HB 731

1	A bill to be entitled
2	An act relating to the Uniform Commercial Code; revising
3	and providing provisions of the Uniform Commercial Code
4	relating to electronic documents of title, warehouse
5	receipts, bills of lading, and other documents of title to
6	conform to the revised Article 7 of the Uniform Commercial
7	Code as prepared by the National Conference of
8	Commissioners on Uniform State Laws; amending ss. 671.201,
9	672.103, 672.104, 674.104, 677.102, and 679.1021, F.S.;
10	revising and providing definitions; revising provisions
11	pertaining to definitions applicable to certain provisions
12	of the code, to conform cross-references to revisions made
13	by this act; amending s. 672.310, F.S.; revising time when
14	certain delivery payments are due; amending ss. 559.9232,
15	672.323, 672.401, 672.503, 672.505, 672.506, 672.509,
16	672.605, 672.705, 674.2101, 677.201, 677.202, 677.203,
17	677.205, 677.206, 677.207, 677.208, 677.301, 677.302,
18	677.304, 677.305, 677.401, 677.402, 677.403, 677.404,
19	677.502, 677.503, 677.505, 677.506, 677.507, 677.508,
20	677.509, 677.602, 677.603, 679.2031, 679.2071, 679.3011,
21	679.3101, 679.3121, 679.3131, 679.3141, 679.3171, 679.338,
22	680.1031, 680.514, and 680.526, F.S.; revising provisions
23	to conform to changes made by this act; making editorial
24	changes; amending s. 677.103, F.S.; revising and providing
25	application in relation of chapter to treaty, statute,
26	tariff, classification, or regulation; amending s.
27	677.104, F.S.; providing when certain documents of title
28	are nonnegotiable; amending s. 677.105, F.S.; authorizing
29	an issuer of the electronic document to issue a tangible
30	document of title as a substitute for the electronic
31	document under certain conditions; authorizing an issuer
32	of a tangible document to issue an electronic document of
33	title as a substitute for the tangible document under
34	certain conditions; creating s. 677.106, F.S.; providing
35	when certain persons have control of an electronic
36	document of title; amending s. 677.204, F.S.; revising
37	liability of certain damages; authorizing a warehouse
38	receipt or storage agreement to provide certain
39	requirements; amending s. 677.209, F.S.; revising
40	conditions for a warehouse to establish a lien against a
41	bailor; providing when and against whom the lien is
42	effective; amending s. 677.210, F.S.; revising provisions
43	relating to the enforcement of liens; amending s. 677.303,
44	F.S.; prohibiting liability for certain carriers; amending
45	s. 677.307, F.S.; revising conditions under which a
46	carrier has a lien on goods covered by a bill of lading;
47	amending s. 677.308, F.S.; revising provisions relating to
48	the enforcement of a carrier's lien; amending s. 677.309,
49	F.S.; revising provisions relating to the contractual
50	limitation of a carrier's liability; amending s. 677.501,
51	F.S.; providing requirements for negotiable tangible
52	documents of title and negotiable electronic documents of
53	title; amending s. 677.504, F.S.; providing condition
54	under which the rights of the transferee may be defeated;
55	amending s. 677.601, F.S.; revising provisions relating to
56	lost, stolen, or destroyed documents of title; amending s.
57	678.1031, F.S.; providing that certain documents of title
58	are not financial assets; amending s. 679.2081, F.S.;
59	providing requirements for secured parties having control
60	of an electronic document; providing an effective date.
61
62	Be It Enacted by the Legislature of the State of Florida:
63
64	Section 1.  Paragraph (f) of subsection (2) of section
65	559.9232, Florida Statutes, is amended to read:
66	559.9232  Definitions; exclusion of rental-purchase
67	agreements from certain regulations.-
68	(2)  A rental-purchase agreement that complies with this
69	act shall not be construed to be, nor be governed by, any of the
70	following:
71	(f)  A security interest as defined in s. 671.201(38)(35).
72	Section 2.  Present subsections (25) through (43) of
73	section 671.201, Florida Statutes, are renumbered as subsections
74	(28) through (46), respectively, new subsections (25), (26), and
75	(27) are added to that section, and present subsections (5),
76	(6), (10), (15), (16), (21), and (42) are amended, to read:
77	671.201  General definitions.-Unless the context otherwise
78	requires, words or phrases defined in this section, or in the
79	additional definitions contained in other chapters of this code
80	which apply to particular chapters or parts thereof, have the
81	meanings stated. Subject to definitions contained in other
82	chapters of this code which apply to particular chapters or
83	parts thereof, the term:
84	(5)  "Bearer" means a person in control of a negotiable
85	electronic document of title or a person in possession of a
86	negotiable instrument, a negotiable tangible document of title,
87	or a certificated security that is payable to bearer or indorsed
88	in blank.
89	(6)  "Bill of lading" means a document of title evidencing
90	the receipt of goods for shipment issued by a person engaged in
91	the business of directly or indirectly transporting or
92	forwarding goods. The term does not include a warehouse receipt.
93	(10)  "Conspicuous," with reference to a term, means so
94	written, displayed, or presented that a reasonable person
95	against which whom it is to operate ought to have noticed it.
96	Whether a term is "conspicuous" is a decision for the court.
97	Conspicuous terms include the following:
98	(a)  A heading in capitals in a size equal to or greater in
99	size larger than that of the surrounding text, or in contrasting
100	a type, font, or color in contrast to the surrounding text of
101	the same or lesser size; and.
102	(b)  Language in the body of a record or display in larger
103	type larger than that of the surrounding text; in a type, font,
104	or color in contrast to the surrounding text of the same size;
105	or set off from surrounding text of the same size by symbols or
106	other marks that call attention to the language.
107	(15)  "Delivery," with respect to an electronic document of
108	title, means voluntary transfer of control and "delivery," with
109	respect to instruments instrument, tangible document of title,
110	or chattel paper, or certificated securities, means voluntary
111	transfer of possession.
112	(16)  "Document of title" means a record:
113	(a) includes bill of lading, dock warrant, dock receipt,
114	warehouse receipt or order for the delivery of goods, and any
115	other document That in the regular course of business or
116	financing is treated as adequately evidencing that the person in
117	possession or control of the record it is entitled to receive,
118	control, hold, and dispose of the record document and the goods
119	the record it covers; and
120	(b)  That purports to be issued by or addressed to a bailee
121	and to cover goods in the bailee's possession which are either
122	identified or are fungible portions of an identified mass. The
123	term includes a bill of lading, transport document, dock
124	warrant, dock receipt, warehouse receipt, and order for delivery
125	of goods. An electronic document of title means a document of
126	title evidenced by a record consisting of information stored in
127	an electronic medium. A tangible document of title means a
128	document of title evidenced by a record consisting of
129	information that is inscribed on a tangible medium. To be a
130	document of title, a document must purport to be issued by or
131	addressed to a bailee and purport to cover goods in the bailee's
132	possession which are either identified or are fungible portions
133	of an identified mass.
134	(21)  "Holder" means:
135	(a)  The person in possession of a negotiable instrument
136	that is payable either to bearer or to an identified person that
137	is the person in possession; or
138	(b)  The person in possession of a negotiable tangible
139	document of title if the goods are deliverable either to bearer
140	or to the order of the person in possession; or.
141	(c)  The person in control of a negotiable electronic
142	document of title.
143	(25)  Subject to subsection (27), a person has "notice" of
144	a fact if the person:
145	(a)  Has actual knowledge of it;
146	(b)  Has received a notice or notification of it; or
147	(c)  From all the facts and circumstances known to the
148	person at the time in question, has reason to know that it
149	exists. A person "knows" or has "knowledge" of a fact when the
150	person has actual knowledge of it. "Discover" or "learn" or a
151	word or phrase of similar import refers to knowledge rather than
152	to reason to know. The time and circumstances under which a
153	notice or notification may cease to be effective are not
154	determined by this section.
155	(26)  A person "notifies" or "gives" a notice or
156	notification to another person by taking such steps as may be
157	reasonably required to inform the other person in ordinary
158	course, whether or not the other person actually comes to know
159	of it. Subject to subsection (27), a person "receives" a notice
160	or notification when:
161	(a)  It comes to that person's attention; or
162	(b)  It is duly delivered in a form reasonable under the
163	circumstances at the place of business through which the
164	contract was made or at another location held out by that person
165	as the place for receipt of such communications.
166	(27)  Notice, knowledge, or a notice or notification
167	received by an organization is effective for a particular
168	transaction from the time when it is brought to the attention of
169	the individual conducting that transaction, and, in any event,
170	from the time when it would have been brought to the
171	individual's attention if the organization had exercised due
172	diligence. An organization exercises due diligence if it
173	maintains reasonable routines for communicating significant
174	information to the person conducting the transaction and there
175	is reasonable compliance with the routines. Due diligence does
176	not require an individual acting for the organization to
177	communicate information unless such communication is part of the
178	individual's regular duties or the individual has reason to know
179	of the transaction and that the transaction would be materially
180	affected by the information.
181	(45)(42)  "Warehouse receipt" means a document of title
182	receipt issued by a person engaged in the business of storing
183	goods for hire.
184	Section 3.  Subsection (3) of section 672.103, Florida
185	Statutes, is amended to read:
186	672.103  Definitions and index of definitions.-
187	(3)  The following definitions in other chapters apply to
188	this chapter:
189	"Check," s. 673.1041.
190	"Consignee," s. 677.102.
191	"Consignor," s. 677.102.
192	"Consumer goods," s. 679.1021.
193	"Control," s. 677.106.
194	"Dishonor," s. 673.5021.
195	"Draft," s. 673.1041.
196	Section 4.  Subsection (2) of section 672.104, Florida
197	Statutes, is amended to read:
198	672.104  Definitions: "merchant"; "between merchants";
199	"financing agency."-
200	(2)  "Financing agency" means a bank, finance company or
201	other person who in the ordinary course of business makes
202	advances against goods or documents of title or who by
203	arrangement with either the seller or the buyer intervenes in
204	ordinary course to make or collect payment due or claimed under
205	the contract for sale, as by purchasing or paying the seller's
206	draft or making advances against it or by merely taking it for
207	collection whether or not documents of title accompany or are
208	associated with the draft. "Financing agency" includes also a
209	bank or other person who similarly intervenes between persons
210	who are in the position of seller and buyer in respect to the
211	goods (s. 672.707).
212	Section 5.  Subsection (3) of section 672.310, Florida
213	Statutes, is amended to read:
214	672.310  Open time for payment or running of credit;
215	authority to ship under reservation.-Unless otherwise agreed:
216	(3)  If delivery is authorized and made by way of documents
217	of title otherwise than by subsection (2) then payment is due
218	regardless of where the goods are to be received at the time and
219	place at which the buyer is to receive delivery of the tangible
220	documents or at the time the buyer is to receive delivery of the
221	electronic documents and at the seller's place of business or,
222	if none, the seller's residence regardless of where the goods
223	are to be received; and
224	Section 6.  Section 672.323, Florida Statutes, is amended
225	to read:
226	672.323  Form of bill of lading required in overseas
227	shipment; "overseas."-
228	(1)  Where the contract contemplates overseas shipment and
229	contains a term "C.I.F." or "C. & F. or F.O.B. vessel," the
230	seller unless otherwise agreed shall must obtain a negotiable
231	bill of lading stating that the goods have been loaded in on
232	board or, in the case of a term "C.I.F." or "C. & F.," received
233	for shipment.
234	(2)  Where in a case within subsection (1) a tangible bill
235	of lading has been issued in a set of parts, unless otherwise
236	agreed if the documents are not to be sent from abroad the buyer
237	may demand tender of the full set; otherwise only one part of
238	the bill of lading need be tendered. Even if the agreement
239	expressly requires a full set:
240	(a)  Due tender of a single part is acceptable within the
241	provisions of this chapter on cure of improper delivery (s.
