of property for private cemeteries, etc Entailed estates Estates by survivorship Rule in Shelley's case abolished. "This indenture, made this day of A. D., between of the county of in the State of party of the first part, and of the county of in the State of.., party of the second part, witnesseth: That the said party of the first part, for and in consideration of the sum of dollars, to him in hand paid by the said party of the second part, the receipt whereof is hereby acknowledged, has granted, bargained and sold to the said party of the second part, his heirs and assigns forever, the following described land, to-wit: And the said party of the first part does hereby fully warrant the title to said land, and will defend the same against the lawful claims of all persons whomsoever." Hlstory.- 1, ch. 4038, 1891; GS 2449; RGS 3788; CGL Effect of such deed.-a conveyance executed substantially in the foregoing form shall be held to be a warranty deed with full common law covenants, and shall just as effectually bind the grantor, and his heirs, as if said covenants were specifically set out therein. And this form of conveyance when signed by a married woman shall be held to convey whatever interest in the property conveyed which she may possess. Hlstory.- 2, ch. 4038, 1891; GS 2450; RGS 3789; CGL 5662; 5, ch , How executed.-such deeds shall be executed and acknowledged as is now or may hereafter be provided by the law regulating

34 CONVEYANCES OF LAND AND DECLARATIONS OF TRUST 2384 conveyances of realty by deed. Hlstory.- 3, ch. 4038, 1891; GS 2451; RGS 3790; CGL ~~~~ , Married women's acknowledgments , Acknowledgment , Acknowledgments by members of armed forces How declarations of trust proved. All declarations and creations of trust and confidence of or in any messuages, lands, tenements or hereditaments shall be manifested and proved by some writing, signed by the party authorized by law to declare or create such trust or confidence, or by his last will and testament or else they shall be utterly void and of no~e effect; provided, always, that where any conveyance shall be made of any lands messuages or tenements by which a trust or co~fidence shall or may arise or result by the implication or construction of law, or be tramferred or extinguished by the act and operation of law, then, and in every such case, such trust or confidence shall be of the like force and effect as the same would have been if this section had not been made, anything herein contained to the contrary in anywise notwithstanding. Hlstory.- 2, Nov. 15, 1828; RS 1951; GS 2452; 3791; CGL RGS How trust estate conveyed.-all grants, conveyances or assignments of trust or confidence of or in any lands, tenements or hereditaments, or of any estate or interest therein, shall be by deed signed,". sealed and delivered, in the presence of two subscribing witnesses, by the party granting, conveying or assigning, or by his attorney or agent thereunto lawfully authorized, or by last will and testament duly made and executed, or else the same shall be void and of none effect. Hlstory.- 3, Nov. 15, 1828; RS 1952; GS 2453; RGS 3792; CGL "Trustee" or "as trustee" added to name of grantee grants fee simple estate; proviso.-every deed or conveyance of real estate heretofore or hereafter made or executed, in which the words "trustee" or "as trustee" are added to the name of the grantee, and in which no beneficiaries are named nor the nature and purposes of the trust, if any, are set forth, shall grant, and is hereby declared to have granted a fee simple estate with full power and authority in and to the grantee in such deed to sell, convey and grant both the legal and beneficial interest in the real estate conveyed, unless a contrary intention shall appear in the deed or conveyance; provided, that there shall and did not appear of record at the time of the recording of such deed or conveyance, a declaration of trust by the grantee so described, declaring the purposes of such trust, if any, or that the real estate is held other than for the benefit of the grantee. Hlstory.- 1, ch. 6925, 1915; 10, sub- 11, ch. 7838, 1919; RGS 3793; CGL Fines and common recoveries. Conveyance by fine or by common recovery shall never be used in this state. Hlstory.- 2, Feb. 4, 1835; RS 1953; GS 2454; RGS 3794; CGL Deeds under statute of uses.-by deed of bargain and sale, or by deed of lease and release, or of covenant to stand seized to the use of any other person, or by deed operating by way of covenant to stand seized to the use of another person, of or in any lands or tenements in this state, the possession of the bargainor, releasor or covenantor shall be deemed and adjudged to be transferred to the bargainee, releasee or person entitled to the use as perfectly as if such bargainee, releasee or person entitled to the use had been enfeoffed by livery of seizin of the land conveyed by such deed of bargain and sale, release or covenant to stand seized; provided, that livery of seizin can be lawfully made of the lands or tenements at the time of the execution of the said deeds or any of them. Hlstory.- 12, Nov. 15, 1828 ; RS 1954; GS 2455; RGS 3795; CGL Words of limitation and the words "fee simple" dispensed with.-where any real estate has heretofore been conveyed or granted or shall hereafter be conveyed or granted without there being used in the said deed or conveyance or grant any words of limitation, such as heirs or successors, or similar words, such conveyance or grant, whether heretofore made or hereafter made, shall be construed to vest the fee simple title or other whole estate or interest which the grantor had power to dispose of at that time in the real estate conveyed or granted, unless a contrary intention shall appear in the deed, conveyance or grant. Hlstory.- 1, ch. 5145, 1903; GS 2456; RGS 3796; 1, ch , 1925; CGL Conveyances between husband and wife direct.- (1) A conveyance of real estate, made by a husband direct to his wife, or by a wife direct to her husband, shall be effectual to convey the legal title to such wife, or husband, as the case may be, in all cases in which it would be effectual if the parties were not married, and the grantee need not join in the execution of such conveyances. An estate by the entirety may be created by the spouse holding fee simple title conveying to the other by a deed in which the purpose to create such estate is stated. (2) All deeds heretofore made by a husband direct to his wife or by a wife direct to her husband are hereby validated and made as effectual to convey the title as they would have been were the parties not married; (3) Provided, that nothing herein shall be construed as validating any deed made for the purpose, or that operates to defraud any creditor or to avoid payment of any legal debt or claim; and ( 4) Provided further, that this section shall not apply to any conveyance heretofore made,

35 2385 CONVEYANCES OF LAND AND DECLARATIONS OF TRUST the validity of which shall be contested by suit commenced within one year of the effective date of this law. History.- 1, ch. 5147, 1903; GS 2467; RGS 3797; CGL 5670; 6, ch , 1941; 1, ch , How state lands conveyed for educational purposes.-the title to all lands granted to or held by the state for educational purposes shall be conveyed by deed executed by the members of the state board of education of Florida, with an impression of the seal of the department of agriculture of the State of Florida thereon, attested by the commissioner of agriculture, and no other witnesses to the execution thereof shall be required to entitle the same to record and to be received in evidence in all courts and judicial proceedings. Hlstory.- 1, ch. 4999, 1901; GS 2458; RGS 3798; CGL Rule against perpetuities not applicable to dispositions of property for private cemeteries, etc.-no disposition of property, or the income thereof, hereafter made for the maintenance or care of any public or private burying ground, churchyard, or other place for the burial of the dead, or any portion thereof, or grave therein, or monument or other erection in or about the same, shall fail by reason of such disposition having been made in perpetuity; but such disposition shall be held to be made for a charitable purpose or purposes. Hlstory.- 1, ch , 1931; CGL 1936 Supp (1) Entailed estates.-no property, real or personal, shall be entailed in this state. Any instrument purporting to create an estate tail, express or implied, shall be deemed to create an estate for life in the first taker with remainder per stirpes to the lineal descendants of the first taker in being at the time of his death. If the remainder fails for want of such remainderman, then it shall vest in any other remaindermen designated in such instrument, or, if there is no such designation, then it shall revert to the original donor or to his heirs. Uistory.- 20, Nov. 17, 1829; RS 1818; GS 2293; RGS 3616; CGL 5481; 2, ch , 1941; am. 1, ch , cf , Rule In Shelley's Case abolished Estates by survivorship.-the doctrine of the right of survivorship in cases of real estate and personal property held by joint tenants shall not prevail in this state; that is to say, except in cases of estates by entirety, a devise,_ transfer or conveyance heretofore or hereafter made to two or more shall create a tenancy in common, unless the instrument creating the estate shall expressly provide for the right of survivorship; and in cases of estates by entirety, the tenants, upon divorce, shall become tenants in common. Hlstory.- 20, Nov. 17, 1829; RS 1819; GS 2294; RGS 3617; CGL 5482; 3, ch , Repealed.- ntstory.- 1, 2, ch , 1941; repealed by 4, ch , Rule in Shelley's case abolished. The rule in Shelley's case is hereby abolished. Any instrument purporting to create an estate for life in a person with remainder to his heirs, lawful heirs, heirs of his body or to his heirs described by words of similar import, shall be deemed to create an estate for life with remainder per stirpes to the life tenant's lineal descendants in being at the time said life estate commences, but said remainder shall be subject to open and to take in per stirpes other lineal descendants of the life tenant who come into being during the continuance of said life estate. Hlstory.- 2, ch , cf , Entailed estates.

