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U.C.C. - ARTICLE 6 - BULK SALES (Alternative B)
..PART 1. SUBJECT MATTER AND DEFINITIONS

§ 6-104. Obligations of Buyer.

  • (1) In a bulk sale as defined in Section 6-102(1)(c)(ii) the buyer shall:
    • (a) obtain from the seller a list of all business names and addresses used by the seller within three years before the date the list is sent or delivered to the buyer;
    • (b) unless excused under subsection (2), obtain from the seller a verified and dated list of claimants of whom the seller has notice three days before the seller sends or delivers the list to the buyer and including, to the extent known by the seller, the address of and the amount claimed by each claimant;
    • (c) obtain from the seller or prepare a schedule of distribution (Section 6-106(1));
    • (d) give notice of the bulk sale in accordance with Section 6-105;
    • (e) unless excused under Section 6-106(4), distribute the net contract price in accordance with the undertakings of the buyer in the schedule of distribution; and
    • (f) unless excused under subsection (2), make available the list of claimants (subsection (1)(b)) by:
      • (i) promptly sending or delivering a copy of the list without charge to any claimant whose written request is received by the buyer no later than six months after the date of the bulk sale;
      • (ii) permitting any claimant to inspect and copy the list at any reasonable hour upon request received by the buyer no later than six months after the date of the bulk sale; or
      • (iii) filing a copy of the list in the office of the [Secretary of State] no later than the time for giving a notice of the bulk sale (Section 6-105(5)). A list filed in accordance with this subparagraph must state the individual, partnership, or corporate name and a mailing address of the seller.
  • (2) A buyer who gives notice in accordance with Section 6-105(2) is excused from complying with the requirements of subsections (1)(b) and (1)(f).
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© Copyright 2005 by The American Law Institute and the National Conference of Commissioners on Uniform State Laws; reproduced, published and distributed with the permission of the Permanent Editorial Board for the Uniform Commercial Code for the limited purposes of study, teaching, and academic research.