Chapter 2Negotiation, Transfer, and Indorsement
Section § 3201
In simple terms, when a financial instrument like a check is transferred to another person, that's called 'negotiation.' If the instrument specifies a particular person who can claim the money, that person has to sign it and physically hand it over to someone else to transfer it. But if the instrument is made out to 'bearer' (meaning anyone holding it can claim the money), then just handing it over is enough.
Section § 3202
This law section explains that a negotiation is valid even if it was made by someone who legally shouldn't be doing it, like a minor or a corporation acting beyond its authority, or if it happened due to fraud, pressure, or error. However, while the negotiation can potentially be undone or corrected according to other laws, these corrections can't be applied against someone who obtained the negotiation fairly and without knowing there was a problem.
Section § 3203
This law section explains how a financial instrument, like a check or promissory note, is transferred. When someone other than the original issuer delivers it to another person, that person gets the rights to enforce it. If the instrument is transferred for value but isn’t endorsed (signed over), the recipient has the right to ask for an endorsement. However, if only part of the instrument is transferred, the recipient cannot enforce it in full. Also, if there’s any fraud involved, the new owner can’t claim the rights of a special status known as 'holder in due course.'
Section § 3204
This law explains what an endorsement is in terms of negotiable instruments like checks. An endorsement is a signature on the back of a document intended to assign it, limit its payment, or signify liability, unless other words clarify a different purpose. Anyone who signs in this manner is known as an endorser. Even if an endorsement is linked to a security interest, it's treated like any other endorsement as far as transferring the instrument. Furthermore, if an instrument names the holder differently from the actual name, the holder can endorse it using either name, though the payer might request both.
Section § 3205
This section describes different types of endorsements on financial documents like checks. A special endorsement names a specific person who can cash it, while a blank endorsement makes it payable to anyone who holds it. You can change a blank endorsement to a special one by writing a name above the signature. An anomalous endorsement is made by someone who doesn't own the instrument, and it doesn't change how the document can be transferred.
Section § 3206
This law talks about endorsements on financial instruments like checks. Even if an endorsement says payment should only go to a specific person or adds conditions, it doesn't actually stop the instrument from being transferred or negotiated. If someone buys or collects a check without following a certain type of endorsement—like one that says 'for deposit'—they might convert, or wrongly handle, that check unless they follow the endorsement's terms. However, banks usually aren't liable if they don't receive or apply the funds as stated, unless they're specifically asked to do so. For endorsements suggesting a fiduciary role, someone purchasing the instrument can proceed unless there's known misconduct. Finally, a buyer of the instrument can still be a holder in due course, which means they're protected, unless they're improperly handling the check or aware of a breach of duty.
Section § 3207
This law section explains what happens when someone who previously held a financial instrument, like a check, gets it back. If they do get it back, they have the right to cancel any endorsements made after they first owned it. Canceling these endorsements can make the instrument payable either to the reacquirer or to anyone bearing it, allowing the reacquirer to negotiate it. Additionally, anyone whose endorsement is canceled is no longer responsible for the payment, and this release applies to anyone who might hold the instrument later.