36 UNIFORM PRINCIPAL AND INCOME LAW Short title. Definition of terms. Application of chapter; powers of settlor. settlor. Income and principal; disposition. Apportionment of income. Corporate dividends and share rights. Premium and discount bonds Short title.-this chapter may be cited as the "Uniform Principal and Income Law." Hlstory.- 15, ch , 1937 ; CGL 1940 Supp. 6671(2) Definition of terms.-"principal" as used in this chapter means any realty or personalty which has been so set aside or limited by the owner thereof or a person thereto empowered that it and any substitutions for it are eventually to be conveyed, delivered or paid to a person, while the return therefrom or use thereof or any part of such return or use is in the meantime to be taken or received by or held for the same or another person. "Income" as used in this chapter means the return derived from a principal. "Tenant" as used in this chapter means the person to whom income is presently or currently payable, or for whom it is accumulated or who is entitled to the beneficial use of the principal presently and for the time prior to its distribution. "Remainderman" as used in this chapter means the person ultimately entitled to the principal, whether named or designated by the terms of the transaction by which the principal was established or determined by operation of law. "Trustee" as used in this chapter includes the original trustee of any trust to which the principal may be subject and also any succeeding or added trustee. Hlstory.- 1, ch , 1937; CGL 1940 Supp. 6671(2-a); am. 7, ch , cf , General definitions Application of chapter; powers of settlor.-this chapter shall govern the ascertainment of income and principal, and the apportionment of receipts and expenses between tenants and remaindermen, in all cases where a principal has been established with or, unless otherwise stated hereinafter, without the interposition of a trust; except that in the establishment of the principal provision may be made touching all matters covered by this chapter, and the person establishing the principal may himself direct the manner of ascertainment of income and principal and the apportionment of receipts and expenses or grant discretion to the trustee or other person to do so, and such provision and direction, where not otherwise contrary to law, shall control notwithstanding this chapter. Hlstory.- 2, ch , 1937; CGL 1940 Supp. 6671(3). CHAPTER 690 UNIFORM PRINCIPAL AND INCOME LAW Principal used in busmess Principal comprising animals Disposition of natural resources Principal subject to depletion Unproductive estate Expenses; trust estates Expenses; nontrust estates Uniformity of interpretation Income and principal; disposition. (!) All receipts of money or other property paid or delivered as rent of realty or hire of personalty or dividends on corporate shares payable other than in shares of the corporation itself, or interest on money loaned, or interest on or the rental or use value of property wrongfully withheld or tortiously damaged, or otherwise in return for the use of principal, shall be deemed income unless otherwise expressly provided in this chapter. (2) All receipts of money or other property paid or delivered as the consideration for the sale or other transfer, not a leasing or letting, of property forming a part of the principal, or as a repayment of loans, or in liquidation of the assets of a corporation, or as the proceeds of property taken on eminent domain proceedings where separate awards to tenant and remainderman are not made, or as proceeds of insurance upon property forming a part of the principal except where such insurance has been issued for the benefit of either tenant or remainderman alone, or otherwise as a refund or replacement or change in form of principal, shall be deemed principal unless otherwise expressly provided in this chapter. Any profit or loss resulting upon any change in form of principal shall enure to or fall upon principal. (3) All income after payment of expenses properly chargeable to it shall be paid and delivered to the tenant or retained by him if already in his possession; or held for accumulation where legally so directed by the terms of the transaction by which the principal was established; while the principal shall be held for ultimate distribution as determined by the terms of the transaction by which it was established or by law. Hlstory.- 3, ch , 1937; CGL 1940 Supp. 6671(4) Apportionment of income.- Whenever a tenant shall have the right to income from periodic payments, which shall include rent, interest or loans, and annuities, but shall not include dividends on corporate shares, and such right shall cease and determine by death or in any other manner at a time other than the date when such periodic payments should be paid, he or his personal representative shall be entitled to that portion of any such income next payable which amounts to the same percentage thereof as the time elapsed from the last due date of such periodic payments to and including the day of the determination of his right is of the total period during which

