This section establishes the official name for this particular part of the law as the Uniform Commercial Code—Bulk Sales. It's what people should use when referring to this section in any legal context.

This section of California's Commercial Code explains terms related to bulk sales, which typically involve the sale of most of a business's inventory and equipment. It defines key terms like 'assets,' which include inventory and equipment but not fixtures or real property leases, and 'bulk sale,' which refers to selling more than half of the inventory and equipment outside regular business operations. 'Claim' means a right to payment from the seller, while a 'claimant' holds such claims, excluding certain unsecured employment and injury claims. The section also outlines what constitutes a creditor, the date of a bulk sale, and how 'net contract price' and 'net proceeds' are determined. It provides a framework for identifying whether sales comply with usual business practices and clarifies terms like 'liquidator' and 'auctioneer.'

This law section outlines the rules for bulk sales, where a business selling its inventory to another must follow specific guidelines. It applies when the seller's main business is selling inventory or operating a restaurant, and they are located in California or have a major executive office in the U.S. The law doesn't apply to certain transfers, like those securing a debt or involving a change in business structure, where all debts are assumed and notifications are published. For bulk sales exceeding certain values or involving specific transactions, notices must include detailed information about the sale and debt assumptions. There are exceptions for transfers made during judicial proceedings or to continue a business under a new structure, also emphasizing transparency on assumed debts and sale proceedings.

If you're buying a business in what's called a bulk sale, here's what you must do: First, get a list from the seller of all the business names and addresses they've used in the past three years. Then, you need to inform others about the sale, following specific notification rules found in another section. Finally, make sure to follow additional rules under Section 6106.2 if they apply to this particular sale.

This law section outlines the requirements for giving notice of a bulk sale. A bulk sale is when a business sells a large portion of its inventory or assets. The notice must include details like the names and addresses of the seller and buyer, the location and description of the assets, and the date of the sale. At least 12 business days before the sale, the notice must be recorded with the county recorder, published in a relevant newspaper, and sent to the county tax collector. Specific procedures apply for where and how the notice is published and must follow certain legal codes. Business days are defined as weekdays, excluding state holidays.

This law section deals with the process of bulk sales where the sale is $2,000,000 or less and mostly involves cash. It explains that the buyer or escrow agent needs to make sure that any money from the sale is used to pay off the seller’s debts if claims are made in time. If there's a disputed claim, they must hold back a specific amount until it's resolved. If there's not enough money to pay all claims, the buyer needs to follow set procedures.

The buyer or agent must sort out all claims within 45 days, paying them or going to court if necessary. Notices must specify who can file claims and when. However, security interests or liens on the property aren't automatically canceled unless the secured party agrees.

This law explains what happens during a bulk sale when there are claims from creditors, and the buyer uses an escrow agent to manage the purchase funds. The buyer must put all the purchase money in escrow. If there's not enough money to pay all claims, the escrow agent delays the final sale for 25-30 days and tells claimants how much is available, who else claimed, and what they're getting. If no objections are received, the agent isn't liable for honest mistakes.

The law sets a specific order for paying these claims: first U.S. government obligations, then secured debts, escrow fees, wages, taxes, and finally unsecured debts. If future payments are involved, they must pay down claims before the seller gets anything. Also, no funds can be used before the sale finalizes for services that depend on the deal closing.

If a buyer doesn't follow specific rules when purchasing a business in bulk, they may owe damages to creditors, but only to the extent of the amount owed minus what the creditor would have gotten if the rules were followed. The creditor must prove their claim, while the buyer has to show how much less the creditor would have received following the rules.

If the buyer honestly tried to follow the rules or was exempt, they aren’t liable. The buyer’s total liability won’t go beyond certain financial limits tied to the sale’s net price. The buyer’s assets remain protected even if they didn’t comply with the rules, and creditors can’t demand more than they’re owed.

Additionally, if the buyer pays off any liabilities, it reduces their overall obligation, and they can seek reimbursement from the seller for what they’ve paid. Claims not clearly defined or dependent on future events can't be pursued under this law.

This section discusses rules for bulk sales when done by auction or through a liquidator on someone else's behalf. It adjusts some terms like 'buyer' to mean the auctioneer or liquidator, and 'net contract price' to refer to the auction or sale proceeds. The auction or liquidation process must include a written notice that discloses details such as the type of sale, the auctioneer’s or liquidator’s name, and when and where the sale will occur. If the auctioneer or liquidator doesn't follow these rules, their financial responsibility is limited to a portion of the proceeds from sold inventory and equipment. Payments they make to those owed money reduce their total liability. Buyers at these auctions aren't responsible if the auctioneer or liquidator fails to follow legal requirements.

This law states that if you want to sue a buyer, auctioneer, or liquidator over a bulk sale, you have to do it within a year of the sale date. However, if they hide the fact that the sale happened, you have more time.

You can then start the legal action either within a year after you find out about the sale, or within a year after you should have found out, but no more than two years after the sale occurred. Just not following the rules of this law doesn't count as hiding the sale.

This law addresses the rules for bulk sales in California, specifically those with sale dates on or after January 1, 1991. If the agreement was made before January 1, 1991, but the sale occurs after, certain older provisions still apply. Key points include: the requirement for goods to be located in California, older notice requirements, and compliance with earlier rules instead of new sections. Essentially, if a bulk sale meets old standards by December 31, 1990, no legal action can be taken under this newer regulation.