Commercial Law - Uniform Commercial Code - Controllable Electronic Records

EXPLANATION: CAPITALS INDICATE MATTER ADDED TO EXISTING LAW.
[Brackets] indicate matter deleted from existing law.
Underlining indicates amendments to bill.
Strike out indicates matter stricken from the bill by amendment or deleted from the law by
amendment.
*sb0154*

SENATE BILL 154
I4 6lr1635
HB 1353/25 – ECM (PRE–FILED) CF 6lr1636
By: Senator Watson
Requested: October 31, 2025
Introduced and read first time: January 14, 2026
Assigned to: Finance
Committee Report: Favorable
Senate action: Adopted
Read second time: February 12, 2026

CHAPTER ______

AN ACT concerning 1

Commercial Law – Uniform Commercial Code – Controllable Electronic Records 2

FOR the purpose of adding Article 12 of the Uniform Commercial Code to the Maryland 3
Uniform Commercial Code to establish provisions governing the transfer of property 4
rights in certain controllable electronic records, controllable accounts, and 5
controllable payment intangibles; and generally relating to property rights under the 6
Maryland Uniform Commercial Code. 7

BY repealing and reenacting, with amendments, 8
Article – Commercial Law 9
Section 1–101 10
Annotated Code of Maryland 11
(2013 Replacement Volume and 2025 Supplement) 12

BY adding to 13
Article – Commercial Law 14
Section 10A–101 through 10A–107 to be under the new title “Title 10A. Controllable 15
Electronic Records” 16
Annotated Code of Maryland 17
(2013 Replacement Volume and 2025 Supplement) 18

SECTION 1. BE IT ENACTED BY THE GENER AL ASSEMBLY OF MARYLAND, 19
That the Laws of Maryland read as follows: 20

2 SENATE BILL 154

Article – Commercial Law 1

1–101. 2

(a) Titles 1 through [10] 10A of this article may be cited as the Maryland Uniform 3
Commercial Code. 4

(b) This title may be cited as Maryland Uniform Commercial Code – General 5
Provisions. 6

TITLE 10A. CONTROLLABLE ELECTRONIC RECORDS. 7

10A–101. 8

THIS TITLE MAY BE CIT ED AS THE MARYLAND UNIFORM COMMERCIAL 9
CODE – CONTROLLABLE ELECTRONIC RECORDS. 10

10A–102. 11

(A) IN THIS TITLE THE FOL LOWING WORDS HAVE TH E ME ANINGS 12
INDICATED. 13

(B) (1) “ACCOUNT DEBTOR ” MEANS A PERSON OBLIG ATED ON AN 14
ACCOUNT, A CHATTEL PAPER, OR A GENERAL INTANGIBLE. 15

(2) “ACCOUNT DEBTOR” DOES NOT INCLUDE A P ERSON OBLIGATED 16
TO PAY A NEGOTIABLE INSTRUMENT, EVEN IF THE NEGOTIAB LE INSTRUMENT 17
EVIDENCES CHATTEL PAPER. 18

(C) (1) “CHATTEL PAPER” MEANS: 19

(I) A RIGHT TO PAYMENT OF A MONETARY OBLIGATIO N 20
SECURED BY SPECIFIC GOODS, IF THE RIGHT TO PAYM ENT AND SECURITY 21
AGREEMENT ARE EVIDENCED BY A RECORD; OR 22

(II) A RIGHT TO PAYMENT OF A MONETARY OBLIGATION OWED 23
BY A LESSEE UNDER A LEASE AGREEMENT WITH RESPECT TO SPECIFIC GOODS AND 24
A MONETARY OBLIGATIO N OWED BY THE LESSEE IN CONNECTION WITH T HE 25
TRANSACTION GIVING RISE TO THE LEASE, IF: 26

1. THE RIGHT TO PAYMENT AND THE LEASE AGREEMENT 27
ARE EVIDENCED BY A RECORD; AND 28

SENATE BILL 154 3

2. THE PREDOMINANT PURPOSE OF THE TRANSACTIO N 1
GIVING RISE TO THE L EASE WAS TO GIVE THE LESSEE THE RIGHT TO POSSESSION 2
AND USE OF THE GOODS. 3