37 2387 UNIFORM PRINCIPAL AND INCOME LAW such income would normally accrue. The remaining income shall be paid to the person next entitled to income by the terms of the transaction by which the principal was established. But no action shall be brought by the trustee or tenant to recover such apportioned income or any portion thereof until the day on which it would have become due to the tenant but for the determination of the right of the tenant entitled thereto. The provisions of this section shall apply whether an ultimate remainderman is specifically named or not. Likewise when the right of the first tenant accrues at a time other than the payment dates of such periodic payments, he shall only receive that portion of such income which amounts to the same percentage thereof as the time during which he has been so entitled is of the total period during which such income would normally accrue; the balance.shall be a part of the principal. Hlstory.- 4, ch , 1937; CGL 1940 Supp. 5671(5) Corporate dividends and share rights. -(1) All dividends on shares of a corporation which form a part of the principal and are payable in the s.hares of the corporation shall be deemed principal. Subject to the provisions of this section, all dividends payable otherwise than in the shares of the corporation itself, including ordinary and extraordinary dividends payable in shares or other securities or obligations of corporations other than the declaring corporation, shall be deemed income. Where the trustee shall have the option of receiving a dividend either in cash or in the shares of the declaring corporation, it shall be considered as a cash dividend and deemed income, irrespective of the choice made by the trustee. (2) All rights to subscribe to the shares or other securities or obligations of a corporation accruing on account of the ownership of shares or other securities in such corporation, and the proceeds of any sale of such rights, shall be deemed principal. All rights to subscribe to the shares or other securities or obligations of a corporation accruing on account of the ownership of shares or other securities in another corporation, and the proceeds of any sale of such rights, shall be deemed income. (3) Where the assets of a corporation are liquidated, amounts paid upon corporate shares as cash dividends declared before such liquidation occurred or as arrears of preferred or guaranteed dividends shall be deemed income; all other amounts paid upon corporate shares on disbursement of the corporate assets to the stockholders shall be deemed principal. All disbursements of corporate assets to the stockholders, whenever made, which are designated by the corporation as a return of capital or division of corporate property shall be deemed principal. (4) Where a corporation succeeds another by merger, consolidation or reorganization or otherwise acquires its assets, and the corporate shares of the succeeding corporation are issued in substitution for those of the original corporation, the two corporations shall be considered a single corporation in applying the provisions of this section. But two corporations shall not be considered a single corporation under this section merely because one owns corporate shares of or otherwise controls or directs the other. (5) In applying this section the date when a dividend accrues to the person who is entitled to it shall be held to be the date specified by the corporation as the one on which the stockholders entitled thereto are determined, or in default thereof the date of declaration of the dividend. History.- 5, ch , 1937; CGL 1940 Supp. 5671(6) Premium and discount bonds. Where any part of the principal consists of bonds or other obligations for the payment of money, they shall be deemed principal at their inventory value or in default thereof at their market value at the time the principal was established, or at their cost where purchased later, regardless of their par or maturity value; and upon their respective maturities or upon their sale any loss or gain realized thereon shall fall upon or enure to the principal. History.- 6, ch , 1937; CGL 1940 Supp. 5671(7) Principal used in business.-(1) Whenever a trustee or a tenant is authorized by the terms of the transaction by which the principal was established, or by law, to use any part of the principal in the continuance of a business which the original owner of the property comprising. the principal had been carrying on, the net profits of such business attributable to such principal shall be deemed income. (2) Where such business consists of buying and selling property the net profits for any period shall be ascertained by deducting from the gross returns during and the inventory value of the property at the end of such period,. the expenses during and the inventory value of the property at the beginning of such period. (3) Where such business does not consist of buying and selling property, the net income shall be computed in accordance with the customary practice of such business, but not in such way as to decrease the principal. (4) Any increase in the value of the principal used in such business shall be deemed principal, and all losses, after the income from such business has been exhausted, shall fall upon principal. IIistory.- 7, ch , 1937; CGL 1940 Supp. 5671(8) Principal compnsmg animals. - Where any part of the principal consists of animals employed in business, the provisions of shall apply; and in other cases where the animals are held as a part of the principal partly or wholly because of the offspring or increase which they are expected to produce, all offspring or increase shall be deemed principal to the extent necessary to maintain the original number of such animals

38 UNIFORM PRINCIPAL AND INCOME LAW 2388 and the remainder shall be deemed income; and in all other cases such offspring or increase shall be deemed income. Hlstory.- 8, ch , 1937; CGL 1940 Supp. 5671(9) Disposition of natural resources. Where any part of the principal consists of lands from which may be taken timber, minerals, oils, gas or other natural resources and the tr-ustee or tenant is authorized by law or by the terms of the transaction by which the principal was established to sell or dispose of such natural resources, and no provision is made for the disposition of the proceeds thereof, such proceeds shall be considered principal. Nothing in this section shall be construed to abrogate or extend any right which a tenant may otherwise have by law to exploit or develop such natural resources for his own benefit. Hlstory.- 9, ch , 1937; CGL 1940 Supp. 5671(10) Principal subject to depletion. Where any part of the principal consists of property subject to depletion, such as leaseholds, patents, copyrights and royalty rights, and the trustee or tenant in possession is not under a duty to change the form of the investment of the principal, the full amount of rents, royalties or return from the property shall be income to the tenant; but where the trustee or tenant is under a duty, arising either by law or by the terms of the transaction by which the principal was established, to change the form of the investment, either at once or as soon as it may be done without loss, then the return from such property not in excess of five per cent per annum of its inventory value or in default thereof its market value at the time the principal was established, or at its cost where purchased later, shall be deemed income and the remainder principal. History.- 10, ch , 1937; CGL 1940 Supp. 5671(11) Unproductive estate.-(1)where any part of the principal in the possession of a trustee consists of realty or personalty which, for more than a year and until disposed of as hereinafter stated, has not produced an average net income of at least one per cent per annum of its inventory value or in default thereof its market value at the time the principal was established or of its cost where purchased later, and the trustee is under a duty to change the form of the investment as soon as it may be done without sacrifice of value and such change is delayed, but is made before the principal is finally distributed, then the tenant, or in case of his death his personal representative, shall be entitled to share in the net proceeds received from the property as delayed income to the extent hereinafter stated. (2) Such income shall be the difference between the net proceeds received from the property and the amount which, had it been placed at simple interest at the rate of five per cent per annum for the period during which the change was delayed, would have produced the net proceeds at the time of change, but in no event shall such income be more than the ~mount by which the net proceeds exceed the inventory value of the property or in default thereof its market value at the time the principal was established or its cost where purchased later. The net proceeds shall consist of the gross proceeds received from the property less any expenses incurred in disposing of it and less all carrying charges which have been paid out of principal during the period while it has been unproductive. (3) The change shall be taken to have been delayed from the time when the duty to make it first arose, which shall be presumed, in the absence of evidence to the contrary, to be one year after the trustee first received the property if then unproductive, otherwise one year after it became unproductive. (4) If the tenant has received any income from the property or has had any beneficial use thereof during the period while the change has been delayed, his share of the delayed income sh.all be reduced by the amount of such income received or the value of the use had. (5) In the case of successive tenants the delayed income shall be divided among them or their representatives according to the length of the periods for which each was entitled to income. Hlstory.- 11, ch , 1937; CGL 1940 Supp. 5671(12) Expenses; trust estates.-(1) All ordinary expenses incurred in connection with the trust estate or with its administration and management, including regularly recurring taxes assessed against any portion of the principal, water rates, premiums on insurance taken upon the estates of both tenant and remainderman, interest on mortgages on the principal, ordinary repairs, trustees, compensation except commissions computed on principal, compensation of assistants, and court and other fees on regular accountings, shall be paid out of income. But such expenses where incurred in connection with unproductive estate as defined in shall be paid out of principal, subject to the provisions of subsection (2) of (2) All other expenses, including trustee's commissions computed upon principal, cost of investing or reinvesting principal, attorney's.fees and other costs incurred in maintaining or defending any action to protect the property or assure the title thereof, unless due to the fault or cause of the tenant, and costs of, or assessments for, improvements to property forming part of the principal, shall be paid out of principal. Any tax levied by any authority, federal, state or foreign, upon profit or gain defined as principal under the terms of subsection (2) of shall be paid out of principal, notwithstanding said tax may be denominated a tax upon income by the taxing authority. (3) Expenses paid out of income according to subsection (1) hereof which represent

