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Illinois Compiled Statutes

Information maintained by the Legislative Reference Bureau
Updating the database of the Illinois Compiled Statutes (ILCS) is an ongoing process. Recent laws may not yet be included in the ILCS database, but they are found on this site as Public Acts soon after they become law. For information concerning the relationship between statutes and Public Acts, refer to the Guide.

Because the statute database is maintained primarily for legislative drafting purposes, statutory changes are sometimes included in the statute database before they take effect. If the source note at the end of a Section of the statutes includes a Public Act that has not yet taken effect, the version of the law that is currently in effect may have already been removed from the database and you should refer to that Public Act to see the changes made to the current law.

(810 ILCS 5/) Uniform Commercial Code.

810 ILCS 5/Art. 2 Pt. 4

    (810 ILCS 5/Art. 2 Pt. 4 heading)

810 ILCS 5/2-401

    (810 ILCS 5/2-401) (from Ch. 26, par. 2-401)
    Sec. 2-401. Passing of title; reservation for security; limited application of this Section. Each provision of this Article with regard to the rights, obligations and remedies of the seller, the buyer, purchasers or other third parties applies irrespective of title to the goods except where the provision refers to such title. Insofar as situations are not covered by the other provisions of this Article and matters concerning title become material the following rules apply:
        (1) Title to goods cannot pass under a contract for
sale prior to their identification to the contract (Section 2-501), and unless otherwise explicitly agreed the buyer acquires by their identification a special property as limited by this Act. Any retention or reservation by the seller of the title (property) in goods shipped or delivered to the buyer is limited in effect to a reservation of a security interest. Subject to these provisions and to the provisions of the Article on Secured Transactions (Article 9), title to goods passes from the seller to the buyer in any manner and on any conditions explicitly agreed on by the parties.
        (2) Unless otherwise explicitly agreed title passes
to the buyer at the time and place at which the seller completes his performance with reference to the physical delivery of the goods, despite any reservation of a security interest and even though a document of title is to be delivered at a different time or place; and in particular and despite any reservation of a security interest by the bill of lading
            (a) if the contract requires or authorizes the
seller to send the goods to the buyer but does not require him to deliver them at destination, title passes to the buyer at the time and place of shipment; and
            (b) if the contract requires delivery at
destination, title passes on tender there.
        (3) Unless otherwise explicitly agreed where delivery
is to be made without moving the goods,
            (a) if the seller is to deliver a tangible
document of title, title passes at the time when and the place where he delivers such documents and if the seller is to deliver an electronic document of title, title passes when the seller delivers the document; or
            (b) if the goods are at the time of contracting
already identified and no documents of title are to be delivered, title passes at the time and place of contracting.
        (4) A rejection or other refusal by the buyer to
receive or retain the goods, whether or not justified, or a justified revocation of acceptance revests title to the goods in the seller. Such revesting occurs by operation of law and is not a "sale".
(Source: P.A. 95-895, eff. 1-1-09.)

810 ILCS 5/2-402

    (810 ILCS 5/2-402) (from Ch. 26, par. 2-402)
    Sec. 2-402. Rights of seller's creditors against sold goods.
    (1) Except as provided in subsections (2) and (3), rights of unsecured creditors of the seller with respect to goods which have been identified to a contract for sale are subject to the buyer's rights to recover the goods under this Article (Sections 2-502 and 2-716).
    (2) A creditor of the seller may treat a sale or an identification of goods to a contract for sale as void if as against him a retention of possession by the seller is fraudulent under any rule of law of the state where the goods are situated, except that retention of possession in good faith and current course of trade by a merchant-seller for a commercially reasonable time after a sale or identification is not fraudulent.
    (3) Nothing in this Article shall be deemed to impair the rights of creditors of the seller
        (a) under the provisions of the Article on Secured
Transactions (Article 9); or
        (b) where identification to the contract or delivery
is made not in current course of trade but in satisfaction of or as security for a pre-existing claim for money, security or the like and is made under circumstances which under any rule of law of the state where the goods are situated would apart from this Article constitute the transaction a fraudulent transfer or voidable preference.
(Source: Laws 1961, p. 2101.)

810 ILCS 5/2-403

    (810 ILCS 5/2-403) (from Ch. 26, par. 2-403)
    Sec. 2-403. Power to transfer; good faith purchase of goods; "entrusting".
    (1) A purchaser of goods acquires all title which his transferor had or had power to transfer except that a purchaser of a limited interest acquires rights only to the extent of the interest purchased. A person with voidable title has power to transfer a good title to a good faith purchaser for value. When goods have been delivered under a transaction of purchase the purchaser has such power even though
        (a) the transferor was deceived as to the identity of
the purchaser, or
        (b) the delivery was in exchange for a check which is
later dishonored, or
        (c) it was agreed that the transaction was to be a
"cash sale", or
        (d) the delivery was procured through fraud
punishable as larcenous under the criminal law.
    (2) Any entrusting of possession of goods to a merchant who deals in goods of that kind gives him power to transfer all rights of the entruster to a buyer in ordinary course of business.
    (3) "Entrusting" includes any delivery and any acquiescence in retention of possession regardless of any condition expressed between the parties to the delivery or acquiescence and regardless of whether the procurement of the entrusting or the possessor's disposition of the goods have been such as to be larcenous under the criminal law.
    (4) The rights of other purchasers of goods and of lien creditors are governed by the Articles on Secured Transactions (Article 9) and Documents of Title (Article 7).
(Source: P.A. 87-308.)