(2) “CHATTEL PAPER” DOES NOT INCLUDE A R IGHT TO A PAYMENT 4
ARISING OUT OF A CHARTER OR OTHER CONTRACT INVOLVING THE USE OR HIRE OF 5
A VESSEL OR A RIGHT TO PAYMENT ARISING O UT OF THE USE OF A C REDIT OR 6
CHARGE CARD OR INFORMATION CONTAINED ON OR FOR USE WITH THE CARD. 7

(D) “CONTROLLABLE ACCOUNT ” MEANS AN ACCOUNT EVI DENCED BY A 8
CONTROLLABLE ELEC TRONIC RECORD THAT P ROVIDES THAT THE ACC OUNT 9
DEBTOR UNDERTAKES TO PAY THE PERSON THAT HAS CONTROL OF THE 10
CONTROLLABLE ELECTRONIC RECORD IN ACCORD ANCE WITH § 10A–105 OF THIS 11
TITLE. 12

(E) (1) “CONTROLLABLE ELECTRON IC RECORD ” MEANS A RECORD 13
STORED IN AN ELECTRONIC MEDIUM THAT CAN BE SUBJECTED TO CONTROL UNDER 14
§ 10A–105 OF THIS TITLE. 15

(2) “CONTROLLABLE ELECTRON IC RECORD ” DOES NOT INCLUDE A 16
CONTROLLABLE ACCOUNT , A CONTROLLABLE PAYME NT INTANGIBLE , A DEPOSIT 17
ACCOUNT, AN ELECTRONIC COPY O F A RECORD EVIDENCIN G CHATTEL PAPER, AN 18
ELECTRONIC DOCUMENT OF TITLE, ELECTRONIC MONEY, INVESTMENT PROPERTY, 19
OR A TRANSFERABLE RECORD. 20

(F) “CONTROLLABLE PAYMENT INTANGIBLE” MEANS A PAYMENT 21
INTANGIBLE EVIDENCED BY A CONTROLLABLE EL ECTRONIC RECORD THAT 22
PROVIDES THAT THE AC COUNT DEBTOR UNDERTA KES TO PAY THE PERSO N THAT 23
HAS CONTROL OF THE CONTROLLABLE ELECTRONIC RECORD IN ACCORDANCE WITH 24
§ 10A–105 OF THIS TITLE. 25

(G) “DEPOSIT ACCOUNT ” HAS THE MEANING STAT ED IN § 9–102 OF THIS 26
ARTICLE. 27

(H) “ELECTRONIC MONEY” MEANS MONEY IN AN ELECTRONIC FORM. 28

(I) “INVESTMENT PROPERTY ” HAS THE MEANING STAT ED IN § 9–102 OF 29
THIS ARTICLE. 30

(J) “QUALIFYING PURCHASER” MEANS A PURCHASER OF A CONTROLLABLE 31
ELECTRONIC RECORD OR AN INTEREST IN A CONTROLLABLE ELECTRONIC RECORD 32
THAT OBTAINS CONTROL OF THE CONTROLLABLE ELECTRONIC RECORD FOR VALUE, 33
4 SENATE BILL 154

IN GOOD FAITH , AND WITHOUT NOTICE O F A CLAIM OF PROPERT Y RIGHT IN THE 1
CONTROLLABLE ELECTRONIC RECORD. 2

(K) “TRANSFERABLE RECORDS” HAS THE MEANING STATED IN § 21–115 OF 3
THIS ARTICLE. 4

(L) “VALUE” HAS THE MEANING STAT ED IN § 3–303 OF THIS ARTICLE BUT 5
WITH RESPECT TO A CO NTROLLABLE ACCOUNT , CONTROLLABLE ELECTRO NIC 6
RECORD, OR CONTROLLABLE PAYMENT INTANGIBLE, RATHER THAN AN 7
INSTRUMENT. 8