242	672.508(1)); and
243	(b)  Even though the full set is demanded, if the documents
244	are sent from abroad the person tendering an incomplete set may
245	nevertheless require payment upon furnishing an indemnity which
246	the buyer in good faith deems adequate.
247	(3)  A shipment by water or by air or a contract
248	contemplating such shipment is "overseas" insofar as by usage of
249	trade or agreement it is subject to the commercial, financing or
250	shipping practices characteristic of international deepwater
251	commerce.
252	Section 7.  Subsections (2) and (3) of section 672.401,
253	Florida Statutes, are amended to read:
254	672.401  Passing of title; reservation for security;
255	limited application of this section.-Each provision of this
256	chapter with regard to the rights, obligations and remedies of
257	the seller, the buyer, purchasers or other third parties applies
258	irrespective of title to the goods except where the provision
259	refers to such title. Insofar as situations are not covered by
260	the other provisions of this chapter and matters concerning
261	title become material the following rules apply:
262	(2)  Unless otherwise explicitly agreed title passes to the
263	buyer at the time and place at which the seller completes her or
264	his performance with reference to the physical delivery of the
265	goods, despite any reservation of a security interest and even
266	though a document of title is to be delivered at a different
267	time or place; and in particular and despite any reservation of
268	a security interest by the bill of lading:
269	(a)  If the contract requires or authorizes the seller to
270	send the goods to the buyer but does not require him or her the
271	seller to deliver them at destination, title passes to the buyer
272	at the time and place of shipment; but
273	(b)  If the contract requires delivery at destination,
274	title passes on tender there.
275	(3)  Unless otherwise explicitly agreed where delivery is
276	to be made without moving the goods:
277	(a)  If the seller is to deliver a tangible document of
278	title, title passes at the time when and the place where he or
279	she the seller delivers such documents and if the seller is to
280	deliver an electronic document of title, title passes when the
281	seller delivers the document; or
282	(b)  If the goods are at the time of contracting already
283	identified and no documents of title are to be delivered, title
284	passes at the time and place of contracting.
285	Section 8.  Subsections (4) and (5) of section 672.503,
286	Florida Statutes, are amended to read:
287	672.503  Manner of seller's tender of delivery.-
288	(4)  Where goods are in the possession of a bailee and are
289	to be delivered without being moved:
290	(a)  Tender requires that the seller either tender a
291	negotiable document of title covering such goods or procure
292	acknowledgment by the bailee of the buyer's right to possession
293	of the goods; but
294	(b)  Tender to the buyer of a nonnegotiable document of
295	title or of a record directing written direction to the bailee
296	to deliver is sufficient tender unless the buyer seasonably
297	objects, and, except as otherwise provided in Article 9 of the
298	Uniform Commercial Code, receipt by the bailee of notification
299	of the buyer's rights fixes those rights as against the bailee
300	and all third persons; but risk of loss of the goods and of any
301	failure by the bailee to honor the nonnegotiable document of
302	title or to obey the direction remains on the seller until the
303	buyer has had a reasonable time to present the document or
304	direction, and a refusal by the bailee to honor the document or
305	to obey the direction defeats the tender.
306	(5)  Where the contract requires the seller to deliver
307	documents:
308	(a)  He or she shall must tender all such documents in
309	correct form, except as provided in this chapter with respect to
310	bills of lading in a set (s. 672.323(2)); and
311	(b)  Tender through customary banking channels is
312	sufficient and dishonor of a draft accompanying or associated
313	with the documents constitutes nonacceptance or rejection.
314	Section 9.  Section 672.505, Florida Statutes, is amended
315	to read:
316	672.505  Seller's shipment under reservation.-
317	(1)  Where the seller has identified goods to the contract
318	by or before shipment:
319	(a)  His or her The seller's procurement of a negotiable
320	bill of lading to his or her own order or otherwise reserves in
321	him or her the seller a security interest in the goods. His or
322	her procurement of the bill to the order of a financing agency
323	or of the buyer indicates in addition only the seller's
324	expectation of transferring that interest to the person named.
325	(b)  A nonnegotiable bill of lading to himself or herself
326	or his or her nominee reserves possession of the goods as
327	security but except in a case of conditional delivery (s.
328	672.507(2)) a nonnegotiable bill of lading naming the buyer as
329	consignee reserves no security interest even though the seller
330	retains possession or control of the bill of lading.
331	(2)  When shipment by the seller with reservation of a
332	security interest is in violation of the contract for sale it
333	constitutes an improper contract for transportation within the
334	preceding section but impairs neither the rights given to the
335	buyer by shipment and identification of the goods to the
336	contract nor the seller's powers as a holder of a negotiable
337	document of title.
338	Section 10.  Subsection (2) of section 672.506, Florida
339	Statutes, is amended to read:
340	672.506  Rights of financing agency.-
341	(2)  The right to reimbursement of a financing agency which
342	has in good faith honored or purchased the draft under
343	commitment to or authority from the buyer is not impaired by
344	subsequent discovery of defects with reference to any relevant
345	document which was apparently regular on its face.
346	Section 11.  Subsection (2) of section 672.509, Florida
347	Statutes, is amended to read:
348	672.509  Risk of loss in the absence of breach.-
349	(2)  Where the goods are held by a bailee to be delivered
350	without being moved, the risk of loss passes to the buyer:
351	(a)  On her or his receipt of possession or control of a
352	negotiable document of title covering the goods; or
353	(b)  On acknowledgment by the bailee of the buyer's right
354	to possession of the goods; or
355	(c)  After her or his receipt of possession or control of a
356	nonnegotiable document of title or other written direction to
357	deliver in a record, as provided in s. 672.503(4)(b).
358	Section 12.  Subsection (2) of section 672.605, Florida
359	Statutes, is amended to read:
360	672.605  Waiver of buyer's objections by failure to
361	particularize.-
362	(2)  Payment against documents made without reservation of
363	rights precludes recovery of the payment for defects apparent in
364	on the face of the documents.
365	Section 13.  Subsections (2) and (3) of section 672.705,
366	Florida Statutes, are amended to read:
367	672.705  Seller's stoppage of delivery in transit or
368	otherwise.-
369	(2)  As against such buyer the seller may stop delivery
370	until:
371	(a)  Receipt of the goods by the buyer; or
372	(b)  Acknowledgment to the buyer by any bailee of the goods
373	except a carrier that the bailee holds the goods for the buyer;
374	or
375	(c)  Such acknowledgment to the buyer by a carrier by
376	reshipment or as a warehouse warehouseman; or
377	(d)  Negotiation to the buyer of any negotiable document of
378	title covering the goods.
379	(3)(a)  To stop delivery the seller shall must so notify as
380	to enable the bailee by reasonable diligence to prevent delivery
381	of the goods.
382	(b)  After such notification the bailee shall must hold and
383	deliver the goods according to the directions of the seller but
384	the seller is liable to the bailee for any ensuing charges or
385	damages.
386	(c)  If a negotiable document of title has been issued for
387	goods the bailee is not obliged to obey a notification to stop
388	until surrender of possession or control of the document.
389	(d)  A carrier who has issued a nonnegotiable bill of
390	lading is not obliged to obey a notification to stop received
391	from a person other than the consignor.
392	Section 14.  Subsection (3) of section 674.104, Florida
393	Statutes, is amended to read:
394	674.104  Definitions and index of definitions.-
395	(3)  The following definitions in other chapters apply to
396	this chapter:
397	"Acceptance," s. 673.4091.
398	"Alteration," s. 673.4071.
399	"Cashier's check," s. 673.1041.
400	"Certificate of deposit," s. 673.1041.
401	"Certified check," s. 673.4091.
402	"Check," s. 673.1041.
403	"Control," s. 677.106.
404	"Good faith," s. 673.1031.
405	"Holder in due course," s. 673.3021.
406	"Instrument," s. 673.1041.
407	"Notice of dishonor," s. 673.5031.
408	"Order," s. 673.1031.
409	"Ordinary care," s. 673.1031.
410	"Person entitled to enforce," s. 673.3011.
411	"Presentment," s. 673.5011.
412	"Promise," s. 673.1031.
413	"Prove," s. 673.1031.
414	"Teller's check," s. 673.1041.
415	"Unauthorized signature," s. 673.4031.
416	Section 15.  Subsection (3) of section 674.2101, Florida
417	Statutes, is amended to read:
418	674.2101  Security interest of collecting bank in items,
419	accompanying documents, and proceeds.-
420	(3)  Receipt by a collecting bank of a final settlement for
421	an item is a realization on its security interest in the item,
422	accompanying documents, and proceeds. So long as the bank does
423	not receive final settlement for the item or give up possession
424	of the item or possession or control of the accompanying
425	documents for purposes other than collection, the security
426	interest continues to that extent and is subject to chapter 679,
427	but:
428	(a)  No security agreement is necessary to make the
429	security interest enforceable (s. 679.2031(2)(c)1.);
430	(b)  No filing is required to perfect the security
431	interest; and
432	(c)  The security interest has priority over conflicting
433	perfected security interests in the item, accompanying
434	documents, or proceeds.
435	Section 16.  Section 677.102, Florida Statutes, is amended
436	to read:
437	677.102  Definitions and index of definitions.-
438	(1)  In this chapter, unless the context otherwise
439	requires:
440	(a)  "Bailee" means a the person that who by a warehouse
441	receipt, bill of lading or other document of title acknowledges
442	possession of goods and contracts to deliver them.
443	(b)  "Carrier"  means a person that issues a bill of
444	lading.
445	(c)(b)  "Consignee" means a the person named in a bill of
446	lading to which whom or to whose order the bill promises
447	delivery.
448	(d)(c)  "Consignor" means a the person named in a bill of
449	lading as the person from which whom the goods have been
450	received for shipment.
451	(e)(d)  "Delivery order" means a record that contains an
452	written order to deliver goods directed to a warehouse
453	warehouseman, carrier, or other person that who in the ordinary
454	course of business issues warehouse receipts or bills of lading.
455	(f)  "Good faith" means honesty in fact and the observance
456	of reasonable commercial standards of fair dealing.
457	(e)  "Document" means document of title as defined in the
458	general definitions in chapter 671 (s. 671.201).
459	(g)(f)  "Goods" means all things that which are treated as
460	movable for the purposes of a contract of storage or
461	transportation.
462	(h)(g)  "Issuer" means a bailee who issues a document of
463	title or, in the case of except that in relation to an
464	unaccepted delivery order, it means the person who orders the
465	possessor of goods to deliver. The term Issuer includes a any
466	person for which whom an agent or employee purports to act in
467	issuing a document if the agent or employee has real or apparent
468	authority to issue documents, notwithstanding that the issuer
469	received no goods or that the goods were misdescribed or that in
470	any other respect the agent or employee violated his or her
471	instructions.
472	(i)  "Person entitled under the document" means the holder,
473	in the case of a negotiable document of title, or the person to
474	which delivery of the goods is to be made by the terms of, or
475	pursuant to instructions in a record under, a nonnegotiable
476	document of title.
477	(j)  "Record" means information that is inscribed on a
478	tangible medium or that is stored in an electronic or other
479	medium and is retrievable in perceivable form.
480	(k)  "Shipper" means a person that enters into a contract
481	of transportation with a carrier.
482	(l)  "Sign" means, with present intent to authenticate or
483	adopt a record:
484	1.  To execute or adopt a tangible symbol; or
485	2.  To attach to or logically associate with the record an
486	electronic sound, symbol, or process.
487	(m)(h)  "Warehouse" means "Warehouseman" is a person
488	engaged in the business of storing goods for hire.
