LD 2245
pg. 389
Page 388 of 493 An Act to Adopt the Model Revised Article 9 Secured Transactions Page 390 of 493
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LR 1087
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all circumstances. A secured party may not dispose of collateral
"in its then condition" when, taking into account the costs and
probable benefits of preparation or processing and the fact that
the secured party would be advancing the costs at its risk, it
would be commercially unreasonable to dispose of the collateral
in that condition.

 
5. Disposition by Junior Secured Party. Disposition rights
under subsection (a) [Maine cite subsection (1)] are not limited
to first-priority security interests. Rather, any secured party
as to whom there has been a default enjoys the right to dispose
of collateral under this subsection. The exercise of this right
by a secured party whose security interest is subordinate to that
of another secured party does not of itself constitute a
conversion or otherwise give rise to liability in favor of the
holder of the senior security interest. Section 9-615 [Maine
cite section 9-1615] addresses application of the proceeds of a
disposition by a junior secured party. Under Section 9-615(a)
[Maine cite section 9-1615, subsection (1)], a junior secured
party owes no obligation to apply the proceeds of disposition to
the satisfaction of obligations secured by a senior security
interest. Section 9-615(g) [Maine cite section 9-1615,
subsection (7)] builds on this general rule by protecting certain
juniors from claims of a senior concerning cash proceeds of the
disposition. Even if a senior were to have a non-Article 9 claim
to proceeds of a junior's disposition, Section 9-615(g) [Maine
cite section 9-1615, subsection (7)] would protect a junior that
acts in good faith and without knowledge that its actions violate
the rights of a senior party. Because the disposition by a
junior would not cut off a senior's security interest or other
lien (see Section 9-617 [Maine cite section 9-1617]), in many
(probably most) cases the junior's receipt of the cash proceeds
would not violate the rights of the senior.

 
The holder of a senior security interest is entitled, by
virtue of its priority, to take possession of collateral from the
junior secured party and conduct its own disposition, provided
that the senior enjoys the right to take possession of the
collateral from the debtor. See Section 9-609 [Maine cite
section 9-1609]. The holder of a junior security interest
normally must notify the senior secured party of an impending
disposition. See Section 9-611 [Maine cite section 9-1611].
Regardless of whether the senior receives a notification from the
junior, the junior's disposition does not of itself discharge the
senior's security interest. See Section 9-617 [Maine cite
section 9-1617]. Unless the senior secured party has authorized
the disposition free and clear of its security interest, the
senior's security interest ordinarily will survive the
disposition by the junior and continue under Section 9-315(a)
[Maine cite section 9-1315, subsection (1)]. If the senior


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