13 Pa.C.S. Ch. 71

13 Pa.C.S. Ch. 71
in effect

13 Pa.C.S. § 7101 Short title of division.

This division shall be known and may be cited as the Uniform Commercial Code-Documents of Title.

13 Pa.C.S. § 7102 Definitions and index of definitions.

(a) Division 7 definitions.--The following words and phrases when used in this division shall have, unless the context clearly indicates otherwise, the meanings given to them in this subsection: "Bailee." A person that by a warehouse receipt, bill of lading or other document of title acknowledges possession of goods and contracts to deliver them. "Carrier." A person that issues a bill of lading. "Consignee." A person named in a bill of lading to which or to whose order the bill promises delivery. "Consignor." A person named in a bill of lading as the person from which the goods have been received for shipment. "Delivery order." A record that contains an order to deliver goods directed to a warehouse, carrier or other person that in the ordinary course of business issues warehouse receipts or bills of lading. "Goods." All things that are treated as movable for the purposes of a contract for storage or transportation. "Issuer." A bailee that issues a document of title or, in the case of an unaccepted delivery order, the person that orders the possessor of goods to deliver. The term includes a person for which an agent or employee purports to act in issuing a document if the agent or employee has real or apparent authority to issue documents even if the issuer did not receive any goods, the goods were misdescribed or in any other respect the agent or employee violated the issuer's instructions. "Person entitled under the document." The holder, in the case of a negotiable document of title, or the person to which delivery of the goods is to be made by the terms of or pursuant to instructions in a record under a nonnegotiable document of title. "Shipper." A person that enters into a contract of transportation with a carrier. "Sign." (Deleted by amendment). "Warehouse." A person engaged in the business of storing goods for hire. (b) Definitions in other divisions.--Definitions in other divisions applying to this division and the sections in which they appear are: (1) "Contract for sale." Section 2106 (relating to definitions: "contract"; "agreement"; "contract for sale"; "sale"; "present sale"; "conforming" to contract; "termination"; "cancellation"; "hybrid transaction"). (2) "Lessee in ordinary course of business." Section 2A103 (relating to definitions and index of definitions). (3) "Receipt." Section 2103 (relating to definitions and index of definitions). (c) Division 1 definitions and principles.--In addition, Division 1 (relating to general provisions) contains general definitions and principles of construction and interpretation applicable throughout this division. (July 1, 2024, P.L.450, No.41, eff. 60 days) 2024 Amendment. Act 41 amended subsec. (b)(1) and deleted the def. of "sign" in subsec. (a). See section 1 of Act 41 in the appendix to this title for special provisions relating to findings and declarations. Cross References. Section 7102 is referred to in sections 2103, 9102 of this title.

13 Pa.C.S. § 7103 Relation of division to treaty or statute.

(a) Hierarchy.--This division is subject to any treaty or statute of the United States or a regulatory statute of this Commonwealth to the extent the treaty, statute or regulatory statute is applicable. (b) No repeal or modification.--This division does not modify or repeal any law prescribing the form or content of a document of title or the services or facilities to be afforded by a bailee, or otherwise regulating a bailee's businesses in respects not specifically treated in this division. However, violation of these laws does not affect the status of a document of title that otherwise is within the definition of a document of title. (c) Electronic Signatures in Global and National Commerce Act.--This title modifies, limits and supersedes the Electronic Signatures in Global and National Commerce Act (Public Law 106-229, 15 U.S.C. § 7001 et seq.) but does not modify, limit or supersede section 101(c) of that act (15 U.S.C. § 7001(c)) or authorize electronic delivery of any of the notices described in section 103(b) of that act (15 U.S.C. § 7003(b)). (d) Conflict.--To the extent there is a conflict between Chapter 1, 3 or 5 of the act of December 16, 1999 (P.L.971, No.69), known as the Electronic Transactions Act, and this division, this division governs.

13 Pa.C.S. § 7104 Negotiable and nonnegotiable document of title.

(a) Negotiable.--Except as otherwise provided in subsection (c), document of title is negotiable if, by its terms, the goods are to be delivered to the bearer or to the order of a named person. (b) Nonnegotiable.--A document of title other than one described in subsection (a) is nonnegotiable. A bill of lading that states that the goods are consigned to a named person is not made negotiable by a provision that the goods are to be delivered only against an order in a record signed by the same or another named person. (c) Legend determinative.--A document of title is nonnegotiable if, at the time it is issued, the document has a conspicuous legend, however expressed, that it is nonnegotiable.