10A–103. 9

(A) IF THERE IS A CONFLIC T BETWEEN THIS TITLE AND TITLE 9 OF THIS 10
ARTICLE, TITLE 9 OF THIS ARTICLE GOVERNS. 11

(B) A TRANSACTION SUBJECT TO THIS TITLE IS ALS O SUBJECT TO ANY 12
OTHER APPLICABLE STATE LAW. 13

10A–104. 14

(A) THIS SECTION APPLIES TO THE ACQUISITION O F RIGHTS IN A 15
CONTROLLABLE ACCOUNT OR CONTROLLABLE PAYMENT INTANGIBLE, INCLUDING 16
THE RIGHTS AND BENEFITS PROVIDED UNDER SUBSECTIONS (C) THROUGH (E), (G), 17
AND (H) OF THIS SECTION OF A PURCHASER AND QUALIFYING PURCHASER, IN THE 18
SAME MANNER THIS SECTION APPLIES TO A CONTROLLABLE ELECTRONIC RECORD. 19

(B) TO DETERMINE WHETHER A PURCHASER OF A CON TROLLABLE 20
ACCOUNT OR A CONTROL LABLE PAYMENT INTANG IBLE IS A QUALIFYING 21
PURCHASER, THE PURCHASER OBTAINS CONTROL OF T HE ACCOUNT OR PAYMEN T 22
INTANGIBLE IF THE PU RCHASER OBTAINS CONT ROL OF THE CONTROLLA BLE 23
ELECTRONIC RECORD THAT EVIDENCES THE ACCOUNT OR PAYMENT INTANGIBLE. 24

(C) EXCEPT AS PROVIDED IN THIS SECTION , A DETERMINATION ABOU T 25
WHETHER A PERSON ACQUIRES A RIGHT IN A CONTROLLABLE ELECTRONIC RECORD 26
AND THE TYPE OF RIGHT THE PERSON ACQUIRES CAN BE MADE USING APPLICABLE 27
STATE OR FEDERAL LAW. 28

(D) (1) A PURCHASER OF A CONTR OLLABLE ELECTRONIC R ECORD 29
ACQUIRES ALL RIGHTS IN THE RECORD THAT T HE TRANSFERO R HAD THE 30
AUTHORITY TO TRANSFER. 31

SENATE BILL 154 5

(2) NOTWITHSTANDING PARAG RAPH (1) OF THIS SUBSECTION , A 1
PURCHASER OF A LIMIT ED INTEREST IN A CON TROLLABLE ELECTRONIC RECORD 2
SHALL ACQUIRE RIGHTS ONLY TO THE EXTENT OF THE INTEREST PURCHASED. 3

(E) A QUALIFYING PURCHASER ACQUIRES RIGHTS IN THE CONTROLLABLE 4
ELECTRONIC RECORD FR EE OF A CLAIM OF A P ROPERTY RIGHT IN THE 5
CONTROLLABLE ELECTRONIC RECORD. 6

(F) EXCEPT AS OTHERWISE P ROVIDED IN A LAW NOT INCLUDED UNDER 7
THIS ARTICLE AND SUBSECTIONS (A) AND (E) OF THIS SECTION WITH RESPECT TO A 8
CONTROLLABLE ACCOUNT AND A CONTROLLABLE P AYMENT INTANGIBLE , A 9
QUALIFYING PURCHASER TAKES A RIGHT TO PAY MENT, RIGHT TO PERFORMANCE, 10
OR OTHER INTEREST IN PROPERTY EVIDENCED B Y THE CONTROLLABLE 11
ELECTRONIC RECORD SUBJECT TO A CLAIM OF A PROPERTY RIGHT IN THE RIGHT TO 12
PAYMENT, RIGHT TO PERFORMANCE, OR OTHER INTEREST IN PROPERTY. 13