39 238!1 UNIFORM PRINCIPAL AND INCOME LAW regularly recurring charges shall be considered to have accrued from day to day, and shall be apportioned on that basis whenever the right of the tenant begins or ends at some date other than the payment date of the expenses. Where the expenses to be paid out of income are of unusual amount, the trustee may distribute them throughout an entire year or part thereof, or throughout a series of years. After such distribution, where the right of the tenant begins or ends during the period, the expenses shall be apportioned between tenant and r emainderman on the basis of such distribution. ( 4) Where the costs of, or special taxes or assessments for, an improvement representing an addition of value to property held by the trustee as part of principal are paid out of principal, as provided in subsection (2) hereof, the trustee shall reserve out of income and add to the principal each year a sum equal to the cost of the improvement divided by the number of years of the reasonably expected duration of the improvement. Hlstory.- 12, ch , 1937; CGL 1940 Supp. 5671(13) Expenses; nontrust estates.-(1) The provisions of , so far as applicable and excepting those dealing with costs of, or assessments for impro,vements to property, shall govern the apportionment of expenses between tenants and remaindermen where no trust has been created, subject, however, to any legal agreement of the parties or any specifi.c direction of the taxing or other statutes; but where either tenant or remainderman has incurred an expense for the benefit of his own estate and without the consent or agreement of the other, he shall pay such expense in full. (2) Subject to the exceptions stated in subsection (1) the cost of, or special taxes or assessments for, an improvement representing an addition of value to property forming part of the principal shall be paid by the tenant, where such improvement is not reasonably expected to outlast the estate of the tenant. In all other cases a portion thereof only shall be paid by the tenant, while the remainder shall be paid by the remainderman. Such portion shall be ascertained by taking that percentage of the total which is found by dividing the present value of the tenant's estate by the present value of an estate of the same form as that of the tenant except that it is limited for a period corresponding to the reasonably expected duration of the improvement. The computation of present values of the estates shall be made on the expectancy basis set forth in the official mortality tables and no other evidence of duration or expectancy shall be considered. Hlstory.- 13, ch , 1937; CGL 1940 Supp. 5671(14) Uniformity of interpretation.-this chapter shall be so interpreted and construed as to effectuate its general purpose to make uniform the law of those states which enact it. History.- 14, ch , 19:i7; CGL 1940 Supp. 5671(15).

40 UNIFORM TRUST ADMINISTRATION LAW 2391) Short title Definitions Powers of trustees Short title.-this chapter may be cited or referred to as the "Uniform Trust Administration Law." History.- 5, ch , 1937 ; CGL 1940 Supp. 6671(16) Definitions.-The term "trust" as used in this chapter includes any express trust, except trust deeds in the nature of a mortgage to secure the payment of money due on notes, bonds or other like obligations, and also excepting what are commonly known as voting trusts. "Trust instrument" includes any writing which legally creates, limits, declares, manifests or otherwise evidences the CHAPTER 691 UNIFORM TRUST ADMINISTRATION LAW existence of a trust. "Trustee" includes corporations, individuals and any other legal entity authorized to act and that is acting as a trustee. History.- 1, ch , 1937; CGL 1940 Supp. 5671(17). ct , General d efinitions Powers of trustees.-in the absence of contrary or limiting provisions in the trust instrument or a subsequent order or decree of a court of competent jurisdiction, the trustee of an express trust is authorized : (1) To exchange, reexchange, subdivide, develop, improve, dedicate to public use, make or obtain the vacation of public plats, adjust boundaries, partition real property and on exchange or partition to adjust differences in valuation by giving or receiving money or money's worth. Easements may be dedicated to public use without consideration if deemed by the trustee to be for the best interests of the trust. (2) To grant _options and to sell real property at public auction or at private sale for cash or upon credit, secured by lien upon the property sold or upon other property deemed to be adequate security. Where a trustee is authorized to sell, mortgage, lease, or otherwise dispose of land, such authority shall include the right to sell, mortgage, lease, or oth~rwise dispose of part thereof whether the division is horizontal, vertical, or made in any other way. (3) To grant leases of real property of which the trustee is the fee owner, to begin at once or within three years from the date thereof, and to grant leases of all rights and privileges above or below the surface of such real property for any term of years not exceeding ninety-nine years, with or without option of purchase and with or without covenants as to erection of buildings, or as to renewals, thereof, though the term of the lease or renewals thereof or of such options extends beyond the term of the trust. ( 4) To raze existing party walls or buildings and erect new party walls or buildings Investments; mortgages, etc.; survivor and successor trustees; action of less than all; notice to trustee Provisions not deemed exclusive. alone or jointly with owners of adjacent property. (5 ) To make ordinary or extraordinary repairs or alterations in buildings or other structures. (6) To effect and keep in force, fire, rent, title, liability, casualty or other insurance of - any nature, in any form and in any amount, for the proper protection of the real property and the ownership thereof. (7) To hold without liability, other than that involved in holding property legal for investment of trust funds, any and all property, whether or not permissible for investment of funds of that particular tr'lst, received from or through the settlor of the trust, and any property lawfully coming into the hands of the trustees in lieu of or in substitution therefor. This provision shall not be construed to cover reinvestments of cash made by the trustee. (8) To make division, allotment and distribution of principal i;o legatees, beneficiaries, distributees, and remaindermen, wholly or partly in property in kind. (9) To compromise, contest, submit to arbitration or otherwise settle any and all claims in favor of or against the trust estate or the trustee. (10) To vote at corporate meetings in person or by proxy. (11) To pay calls, assessments, and any other sums chargeable or accruing against or on account of shares of stocks, bonds, debentures or other corporate securities in the hands of the trustee, where such payment may be legally enforceable against the trustee or any property of the trust, or the trustee deems payment expedient and for the best interests of the trust. To sell or exercise stock subscription or conversion rights, participate in foreclosures, reorganizations, consolidations, mergers, liquidations, pooling agreements and voting trusts; and to assent to corporate sales, leases and encumbrances. In the exercise of the powers named in this subsection, the trustee shall be authorized, where he deems such course expedient, to deposit stocks, bonds or other securities with any protective or other similar committee, under such terms and conditions respecting the deposit thereof as the trustee may approve. (12) To dispose of, call in or change and make new investments legal for such trust. An authority in general terms to invest in such securities or in such manner as the trustee may deem or think best or fit or to the advantage of the estate or in good safe securities, or in other terms conferring a discretion not expressly limited to property legal

41 2391 UNIFORM TRUST ADMINISTRATION LAW for investment of trust funds, shall be construed as not so limited. (13) To hold any corporate stock in his own name or in the name of a nominee, with or without disclosing any fiduciary relationship, but the trustee, however, shall be responsible for all acts and omissions of such nominee relating to such property. (14) To create reserves out of income for depreciation, obsolescence, amortization or to insure prompt payment of taxes or assessments, general or special and other obligations, and to restore to income such reserves as may be unused. (15) To make payments of income directly to minor beneficiaries over the age of eighteen years as though they were of full age; and when income is directed to be paid to minors, to apply and expend the same for their benefit either with or without the intervention of a guardian. (16) To borrow money and to mortgage or otherwise encumber or pledge trust property or future income or principal as security for its repayment. (17) To advance income to or for the use of the benefiiciaries for which advance such trustee shall have a lien on the future benefits of such beneficiary. (18) To advance money for the protection of the trust or its property and for all expenses, losses and liabilities incurred in or about the execution or protection of the trust or because of the holding or ownership of any property subject thereto. For all such advances, the trustee shall have a lien on the trust property and may reimburse himself with interest therefor out of the trust property. History.- 2, ch , 1937; CGL 1940 Supp. 5671(18) Investments; mortgages, etc.; survivor and successor trustees; action of less than all; notice to trustee.-the following provisions shall apply to all trusts but shall not be exclusive of others imposed by law unless contrary thereto: (1) A trustee in making investments of trust funds may rely upon information and opinions deemed by him reliable concerning facts necessary or proper to be taken into consideration in determining whether such investment conforms to the requirements of such trust. (2) The trustee shall not be liable for breach of trust by reason only of his continuing to hold an investment, which because of changing conditions has ceased to be an investment authorized by the trust instrument or the law applicable thereto. (3) A trustee shall not be responsible for the genuineness or validity of execution of any instrument representing an investment made by him in good faith and without negligence. ( 4) Where a trustee is authorized by the trust instrument or by law to pay or apply capital money subject to the trust for any purpose or in any manner, he shall have power to raise the money required by sale, conversion, mortgage, calling in, or by otherwise encumbering all or any part of the trust property for the time being in his possession. (5) Where a power or trust is given to or imposed on two or more trustees jointly, the same may be exercised or performed by the survivors or survivor of them for the time being. ( 6) A successor trustee shall succeed to all of the powers, duties and discretionary authority of an original trustee. (7) Where there are three or more trustees of a trust, the action of a majority shall be sufficient unless the trust instrument provides otherwise. (8) A trustee shall be answerable and accountable only for his own acts, receipts, neglects, or defaults, and not for those of any co-trustee, nor for any banker, broker or other person with whom any trust money or securities may be lawfully deposited, nor for any loss unless the same occurs through his own default or negligence. (9) A trustee, acting for more than one trust, shall not, in the absence of fraud, be affected by notice of any instrument, matter, fact or thing in relation to any particular trust if he has obtained notice thereof merely by reason of his acting or having acted for another trust or in some other fiduciary capacity. Hiotory.- 3, ch , 1937; CGL 1940 Supp. 5671(19). ct et seq., Investment of fiduciary funds Provisions not deemed exclusive. The powers, duties and liabilities stated in this chapter shall not be deemed to exclude other powers, duties and liabilities not inconsistent herewith. History.- 4, ch , 1937; CGL 1940 Supp. 5671(20).