489	(2)  Other definitions applying to this chapter or to
490	specified parts thereof, and the sections in which they appear
491	are:
492	"Duly negotiate," s. 677.501.
493	"Person entitled under the document," s. 677.403(4).
494	(3)  Definitions in other chapters applying to this chapter
495	and the sections in which they appear are:
496	"Contract for sale," s. 672.106.
497	"Overseas," s. 672.323.
498	"Lessee in ordinary course of business," s. 680.1031.
499	"Receipt" of goods, s. 672.103.
500	(3)(4)  In addition, chapter 671 contains general
501	definitions and principles of construction and interpretation
502	applicable throughout this chapter.
503	Section 17.  Section 677.103, Florida Statutes, is amended
504	to read:
505	677.103  Relation of chapter to treaty, statute, tariff,
506	classification or regulation.-
507	(1)  Except as otherwise provided in this chapter, this
508	chapter is subject to the extent that any treaty or statute of
509	the United States to the extent the treaty or statute,
510	regulatory statute of this state or tariff, classification or
511	regulation filed or issued pursuant thereto is applicable, the
512	provisions of this chapter are subject thereto.
513	(2)  This chapter does not modify or repeal any law
514	prescribing the form or content of a document of title or the
515	services or facilities to be afforded by a bailee, or otherwise
516	regulating a bailee's business in respects not specifically
517	treated in this chapter. However, a violation of such a law does
518	not affect the status of a document of title that otherwise is
519	within the definition of a document of title.
520	(3)  This chapter modifies, limits, and supersedes the
521	federal Electronic Signatures in Global and National Commerce
522	Act, 15 U.S.C. ss. 7001, et seq., but does not modify, limit, or
523	supersede s. 101(c) of that act, 15 U.S.C. s. 7001(c), or
524	authorize electronic delivery of any of the notices described in
525	s. 103(b) of that act, 15 U.S.C. s. 7003(b).
526	(4)  To the extent that there is a conflict between any
527	provisions of the laws of this state regarding electronic
528	transactions and this chapter, this chapter governs.
529	Section 18.  Section 677.104, Florida Statutes, is amended
530	to read:
531	677.104  Negotiable and nonnegotiable warehouse receipt,
532	bill of lading or other document of title.-
533	(1)  Except as otherwise provided in subsection (3), a
534	warehouse receipt, bill of lading or other document of title is
535	negotiable:
536	(a)  if by its terms the goods are to be delivered to
537	bearer or to the order of a named person; or
538	(b)  Where recognized in overseas trade, if it runs to a
539	named person or assigns.
540	(2)  A document of title other than one described in
541	subsection (1) Any other document is nonnegotiable. A bill of
542	lading that states in which it is stated that the goods are
543	consigned to a named person is not made negotiable by a
544	provision that the goods are to be delivered only against an a
545	written order in a record signed by the same or another named
546	person.
547	(3)  A document of title is nonnegotiable if, at the time
548	it is issued, the document has a conspicuous legend, however
549	expressed, that it is nonnegotiable.
550	Section 19.  Section 677.105, Florida Statutes, is amended
551	to read:
552	677.105  Reissuance in alternative medium Construction
553	against negative implication.-
554	(1)  Upon request of a person entitled under an electronic
555	document of title, the issuer of the electronic document may
556	issue a tangible document of title as a substitute for the
557	electronic document if:
558	(a)  The person entitled under the electronic document
559	surrenders control of the document to the issuer; and
560	(b)  The tangible document when issued contains a statement
561	that it is issued in substitution for the electronic document.
562	(2)  Upon issuance of a tangible document of title in
563	substitution for an electronic document of title in accordance
564	with subsection (1):
565	(a)  The electronic document ceases to have any effect or
566	validity; and
567	(b)  The person that procured issuance of the tangible
568	document warrants to all subsequent persons entitled under the
569	tangible document that the warrantor was a person entitled under
570	the electronic document when the warrantor surrendered control
571	of the electronic document to the issuer.
572	(3)  Upon request of a person entitled under a tangible
573	document of title, the issuer of the tangible document may issue
574	an electronic document of title as a substitute for the tangible
575	document if:
576	(a)  The person entitled under the tangible document
577	surrenders possession of the document to the issuer; and
578	(b)  The electronic document when issued contains a
579	statement that it is issued in substitution for the tangible
580	document.
581	(4)  Upon issuance of an electronic document of title in
582	substitution for a tangible document of title is accordance with
583	subsection (3):
584	(a)  The tangible document ceases to have any effect or
585	validity; and
586	(b)  The person that procured issuance of the electronic
587	document warrants to all subsequent persons entitled under the
588	electronic document that the warrantor was a person entitled
589	under the tangible document when the warrantor surrendered
590	possession of the tangible document to the issuer. The omission
591	from either part II or part III of this chapter of a provision
592	corresponding to a provision made in the other part does not
593	imply that a corresponding rule of law is not applicable.
594	Section 20.  Section 677.106, Florida Statutes, is created
595	to read:
596	677.106  Control of electronic document of title.-
597	(1)  A person has control of an electronic document of
598	title if a system employed for evidencing the transfer of
599	interests in the electronic document reliably establishes that
600	person as the person to which the electronic document was issued
601	or transferred.
602	(2)  A system satisfies subsection (1), and a person is
603	deemed to have control of an electronic document of title, if
604	the document is created, stored, and assigned in a manner that:
605	(a)  A single authoritative copy of the document exists
606	which is unique, identifiable, and, except as otherwise provided
607	in paragraphs (d), (e), and (f), unalterable;
608	(b)  The authoritative copy identifies the person asserting
609	control as:
610	1.  The person to which the document was issued; or
611	2.  If the authoritative copy indicates that the document
612	has been transferred, the person to which the document was most
613	recently transferred;
614	(c)  The authoritative copy is communicated to and
615	maintained by the person asserting control or its designated
616	custodian;
617	(d)  Copies or amendments that add or change an identified
618	assignee of the authoritative copy can be made only with the
619	consent of the person asserting control;
620	(e)  Each copy of the authoritative copy and any copy of a
621	copy is readily identifiable as a copy that is not the
622	authoritative copy; and
623	(f)  Any amendment of the authoritative copy is readily
624	identifiable as authorized or unauthorized.
625	Section 21.  Section 677.201, Florida Statutes, is amended
626	to read:
627	677.201  Persons that Who may issue a warehouse receipt;
628	storage under government bond.-
629	(1)  A warehouse receipt may be issued by any warehouse
630	warehouseman.
631	(2)  If Where goods, including distilled spirits and
632	agricultural commodities, are stored under a statute requiring a
633	bond against withdrawal or a license for the issuance of
634	receipts in the nature of warehouse receipts, a receipt issued
635	for the goods is deemed to be has like effect as a warehouse
636	receipt even if though issued by a person that who is the owner
637	of the goods and is not a warehouse warehouseman.
638	Section 22.  Section 677.202, Florida Statutes, is amended
639	to read:
640	677.202  Form of warehouse receipt; effect of omission
641	essential terms; optional terms.-
642	(1)  A warehouse receipt need not be in any particular
643	form.
644	(2)  Unless a warehouse receipt provides for embodies
645	within its written or printed terms each of the following, the
646	warehouse warehouseman is liable for damages caused to a person
647	injured by its by the omission to a person injured thereby:
648	(a)  A statement of the location of the warehouse facility
649	where the goods are stored;
650	(b)  The date of issue of the receipt;
651	(c)  The unique identification code consecutive number of
652	the receipt;
653	(d)  A statement whether the goods received will be
654	delivered to the bearer, to a named specified person, or to a
655	named specified person or its his or her order;
656	(e)  The rate of storage and handling charges, unless
657	except that where goods are stored under a field warehousing
658	arrangement, in which case a statement of that fact is
659	sufficient on a nonnegotiable receipt;
660	(f)  A description of the goods or of the packages
661	containing them;
662	(g)  The signature of the warehouse or its warehouseman,
663	which may be made by his or her authorized agent;
664	(h)  If the receipt is issued for goods that the warehouse
665	owns of which the warehouseman is owner, either solely, or
666	jointly, or in common with others, a statement of the fact of
667	that such ownership; and
668	(i)  A statement of the amount of advances made and of
669	liabilities incurred for which the warehouse warehouseman claims
670	a lien or security interest, unless (s.
671	amount of such advances made or of such liabilities incurred is,
672	at the time of the issue of the receipt is, unknown to the
673	warehouse warehouseman or to its his or her agent that issued
674	the receipt, in which case who issues it, a statement of the
675	fact that advances have been made or liabilities incurred and
676	the purpose of the advances or liabilities thereof is
677	sufficient.
678	(3)  A warehouse warehouseman may insert in its his or her
679	receipt any other terms that which are not contrary to the
680	provisions of this code and do not impair its his or her
681	obligation of delivery under s. 677.403 (s. 677.403) or its his
682	or her duty of care under s. 677.204 (s. 677.204). Any contrary
683	provision is provisions shall be ineffective.
684	Section 23.  Section 677.203, Florida Statutes, is amended
685	to read:
686	677.203  Liability of nonreceipt or misdescription.-A party
687	to or purchaser for value in good faith of a document of title,
688	other than a bill of lading, that relies relying in either case
689	upon the description therein of the goods in the document may
690	recover from the issuer damages caused by the nonreceipt or
691	misdescription of the goods, except to the extent that:
692	(1)  The document conspicuously indicates that the issuer
693	does not know whether all or any part or all of the goods in
694	fact were received or conform to the description, such as a case
695	in which as where the description is in terms of marks or labels
696	or kind, quantity or condition, or the receipt or description is
697	qualified by "contents, condition and quality unknown," "said to
698	contain," or words of similar import the like, if such
699	indication is be true;, or
700	(2)  The party or purchaser otherwise has notice of the
701	nonreceipt or misdescription.
702	Section 24.  Section 677.204, Florida Statutes, is amended
703	to read:
704	677.204  Duty of care; contractual limitation of
705	warehouse's warehouseman's liability.-
706	(1)  A warehouse warehouseman is liable for damages for
707	loss of or injury to the goods caused by its his or her failure
708	to exercise such care with in regard to the goods that them as a
709	reasonably careful person would exercise under similar like
710	circumstances. but Unless otherwise agreed, the warehouse he or
711	she is not liable for damages that which could not have been
712	avoided by the exercise of that such care.
713	(2)  Damages may be limited by a term in the warehouse
714	receipt or storage agreement limiting the amount of liability in
715	case of loss or damage, and setting forth a specific liability
716	per article or item, or value per unit of weight, beyond which
717	the warehouse is warehouseman shall not be liable; provided,
718	however, that such liability may on written. Such a limitation
719	is not effective with respect to the warehouse's liability for
720	conversion to its own use. On request of the bailor in a record
721	at the time of signing the such storage agreement or within a
722	reasonable time after receipt of the warehouse receipt, the
723	warehouse's liability may be increased on part or all of the
724	goods covered by the storage agreement or the warehouse receipt.
725	In this event, thereunder, in which event increased rates may be
726	charged based on an such increased valuation of the goods, but
727	that no such increase shall be permitted contrary to a lawful
728	limitation of liability contained in the warehouseman's tariff,
729	if any. No such limitation is effective with respect to the
730	warehouseman's liability for conversion to his or her own use.
731	(3)  Reasonable provisions as to the time and manner of
732	presenting claims and commencing actions based on the bailment
733	may be included in the warehouse receipt or storage agreement.
734	(4)(3)  This section does not impair or repeal any statute
735	which imposes a higher responsibility upon the warehouse
736	warehouseman or invalidates contractual limitations which would
737	be permissible under this chapter.