(G) AN ACTION MAY NOT BE ASSERTED AGAINST A QUALIFYING PURCHASER 14
BASED ON BOTH A PURC HASE BY THE QUALIFYI NG PURCHASER OF A 15
CONTROLLABLE ELECTRO NIC RECORD AND A CLA IM OF PROP ERTY RIGHT IN 16
ANOTHER CONTROLLABLE ELECTRONIC RECORD , WHETHER THE ACTION I S 17
FRAMED IN CONVERSION, REPLEVIN, CONSTRUCTIVE TRUST, EQUITABLE LIEN, OR 18
OTHER THEORY. 19

(H) THE FILING OF A FINAN CING STATEMENT UNDER TITLE 9 OF THIS 20
ARTICLE IS NOT NOTIC E OF A CLAI M OF A PROPERTY RIGH T IN A CONTROLLABLE 21
ELECTRONIC RECORD. 22

10A–105. 23

(A) A PERSON HAS CONTROL OF A CONTROLLABLE ELECTRONIC RECORD IF 24
THE CONTROLLABLE ELE CTRONIC RECORD , A RECORD ATTACHED TO OR 25
LOGICALLY ASSOCIATED WITH THE CONTROLLABL E ELECTRONIC RECORD , OR A 26
SYSTEM IN WHICH THE CONTROLLABLE ELECTRONIC RECORD IS RECORDED: 27

(1) GIVES THE PERSON: 28

(I) THE AUTHORITY TO AVAIL THE PERSON OF SUBSTANTIALLY 29
ALL THE BENEFIT FROM THE CONTROLLABLE ELECTRONIC RECORD; AND 30

(II) SUBJECT TO SUBSECTION (B) OF THIS SECTION, EXCLUSIVE 31
POWER TO: 32

6 SENATE BILL 154

1. PREVENT OTHERS FROM A VAILING THEMSELVES O F 1
SUBSTANTIALLY ALL OF THE BENEFIT FROM THE CONTROLLABLE ELECTRO NIC 2
RECORD; AND 3

2. TRANSFER CONTROL OF T HE CONTROLLABLE 4
ELECTRONIC RECORD TO ANOTHER PERSON OR CA USE ANOTHE R PERSON TO 5
OBTAIN CONTROL OF ANOTHER CONTROLLABLE ELECTRONIC RECORD AS A RESULT 6
OF THE TRANSFER OF THE CONTROLLABLE ELECTRONIC RECORD; AND 7

(2) ENABLES THE PERSON READILY TO IDENTIFY THE PERSON IN ANY 8
WAY, INCLUDING BY NAME, IDENTIFYING NUMBER, CRYPTOGRAPHIC KEY, OFFICE, 9
OR ACCOUNT NUMBER AS HAVING THE POWERS SPECIFIED UNDER ITEM (1) OF THIS 10
SUBSECTION. 11

(B) SUBJECT TO SUBSECTION (C) OF THIS SECTION , POWER IS EXCLUSIVE 12
UNDER SUBSECTION (A)(1)(II) OF THIS SECTION, EVEN IF: 13

(1) THE CONTROLLABLE ELEC TRONIC RECORD , A RECORD 14
ATTACHED TO OR LOGICALLY ASSOCIATED WITH THE CONTROLLABLE ELECTRONIC 15
RECORD, OR A SYSTEM IN WHICH THE CONTROLLABLE ELE CTRONIC RECORD IS 16
RECORDED LIMITS THE USE OF THE CONTROLLABLE ELECTRONIC RECORD OR HAS 17
A PROTOCOL PROGRAMMED TO CAUSE A CHANGE, INCLUDING A TRANSFER OR LOSS 18
OF CONTROL OR A MODIFICATION OF BENEFITS AFFORDED BY THE CONTROLLABLE 19
ELECTRONIC RECORD; OR 20

(2) THE POWER IS SHARED WITH ANOTHER PERSON. 21

(C) THE POWER OF A PERSON IS NOT SHARED WITH A NOTHER PERSON 22
UNDER SUBSE CTION (B)(2) OF THIS SECTION AND THE PERSON ’S POWER IS NOT 23
EXCLUSIVE IF: 24