42 CONVEYANCES BY CORPORATION Conveyances by corporations Conveyances by corporations.-any corporation may convey lands by deed sealed with the common or corporate seal and signed in its name by its president or any vice-president or chief executive officer. Hlstory.-RS 1955; GS 2459 ; 1, ch. 6183, 1911; RGS 3799; CGL Validation of conveyances.-conveyances by corporations of lands in this state, CHAPTER 692 CONVEYANCES BY CORPORATION Validation of conveyances. bp.retofore executed, which have been sealed with the common or corporate seal of such corporation and signed in its name by a vicepresident or the chief executive officer thereof, shall be as valid and effective and shall bear the same presumptions as if signed in the name of such corporation by its president. Hlstory.- 2, ch. 6183, 1911; RGS 3800; CGL ct , MI-snomer of corporation in deeds aiid instruments.

43 2393 CONVEYANCES OF MARRIED WOMEN'S INTEREST IN REAL ESTATE CHAPTER 693 CONVEYANCES OF MARRIED WOMEN'S INTEREST IN REAL ESTATE Married women may convey Release of dower Married women's acknowledgments Relinquishment of dower by minor Married women may convey.-any married woman owning real property may sell, convey or mortgage it as she might do if she were not married, provided her husband join in such sale, conveyance or mortgage. c/f/.,"t5 6 r.f4:- 1, Feb. 4, 1835; RS 1956; GS 2460; RGS 3801; cf et seq., Married women's property , Husband must join in transfer , Specific performance against married woman Release of dower.-any married woman having a right of dower in any real property may relinquish it by joining in the conv~yance or mortgage thereof, or by a separate mstrument without the joinder of her husband, executed in like manner as other conveyances. Hlstory.- 7, Nov. 15, 1828; 1, ch. sou, 1877; RS 1957 GS 2461; RGS 3802; CGL 5675; 7, ch , ' Married women's acknowledgments. (1) The acknowledgment by a married woman of deeds, conveyances, mortgages, relinquishments of dower, contracts for the sale of lands powers of attorney and other instruments shali be necessary to entitle any such instrument to be recorded, but no private examination separate from the husband of such married woman shall be necessary for any purpose, and the acknowled ment of any such instrument by a married woman shall not constitute any part of the executi?n of any such instrument. Any form of certificate of acknowledgment which is sufficient in the case of an acknowledgment by a single person shall be sufficient in the case of an acknowledgment by a married woman. (2) A certificate of acknowledgment in substantially the following form shall be sufficient a~!1 certificate of acknowledgment, by any ind1v1dual, of any of the instruments mentioned in of the Florida Statutes, 1941, as hereby amended, to wit: ''STATE OF COUNTY OF "I HEREBY CERTIFY, that on this day, before me, an officer duly authorized in the state aforesaid and in the county aforesaid to take acknowledgments, personally appeared, to me known to be the person described in and who executed the foregoing instrument and acknowledged before me that he executed the same.. "WITNESS my hand and official seal in the county and state last aforesaid this day of.., A. D. 19, Notary P~-bli~ My commission expires: --- ~ " Execution of deeds by minor Married women's covenants Powers of attorney by married woman. (3) All acknowledgments by a married woman in accordance with of the Florida Statutes, as hereby amended, made before May 13, 1943, are hereby validated, unless the same shall be questioned in a court of competent jurisdiction within one year after May 13, History.- 1, Feb. 4, 1835; 1, ch. 3011, 1877; RS 1958; GS 2462; RGS 3803; CGL 5676; 1-3, ch , cf , Conveyances of married women defective In acknowledgment validated , Specific performance againet married women regardless of acknowledgment Relinquishment of dower by minor. -A relinquishment of dower executed and acknowledged by a wife shall be valid notwithstanding her minority at the time of such execution and acknowledgment. lllstory.-rs 1959; GS 2463; RGS 3804; CGL Execution of deeds by minor.-the execution of a deed by a married woman conveying real estate belonging to her, joined in said deed by her husband, and duly acknowledged, shall be valid notwithstanding her minority at the time of such execution and acknowledgment. Hlstory.- 1, ch. 4954, 1901; GS 2464; RGS 8805; CGL Repealed.- History.- 1, ch. 4150, 1893; GS 2465; RGS 3806; CGL 5679; 8, ch , 1941; repealed by 4, ch , Repealed.- History.- 1-6, ch. 3580, 1885; RS 1960_1965; GS ; RGS ; CGL ; repealed by 4, ch , Married women's covenants.-a married woman who joins with her husband in executing a conveyance or mortgage of real property, or of any estate therein, may enter into any covenants as to the title or against encumbrances or of warranty, but such covenants shall have no other effect than to estop her and all persons claiming as her heirs, or by or through her, in the same manner as if she were not married; except that her covenants and warranties which have been or may be made with respect to her separate statutory property shall bind her to the amount of the purchase price received by her for such property, as if she were not married. History.-RS 1966; GS 2472; RGS 3813; 1, ch , 1927; CGL Powers of attorney by married woman.-any deed, conveyance, mortgage, lease or other transfer of real property, or of any interest therein, being the separate property of a married woman, and every relinquishment of dower executed by virtue of a power of attorney from such married woman shall have the same force and effect as if executed by her in person, if her husband join

44 CONVEYANCES OF MARRIED WOMEN'S INTEREST IN REAL ESTATE 2394 with her in the execution of such power of attorney, and if she execute and acknowledge the same in the form and manner prescribed for the execution and acknowledgment of the conveyance of her separate real estate or relinquishment of dower, as the case may be, provided such power of attorney be recorded as other powers of attorney are recorded. History.- 1, ch. 2069, 1875; RS 1967; GS 2473; RGS 3814; CGL 5687.