738	Section 25.  Section 677.205, Florida Statutes, is amended
739	to read:
740	677.205  Title under warehouse receipt defeated in certain
741	cases.-A buyer in the ordinary course of business of fungible
742	goods sold and delivered by a warehouse that warehouseman who is
743	also in the business of buying and selling such goods takes the
744	goods free of any claim under a warehouse receipt even if the
745	receipt is negotiable and though it has been duly negotiated.
746	Section 26.  Section 677.206, Florida Statutes, is amended
747	to read:
748	677.206  Termination of storage at warehouse's
749	warehouseman's option.-
750	(1)  A warehouse, by giving notice to warehouseman may on
751	notifying the person on whose account the goods are held and any
752	other person known to claim an interest in the goods, may
753	require payment of any charges and removal of the goods from the
754	warehouse at the termination of the period of storage fixed by
755	the document of title, or, if a no period is not fixed, within a
756	stated period not less than 30 days after the warehouse gives
757	notice notification. If the goods are not removed before the
758	date specified in the notice notification, the warehouse
759	warehouseman may sell them pursuant to s. 677.210 in accordance
760	with the provisions of the section on enforcement of a
761	warehouseman's lien (s. 677.210).
762	(2)  If a warehouse warehouseman in good faith believes
763	that the goods are about to deteriorate or decline in value to
764	less than the amount of its his or her lien within the time
765	provided prescribed in subsection (1) and s. 677.210 for
766	notification, advertisement and sale, the warehouse warehouseman
767	may specify in the notice given under subsection (1)
768	notification any reasonable shorter time for removal of the
769	goods and, if in case the goods are not removed, may sell them
770	at public sale held not less than 1 week after a single
771	advertisement or posting.
772	(3)  If, as a result of a quality or condition of the goods
773	of which the warehouse did not have warehouseman had no notice
774	at the time of deposit, the goods are a hazard to other
775	property, or to the warehouse facilities, or other to persons,
776	the warehouse warehouseman may sell the goods at public or
777	private sale without advertisement or posting on reasonable
778	notification to all persons known to claim an interest in the
779	goods. If the warehouse, warehouseman after a reasonable effort,
780	is unable to sell the goods, it he or she may dispose of them in
781	any lawful manner and does not shall incur no liability by
782	reason of that such disposition.
783	(4)  A warehouse shall The warehouseman must deliver the
784	goods to any person entitled to them under this chapter upon due
785	demand made at any time before prior to sale or other
786	disposition under this section.
787	(5)  A warehouse The warehouseman may satisfy its his or
788	her lien from the proceeds of any sale or disposition under this
789	section but shall must hold the balance for delivery on the
790	demand of any person to which the warehouse whom he or she would
791	have been bound to deliver the goods.
792	Section 27.  Section 677.207, Florida Statutes, is amended
793	to read:
794	677.207  Goods shall must be kept separate; fungible
795	goods.-
796	(1)  Unless the warehouse receipt otherwise provides
797	otherwise, a warehouse shall warehouseman must keep separate the
798	goods covered by each receipt so as to permit at all times
799	identification and delivery of those goods. However, except that
800	different lots of fungible goods may be commingled.
801	(2)  If different lots of fungible goods are so commingled,
802	the goods are owned in common by the persons entitled thereto
803	and the warehouse warehouseman is severally liable to each owner
804	for that owner's share. If, Where because of overissue, a mass
805	of fungible goods is insufficient to meet all the receipts which
806	the warehouse warehouseman has issued against it, the persons
807	entitled include all holders to whom overissued receipts have
808	been duly negotiated.
809	Section 28.  Section 677.208, Florida Statutes, is amended
810	to read:
811	677.208  Altered warehouse receipts.-If Where a blank in a
812	negotiable warehouse receipt has been filled in without
813	authority, a good faith purchaser for value and without notice
814	of the lack want of authority may treat the insertion as
815	authorized. Any other unauthorized alteration leaves any
816	tangible or electronic warehouse receipt enforceable against the
817	issuer according to its original tenor.
818	Section 29.  Section 677.209, Florida Statutes, is amended
819	to read:
820	677.209  Lien of warehouse warehouseman.-
821	(1)  A warehouse warehouseman has a lien against the bailor
822	on the goods covered by a warehouse receipt or storage agreement
823	or on the proceeds thereof in its his or her possession for
824	charges for storage or transportation, including demurrage and
825	terminal charges (including demurrage and terminal charges),
826	insurance, labor, or other charges, present or future, in
827	relation to the goods, and for expenses necessary for
828	preservation of the goods or reasonably incurred in their sale
829	pursuant to law. If the person on whose account the goods are
830	held is liable for similar like charges or expenses in relation
831	to other goods whenever deposited and it is stated in the
832	warehouse receipt or storage agreement that a lien is claimed
833	for charges and expenses in relation to other goods, the
834	warehouse warehouseman also has a lien against the goods covered
835	by the warehouse receipt or storage agreement or on the proceeds
836	thereof in its possession him or her for those such charges and
837	expenses, whether or not the other goods have been delivered by
838	the warehouse warehouseman. However, as But against a person to
839	which whom a negotiable warehouse receipt is duly negotiated, a
840	warehouse's warehouseman's lien is limited to charges in an
841	amount or at a rate specified in on the warehouse receipt or, if
842	no charges are so specified, then to a reasonable charge for
843	storage of the specific goods covered by the receipt subsequent
844	to the date of the receipt.
845	(2)  A warehouse The warehouseman may also reserve a
846	security interest against the bailor for the a maximum amount
847	specified on the receipt for charges other than those specified
848	in subsection (1), such as for money advanced and interest. The
849	Such a security interest is governed by chapter 679 the chapter
850	on secured transactions (chapter 679).
851	(3)  A warehouse's warehouseman's lien for charges and
852	expenses under subsection (1) or a security interest under
853	subsection (2) is also effective against any person that who so
854	entrusted the bailor with possession of the goods that a pledge
855	of them by the bailor him or her to a good faith good faith
856	purchaser for value would have been valid. However, the lien or
857	security interest but is not effective against a person that
858	before issuance of a document of title had a legal interest or a
859	perfected security interest in the goods and that did not:
860	(a)  Deliver or entrust the goods or any document of title
861	covering the goods to the bailor or the bailor's nominee with:
862	1.  Actual or apparent authority to ship, store, or sell;
863	2.  Power to obtain delivery under s. 677.403; or
864	3.  Power of disposition under s. 672.403, s. 680.304(2),
865	s. 680.305(2), s. 679.320, or s. 679.321(3) or other statute or
866	rule of law; or
867	(b)  Acquiesce in the procurement by the bailor or its
868	nominee of any document as to whom the document confers no right
869	in the goods covered by it under s. 677.503.
870	(4)  A warehouse's lien on household goods for charges and
871	expenses in relation to the goods under subsection (1) is also
872	effective against all persons if the depositor was the legal
873	possessor of the goods at the time of deposit. In this
874	subsection, the term "household goods" means furniture,
875	furnishings, or personal effects used by the depositor in a
876	dwelling.
877	(5)(4)  A warehouse warehouseman loses its his or her lien
878	on any goods that it which he or she voluntarily delivers or
879	which he or she unjustifiably refuses to deliver.
880	Section 30.  Section 677.210, Florida Statutes, is amended
881	to read:
882	677.210  Enforcement of warehouse's warehouseman's lien.-
883	(1)  Except as provided in subsection (2), a warehouse's
884	warehouseman's lien may be enforced by public or private sale of
885	the goods, in bulk or in packages in block or in parcels, at any
886	time or place and on any terms that which are commercially
887	reasonable, after notifying all persons known to claim an
888	interest in the goods. The Such notification shall must include
889	a statement of the amount due, the nature of the proposed sale,
890	and the time and place of any public sale. The fact that a
891	better price could have been obtained by a sale at a different
892	time or in a different method from that selected by the
893	warehouse warehouseman is not of itself sufficient to establish
894	that the sale was not made in a commercially reasonable manner.
895	The warehouse sells in a commercially reasonable manner if the
896	warehouse If the warehouseman either sells the goods in the
897	usual manner in any recognized market therefor, or if he or she
898	sells at the price current in that such market at the time of
899	the his or her sale, or if he or she has otherwise sells sold in
900	conformity with commercially reasonable practices among dealers
901	in the type of goods sold, he or she has sold in a commercially
902	reasonable manner. A sale of more goods than apparently
903	necessary to be offered to ensure satisfaction of the obligation
904	is not commercially reasonable except in cases covered by the
905	preceding sentence.
906	(2)  A warehouse may enforce its warehouseman's lien on
907	goods, other than goods stored by a merchant in the course of
908	its his or her business, only if the following requirements are
909	satisfied may be enforced only as follows:
910	(a)  All persons known to claim an interest in the goods
911	shall must be notified.
912	(b)  The notification must be delivered in person or sent
913	by registered or certified letter to the last known address of
914	any person to be notified.
915	(b)(c)  The notification shall must include an itemized
916	statement of the claim, a description of the goods subject to
917	the lien, a demand for payment within a specified time not less
918	than 10 days after receipt of the notification, and a
919	conspicuous statement that unless the claim is paid within that
920	time the goods will be advertised for sale and sold by auction
921	at a specified time and place.
922	(c)(d)  The sale shall must conform to the terms of the
923	notification.
924	(d)(e)  The sale shall must be held at the nearest suitable
925	place to that where the goods are held or stored.
926	(e)(f)  After the expiration of the time given in the
927	notification, an advertisement of the sale shall must be
928	published once a week for 2 weeks consecutively in a newspaper
929	of general circulation where the sale is to be held. The
930	advertisement shall must include a description of the goods, the
931	name of the person on whose account they are being held, and the
932	time and place of the sale. The sale shall must take place at
933	least 15 days after the first publication. If there is no
934	newspaper of general circulation where the sale is to be held,
935	the advertisement shall must be posted at least 10 days before
936	the sale in not fewer less than 6 conspicuous places in the
937	neighborhood of the proposed sale.
938	(3)  Before any sale pursuant to this section any person
939	claiming a right in the goods may pay the amount necessary to
940	satisfy the lien and the reasonable expenses incurred in
941	complying with under this section. In that event, the goods may
942	must not be sold, but shall must be retained by the warehouse
943	warehouseman subject to the terms of the receipt and this
944	chapter.
945	(4)  A warehouse The warehouseman may buy at any public
946	sale held pursuant to this section.
947	(5)  A purchaser in good faith of goods sold to enforce a
948	warehouse's warehouseman's lien takes the goods free of any
949	rights of persons against which whom the lien was valid, despite
950	the warehouse's noncompliance by the warehouseman with the
951	requirements of this section.
952	(6)  A warehouse The warehouseman may satisfy its his or
953	her lien from the proceeds of any sale pursuant to this section
954	but shall must hold the balance, if any, for delivery on demand
955	to any person to which the warehouse whom he or she would have
956	been bound to deliver the goods.
957	(7)  The rights provided by this section shall be in
958	addition to all other rights allowed by law to a creditor
959	against a his or her debtor.
960	(8)  If Where a lien is on goods stored by a merchant in
961	the course of its his or her business, the lien may be enforced
962	in accordance with either subsection (1) or subsection (2).
963	(9)  A warehouse The warehouseman is liable for damages
964	caused by failure to comply with the requirements for sale under
965	this section, and in case of willful violation, is liable for
966	conversion.