(1) THE PERSON CAN EXERCI SE THE POWER ONLY IF THE POWER IS 25
ALSO EXERCISED BY THE OTHER PERSON; AND 26

(2) THE OTHER PERSON: 27

(I) CAN EXERCISE THE POWE R WITHOUT EXERCISE O F THE 28
POWER BY THE PERSON; OR 29

(II) IS THE TRANSFEROR TO THE PERSON OF AN INT EREST IN 30
THE CONTROLLABLE ELE CTRONIC RECORD OR A CONTROLLABLE ACCOUNT OR 31
CONTROLLABLE PAYMENT INTANGIBLE EVIDENCED BY THE CONTROLLABLE 32
ELECTRONIC RECORD. 33
SENATE BILL 154 7

(D) IF A PERSON HAS THE P OWER SPECIFIED IN SUB SECTION (A)(1)(II) OF 1
THIS SECTION, THE POWERS ARE PRESUMED TO BE EXCLUSIVE. 2

(E) A PERSON HAS CONTROL OF A CONTROLLABLE ELECTRONIC RECORD IF 3
ANOTHER PERSON , OTHER THAN THE TRANS FEROR TO THE PERSON OF AN 4
INTEREST IN THE CONT ROLLABLE EL ECTRONIC RECORD OR A CONTROLLABLE 5
ACCOUNT OR CONTROLLA BLE PAYMENT INTANGIB LE EVIDENCED BY THE 6
CONTROLLABLE ELECTRONIC RECORD: 7

(1) HAS CONTROL OF THE CO NTROLLABLE ELECTRONI C RECORD 8
AND ACKNOWLEDGES THAT THE PERSON HAS CONTROL ON BEHALF OF THE PERSON; 9
OR 10

(2) OBTAINS CONTROL OF TH E CONTROLLABLE ELECT RONIC 11
RECORD AFTER HAVING ACKNOWLEDGED THAT THE PERSON WILL OBTAIN CONTROL 12
OF THE CONTROLLABLE ELECTRONIC RECORD ON BEHALF OF THE PERSON. 13

(F) A PERSON THAT HAS CONTROL UNDER THIS SECTION IS NOT REQUIRED 14
TO ACKNOWLEDGE THAT THE PERSON HAS CONTROL O N BEHALF OF ANOTHER 15
PERSON. 16

(G) IF A PERSON ACKNOWLEDGES THAT THE PERSON HAS, OR WILL OBTAIN, 17
CONTROL ON BEHALF OF ANOTHER PERSON , UNLESS THE PERSON OT HERWISE 18
AGREES, OR A LAW OTHER THAN IN THIS TITLE OR TITLE 9 OF THIS ARTICLE 19
OTHERWISE PROVIDES, THE PERSON DOES NOT OWE A DUTY TO THE OTHER PERSON 20
AND IS NOT REQUIRED TO CONFIRM THE ACKNO WLEDGMENT TO ANY OTH ER 21
PERSON. 22

10A–106. 23

(A) AN ACCOUNT DEBTOR ON A CONTROLLABLE ACCOU NT OR 24
CONTROLLABLE PAYMENT INTANGIBLE MAY DISCHARGE THE ACCOUN T DEBTOR’S 25
OBLIGATION BY PAYING: 26

(1) THE PERSON HAVING CON TROL OF THE CONTROLL ABLE 27
ELECTRONIC RECORD TH AT EVIDENCES THE CON TROLLABLE ACCOUNT OR 28
CONTROLLABLE PAYMENT INTANGIBLE; OR 29

(2) EXCEPT AS PROVIDED IN SUBSECTION (B) OF THIS SECTION, A 30
PERSON THAT FORMERLY HAD CONTROL OF THE C ONTROLLABLE ELECTRON IC 31
RECORD. 32