45 2395 CERTAIN CONVEYANCES MADE VALID Those executed between 1817 and Married women's conveyances validated Married women's conveyances by attorney validated Conveyances of married women defective in acknowledgment validated Certain other conveyances validated Deeds executed by state board of education Certain grant of lands confirmed Certain instruments validated, notwithstanding lack of seals or witnesses, or defect in acknowledgment, etc Those executed between 1817 and All deeds of conveyance, bills of sale, mortgages or other transfers of property, either real or personal, within the limits of this state, made and received bona fide and upon good consideration at any time between the seventeenth day of January, 1817, and the first day of October, 1822, shall be as good and efficient in law and equity as if the same had been made and executed according to the formalities of the Spanish law as against the maker or makers thereof, and every person or persons claiming by, through or under him, her or them; provided, that nothing in this section contained shall be so construed as to affect the interest of persons not parties to any of the contracts aforesaid; and provided, also, that the said deeds of conveyance, bills of sale, mortgages and other transfers were recorded agreeably to the laws of the state within six months from the twenty-fourth day of June, ctfl"t5sls-:-june 21, 1823 ; RS 1968; GS 2474 ; RGS 3815 ; Married women's conveyances validated.-all sales, conveyances, transfers or mortgages made prior to February 14th, 1835, by married women of their real estate of in~ heritance where the husbands of such married women have joined therein shall be as valid as if the same had been conveyed by fine as at common law. c!fl"t5 6 '{g.. - 2, F eb. 4, 1835 ; RS 1969 ; GS 2475; RGS 3816 ; Married women's conveyances by attorney validated.-any deed, release or conveyance executed and acknowledged before the passage of the act approved February 20th, 1875, entitled, "An act to authorize married women to convey their separate estate and release dower by attorney," yet in the manner therein provided, shall have the same force and effect and be as valid as if the same had been executed and acknowledged after the passage of the said act. History RS 1892; GS 2476; RGS 3817; CGL Conveyances of married women defective in acknowledgment validated. -All deeds of conveyance, bills of sale, mortgages or other instruments of transfer of real or personal property within the limits of this state made and received bona fide and for a CHAPTER 694 CERTAIN CONVEYANCES MADE VALID Certified copies admissible in evidence Certain titles not affected Certain deeds of county commissioners validated Validation of instruments in which name of corporation is incorrectly set out Ratifying, validating and confirming conveyances of real estate by county commissioners, etc. valuable consideration, when a consideration is essential or required by law, free from fraud, executed by any married woman whether for the purpose of conveying her separate estate or of relinquishing her dower or right of dower at any time prior to the 1st day of July, 1941, and which may be defective only in such married woman's acknowledgment, or in the officer's certificate of acknowledgment, by a defective statement or the omission of a statement relating to acknowledging separate and apart from her husband, or by an omission of either or all of the words, "freely, voluntarily, compulsion, constraint, apprehension or fear" shall be deemed and held good and sufficient in law or equity to convey the right or interest of any such married woman attempted or intended to be conveyed under any such instrument as if the same had been made and executed according to statutory requirements, as against the maker or makers thereof and every person or persons claiming by, through or under such married woman;. Provided, there appears in such acknowledgment either one or more of said words or any words of similar import; Provided, however, that this section shall not apply to any instrument heretofore made, the validity of which shall be contested by suit commenced within one year of the effective date of this law. Hlstory.-Ch. 5412, 1905; 1, ch. 6217, 1911 ; RGS 3818; CGL 5691; 9, ch , Certain other conveyances validated. -Any deed or conveyance heretofore executed and acknowledged in accordance with the provisions of the act approved February 24, 1873, entitled "An act providing for the acknowledgment of deeds and other conveyances of lands," shall be held good and valid. History.- 2, ch. 2069, 1875; RS 1971; GS 2477; 3819; CGL RGS Deeds executed by state board of education.-all deeds conveying lands granted to or held by the state for educational purposes heretofore executed by the members of the state board of education of Florida are hereby confirmed and declared to be valid and binding as conveyances of the title to such lands. Hlstory.- 2, ch. 4999, 1901; GS 2478; RGS 3820; CGL 5693.

46 CERTAIN CONVEYANCES MADE VALID Certain grant of lands confirmed. The State of Florida does hereby grant and confirm to purchasers, grantees and assigns of the several railroad companies which accepted the provisions of the act entitled, "An act to provide for and encourage a liberal system of internal improvements in this state," approved January 6, 1855, and their assigns, the lands and titles thereto which were granted to the State of Florida by the United States of America to aid in the construction of certain railroads in the State of Florida, by act of congress, approved May 17, 1856, which said land has been selected and located for the several railroad companies accepting the provisions of said act along the line of their respective roads, to the extent and proportion to which they severally became entitled under said act to provide for and encourage a liberal system of internal improvements in this state and the act of congress granting tlie same above referred to. And to confirm and convey the title to any lands which may hereafter be selected and approved to the State of Florida for the use of the several railroads as aforesaid, to the purchasers, grantees and assigns of said railroads. Hlstory.- 1, ch. 4707, 1899; GS 2479; RGS 3821; CGL Certain instruments validated, notwithstanding lack of seals or witnesses, or defect in acknowledgment, etc.-whenever any power of attorney or conveyance has by the person or persons owning the land therein described been executed and delivered to any grantee or grantees and has, for a period of seven years or more been spread upon the records of the county wherein the land therein described has been or was at the time situated, and one or more subsequent conveyances of said land or parts thereof have been made, executed, delivered and recorded by parties claiming under such instrument or instruments, and such power of attorney or conveyance, or the public record thereof, shows upon its face a clear purpose and intent of the person or persons executing the same to authorize the sale of said land or to convey the said land, the same shall be taken and held by all the courts of this state, in the absence of any showing of fraud, adverse possession, or pending litigation, to have authorized the conveyance of, or to have conveyed, the fee simple title, or any interest therein, of the person or persons signing such instruments to the land therein described as effectively as if there had been no lack of any seal or seals, witness or witnesses or defect in the acknowledgement, or the certificate of acknowledgment, or the relinquishment of dower, and shall likewise be taken and held by all the courts of this state to have been duly recorded so as to be admissible in evidence under 21, article XVI of the constitution; provided, however, that this section shall not apply to any conveyance the validity of which shall be contested or have been contested by suit commenced heretofore or within one year from June 13, Hlstory.- 1, ch , 1925; CGL 5695; 15, ch , Am. 1, ch , cf , Limitations where deed or will of record for ten years or more Certified copies admissible in evidence.-a copy of any of the instruments referred to in duly certified, under the hand and seal of office of the officer in whose office the same may be recorded, to be a true and correct copy of the original, on file or of record in his office, shall in all cases and in all courts be admitted and received in evidence with the like effect and force as the original thereof might be. History.- 2, ch , 1925; CGL Certain titles not affected.-n othing in contained shall be taken or held to validate or perfect any title to any land as against one or more in adverse possession thereof or holding or claiming title under a different or adverse chain of title from either a common or different source. History.- 3, ch , 1925; CGL Certain deeds of county commissioners validated.-all deeds of conveyance of lands in this state heretofore made and executed prior to the year 1915 by the board of county commissioners of any county in this state of lands lying and being within such county, or that were made and executed by some one acting by or under the authority of any such board of county commissioners, of any such lands, be and the same are hereby ratified, validated and confirmed, and declared to convey such title, right or interest therein as such county may have had or held at the time of the conveyance, and as was expressed in any such deed of conveyance, and intended to be conveyed thereby. Provided, that nothing in this section shall validate any deed that was fraudulently obtained or that is now in litigation. History.- 1, ch. 1362, 1929; CGL 1936 Supp. 5697(1) Validation of instruments in which name of corporation is incorrectly set out. All deeds of conveyance, bills of sale, mortgages, or other transfers of real or personal property within the limits of this state, heretofore made and received bona fide and upon good consideration by any corporation, or to any corporation, in which the name of said corporation shall be incorrectly set out in such deed, bill of sale, mortgage or other instrument by omitting a word from the corporate name, or by adding a word thereto, or by misspelling any part of the name of said corporation, and the identity of said corporation shall plainly appear from the contents of said instrument, or otherwise, such deed, bill of sale, mortgage or other instrument, shall be taken and deemed valid and effectual as though the name of said corporation were correctly set out in said deed, bill of sale, mortgage or other instrument, and the same shall,

