§ 6A-2-401 - Passing of title – Reservation for security – Limited application of this section.
SECTION 6A-2-401
§ 6A-2-401 Passing of title –Reservation for security – Limited application of this section. – Each provision of this chapter with regard to the rights, obligations andremedies of the seller, the buyer, purchasers, or other third parties appliesirrespective of title to the goods except where the provision refers to suchtitle. Insofar as situations are not covered by the other provisions of thischapter and matters concerning title become material the following rules apply:
(1) Title to goods cannot pass under a contract for saleprior to their identification to the contract (§ 6A-2-501), and unlessotherwise explicitly agreed the buyer acquires by their identification aspecial property as limited by this title. Any retention or reservation by theseller of the title (property) in goods shipped or delivered to the buyer islimited in effect to a reservation of a security interest. Subject to theseprovisions and to the provisions of the chapter on secured transactions(chapter 9), title to goods passes from the seller to the buyer in any mannerand on any conditions explicitly agreed on by the parties.
(2) Unless otherwise explicitly agreed, title passes to thebuyer at the time and place at which the seller completes his or herperformance with reference to the physical delivery of the goods, despite anyreservation of a security interest and even though a document of title is to bedelivered at a different time or place; and in particular and despite anyreservation of a security interest by the bill of lading.
(a) If the contract requires or authorizes the seller to sendthe goods to the buyer but does not require him or her to deliver them atdestination, title passes to the buyer at the time and place of shipment; but
(b) If the contract requires delivery at destination, titlepasses on tender there.
(3) Unless otherwise explicitly agreed, where delivery is tobe made without moving the goods,
(a) If the seller is to deliver a tangible document of title,title passes at the time when and the place where he or she delivers suchdocuments and if the seller is to deliver an electronic document of title,title passes when the seller delivers the document; or
(b) If the goods are at the time of contracting alreadyidentified and no documents are to be delivered, title passes at the time andplace of contracting.
(4) A rejection or other refusal by the buyer to receive orretain the goods, whether or not justified, or a justified revocation ofacceptance revests title to the goods in the seller. Such revesting occurs byoperation of law and is not a "sale".