8 SENATE BILL 154

(B) SUBJECT TO SUBSECTION (D) OF THIS SECTION, THE ACCOUNT DEBTOR 1
MAY NOT DISCHARGE THE ACCOUNT DEBTOR’S OBLIGATION BY PAYING THE PERSON 2
THAT FORMERLY HAD CO NTROL OF THE C ONTROLLABLE ELECTRONIC RECORD IF 3
THE ACCOUNT DEBTOR RECEIVES A NOTIFICATION THAT: 4

(1) IS SIGNED BY A PERSON THAT FORMERLY HAD CONTROL OR THE 5
PERSON TO WHOM CONTROL WAS TRANSFERRED; 6

(2) REASONABLY IDENTIFIES THE CONTROLLABLE ACC OUNT OR 7
CONTROLLABLE PAYMENT INTANGIBLE; 8

(3) NOTIFIES THE ACCOUNT DEBTOR THAT CONTROL OF THE 9
CONTROLLABLE ELECTRO NIC RECORD THAT EVID ENCES THE CONTROLLAB LE 10
ACCOUNT OR CONTROLLABLE PAYMENT INTANGIBLE WAS TRANSFERRED; 11

(4) IDENTIFIES THE TRANSF EREE IN ANY REASONAB LE WAY , 12
INCLUDING BY NAME , IDENTIFYING NUMBER , CRYPTOGRAPHIC KEY , OFFICE, OR 13
ACCOUNT NUMBER; AND 14

(5) PROVIDES A COMMERCIAL LY REASONABLE METHOD BY WHICH 15
THE ACCOUNT DEBTOR IS TO PAY THE TRANSFEREE. 16

(C) AFTER RECEIPT OF A NOTIFICATION THAT COMPLIES WITH SUBSECTION 17
(B) OF THIS SECTION, THE ACCOUNT DEBTOR: 18

(1) MAY DISCHARGE THE ACC OUNT DEBTOR ’S OBLIGATION BY 19
PAYING ACCORDING TO INSTRUCTIONS IN THE NOTIFICATION; AND 20

(2) MAY NOT DISCHARGE THE OBLIGATION BY PAYING A PERSON 21
THAT FORMERLY HAD CONTROL. 22

(D) SUBJECT TO SUBSECTION (H) OF TH IS SECTION, NOTIFICATION IS 23
INEFFECTIVE UNDER SUBSECTION (B) OF THIS SECTION: 24

(1) UNLESS, BEFORE NOTIFICATION IS SENT, THE ACCOUNT DEBTOR 25
AND THE PERSON THAT AT THAT TIME HAD CON TROL OF THE CONTROLL ABLE 26
ELECTRONIC RECORD TH AT EV IDENCES THE CONTROLL ABLE ACCOUNT OR 27
CONTROLLABLE PAYMENT INTANGIBLE AGREE IN A SIGNED RECORD TO A 28
COMMERCIALLY REASONA BLE METHOD BY WHICH A PERSON MAY FURNISH 29
REASONABLE PROOF THAT CONTROL HAS BEEN TRANSFERRED; 30

(2) TO THE EXTENT AN AGREEMENT BETWEEN THE ACCOUNT DEBTOR 31
AND SELLER OF A PAYMENT INTANGIBLE LIMITS THE ACCOUNT DEBTOR’S DUTY TO 32
SENATE BILL 154 9

PAY A PERSON OTHER THAN THE SELLER AND THE LIMITATION IS EFFECTIVE UNDER 1
LAW OTHER THAN UNDER THIS TITLE; OR 2

(3) AT THE OPTION OF THE ACCOUNT DEBTOR, IF THE NOTIFICATION 3
NOTIFIES THE ACCOUNT DEBTOR TO: 4

(I) DIVIDE A PAYMENT; 5

(II) MAKE LESS THAN THE FU LL AMOUNT OF AN INST ALLMENT 6
OR OTHER PERIODIC PAYMENT; OR 7

(III) PAY ANY PART OF A PAYMENT BY MORE THAN ONE METHOD 8
OR TO MORE THAN ONE PERSON. 9

(E) (1) SUBJECT TO SUBSECTION (H) OF THIS SECTION, IF REQUESTED BY 10
THE ACCOUNT DEBTOR , THE PERSON GIVING TH E NOTIFICATION UNDER 11
SUBSECTION (B) OF THIS SECTION SHALL FURNISH REASONABLE PROOF, USING THE 12
METHOD IN THE AGREEM ENT REFERRED TO UNDE R SUBSECTION (D)(1) OF THIS 13
SECTION, THAT CONTROL OF THE CONTROLLABLE ELECTRONIC RECORD HAS BEEN 14
TRANSFERRED. 15