47 2397 CERTAIN CONVEYANCES MADE VALID notwithstanding such irregularity or defect, be deemed and taken as properly executed. History.- 1, ch , 1931; CGL 1936 Supp. 5673(1); am. 7, ch , cf: , Misnomer of corporation in deeds and instruments Ratifying, validating and confirming conveyances of real estate by county commissioners, etc.- (1) That all conveyances of real estate heretofore made by any of the several counties of the State of Florida or the county commissioners thereof, or any county school board, or any board of bond trustees or commissioners or supervisors of a drainage or other special improvement district, be and the same are hereby ratified validated, and confirmed; provided, howeve;, that this section shall not ratify, validate, or confirm any such conveyances which are the subject of litigation on June 16, 1947, or any tax deed, or title acquired by failure of the owner of lands to pay taxes or assessments. (2) That the several counties of the Sta;te of Florida by a majority of the county commissioners thereof or any county school board or any board of bond trt;istees or commissioz:ers. or supervisors of a dramage or other special Improvement district or a majority of the members thereof, are hereby authorized to execute and deliver deed to real property in which any such county, county school board, board of bond trustees or commissioners or supervisors of a drainage or other special improvement district may have been interested. Hlstory.- 1-2, ch , Am. 11, ch , 1949.

48 RECORD OF CONVEYANCES OF REAL ESTATE Conveyances to be recorded Blank or master form of instruments may be recorded Acknowle(;lgment and proof; validation of certain acknowledgments Affidavits and acknowledgments by members of armed forces Requirements of certificate Certain defects cured as to acknowledgments and witnesses Certain irregularities as to venue validated Use of scrawl as seal Prior use of scrawl as seal Identity of grantor Proof by others Instruments deemed to be recorded from time of filing ConveYiances to be recorded.-n o conveyance, transfer or mortgage of real property, or of any interest therein, nor any lease for a term of one year or longer, shall be good and effectual in law or equity against creditors or subsequent purchas ers for a valuable consideration and without notice, unless the same be recorded according to law; nor sha.ll any such instrument made or executed by virtue of any power of attorney be good or effectual in law or in equity against creditors or subsequent purchasers for a valuable consideration and without notice unless the power of attorney be recorded before the accruing of the right of such creditor or subsequent purchaser. Grantees by quit-claim, heretofore or hereafter made, shall be deemed and held to be bona fide purchasers without notice within the meaning of the r ecording acts; Provided, however, that this section shall not apply to quit-claims heretofore made, the priority of which shall be contested by suit commenced within one year of the effective date of this law. H istory.- 4, 9, N ov. 15, 1828 ; RS 1972; GS 2480 ; RGS 3822; CGL 5698 ; 10, ch , Blank or master form of instruments may be recorded.-any person may have a blank or master form of mortgage or other instrument conveying, transferring or reserving an interest in, or creating a lien on, real or personal property, filed, indexed and recorded in the office of the clerk of the circuit court. When any such blank or master form is filed with the clerk of the circuit court, he shall record and index the same in the manner provided by law for recording and indexing mortgages and such other instruments respectively, except that the name of the person whose name appears on such blank or master form shall be inserted in the indexes as grantor and also as grantee. When any instrument conveying, transferring or reserving an interest in, or creating a lien on, real or personal property, incorporates by reference the provisions, terms, covenants, conditions, obligations, powers and other contents, or any of them, set forth in any such CHAPTER 695 RECORD OF CONVEYANCES OF REAL ESTATE Imperfect record Want of certificate of record Unsigned certificate of record Recording conveyances lost by fire When mortgage or lien is destroyed. 695.i7 United States deeds and patents may be recorded Indorsement by clerk Certified copies of recorded instruments may be recorded Unperformed contracts of record Instruments relating to real estate to' contain post-office address of grantee; exceptions Same; duties of clerks Same; fees. recorded blank or master form, such incorporation by reference, for all purposes, shall be equivalent to setting forth iu extenso in such instrument that which is incorporated by reference. The fee for filing, recording ~:tnd indexing such blank or master form shall be five dollars; provided, that nothing herein shall be construed as otherwise affecting existing provisions relating to fees for filing, recording and indexing instruments mentioned in this section. H istory.- 1-4, ch , 1935; CGL 1936 Supp. 6698(1). ct (3), "Person" defined Acknowledgment and proof; validation of certain acknowledgments.-in order to entitle any of the instruments named in and , or any other instrument concerning real property to such record, the execution thereof must be acknowledged by the party executing the same; or the execution thereof by the said party must be proved by a subscribing witness thereto before the officers and in the form and manner following: (1) IN THIS STATE.-If such acknowledgment or proof be made within this state, it may be made before any judge, clerk or deputy clerk of any court of record, or a United States commissioner, or a notary public, or. justice of the peace of this state, and the certificate of acknowledgment or proof shall be under the seal of the court or of the officer, as the case may be. (2) WITHOUT THIS STATE BUT WITHIN THE UNITED STATES.-If the acknowledgment or proof be made out of this state but within the United States, it may be made before a commissioner of deeds appointed by the governor of this state, or before a judge or clerk of any court of the United States or of any state, territory or district, having a seal, or before a notary public, justice of the peace, master in chancery, register or recorder of deeds, of such state, territory or district. having an official seal, and the certificate of acknowledgment or proof shall be under the seal of the court or officer, as the case may be. (3) IN FOREIGN COUNTRIES.-If the acknowledgment or proof be made in any foreign