967	Section 31.  Section 677.301, Florida Statutes, is amended
968	to read:
969	677.301  Liability for nonreceipt or misdescription; "said
970	to contain"; "shipper's weight, load, and count"; improper
971	handling.-
972	(1)  A consignee of a nonnegotiable bill of lading which
973	who has given value in good faith, or a holder to which whom a
974	negotiable bill has been duly negotiated, relying in either case
975	upon the description therein of the goods in the bill, or upon
976	the date therein shown in the bill, may recover from the issuer
977	damages caused by the misdating of the bill or the nonreceipt or
978	misdescription of the goods, except to the extent that the bill
979	document indicates that the issuer does not know whether any
980	part or all of the goods in fact were received or conform to the
981	description, such as in the case in which where the description
982	is in terms of marks or labels or kind, quantity, or condition
983	or the receipt or description is qualified by "contents or
984	condition of contents of packages unknown," "said to contain,"
985	"shipper's weight, load, and count" or words of similar import
986	the like, if that such indication is be true.
987	(2)  If When goods are loaded by the an issuer of a bill of
988	lading: who is a common carrier,
989	(a)  The issuer shall must count the packages of goods if
990	shipped in packages package freight and ascertain the kind and
991	quantity if shipped in bulk; and freight.
992	(b)  Words In such as cases "shipper's weight, load, and
993	count" or other words of similar import indicating that the
994	description was made by the shipper are ineffective except as to
995	goods freight concealed in by packages.
996	(3)  If When bulk goods are freight is loaded by a shipper
997	that who makes available to the issuer of a bill of lading
998	adequate facilities for weighing those goods, the such freight,
999	an issuer shall who is a common carrier must ascertain the kind
1000	and quantity within a reasonable time after receiving the
1001	shipper's written request of the shipper to do so. In that case
1002	such cases "shipper's weight, load, and count" or other words of
1003	similar import like purport are ineffective.
1004	(4)  The issuer of a bill of lading, may by including
1005	inserting in the bill the words "shipper's weight, load, and
1006	count" or other words of similar import, may like purport
1007	indicate that the goods were loaded by the shipper,; and if that
1008	such statement is be true, the issuer is shall not be liable for
1009	damages caused by the improper loading. However, But their
1010	omission of such words does not imply liability for such damages
1011	caused by improper loading.
1012	(5)  A The shipper guarantees shall be deemed to have
1013	guaranteed to an the issuer the accuracy at the time of shipment
1014	of the description, marks, labels, number, kind, quantity,
1015	condition and weight, as furnished by the shipper, him or her;
1016	and the shipper shall indemnify the issuer against damage caused
1017	by inaccuracies in those such particulars. This The right of the
1018	issuer to such indemnity does not shall in no way limit the
1019	issuer's his or her responsibility or and liability under the
1020	contract of carriage to any person other than the shipper.
1021	Section 32.  Section 677.302, Florida Statutes, is amended
1022	to read:
1023	677.302  Through bills of lading and similar documents of
1024	title.-
1025	(1)  The issuer of a through bill of lading, or other
1026	document of title embodying an undertaking to be performed in
1027	part by a person persons acting as its agent agents or by a
1028	performing carrier, connecting carriers is liable to any person
1029	anyone entitled to recover on the bill or other document for any
1030	breach by the such other person persons or the performing by a
1031	connecting carrier of its obligation under the bill or other
1032	document. However, but to the extent that the bill or other
1033	document covers an undertaking to be performed overseas or in
1034	territory not contiguous to the continental United States or an
1035	undertaking including matters other than transportation, this
1036	liability for breach by the other person or the performing
1037	carrier may be varied by agreement of the parties.
1038	(2)  If Where goods covered by a through bill of lading or
1039	other document of title embodying an undertaking to be performed
1040	in part by a person persons other than the issuer are received
1041	by that any such person, the person he or she is subject, with
1042	respect to its his or her own performance while the goods are in
1043	its his or her possession, to the obligation of the issuer. The
1044	person's His or her obligation is discharged by delivery of the
1045	goods to another such person pursuant to the bill or other
1046	document, and does not include liability for breach by any other
1047	person such persons or by the issuer.
1048	(3)  The issuer of a such through bill of lading or other
1049	document of title described in subsection (1) is shall be
1050	entitled to recover from the performing connecting carrier, or
1051	such other person in possession of the goods when the breach of
1052	the obligation under the bill or other document occurred:,
1053	(a)  The amount it may be required to pay to any person
1054	anyone entitled to recover on the bill or other document for the
1055	breach therefor, as may be evidenced by any receipt, judgment,
1056	or transcript of judgment; thereof, and
1057	(b)  The amount of any expense reasonably incurred by the
1058	insurer it in defending any action commenced brought by any
1059	person anyone entitled to recover on the bill or other document
1060	for the breach therefor.
1061	Section 33.  Section 677.303, Florida Statutes, is amended
1062	to read:
1063	677.303  Diversion; reconsignment; change of instructions.-
1064	(1)  Unless the bill of lading otherwise provides, a the
1065	carrier may deliver the goods to a person or destination other
1066	than that stated in the bill or may otherwise dispose of the
1067	goods, without liability for misdelivery, on instructions from:
1068	(a)  The holder of a negotiable bill; or
1069	(b)  The consignor on a nonnegotiable bill, even if the
1070	consignee has given notwithstanding contrary instructions from
1071	the consignee; or
1072	(c)  The consignee on a nonnegotiable bill in the absence
1073	of contrary instructions from the consignor, if the goods have
1074	arrived at the billed destination or if the consignee is in
1075	possession of the tangible bill or in control of the electronic
1076	bill; or
1077	(d)  The consignee on a nonnegotiable bill, if the
1078	consignee he or she is entitled as against the consignor to
1079	dispose of the goods them.
1080	(2)  Unless such instructions described in subsection (1)
1081	are included in noted on a negotiable bill of lading, a person
1082	to which whom the bill is duly negotiated may can hold the
1083	bailee according to the original terms.
1084	Section 34.  Section 677.304, Florida Statutes, is amended
1085	to read:
1086	677.304  Tangible bills of lading in a set.-
1087	(1)  Except as where customary in international overseas
1088	transportation, a tangible bill of lading may must not be issued
1089	in a set of parts. The issuer is liable for damages caused by
1090	violation of this subsection.
1091	(2)  If Where a tangible bill of lading is lawfully issued
1092	drawn in a set of parts, each of which contains an
1093	identification code is numbered and is expressed to be valid
1094	only if the goods have not been delivered against any other
1095	part, the whole of the parts constitutes constitute one bill.
1096	(3)  If Where a tangible negotiable bill of lading is
1097	lawfully issued in a set of parts and different parts are
1098	negotiated to different persons, the title of the holder to
1099	which whom the first due negotiation is made prevails as to both
1100	the document of title and the goods even if though any later
1101	holder may have received the goods from the carrier in good
1102	faith and discharged the carrier's obligation by surrendering
1103	its surrender of his or her part.
1104	(4)  A Any person that who negotiates or transfers a single
1105	part of a tangible bill of lading issued drawn in a set is
1106	liable to holders of that part as if it were the whole set.
1107	(5)  The bailee shall is obliged to deliver in accordance
1108	with part IV of this chapter against the first presented part of
1109	a tangible bill of lading lawfully drawn in a set. Such Delivery
1110	in this manner discharges the bailee's obligation on the whole
1111	bill.
1112	Section 35.  Section 677.305, Florida Statutes, is amended
1113	to read:
1114	677.305  Destination bills.-
1115	(1)  Instead of issuing a bill of lading to the consignor
1116	at the place of shipment, a carrier, may at the request of the
1117	consignor, may procure the bill to be issued at destination or
1118	at any other place designated in the request.
1119	(2)  Upon request of any person anyone entitled as against
1120	the carrier to control the goods while in transit and on
1121	surrender of possession or control of any outstanding bill of
1122	lading or other receipt covering such goods, the issuer, subject
1123	to s. 677.105, may procure a substitute bill to be issued at any
1124	place designated in the request.
1125	Section 36.  Section 677.307, Florida Statutes, is amended
1126	to read:
1127	677.307  Lien of carrier.-
1128	(1)  A carrier has a lien on the goods covered by a bill of
1129	lading or on the proceeds thereof in its possession for charges
1130	after subsequent to the date of the carrier's its receipt of the
1131	goods for storage or transportation, including demurrage and
1132	terminal charges, (including demurrage and terminal charges) and
1133	for expenses necessary for preservation of the goods incident to
1134	their transportation or reasonably incurred in their sale
1135	pursuant to law. However, But against a purchaser for value of a
1136	negotiable bill of lading, a carrier's lien is limited to
1137	charges stated in the bill or the applicable tariffs, or, if no
1138	charges are stated, then to a reasonable charge.
1139	(2)  A lien for charges and expenses under subsection (1)
1140	on goods that which the carrier was required by law to receive
1141	for transportation is effective against the consignor or any
1142	person entitled to the goods unless the carrier had notice that
1143	the consignor lacked authority to subject the goods to those
1144	such charges and expenses. Any other lien under subsection (1)
1145	is effective against the consignor and any person that who
1146	permitted the bailor to have control or possession of the
1147	unless the carrier had notice that the bailor lacked such
1148	authority.
1149	(3)  A carrier loses its his or her lien on any goods that
1150	it which the carrier voluntarily delivers or which he or she
1151	unjustifiably refuses to deliver.
1152	Section 37.  Section 677.308, Florida Statutes, is amended
1153	to read:
1154	677.308  Enforcement of carrier's lien.-
1155	(1)  A carrier's lien on goods may be enforced by public or
1156	private sale of the goods, in bulk block or in packages parcels,
1157	at any time or place and on any terms that which are
1158	commercially reasonable, after notifying all persons known to
1159	claim an interest in the goods. The Such notification shall must
1160	include a statement of the amount due, the nature of the
1161	proposed sale, and the time and place of any public sale. The
1162	fact that a better price could have been obtained by a sale at a
1163	different time or in a method different method from that
1164	selected by the carrier is not of itself sufficient to establish
1165	that the sale was not made in a commercially reasonable manner.
1166	If The carrier either sells the goods in a commercially
1167	reasonable the usual manner in any recognized market therefor or
1168	if the carrier he or she sells the goods in the usual manner in
1169	any recognized market therefor, sells at the price current in
1170	that such market at the time of the his or her sale, or if the
1171	carrier has otherwise sells sold in conformity with commercially
1172	reasonable practices among dealers in the type of goods sold he
1173	or she has sold in a commercially reasonable manner. A sale of
1174	more goods than apparently necessary to be offered to ensure
1175	satisfaction of the obligation is not commercially reasonable,
1176	except in cases covered by the preceding sentence.
1177	(2)  Before any sale pursuant to this section, any person
1178	claiming a right in the goods may pay the amount necessary to
1179	satisfy the lien and the reasonable expenses incurred in
1180	complying with under this section. In that event, the goods may
1181	must not be sold, but shall must be retained by the carrier,
1182	subject to the terms of the bill of lading and this chapter.
1183	(3)  The carrier may buy at any public sale pursuant to
1184	this section.
1185	(4)  A purchaser in good faith of goods sold to enforce a
1186	carrier's lien takes the goods free of any rights of persons
1187	against which whom the lien was valid, despite the carrier's
1188	noncompliance by the carrier with the requirements of this
1189	section.
1190	(5)  A The carrier may satisfy its his or her lien from the
1191	proceeds of any sale pursuant to this section but shall must
1192	hold the balance, if any, for delivery on demand to any person
1193	to which whom the carrier would have been bound to deliver the
1194	goods.
1195	(6)  The rights provided by this section are shall be in
1196	addition to all other rights allowed by law to a creditor
1197	against a his or her debtor.
1198	(7)  A carrier's lien may be enforced pursuant to in
1199	accordance with either subsection (1) or the procedure set forth
1200	in s. 677.210(2).
1201	(8)  A The carrier is liable for damages caused by failure
1202	to comply with the requirements for sale under this section and,
1203	in case of willful violation, is liable for conversion.