(2) UNLESS THE PERSON COM PLIES WITH THE REQUE ST, THE 16
ACCOUNT DEBTOR MAY D ISCHARGE THE ACCOUNT DEBTOR’S OBLIGATION BY 17
PAYING A PERSON THAT FORMERLY HAD CONTROL EVEN IF THE ACCOUNT DEBTOR 18
HAD RECEIVED A NOTIFICATION UNDER SUBSECTION (B) OF THIS SECTION. 19

(F) A PERSON FURNISHES PROOF UNDER SUBSECTION (E) OF THIS SECTION 20
THAT CONTROL HAS BEE N TRANSFERRED IF THE PERSON DEMONSTRATES, USING 21
THE METHOD IN THE AGREEMENT REFERRED TO UNDER SUBSECTION (D)(1) OF THIS 22
SECTION, THAT THE TRANSFEREE HAS THE POWER TO: 23

(1) AVAIL THE TRANSFEREE OF SUBSTANTIALLY ALL THE BENEFITS 24
FROM THE CONTROLLABLE ELECTRONIC RECORD; 25

(2) PREVENT OTHERS FROM A VAILING THEMSELVES O F 26
SUBSTANTIALLY ALL THE BENEFITS FROM TH E CONTROLLABLE ELECT RONIC 27
RECORD; AND 28

(3) TRANSFER THE POWER SP ECIFIED UNDER ITEMS (1) AND (2) OF 29
THIS SUBSECTION TO ANOTHER PERSON. 30

(G) SUBJECT TO SUBSECTION (H) OF THIS SECTION, AN ACCOUNT DEBTOR 31
MAY NOT WAIVE OR MODIFY THE ACCOUNT DEBTOR’S RIGHTS: 32
10 SENATE BILL 154

(1) UNDER SUBSECTION (D)(1) OR (E) OF THIS SECTION; OR 1

(2) IF ELECTED BY THE ACC OUNT DEBTOR, UNDER SUBSECTION (D) 2
OF THIS SECTION. 3

(H) THIS SECTION IS SUBJE CT TO ANY OTHER LAW THAT ESTABLISHES A 4
DIFFERENT RULE FOR A N ACCOUNT D EBTOR WHO IS AN INDI VIDUAL AND WHO 5
INCURRED THE OBLIGATION PRIMARILY FOR PE RSONAL, FAMILY, OR HOUSEHOLD 6
PURPOSES. 7

10A–107. 8

(A) EXCEPT AS PROVIDED IN SUBSECTION (B) OF THIS SECTION, THE LOCAL 9
LAW OF THE CONTROLLA BLE ELECTRONIC RECOR D’S JURISDICTION GOVER NS A 10
MATTER COVERED BY THIS TITLE. 11

(B) FOR A CONTROLLABLE EL ECTRONIC RECORD THAT EVIDENCES A 12
CONTROLLABLE ACCOUNT OR CONTROLLABLE PAYMENT INTANGIBLE, THE LOCAL 13
LAW OF THE CONTROLLA BLE ELECTRONIC RECOR D’S JURISDICTION GOVER NS A 14
MATTER COVERED BY § 10A–106 OF THIS TITLE UNLESS AN EFFECTIVE AGREEMENT 15
DETERMINES THAT THE LOCAL LAW OF ANOTHER JURISDICTION GOVERNS. 16

