(2) Repossessed Goods. As explained above, Dealer owns the chattel paper covering the goods, subject to security interests in favor of SP1 and SP2. In Article 9 [Maine cite Article 9-A] parlance, Dealer has an interest in chattel paper, not goods. If Dealer, SP1, or SP2 repossesses the goods upon BIOCOB's default, whether the repossession is rightful or wrongful as among Dealer, SP1, or SP2, Dealer's interest will not change. The location of goods and the party who possesses them does not affect the fact that Dealer's interest is in chattel paper, not goods. The goods continue to be owned by BIOCOB. SP1's security interest in the goods does not attach until such time as Dealer reacquires an interest (other than a bare possessory interest) in the goods. For example, Dealer might buy the goods at a foreclosure sale from SP2 (whose security interest in the chattel paper is senior to that of SP1); that disposition would cut off BIOCOB's rights in the goods. Section 9-617 [Maine cite section 9-1617].

In many cases the matter would end upon sale of the goods to Dealer at a foreclosure sale and there would be no priority contest between SP1 and SP2; Dealer would be unlikely to buy the goods under circumstances whereby SP2 would retain its security interest. There can be exceptions, however. For example, Dealer may be obliged to purchase the goods from SP2 and SP2 may be obliged to convey the goods to Dealer, but Dealer may fail to pay SP2. Or, one could imagine that SP2, like SP1, has a general security interest in the inventory of Dealer. In the latter case, SP2 should not receive the benefit of any special priority rule, since its interest in no way derives from priority under Section 9-330 [Maine cite section 9-1330]. In the former case, SP2's security interest in the goods reacquired by Dealer is senior to SP1's security interest under Section 9-330 [Maine cite section 9-1330].

b. Dealer's Outright Sale of Chattel Paper to SP2. Article 9 [Maine cite Article 9-A] also applies to a transaction whereby SP2 buys the chattel paper in an outright sale transaction without recourse against Dealer. Sections 1- 201(37), 9-109(a) [Maine cite section 9-1109, subsection (1)]. Although Dealer does not, in such a transaction,