1204	Section 38.  Section 677.309, Florida Statutes, is amended
1205	to read:
1206	677.309  Duty of care; contractual limitation of carrier's
1207	liability.-
1208	(1)  A carrier that who issues a bill of lading, whether
1209	negotiable or nonnegotiable, shall must exercise the degree of
1210	care in relation to the goods which a reasonably careful person
1211	would exercise under similar like circumstances. This subsection
1212	does not affect repeal or change any statute, regulation, law or
1213	rule of law that which imposes liability upon a common carrier
1214	for damages not caused by its negligence.
1215	(2)  Damages may be limited by a term in the bill of lading
1216	or in a transportation agreement provision that the carrier's
1217	liability may shall not exceed a value stated in the bill or
1218	transportation agreement document if the carrier's rates are
1219	dependent upon value and the consignor by the carrier's tariff
1220	is afforded an opportunity to declare a higher value and the
1221	consignor or a value as lawfully provided in the tariff, or
1222	where no tariff is filed he or she is otherwise advised of the
1223	such opportunity. However,; but no such a limitation is not
1224	effective with respect to the carrier's liability for conversion
1225	to its own use.
1226	(3)  Reasonable provisions as to the time and manner of
1227	presenting claims and commencing instituting actions based on
1228	the shipment may be included in the bill of lading or a
1229	transportation agreement tariff.
1230	Section 39.  Section 677.401, Florida Statutes, is amended
1231	to read:
1232	677.401  Irregularities in issue of receipt or bill or
1233	conduct of issuer.-The obligations imposed by this chapter on an
1234	issuer apply to a document of title even if regardless of the
1235	fact that:
1236	(1)  The document does may not comply with the requirements
1237	of this chapter or of any other statute, rule of law, law or
1238	regulation regarding its issuance issue, form, or content; or
1239	(2)  The issuer may have violated laws regulating the
1240	conduct of its his or her business; or
1241	(3)  The goods covered by the document were owned by the
1242	bailee when at the time the document was issued; or
1243	(4)  The person issuing the document is not a warehouse but
1244	the document does not come within the definition of warehouseman
1245	if it purports to be a warehouse receipt.
1246	Section 40.  Section 677.402, Florida Statutes, is amended
1247	to read:
1248	677.402  Duplicate document of title receipt or bill;
1249	overissue.-Neither A duplicate or nor any other document of
1250	title purporting to cover goods already represented by an
1251	outstanding document of the same issuer does not confer confers
1252	any right in the goods, except as provided in the case of
1253	tangible bills of lading in a set of parts, overissue of
1254	documents for fungible goods, and substitutes for lost, stolen
1255	or destroyed documents, or substitute documents issued pursuant
1256	to s. 677.105. But The issuer is liable for damages caused by
1257	its his or her overissue or failure to identify a duplicate
1258	document as such by a conspicuous notation on its face.
1259	Section 41.  Section 677.403, Florida Statutes, is amended
1260	to read:
1261	677.403  Obligation of bailee warehouseman or carrier to
1262	deliver; excuse.-
1263	(1)  A The bailee shall must deliver the goods to a person
1264	entitled under a the document of title if the person who
1265	complies with subsections (2) and (3), unless and to the extent
1266	that the bailee establishes any of the following:
1267	(a)  Delivery of the goods to a person whose receipt was
1268	rightful as against the claimant;
1269	(b)  Damage to or delay, loss or destruction of the goods
1270	for which the bailee is not liable, but the burden of
1271	establishing negligence in such cases when value of such damage,
1272	delay, loss, or destruction exceeds $10,000 is on the person
1273	entitled under the document;.
1274	(c)  Previous sale or other disposition of the goods in
1275	lawful enforcement of a lien or on a warehouse's warehouseman's
1276	lawful termination of storage;
1277	(d)  The exercise by a seller of its his or her right to
1278	stop delivery pursuant to s. 672.705 or by a lessor of its right
1279	to stop delivery pursuant to s. 680.526 the provisions of the
1280	chapter on sales (s. 672.705);
1281	(e)  A diversion, reconsignment, or other disposition
1282	pursuant to s. 677.303 the provisions of this chapter (s.
1283	677.303) or tariff regulating such right;
1284	(f)  Release, satisfaction, or any other fact affording a
1285	personal defense against the claimant; or
1286	(g)  Any other lawful excuse.
1287	(2)  A person claiming goods covered by a document of title
1288	shall must satisfy the bailee's lien if where the bailee so
1289	requests or if where the bailee is prohibited by law from
1290	delivering the goods until the charges are paid.
1291	(3)  Unless a the person claiming the goods is a person one
1292	against which whom the document of title does not confer a
1293	confers no right under s. 677.503(1):,
1294	(a)  The person claiming under a document shall he or she
1295	must surrender possession or control of any outstanding
1296	negotiable document covering the goods for cancellation or
1297	indication of partial deliveries; and
1298	(b)  for cancellation or notation of partial deliveries any
1299	outstanding negotiable document covering the goods, and The
1300	bailee shall must cancel the document or conspicuously indicate
1301	in the document note the partial delivery thereon or the bailee
1302	is be liable to any person to which whom the document is duly
1303	negotiated.
1304	(4)  "Person entitled under the document" means holder in
1305	the case of a negotiable document, or the person to whom
1306	delivery is to be made by the terms of or pursuant to written
1307	instructions under a nonnegotiable document.
1308	Section 42.  Section 677.404, Florida Statutes, is amended
1309	to read:
1310	677.404  No liability for good faith delivery pursuant to
1311	document of title receipt or bill.-A bailee that who in good
1312	faith including observance of reasonable commercial standards
1313	has received goods and delivered or otherwise disposed of the
1314	goods them according to the terms of the document of title or
1315	pursuant to this chapter is not liable for the goods therefor.
1316	This rule applies even if:
1317	(1)  though The person from which the bailee whom he or she
1318	received the goods did not have had no authority to procure the
1319	document or to dispose of the goods; or
1320	(2)  The and even though the person to which the bailee
1321	whom he or she delivered the goods did not have had no authority
1322	to receive the goods them.
1323	Section 43.  Section 677.501, Florida Statutes, is amended
1324	to read:
1325	677.501  Form of negotiation and requirements of "due
1326	negotiation."-
1327	(1)  The following rules apply to a negotiable tangible
1328	document of title:
1329	(a)  If the document's original terms run running to the
1330	order of a named person, the document is negotiated by the named
1331	person's indorsement and delivery. After the named person's his
1332	or her indorsement in blank or to bearer, any person may can
1333	negotiate the document it by delivery alone.
1334	(b)  If the document's original
1335	(2)(a)  A negotiable document of title is also negotiated
1336	by delivery alone when by its original terms run it runs to
1337	bearer, it is negotiated by delivery alone.
1338	(c)  If the document's original terms run
1339	(b)  When a document running to the order of a named person
1340	and it is delivered to the named person, him or her the effect
1341	is the same as if the document had been negotiated.
1342	(d)(3)  Negotiation of the a negotiable document of title
1343	after it has been indorsed to a named specified person requires
1344	indorsement by the named person and special indorsee as well as
1345	delivery.
1346	(e)(4)  A negotiable document of title is duly negotiated
1347	if "duly negotiated" when it is negotiated in the manner stated
1348	in this subsection section to a holder that who purchases it in
1349	good faith, without notice of any defense against or claim to it
1350	on the part of any person, and for value, unless it is
1351	established that the negotiation is not in the regular course of
1352	business or financing or involves receiving the document in
1353	settlement or payment of a money obligation.
1354	(2)  The following rules apply to a negotiable electronic
1355	document of title:
1356	(a)  If the document's original terms run to the order of a
1357	named person or to bearer, the document is negotiated by
1358	delivery of the document to another person. Indorsement by the
1359	named person is not required to negotiate the document.
1360	(b)  If the document's original terms run to the order of a
1361	named person and the named person has control of the document,
1362	the effect is the same as if the document had been negotiated.
1363	(c)  A document is duly negotiated if it is negotiated in
1364	the manner stated in this subsection to a holder that purchases
1365	it in good faith, without notice of any defense against or claim
1366	to it on the part of any person, and for value, unless it is
1367	established that the negotiation is not in the regular course of
1368	business or financing or involves taking delivery of the
1369	document in settlement or payment of a monetary obligation.
1370	(3)(5)  Indorsement of a nonnegotiable document of title
1371	neither makes it negotiable nor adds to the transferee's rights.
1372	(4)(6)  The naming in a negotiable bill of lading of a
1373	person to be notified of the arrival of the goods does not limit
1374	the negotiability of the bill or nor constitute notice to a
1375	purchaser of the bill thereof of any interest of that such
1376	person in the goods.
1377	Section 44.  Section 677.502, Florida Statutes, is amended
1378	to read:
1379	677.502  Rights acquired by due negotiation.-
1380	(1)  Subject to ss. the following section and to the
1381	provisions of s. 677.205 and 677.503 on fungible goods, a holder
1382	to which whom a negotiable document of title has been duly
1383	negotiated acquires thereby:
1384	(a)  Title to the document;
1385	(b)  Title to the goods;
1386	(c)  All rights accruing under the law of agency or
1387	estoppel, including rights to goods delivered to the bailee
1388	after the document was issued; and
1389	(d)  The direct obligation of the issuer to hold or deliver
1390	the goods according to the terms of the document free of any
1391	defense or claim by the issuer him or her except those arising
1392	under the terms of the document or under this chapter, but. in
1393	the case of a delivery order, the bailee's obligation accrues
1394	only upon the bailee's acceptance of the delivery order and the
1395	obligation acquired by the holder is that the issuer and any
1396	indorser will procure the acceptance of the bailee.
1397	(2)  Subject to the following section, title and rights so
1398	acquired by due negotiation are not defeated by any stoppage of
1399	the goods represented by the document of title or by surrender
1400	of the such goods by the bailee, and are not impaired even if:
1401	(a)  though The due negotiation or any prior due
1402	negotiation constituted a breach of duty; or even though
1403	(b)  Any person has been deprived of possession of a
1404	negotiable tangible the document or control of a negotiable
1405	electronic document by misrepresentation, fraud, accident,
1406	mistake, duress, loss, theft, or conversion;, or even though
1407	(c)  A previous sale or other transfer of the goods or
1408	document has been made to a third person.
1409	Section 45.  Section 677.503, Florida Statutes, is amended
1410	to read:
1411	677.503  Document of title to goods defeated in certain
1412	cases.-
1413	(1)  A document of title confers no right in goods against
1414	a person that who before issuance of the document had a legal
1415	interest or a perfected security interest in the goods them and
1416	that did not who neither:
1417	(a)  Deliver or entrust the goods Delivered or entrusted
1418	them or any document of title covering the goods them to the
1419	bailor or the bailor's nominee with:
1420	1.  Actual or apparent authority to ship, store, or sell;
1421	or with
1422	2.  Power to obtain delivery under s. 677.403; this chapter
1423	(s. 677.403) or with
1424	3.  Power of disposition under s. 672.403, s. 680.304(2),
1425	s. 680.305(2), s. 679.320, or s. 679.321(3) this code (ss.
1426	672.403 and 679.320) or other statute or rule of law; or
1427	(b)(b)  Acquiesce Acquiesced in the procurement by the
1428	bailor or its the bailor's nominee of any document of title.
1429	(2)  Title to goods based upon an unaccepted delivery order
1430	is subject to the rights of any person anyone to which whom a
1431	negotiable warehouse receipt or bill of lading covering the
1432	goods has been duly negotiated. That Such a title may be
1433	defeated under the next section to the same extent as the rights
1434	of the issuer or a transferee from the issuer.