(C) THE FOLLOWING RULES D ETERMINE A CONTROLLA BLE ELECTRONIC 17
RECORD’S JURISDICTION UNDER THIS SECTION: 18

(1) IF THE CONTROLLABLE E LECTRONIC RECORD , OR A RECORD 19
ATTACHED TO OR LOGICALLY ASSOCIATED WITH THE CONTROLLABLE ELECTRONIC 20
RECORD THAT IS READILY AVAILABLE FOR REV IEW, EXPRESSLY PROVIDES THAT A 21
PARTICULAR JURISDICT ION IS THE CONTROLLA BLE ELECTRONIC RECOR D’S 22
JURISDICTION, THEN FOR PURPOSES OF THIS TITLE , THAT JURISDICTION IS THE 23
CONTROLLABLE ELECTRONIC RECORD’S JURISDICTION; 24

(2) IF ITEM (1) OF THIS SUBSECTION D OES NOT APPLY AND TH E 25
RULES OF THE SYSTEM IN WHICH THE CONTROL LABLE ELECTRONIC REC ORD IS 26
RECORDED ARE READILY AVAILABLE FOR REVIEW AND EXPRESSLY PROVIDE THAT 27
A PARTICULAR JURISDI CTION IS THE CONTROL LABLE ELECTRONIC REC ORD’S 28
JURISDICTION, THEN FOR PURPOSES OF THIS TITLE , THAT JURISDICTION IS THE 29
CONTROLLABLE ELECTRONIC RECORD’S JURISDICTION; 30

(3) IF ITEMS (1) AND (2) OF THIS SUBSECTION DO NOT APPLY AND THE 31
CONTROLLABLE ELECTRONIC RECORD, OR A RECORD ATTACHED TO OR LOGICALLY 32
ASSOCIATED WITH THE CONTROLLABLE ELECTRO NIC RECORD THAT IS R EADILY 33
SENATE BILL 154 11

AVAILABLE FOR REVIEW , EXPRESSLY PROVIDES T HAT THE CONTROLLABLE 1
ELECTRONIC RECORD IS GOVERNED BY THE LAW OF A PARTICULAR JURISDICTION, 2
THEN THAT JURISDICTI ON IS THE CONTROLLAB LE ELECTRONIC RECORD ’S 3
JURISDICTION; AND 4

(4) IF ITEMS (1) THROUGH (3) OF THIS SUBSECTION D O NOT APPLY 5
AND THE RULES OF THE SYSTEM IN WHICH THE CONTROLLABLE ELECTRO NIC 6
RECORD IS REC ORDED ARE READILY AV AILABLE FOR REVIEW A ND EXPRESSLY 7
PROVIDE THAT THE CON TROLLABLE ELECTRONIC RECORD OR SYSTEM IS 8
GOVERNED BY THE LAW OF A PARTICULAR JURI SDICTION, THEN THAT 9
JURISDICTION IS THE CONTROLLABLE ELECTRONIC RECORD’S JURISDICTION. 10

(D) TO THE EXTENT SUBSECTIONS (A) AND (B) OF THIS SECTION PROV IDE 11
THAT THE LOCAL LAW O F THE CONTROLLABLE E LECTRONIC RECORD ’S 12
JURISDICTION GOVERNS A MATTER COVERED BY THIS TITLE, THAT LAW GOVERNS 13
EVEN IF THE MATTER O R A TRANSACTION TO W HICH THE MATTER RELA TES DOES 14
NOT BEAR ANY RELATION TO THE CONTROLLABLE ELE CTRONIC RECORD ’S 15
JURISDICTION. 16

(E) THE RIGHTS ACQUIRED U NDER § 10A–104 OF THIS TITLE BY A 17
PURCHASER OR QUALIFYING PURCHASER ARE GOVERNED BY THE LAW APPLICABLE 18
UNDER THIS SECTION AT THE TIME OF PURCHASE. 19

SECTION 2. AND BE IT FURTHER ENACTED, That this Act shall take effect 20
October 1, 2026. 21

Approved:
________________________________________________________________________________
Governor.
________________________________________________________________________________
President of the Senate.
________________________________________________________________________________
Speaker of the House of Delegates.