UCC Security Interests in Payment Intangibles: Intercompany Loans, Debt Obligations and "Promissory Notes"

Perfecting Interests In Financial Instruments and Contractual Payment Obligations

A live 90-minute CLE webinar with interactive Q&A


Tuesday, October 17, 2017
1:00pm-2:30pm EDT, 10:00am-11:30am PDT

Early Registration Discount Deadline, Friday, September 22, 2017


This CLE webinar will examine the treatment of UCC security interests in debt obligations, intercompany debt/loans, loans called “promissory notes", and other payment intangibles under the UCC. The program will provide guidance on creating and perfecting security interests in these contractual payment obligations.

Description

One complexity of creating and perfecting liens in intangible property under the UCC is determining the “type” of collateral under the classification scheme of Article 9. This is especially true of interests in payment intangibles—the right to receive payments under a contractual obligation that do not otherwise constitute an “account, chattel paper or a promissory note” delineated in Article 9.

Many contractual payment obligations such as intercompany loans, loans called promissory notes, and loans evidenced by electronic records are often part of the collateral package in leveraged finance deals. In addition, rights under loans not evidenced by notes are common in CLOs and participations.

There are specific considerations to create and perfect a security interest in payment intangibles. Counsel advising secured parties and debtors must understand how contractual payment obligations are treated under the UCC to protect their clients’ interest.

Listen as our authoritative panel of finance practitioners discusses how to create and perfect security interests in debt obligations, intercompany loans/debt, loans called promissory notes, and other payment intangibles under the UCC.

Outline

  1. Article 9 definition of payment intangibles
  2. Specific types of payment intangibles (commercial loans, intercompany loans and loans called promissory notes but that are payment intangibles)
  3. Difference between a payment intangible, an account, chattel paper and true promissory notes
  4. Pitfalls facing secured parties with automatic perfection

Benefits

The panel will review these and other key issues:

  • What are the potential pitfalls for secured parties seeking perfection and priority of secured interests in payment intangibles?
  • How can counsel determine whether a contractual payment obligation is a payment intangible not falling within any other U.C.C.-delineated category of intangible rights?
  • What is the difference between a payment intangible, chattel paper and a true promissory note?

Faculty

Steven O. Weise, Partner
Proskauer Rose, Los Angeles

Mr. Weise practices in all areas of commercial law and has extensive experience in financing, especially in those secured by personal property, including structured financing. He is regarded as one of the foremost authorities on Article 9 of the UCC. He is a member of the Permanent Editorial Board for the UCC and a member of the American Law Institute’s UCC Article 9 Drafting Committee. Mr. Weise is also the past chair of the American Bar Association’s Business Law Section Legal Opinions Committee.

Dean T. Kirby, Jr., Principal
Kirby & McGuinn, San Diego

Mr. Kirby represents lenders, creditors and fiduciaries in bankruptcy, foreclosure commercial collection, receiverships, workouts and lending transactions. He is certified by the American Board of Certification in the field of Creditors' Rights and by the Board of Specialization of the State Bar of California in the field of Bankruptcy. He is the only San Diego lawyer to have achieved certification in both Creditor Rights and Bankruptcy.

Professor Thomas E. Plank, Joel A. Katz Distinguished Professor of Law
University of Tennessee College of Law & Morgan Lewis, Knoxville, Tenn.

Mr. Plank is a nationally recognized speicalist on mortgage backed and asset backed securities. Before joining the UT faculty, he concentrated his law practice in real estate finance, commercial finance, public fiance, securities transactions and bankruptcy. He published many articles on bankruptcy law, securitization, and the treatment of receivables under Article 9 of the Uniform Commercial Code. 


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