13 Pa.C.S. § 7105 Reissuance in alternative medium.

(a) Authority for electronic to tangible.--Upon request of a person entitled under an electronic document of title, the issuer of the electronic document may issue a tangible document of title as a substitute for the electronic document if: (1) the person entitled under the electronic document surrenders control of the document to the issuer; and (2) the tangible document, when issued, contains a statement that it is issued in substitution for the electronic document. (b) Effect of electronic to tangible.--Upon issuance of a tangible document of title in substitution for an electronic document of title in accordance with subsection (a): (1) the electronic document ceases to have any effect or validity; and (2) the person that procured issuance of the tangible document warrants to all subsequent persons entitled under the tangible document that the warrantor was a person entitled under the electronic document when the warrantor surrendered control of the electronic document to the issuer. (c) Authority for tangible to electronic.--Upon request of a person entitled under a tangible document of title, the issuer of the tangible document may issue an electronic document of title as a substitute for the tangible document if: (1) the person entitled under the tangible document surrenders possession of the document to the issuer; and (2) the electronic document, when issued, contains a statement that it is issued in substitution for the tangible document. (d) Effect of tangible to electronic.--Upon issuance of the electronic document of title in substitution for a tangible document of title in accordance with subsection (c): (1) the tangible document ceases to have any effect or validity; and (2) the person that procured issuance of the electronic document warrants to all subsequent persons entitled under the electronic document that the warrantor was a person entitled under the tangible document when the warrantor surrendered possession of the tangible document to the issuer. Cross References. Section 7105 is referred to in sections 7305, 7402 of this title.

13 Pa.C.S. § 7106 Control of electronic document of title.

(a) Establishment.--A person has control of an electronic document of title if a system employed for evidencing the transfer of interests in the electronic document reliably establishes that person as the person to which the electronic document was issued or transferred. (b) Manner.--A system satisfies subsection (a) and a person has control of an electronic document of title if the document is created, stored and transferred in a manner that: (1) a single authoritative copy of the document exists which is unique, identifiable and, except as otherwise provided in paragraphs (4), (5) and (6), unalterable; (2) the authoritative copy identifies the person asserting control as: (i) the person to which the document was issued; or (ii) if the authoritative copy indicates that the document has been transferred, the person to which the document was most recently transferred; (3) the authoritative copy is communicated to and maintained by the person asserting control or its designated custodian; (4) copies or amendments that add or change an identified transferee of the authoritative copy can be made only with the consent of the person asserting control; (5) each copy of the authoritative copy and any copy of a copy is readily identifiable as a copy that is not the authoritative copy; and (6) any amendment of the authoritative copy is readily identifiable as authorized or unauthorized. (c) Requirements.--A system satisfies subsection (a), and a person has control of an electronic document of title, if an authoritative electronic copy of the document, a record attached to or logically associated with the electronic copy or a system in which the electronic copy is recorded: (1) enables the person readily to identify each electronic copy as either an authoritative copy or a nonauthoritative copy; (2) enables the person readily to identify itself in any way, including by name, identifying number, cryptographic key, office or account number, as the person to whom or to which each authoritative electronic copy was issued or transferred; and (3) gives the person exclusive power, subject to subsection (d), to: (i) prevent others from adding or changing the person to whom or to which each authoritative electronic copy has been issued or transferred; and (ii) transfer control of each authoritative electronic copy. (d) Exclusive power.--Subject to subsection (e), a power is exclusive under subsection (c)(3) even if: (1) the authoritative electronic copy, a record attached to or logically associated with the authoritative electronic copy or a system in which the authoritative electronic copy is recorded limits the use of the document of title or has a protocol that is programmed to cause a change, including a transfer or loss of control; or (2) the power is shared with another person. (e) Shared power.--A power of a person is not shared with another person under subsection (d)(2) and the person's power is not exclusive if: (1) the person can exercise the power only if the power also is exercised by the other person; and (2) the other person: (i) can exercise the power without exercise of the power by the person; or (ii) is the transferor to the person of an interest in the document of title. (f) Presumption of exclusivity.--If a person has the powers specified in subsection (c)(3), the powers are presumed to be exclusive. (g) Other parties.--A person has control of an electronic document of title if another person, other than the transferor to the person of an interest in the document: (1) has control of the document and acknowledges that it has control on behalf of the person; or (2) obtains control of the document after having acknowledged that it will obtain control of the document on behalf of the person. (h) Acknowledgment not required.--A person that has control under this section is not required to acknowledge that it has control on behalf of another person. (i) Duty to other parties.--If a person acknowledges that it has or will obtain control on behalf of another person, unless the person otherwise agrees or law other than this division or Division 9 (relating to secured transactions) otherwise provides, the person does not owe any duty to the other person and is not required to confirm the acknowledgment to any other person. (July 1, 2024, P.L.450, No.41, eff. 60 days) 2024 Amendment. Act 41 amended subsec. (b) intro. par. and (4) and added subsecs. (c), (d), (e), (f), (g), (h) and (i). See section 1 of Act 41 in the appendix to this title for special provisions relating to findings and declarations. Cross References. Section 7106 is referred to in sections 1201, 2103, 4104, 9102, 9203, 9207, 9208, 9314, 9317, 9601 of this title.
Source: Open US Law by Vaquill AI (CC BY 4.0)URL: https://www.palegis.us/statutes/consolidated/view-statute?txtType=HTM&ttl=13Fetched: 10/16/2026