1435	(3)  Title to goods based upon a bill of lading issued to a
1436	freight forwarder is subject to the rights of any person anyone
1437	to which whom a bill issued by the freight forwarder is duly
1438	negotiated. However,; but delivery by the carrier in accordance
1439	with part IV of this chapter pursuant to its own bill of lading
1440	discharges the carrier's obligation to deliver.
1441	Section 46.  Section 677.504, Florida Statutes, is amended
1442	to read:
1443	677.504  Rights acquired in the absence of due negotiation;
1444	effect of diversion; seller's stoppage of delivery.-
1445	(1)  A transferee of a document of title, whether
1446	negotiable or nonnegotiable, to which whom the document has been
1447	delivered but not duly negotiated, acquires the title and rights
1448	that its which his or her transferor had or had actual authority
1449	to convey.
1450	(2)  In the case of a transfer of a nonnegotiable document
1451	of title, until but not after the bailee receives notice
1452	notification of the transfer, the rights of the transferee may
1453	be defeated:
1454	(a)  By those creditors of the transferor which who could
1455	treat the transfer sale as void under s. 672.402 or s. 680.308;
1456	or
1457	(b)  By a buyer from the transferor in ordinary course of
1458	business if the bailee has delivered the goods to the buyer or
1459	received notification of the buyer's his or her rights; or
1460	(c)  By a lessee from the transferor in ordinary course of
1461	business if the bailee has delivered the goods to the lessee or
1462	received notification of the lessee's rights; or
1463	(d)(c)  As against the bailee, by good-faith good faith
1464	dealings of the bailee with the transferor.
1465	(3)  A diversion or other change of shipping instructions
1466	by the consignor in a nonnegotiable bill of lading which causes
1467	the bailee not to deliver to the consignee defeats the
1468	consignee's title to the goods if the goods they have been
1469	delivered to a buyer or a lessee in ordinary course of business
1470	and, in any event, defeats the consignee's rights against the
1471	bailee.
1472	(4)  Delivery of the goods pursuant to a nonnegotiable
1473	document of title may be stopped by a seller under s. 672.705 or
1474	by a lessor under s. 680.526, and subject to the requirements
1475	requirement of due notification there provided. A bailee that
1476	honors honoring the seller's or lessor's instructions is
1477	entitled to be indemnified by the seller or lessor against any
1478	resulting loss or expense.
1479	Section 47.  Section 677.505, Florida Statutes, is amended
1480	to read:
1481	677.505  Indorser not a guarantor for other parties.-The
1482	indorsement of a tangible document of title issued by a bailee
1483	does not make the indorser liable for any default by the bailee
1484	or by previous indorsers.
1485	Section 48.  Section 677.506, Florida Statutes, is amended
1486	to read:
1487	677.506  Delivery without indorsement; right to compel
1488	indorsement.-The transferee of a negotiable tangible document of
1489	title has a specifically enforceable right to have its his or
1490	her transferor supply any necessary indorsement but the transfer
1491	becomes a negotiation only as of the time the indorsement is
1492	supplied.
1493	Section 49.  Section 677.507, Florida Statutes, is amended
1494	to read:
1495	677.507  Warranties on negotiation or delivery of document
1496	of title transfer of receipt or bill.-If Where a person
1497	negotiates or delivers transfers a document of title for value,
1498	otherwise than as a mere intermediary under the next following
1499	section, then unless otherwise agreed, the transferor, in
1500	addition to any warranty made in selling or leasing the goods,
1501	person warrants to its his or her immediate purchaser only that
1502	in addition to any warranty made in selling the goods:
1503	(1)  That The document is genuine; and
1504	(2)  The transferor does not have That he or she has no
1505	knowledge of any fact that which would impair the document's its
1506	validity or worth; and
1507	(3)  The That his or her negotiation or delivery transfer
1508	is rightful and fully effective with respect to the title to the
1509	document and the goods it represents.
1510	Section 50.  Section 677.508, Florida Statutes, is amended
1511	to read:
1512	677.508  Warranties of collecting bank as to documents of
1513	title.-A collecting bank or other intermediary known to be
1514	entrusted with documents of title on behalf of another or with
1515	collection of a draft or other claim against delivery of
1516	documents warrants by the such delivery of the documents only
1517	its own good faith and authority. This rule applies even if
1518	though the collecting bank or other intermediary has purchased
1519	or made advances against the claim or draft to be collected.
1520	Section 51.  Section 677.509, Florida Statutes, is amended
1521	to read:
1522	677.509  Receipt or bill; when Adequate compliance with
1523	commercial contract.-The question Whether a document of title is
1524	adequate to fulfill the obligations of a contract for sale, or
1525	the conditions of a letter of credit, or a contract for lease is
1526	determined governed by chapter 672, chapter 675, or chapter 680
1527	the chapters on sales (chapter 672) and on letters of credit
1528	(chapter 675).
1529	Section 52.  Section 677.601, Florida Statutes, is amended
1530	to read:
1531	677.601  Lost, stolen, or destroyed and missing documents
1532	of title.-
1533	(1)  If a document of title is has been lost, stolen, or
1534	destroyed, a court may order delivery of the goods or issuance
1535	of a substitute document and the bailee may without liability to
1536	any person comply with the such order. If the document was
1537	negotiable, a court may not order delivery of the goods or the
1538	issuance of a substitute document without the claimant's posting
1539	claimant must post security unless it finds that approved by the
1540	court to indemnify any person that who may suffer loss as a
1541	result of nonsurrender of possession or control of the document
1542	is adequately protected against the loss. If the document was
1543	nonnegotiable not negotiable, the court such security may
1544	require security be required at the discretion of the court. The
1545	court may also in its discretion order payment of the bailee's
1546	reasonable costs and attorney's counsel fees in any action under
1547	this subsection.
1548	(2)  A bailee that, who without a court order, delivers
1549	goods to a person claiming under a missing negotiable document
1550	of title is liable to any person injured thereby., and If the
1551	delivery is not in good faith, the bailee is becomes liable for
1552	conversion. Delivery in good faith is not conversion if made in
1553	accordance with a filed classification or tariff or, where no
1554	classification or tariff is filed, if the claimant posts
1555	security with the bailee in an amount at least double the value
1556	of the goods at the time of posting to indemnify any person
1557	injured by the delivery which who files a notice of claim within
1558	1 year after the delivery.
1559	Section 53.  Section 677.602, Florida Statutes, is amended
1560	to read:
1561	677.602  Judicial process against Attachment of goods
1562	covered by a negotiable document of title.-Unless a Except where
1563	the document of title was originally issued upon delivery of the
1564	goods by a person that did not have who had no power to dispose
1565	of them, a no lien does not attach attaches by virtue of any
1566	judicial process to goods in the
1567	which a negotiable document of title
1568	possession or control of the document is
1569	the bailee or the document's its negotiation is enjoined., and
1570	The bailee may shall not be compelled to deliver the goods
1571	pursuant to process until possession or control of the document
1572	is surrendered to the bailee or to him or her or impounded by
1573	the court. A purchaser of One who purchases the document for
1574	value without notice of the process or injunction takes free of
1575	the lien imposed by judicial process.
1576	Section 54.  Section 677.603, Florida Statutes, is amended
1577	to read:
1578	677.603  Conflicting claims; interpleader.-If more than one
1579	person claims title to or possession of the goods, the bailee is
1580	excused from delivery until the bailee he or she has had a
1581	reasonable time to ascertain the validity of the adverse claims
1582	or to commence bring an action for to compel all claimants to
1583	interplead and may compel such interpleader. The bailee may
1584	assert an interpleader, either in defending an action for
1585	nondelivery of the goods, or by original action, whichever is
1586	appropriate.
1587	Section 55.  Subsection (7) is added to section 678.1031,
1588	Florida Statutes, to read:
1589	678.1031  Rules for determining whether certain obligations
1590	and interests are securities or financial assets.-
1591	(7)  A document of title is not a financial asset unless s.
1592	678.1021(1)(i)2. applies.
1593	Section 56.  Subsection (2) of section 679.1021, Florida
1594	Statutes, is amended to read:
1595	679.1021  Definitions and index of definitions.-
1596	(2)  The following definitions in other chapters apply to
1597	this chapter:
1598	"Applicant"     s. 675.103.
1599	"Beneficiary"     s. 675.103.
1600	"Broker"     s. 678.1021.
1601	"Certificated security"     s. 678.1021.
1602	"Check"     s. 673.1041.
1603	"Clearing corporation"     s. 678.1021.
1604	"Contract for sale"     s. 672.106.
1605	"Control"      s. 677.106.
1606	"Customer"     s. 674.104.
1607	"Entitlement holder"     s. 678.1021.
1608	"Financial asset"     s. 678.1021.
1609	"Holder in due course"     s. 673.3021.
1610	"Issuer" (with respect to a letter of credit
1611	or letter-of-credit right)     s. 675.103.
1612	"Issuer" (with respect to a security)     s. 678.2011.
1613	"Issuer" (with respect to documents of title)     s.
1614	677.102.
1615	"Lease"     s. 680.1031.
1616	"Lease agreement"     s. 680.1031.
1617	"Lease contract"     s. 680.1031.
1618	"Leasehold interest"     s. 680.1031.
1619	"Lessee"     s. 680.1031.
1620	"Lessee in ordinary course of
1621	business"     s. 680.1031.
1622	"Lessor"     s. 680.1031.
1623	"Lessor's residual interest"     s. 680.1031.
1624	"Letter of credit"     s. 675.103.
1625	"Merchant"     s. 672.104.
1626	"Negotiable instrument"     s. 673.1041.
1627	"Nominated person"     s. 675.103.
1628	"Note"     s. 673.1041.
1629	"Proceeds of a letter of credit"     s. 675.114.
1630	"Prove"     s. 673.1031.
1631	"Sale"     s. 672.106.
1632	"Securities account"     s. 678.5011.
1633	"Securities intermediary"     s. 678.1021.
1634	"Security"     s. 678.1021.
1635	"Security certificate"     s. 678.1021.
1636	"Security entitlement"     s. 678.1021.
1637	"Uncertificated security"     s. 678.1021.
1638	Section 57.  Subsection (2) of section 679.2031, Florida
1639	Statutes, is amended to read:
1640	679.2031  Attachment and enforceability of security
1641	interest; proceeds; supporting obligations; formal requisites.-
1642	(2)  Except as otherwise provided in subsections (3)
1643	through (10), a security interest is enforceable against the
1644	debtor and third parties with respect to the collateral only if:
1645	(a)  Value has been given;
1646	(b)  The debtor has rights in the collateral or the power
1647	to transfer rights in the collateral to a secured party; and
1648	(c)  One of the following conditions is met:
1649	1.  The debtor has authenticated a security agreement that
1650	provides a description of the collateral and, if the security
1651	interest covers timber to be cut, a description of the land
1652	concerned;
1653	2.  The collateral is not a certificated security and is in
1654	the possession of the secured party under s. 679.3131 pursuant
1655	to the debtor's security agreement;
1656	3.  The collateral is a certificated security in registered
1657	form and the security certificate has been delivered to the
1658	secured party under s. 678.3011 pursuant to the debtor's
1659	security agreement; or
1660	4.  The collateral is deposit accounts, electronic chattel
1661	paper, investment property, or letter-of-credit rights, or
1662	electronic documents, and the secured party has control under s.
1663	677.106, s. 679.1041, s. 679.1051, s. 679.1061, or s. 679.1071
1664	pursuant to the debtor's security agreement.
1665	Section 58.  Subsection (3) of section 679.2071, Florida
1666	Statutes, is amended to read:
1667	679.2071  Rights and duties of secured party having
1668	possession or control of collateral.-
1669	(3)  Except as otherwise provided in subsection (4), a
1670	secured party having possession of collateral or control of
1671	collateral under s. 677.106, s. 679.1041, s. 679.1051, s.
