(a) In this section, "licensee in ordinary course of business" means a person that becomes a licensee of a general intangible in good faith, without knowledge that the license violates the rights of another person in the general intangible, and in the ordinary course from a person in the business of licensing general intangibles of that kind. A person becomes a licensee in the ordinary course if the license to the person comports with the usual or customary practices in the kind of business in which the licensor is engaged or with the licensor's own usual or customary practices.
(b) A licensee in ordinary course of business takes its rights under a nonexclusive license free of a security interest in the general intangible created by the licensor, even if the security interest is perfected and the licensee knows of its existence.
(c) A lessee in ordinary course of business takes its leasehold interest free of a security interest in the goods created by the lessor, even if the security interest is perfected and the lessee knows of its existence.
History: 1978 Comp., § 55-9-321, enacted by Laws 2001, ch. 139, § 41.
OFFICIAL COMMENTS
UCC Official Comments by ALI & the NCCUSL. Reproduced with permission of the PEB for the UCC. All rights reserved.
1. Source. Derived from sections 2A-103(1)(o) and 2A-307(3).
2. Licensee in Ordinary Course. Like the analogous rules in section 9-320(a) with respect to buyers in ordinary course and subsection (c) with respect to lessees in ordinary course, the new rule in subsection (b) reflects the expectations of the parties and the marketplace: A licensee under a nonexclusive license takes subject to a security interest unless the secured party authorizes the license free of the security interest or other, controlling law such as that of this section (protecting ordinary-course licensees) dictates a contrary result. See sections 9-201 and 9-315. The definition of "licensee in ordinary course of business" in subsection (a) is modeled upon that of "buyer in ordinary course of business."
3. Lessee in Ordinary Course. Subsection (c) contains the rule formerly found in section 2A-307(3). The rule works in the same way as that of section 9-320(a).
Effective dates. — Laws 2001, ch. 139, § 155 makes the act effective July 1, 2001.
Structure 2021 New Mexico Statutes
Chapter 55 - Uniform Commercial Code
Article 9 - Secured Transactions
Part 3 - PERFECTION AND PRIORITY
Section 55-9-319 - Rights and title of consignee with respect to creditors and purchasers.
Section 55-9-320 - Buyer of goods.
Section 55-9-323 - Future advances.
Section 55-9-324 - Priority of purchase-money security interests.
Section 55-9-325 - Priority of security interests in transferred collateral.
Section 55-9-326 - Priority of security interests created by new debtor.
Section 55-9-327 - Priority of security interests in deposit account.
Section 55-9-328 - Priority of security interests in investment property.
Section 55-9-329 - Priority of security interests in letter-of-credit right.
Section 55-9-330 - Priority of purchaser of chattel paper or instrument.
Section 55-9-332 - Transfer of money; transfer of funds from deposit account.
Section 55-9-333 - Priority of certain liens arising by operation of law.
Section 55-9-334 - Priority of security interests in fixtures.
Section 55-9-335 - Accessions.
Section 55-9-336 - Commingled goods.
Section 55-9-337 - Priority of security interests in goods covered by certificate of title.