| 9-1616] (duty to explain calculation of deficiency or surplus in | a consumer-goods transaction). |
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| c. Choice of Law. The choice-of-law rules for the law | governing perfection, the effect of perfection or | nonperfection, and priority are found in Part 3, Subpart 1 | (Sections 9-301 through 9-307 [Maine cite sections 9-1301 to | 9-1307]). See also Section 9-316 [Maine cite section 9- | 1316]. |
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| | Where to file: Location of debtor. This Article changes the | choice-of-law rule governing perfection (i.e., where to file) for | most collateral to the law of the jurisdiction where the debtor | is located. See Section 9-301 [Maine cite section 9-1301]. | Under former Article 9, the jurisdiction of the debtor's location | governed only perfection and priority of a security interest in | accounts, general intangibles, mobile goods, and, for purposes of | perfection by filing, chattel paper and investment property. |
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| | Determining debtor's location. As a baseline rule, Section 9- | 307 [Maine cite section 9-1307] follows former Section 9-103, | under which the location of the debtor is the debtor's place of | business (or chief executive office, if the debtor has more than | one place of business). Section 9-307 [Maine cite section 9- | 1307] contains three major exceptions. First, a "registered | organization," such as a corporation or limited liability | company, is located in the State under whose law the debtor is | organized, e.g., a corporate debtor's State of incorporation. | Second, an individual debtor is located at his or her principal | residence. Third, there are special rules for determining the | location of the United States and registered organizations | organized under the law of the United States. |
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| | Location of non-U.S. debtors. If, applying the foregoing | rules, a debtor is located in a jurisdiction whose law does not | require public notice as a condition of perfection of a | nonpossessory security interest, the entity is deemed located in | the District of Columbia. See Section 9-307 [Maine cite section | 9-1307]. Thus, to the extent that this Article applies to non- | U.S. debtors, perfection could be accomplished in many cases by a | domestic filing. |
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| | Priority. For tangible collateral such as goods and | instruments, Section 9-301 [Maine cite section 9-1301] provides | that the law applicable to priority and the effect of perfection | or nonperfection will remain the law of the jurisdiction where | the collateral is located, as under former Section 9-103 (but | without the confusing "last event" test). For intangible |
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