1672	679.1061, or s. 679.1071:
1673	(a)  May hold as additional security any proceeds, except
1674	money or funds, received from the collateral;
1675	(b)  Shall apply money or funds received from the
1676	collateral to reduce the secured obligation, unless remitted to
1677	the debtor; and
1678	(c)  May create a security interest in the collateral.
1679	Section 59.  Subsection (2) of section 679.2081, Florida
1680	Statutes, is amended to read:
1681	679.2081  Additional duties of secured party having control
1682	of collateral.-
1683	(2)  Within 10 days after receiving an authenticated demand
1684	by the debtor:
1685	(a)  A secured party having control of a deposit account
1686	under s. 679.1041(1)(b) shall send to the bank with which the
1687	deposit account is maintained an authenticated statement that
1688	releases the bank from any further obligation to comply with
1689	instructions originated by the secured party;
1690	(b)  A secured party having control of a deposit account
1691	under s. 679.1041(1)(c) shall:
1692	1.  Pay the debtor the balance on deposit in the deposit
1693	account; or
1694	2.  Transfer the balance on deposit into a deposit account
1695	in the debtor's name;
1696	(c)  A secured party, other than a buyer, having control of
1697	electronic chattel paper under s. 679.1051 shall:
1698	1.  Communicate the authoritative copy of the electronic
1699	chattel paper to the debtor or its designated custodian;
1700	2.  If the debtor designates a custodian that is the
1701	designated custodian with which the authoritative copy of the
1702	electronic chattel paper is maintained for the secured party,
1703	communicate to the custodian an authenticated record releasing
1704	the designated custodian from any further obligation to comply
1705	with instructions originated by the secured party and
1706	instructing the custodian to comply with instructions originated
1707	by the debtor; and
1708	3.  Take appropriate action to enable the debtor or the
1709	debtor's designated custodian to make copies of or revisions to
1710	the authoritative copy which add or change an identified
1711	assignee of the authoritative copy without the consent of the
1712	secured party;
1713	(d)  A secured party having control of investment property
1714	under s. 678.1061(4)(b) or s. 679.1061(2) shall send to the
1715	securities intermediary or commodity intermediary with which the
1716	security entitlement or commodity contract is maintained an
1717	authenticated record that releases the securities intermediary
1718	or commodity intermediary from any further obligation to comply
1719	with entitlement orders or directions originated by the secured
1720	party; and
1721	(e)  A secured party having control of a letter-of-credit
1722	right under s. 679.1071 shall send to each person having an
1723	unfulfilled obligation to pay or deliver proceeds of the letter
1724	of credit to the secured party an authenticated release from any
1725	further obligation to pay or deliver proceeds of the letter of
1726	credit to the secured party; and.
1727	(f)  A secured party having control of an electronic
1728	document shall:
1729	1.  Give control of the electronic document to the debtor
1730	or its designated custodian;
1731	2.  If the debtor designates a custodian that is the
1732	designated custodian with which the authoritative copy of the
1733	electronic document is maintained for the secured party,
1734	communicate to the custodian an authenticated record releasing
1735	the designated custodian from any further obligation to comply
1736	with instructions originated by the secured party and
1737	instructing the custodian to comply with instructions originated
1738	by the debtor; and
1739	3.  Take appropriate action to enable the debtor or its
1740	designated custodian to make copies of or revisions to the
1741	authenticated copy which add or change an identified assignee of
1742	the authoritative copy without the consent of the secured party.
1743	Section 60.  Subsection (3) of section 679.3011, Florida
1744	Statutes, is amended to read:
1745	679.3011  Law governing perfection and priority of security
1746	interests.-Except as otherwise provided in ss. 679.1091,
1747	679.3031, 679.3041, 679.3051, and 679.3061, the following rules
1748	determine the law governing perfection, the effect of perfection
1749	or nonperfection, and the priority of a security interest in
1750	collateral:
1751	(3)  Except as otherwise provided in subsections (4) and
1752	(5), while tangible negotiable documents, goods, instruments,
1753	money, or tangible chattel paper is located in a jurisdiction,
1754	the local law of that jurisdiction governs:
1755	(a)  Perfection of a security interest in the goods by
1756	filing a fixture filing;
1757	(b)  Perfection of a security interest in timber to be cut;
1758	and
1759	(c)  The effect of perfection or nonperfection and the
1760	priority of a nonpossessory security interest in the collateral.
1761	Section 61.  Subsection (2) of section 679.3101, Florida
1762	Statutes, is amended to read:
1763	679.3101  When filing required to perfect security interest
1764	or agricultural lien; security interests and agricultural liens
1765	to which filing provisions do not apply.-
1766	(2)  The filing of a financing statement is not necessary
1767	to perfect a security interest:
1768	(a)  That is perfected under s. 679.3081(4), (5), (6), or
1769	(7);
1770	(b)  That is perfected under s. 679.3091 when it attaches;
1771	(c)  In property subject to a statute, regulation, or
1772	treaty described in s. 679.3111(1);
1773	(d)  In goods in possession of a bailee which is perfected
1774	under s. 679.3121(4)(a) or (b);
1775	(e)  In certificated securities, documents, goods, or
1776	instruments which is perfected without filing, control, or
1777	possession under s. 679.3121(5), (6), or (7);
1778	(f)  In collateral in the secured party's possession under
1779	s. 679.3131;
1780	(g)  In a certificated security which is perfected by
1781	delivery of the security certificate to the secured party under
1782	s. 679.3131;
1783	(h)  In deposit accounts, electronic chattel paper,
1784	electronic documents, investment property, or letter-of-credit
1785	rights which is perfected by control under s. 679.3141;
1786	(i)  In proceeds which is perfected under s. 679.3151; or
1787	(j)  That is perfected under s. 679.3161.
1788	Section 62.  Subsection (5) of section 679.3121, Florida
1789	Statutes, is amended to read:
1790	679.3121  Perfection of security interests in chattel
1791	paper, deposit accounts, documents, goods covered by documents,
1792	instruments, investment property, letter-of-credit rights, and
1793	money; perfection by permissive filing; temporary perfection
1794	without filing or transfer of possession.-
1795	(5)  A security interest in certificated securities,
1796	negotiable documents, or instruments is perfected without filing
1797	or the taking of possession or control for a period of 20 days
1798	from the time it attaches to the extent that it arises for new
1799	value given under an authenticated security agreement.
1800	Section 63.  Subsection (1) of section 679.3131, Florida
1801	Statutes, is amended to read:
1802	679.3131  When possession by or delivery to secured party
1803	perfects security interest without filing.-
1804	(1)  Except as otherwise provided in subsection (2), a
1805	secured party may perfect a security interest in tangible
1806	negotiable documents, goods, instruments, money, or tangible
1807	chattel paper by taking possession of the collateral. A secured
1808	party may perfect a security interest in certificated securities
1809	by taking delivery of the certificated securities under s.
1810	678.3011.
1811	Section 64.  Subsections (1) and (2) of section 679.3141,
1812	Florida Statutes, are amended to read:
1813	679.3141  Perfection by control.-
1814	(1)  A security interest in investment property, deposit
1815	accounts, letter-of-credit rights, or electronic chattel paper,
1816	or electronic documents may be perfected by control of the
1817	collateral under s. 677.106, s. 679.1041, s. 679.1051, s.
1818	679.1061, or s. 679.1071.
1819	(2)  A security interest in deposit accounts, electronic
1820	chattel paper, or letter-of-credit rights, or electronic
1821	documents is perfected by control under s. 677.106, s. 679.1041,
1822	s. 679.1051, or s. 679.1071 when the secured party obtains
1823	control and remains perfected by control only while the secured
1824	party retains control.
1825	Section 65.  Subsections (2) and (4) of section 679.3171,
1826	Florida Statutes, are amended to read:
1827	679.3171  Interests that take priority over or take free of
1828	security interest or agricultural lien.-
1829	(2)  Except as otherwise provided in subsection (5), a
1830	buyer, other than a secured party, of tangible chattel paper,
1831	tangible documents, goods, instruments, or a security
1832	certificate takes free of a security interest or agricultural
1833	lien if the buyer gives value and receives delivery of the
1834	collateral without knowledge of the security interest or
1835	agricultural lien and before it is perfected.
1836	(4)  A licensee of a general intangible or a buyer, other
1837	than a secured party, of accounts, electronic chattel paper,
1838	electronic documents, general intangibles, or investment
1839	property other than a certificated security takes free of a
1840	security interest if the licensee or buyer gives value without
1841	knowledge of the security interest and before it is perfected.
1842	Section 66.  Subsection (2) of section 679.338, Florida
1843	Statutes, is amended to read:
1844	679.338  Priority of security interest or agricultural lien
1845	perfected by filed financing statement providing certain
1846	incorrect information.-If a security interest or agricultural
1847	lien is perfected by a filed financing statement providing
1848	information described in s. 679.516(2)(d) which is incorrect at
1849	the time the financing statement is filed:
1850	(2)  A purchaser, other than a secured party, of the
1851	collateral takes free of the security interest or agricultural
1852	lien to the extent that, in reasonable reliance upon the
1853	incorrect information, the purchaser gives value and, in the
1854	case of tangible chattel paper, tangible documents, goods,
1855	instruments, or a security certificate, receives delivery of the
1856	collateral.
1857	Section 67.  Paragraphs (a) and (o) of subsection (1) of
1858	section 680.1031, Florida Statutes, are amended to read:
1859	680.1031  Definitions and index of definitions.-
1860	(1)  In this chapter, unless the context otherwise
1861	requires:
1862	(a)  "Buyer in ordinary course of business" means a person
1863	who in good faith and without knowledge that the sale to him or
1864	her is in violation of the ownership rights or security interest
1865	or leasehold interest of a third party in the goods buys in
1866	ordinary course from a person in the business of selling goods
1867	of that kind but does not include a pawnbroker. Buying may be
1868	for cash or by exchange of other property or on secured or
1869	unsecured credit and includes acquiring receiving goods or
1870	documents of title under a preexisting contract for sale but
1871	does not include a transfer in bulk or as security for or in
1872	total or partial satisfaction of a money debt.
1873	(o)  "Lessee in ordinary course of business" means a person
1874	who in good faith and without knowledge that the lease to him or
1875	her is in violation of the ownership rights or security interest
1876	or leasehold interest of a third party in the goods leases in
1877	ordinary course from a person in the business of selling or
1878	leasing goods of that kind but does not include a pawnbroker.
1879	Leasing may be for cash or by exchange of other property or on
1880	secured or unsecured credit and includes acquiring receiving
1881	goods or documents of title under a preexisting lease contract
1882	but does not include a transfer in bulk or as security for or in
1883	total or partial satisfaction of a money debt.
1884	Section 68.  Subsection (2) of section 680.514, Florida
1885	Statutes, is amended to read:
1886	680.514  Waiver of lessee's objections.-
1887	(2)  A lessee's failure to reserve rights when paying rent
1888	or other consideration against documents precludes recovery of
1889	the payment for defects apparent in on the face of the
1890	documents.
1891	Section 69.  Subsection (2) of section 680.526, Florida
1892	Statutes, is amended to read:
1893	680.526  Lessor's stoppage of delivery in transit or
1894	otherwise.-
1895	(2)  In pursuing her or his remedies under subsection (1),
1896	the lessor may stop delivery until:
1897	(a)  Receipt of the goods by the lessee;
1898	(b)  Acknowledgment to the lessee by any bailee of the
1899	goods, except a carrier, that the bailee holds the goods for the
1900	lessee; or
1901	(c)  Such an acknowledgment to the lessee by a carrier via
1902	reshipment or as a warehouse warehouseman.
1903	Section 70.  This act shall take effect July 1, 2010.

CODING: Words stricken are deletions; words underlined are additions.