49 2399 RECORD 01<' CONVEYANCES OF REAL ESTATE country, it may be made before any commissioner of deeds appointed by the governor of this state to reside in such country, or before any notary public of such foreign country having an official seal, or before any ambassador, envoy extraordinary, minister plenipotentiary, minister, commissioner, charge d'affaires, consul general, consul, vice-consul, consular agent, or any other diplomatic or consular officer of the United States appointed to reside in such country, military or naval officer authorized by the laws or articles of war of the United States to perform the duties of notary public, and the certificate of acknowledgment or proof shall be under the seal of the officer. All affidavits and acknowledgments heretofore made or taken in the manner set forth above are hereby validated. History.-RS 1973; ch. 5404, 1905; GS 2481 ch ; RGS 3823; CGL 5699; am. 7, ch ,!945,. ' ct , Duty of notary public to state time of expiration of commission Affidavits and acknowledgments by members of armed forces.- (1) In addition to the manner, form and proof of acknowledgment of instruments as now provided by law, any person serving in or with the armed forces of the United States, including the army, navy, marine corps, coast guard, or any coml?onent. or any arm or service of any thereof, mcludmg any female auxiliary of any thereof, and any person whose duties require his or her presence with the armed forces of the U~ited ~tates, as herein designated, or otherwise designated by law or military or naval command, may acknowledge any instrument, wherever located, either within or without the State of Florida, or without the United States before any commissioned officer in active servic~ of the armed forces of the United States as herein de.s!gnated, or otherwise designated' by law, or m1htary or nav::l command, or order, '}"ith the rank of. second lieutenant or higher in the army or marme corps, or of any component! or any arm or ser:ri~e of either thereof, including any f~male.auxihary of any thereof, or ensign or higher m the navy or United States Coast Guard or of any component or any arm or service of either thereof, including any female auxiliary of any thereof. (2) The instrument shall not be rendered invalid ~y the failure to state therein the place of execution or acknowledgment. No authentication of the officer's certificate of acknowledgment or otherwise shall be required, and no seal shall be necessary, but the officer taking the acknowledgment shall endorse thereon or attach thereto a certificate substantially in the following form On this day of, 19, before me ~ --, the undersigned officer, personally appeared, known to me (or satisfactorily proven) to be serving in or with, or whose duties require his presence with the armed forces of the United States, and to be the person whose name is subscribed to the within instrument, and acknowledged that he executed the same for the purposes therein contained, and the undersigned does further certify that he is at the date of this certificate a commissioned officer of the rank stated below and is in the active service of the armed forces of the United States. Signature of commissioned officer. Rank of commissioned officer and command or branch of service to which officer is attached. (3) Such acknowledgments by a married woman, who is a member of the armed forces of the United States, shall be sufficient in all respects to bar the dower, homestead rights or separate property rights of such married woman in any real estate described in the instrument thus acknowledged by her, as fully and completely as though such married woman had acknowledged such instrument as now required by other statutes of Florida. ( 4) Any instrument or document acknowledged in the manner and form herein provided shall be entitled to be recorded and shall be recorded as in the case of other instruments or documents properly acknowledged. ( 5) This section is to be liberally construed in favor of the validity of any such acknowledgments by any such member of the armed forces of the United States and any acknowledgments heretofore taken, containing words of similar import, are hereby confirmed and declared to be valid and binding. This section shall be construed as an enabling act and as an exception to existing laws rather than, inferentially or otherwise, as a repeal of the same or any part of the same. History.-Transferred from by 7, ch , i Requirements of certificate. - The certificate of the officer before whom the acknowledgment or proof shall be taken shall contain and set forth substantially the matter required to be done or proved to make such acknowledgment or proof effectual. History RS 1892; GS 2482; RGS 3824; CGL Certain defects cured as to acknowledgments and witnesses.-all deeds, conveyances, bills of sale, mortgages or other transfers of real or personal property within the limits of this state, heretofore or hereafter made and received bona fide and upon good consideration by any corporation, and acknowledged for record before some officer, stockholder or other person interested in the corporation, grantee, or mortgagee as a notary public or other officer authorized to take acknowledgments of instruments for record within this state, shall be held, deemed and taken as valid as if acknowledged by the proper notary public or other officer authorized to take acknowledgments of instruments for record in this state not so interested in said corporation, grantee or mortgagee; and said instrument whenever recorded shall be deemed notice to all persons; Provided, however, that this section shall not apply to any instrument heretofore made, the

50 RECORD OF CONVEYANCES OF REAL ESTATE 2400 validity of which shall be contested by suit commenced within one year of the effective date of this law. History.- 1, ch. 4953, 1901; GS 2483; RGS 3825; 1, ch , 1927; CGL 5701, 6702; 1, ch , 1931 ; CGL 1936 S upp. 6702(1) Certain irregularities as to venue validated.-whenever, in the acknowledgment to any deed or other instrument relating to real estate, heretofore recorded in this state, it shall appear, either from the recitals in such acknowledgment, or following the signature of the officer taking the same, or from the seal of such officer that the said acknowledgment was not taken, or may not have been taken, in the place as stated in the caption or venue thereof, said deed or other instrument shall, notwithstanding such irregularity or defect, be deemed and taken as properly ac~ knowledged and of record. History.- 1, ch , 1927; CGL Use of scrawl as seal.-a scrawl or scroll, printed or written, affixed as a seal to any written instrument shall be as effectual as a seal. History.- 1, ch. 4148, 1893; GS 2484; RGS 3826; CGL Prior use of scrawl as seal.-all written instruments heretofore or hereafter made with a scrawl or scroll, printed or written, affixed as a seal are declared to be sealed instruments, and shall be construed and received in evidence as such in all the courts of this state. History.- 2, ch. 4148, 1893; GS 2486; RGS 3827; CGL Identify of grantor.-no acknowledgment or proof shall be taken by any officer within or without the United States unless he shall know, or have satisfactory proof, that the person making the acknowledgment is the individual described in and who executed such instrument, or that the person offering to make proof is one of the subscribing witnesses to such instrument. History RS 1892; GS 2486; RGS 3828 ; CGL Proof by others.-where the grantors and witnesses of any instrument which may be recorded are dead, or cannot be had, the judge of the circuit court, or the county judge for the county wherein the real property is situated, may take the examination of any competent witness or witnesses, on oath, to prove the handwriting of the witness or witnesses, or where such proof cannot be had, then to prove the handwriting of the grantor or grantors, which shall be certified by the judge, and the instrument being thus proved may be recorded. History RS 1892; GS 2487; RGS 3829; CGL Instruments deemed to be recorded from time of filing.-all instruments relating to real and personal property which are authorized or required to be recorded shall be deemed to be recorded from time the same are filed with the officer whose duty it is to record the same and as so recorded and transcribed upon the record shall be notice to all persons. History.- 1, ch. 3592, 1885 ; RS 1977; GS 2488; RGS 3830; CGL 5708; 1, ch , Imperfect record.-whenever any instrument authorized or required by law to be recorded in any county either has been or may be so imperfectly or erroneously recorded as to require a new record thereof, if the officer who so recorded the same be still in office, he shall, upon demand of the owner of such instrument, or person controlling the same, record it anew free of any charge or fee than the fee allowed by law for one perfect record thereof. Hlstory.- 1, ch. 3896, 1889; RS 1978; GS 2489; 3831; CGL RGS Want of certificate of record. Whenever any instrument authorized or required by law to be recorded shall appear to be recorded in the appropriate record book in the proper office, whether the record shall be in the handwriting of the officer whose duty it was to record such instrument, or in the handwriting of any other person, the record shall be presumed to have been made by the officer whose duty it was to make it, and the absence of a certificate of such officer that such instrument was recorded by him shall in no wise affect the validity of the record. History.- 1, ch. 3894, 1889; RS 1979; 3832; CGL GS 2490; RGS Unsigned certificate of record. Whenever any unsigned certificate on such record of the instruments mentioned in shall contain the date of filing or of recording such instrument, it shall be prima facie evidence of the time of filing or of recording such instrument. History.- 2, ch. 3894, 1889; RS 1980; GS 2491; RGS 3833; CGL Recording conveyances lost by fire. -Whenever the record in the office of the clerk of the circuit court of any county in this state of any deed, conveyance, contract, mortgage, deed of trust, map or plat or other instrument in writing affecting real estate in such county has been heretofore destroyed by fire, any such instrument, or a copy thereof from such former record duly certified, may be re-recorded in such county, and in re-r~ cording the same the officer shall record the certificate of the previous record, and the date of filing for record appearing in said original certificate so recorded shall be deemed and taken as the date of the record thereof. And copies of such record so authorized to be made hereunder, duly certified by said officer, under the seal of said court, shall bel received in evidence under the same circumstances and conditions under which a certified copy of the original record would be so received, and shall have the same force and effect as a certified copy of the original record. Hlstory.- 1, ch. 4950, 1901; GS 2492; RGS 3834; CGL 5712; am. 7, ch , 1945.