Texas Business And Commerce Code Title 1, Chapter 2a - Leases

SUBCHAPTER A GENERAL PROVISIONS

• Texas Section 2A.101 - Short Title
  This chapter shall be known and may be cited as the Uniform Commercial Code--Leases. Added by Acts 1993, 73rd Leg., ch. 570, Sec. 1, eff....
• Texas Section 2A.102 - Scope
  This chapter applies to any transaction, regardless of form, that creates a lease of goods. This chapter does not apply to a transaction that creates...
• Texas Section 2A.103 - Definitions And Index Of Definitions
  (a) In this chapter unless the context otherwise requires: (1) "Buyer in the ordinary course of business" means a person who in good faith and...
• Texas Section 2A.104 - Leases Subject To Other Laws
  (a) A lease, although subject to this chapter, is also subject to any applicable: (1) certificate of title statute of this state, including Chapter 501,...
• Texas Section 2A.105 - Territorial Application Of Chapter To Goods Covered By Certificate Of Title
  Subject to the provisions of Sections 2A.304(c) and 2A.305(c), with respect to goods covered by a certificate of title issued under a statute of this...
• Texas Section 2A.106 - Limitation On Power Of Parties To Consumer Lease To Choose Applicable Law And Judicial Forum
  (a) If the law chosen by the parties to a consumer lease is that of a jurisdiction other than a jurisdiction in which the lessee...
• Texas Section 2A.107 - Waiver Or Renunciation Of Claim Or Right After Default
  A claim or right arising out of an alleged default or breach of warranty may be discharged in whole or in part without consideration by...
• Texas Section 2A.108 - Unconscionability
  (a) If the court as a matter of law finds a lease contract or any clause of a lease contract to have been unconscionable at...

SUBCHAPTER B FORMATION AND CONSTRUCTION OF LEASE CONTRACT

• Texas Section 2A.109 - Option To Accelerate At Will
  (a) A term providing that one party or the party's successor in interest may accelerate payment or performance or require collateral or additional collateral "at...
• Texas Section 2A.201 - Statute Of Frauds
  (a) A lease contract is not enforceable by way of action or defense unless: (1) the total payments to be made under the lease contract,...
• Texas Section 2A.202 - Final Written Expression; Parol Or Extrinsic Evidence
  Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties...
• Texas Section 2A.203 - Seals Inoperative
  The affixing of a seal to a writing evidencing a lease contract or an offer to enter into a lease contract does not render the...
• Texas Section 2A.204 - Formation In General
  (a) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of a...
• Texas Section 2A.205 - Firm Offers
  An offer by a merchant to lease goods to or from another person in a signed writing that by its terms gives assurance it will...
• Texas Section 2A.206 - Offer And Acceptance In Formation Of Lease Contract
  (a) Unless otherwise unambiguously indicated by the language or circumstances, an offer to make a lease contract must be construed as inviting acceptance in any...
• Texas Section 2A.208 - Modification, Rescission And Waiver
  (a) An agreement modifying a lease contract needs no consideration to be binding. (b) A signed lease agreement that excludes modification or rescission except by...
• Texas Section 2A.209 - Lessee Under Finance Lease As Beneficiary Of Supply Contract
  (a) The benefit of a supplier's promises to the lessor under the supply contract and of all warranties, whether express or implied, including those of...
• Texas Section 2A.210 - Express Warranties
  (a) Express warranties by the lessor are created as follows: (1) Any affirmation of fact or promise made by the lessor to the lessee that...
• Texas Section 2A.211 - Warranties Against Interference And Against Infringement; Lessee's Obligation Against Infringement
  (a) There is in a lease contract a warranty that for the lease term no person holds a claim to or interest in the goods...
• Texas Section 2A.212 - Implied Warranty Of Merchantability
  (a) Except in a finance lease, a warranty that the goods will be merchantable is implied in a lease contract if the lessor is a...
• Texas Section 2A.213 - Implied Warranty Of Fitness For Particular Purpose
  Except in a finance lease, if the lessor at the time the lease contract is made has reason to know of any particular purpose for...
• Texas Section 2A.214 - Exclusion Or Modification Of Warranties
  (a) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit a warranty must be...
• Texas Section 2A.215 - Accumulation And Conflict Of Warranties Express Or Implied
  Warranties, whether express or implied, must be construed as consistent with each other and as cumulative, but if that construction is unreasonable, the intention of...
• Texas Section 2A.216 - Third-party Beneficiaries Of Express And Implied Warranties
  This chapter does not provide whether anyone other than a lessee may take advantage of an express or implied warranty of quality made to the...
• Texas Section 2A.217 - Identification
  Identification of goods as goods to which a lease contract refers may be made at any time and in any manner explicitly agreed to by...
• Texas Section 2A.218 - Insurance And Proceeds
  (a) A lessee obtains an insurable interest when existing goods are identified to the lease contract even though the goods identified are nonconforming and the...
• Texas Section 2A.219 - Risk Of Loss
  (a) Except in the case of a finance lease, risk of loss is retained by the lessor and does not pass to the lessee. In...
• Texas Section 2A.220 - Effect Of Default On Risk Of Loss
  (a) Where risk of loss is to pass to the lessee and the time of passage is not stated: (1) if a tender or delivery...

SUBCHAPTER C EFFECT OF LEASE CONTRACT

• Texas Section 2A.221 - Casualty To Identified Goods
  If a lease contract requires goods identified when the lease contract is made, and the goods suffer casualty without fault of the lessee, the lessor...
• Texas Section 2A.301 - Enforceability Of Lease Contract
  Except as otherwise provided in this title, a lease contract is effective and enforceable according to its terms between the parties, against purchasers of the...
• Texas Section 2A.302 - Title To And Possession Of Goods
  Except as otherwise provided in this title, each provision of this chapter applies whether the lessor or a third party has title to the goods,...
• Texas Section 2A.303 - Alienability Of Party's Interest Under Lease Contract Or Of Lessor's Residual Interest In Goods; Delegation Of Performance; Transfer Of Rights
  (a) As used in this section, "creation of a security interest" includes the sale of a lease contract that is subject to Chapter 9 of...
• Texas Section 2A.304 - Subsequent Lease Of Goods By Lessor
  (a) Subject to Section 2A.303 of this chapter, a subsequent lessee from a lessor of goods under an existing lease contract obtains, to the extent...
• Texas Section 2A.305 - Sale Or Sublease Of Goods By Lessee
  (a) Subject to the provisions of Section 2A.303, a buyer or sublessee from the lessee of goods under an existing lease contract obtains, to the...
• Texas Section 2A.306 - Priority Of Certain Liens Arising By Operation Of Law
  If a person in the ordinary course of the person's business furnishes services or materials with respect to goods subject to a lease contract, a...
• Texas Section 2A.307 - Priority Of Liens Arising By Attachment Or Levy On, Security Interests In, And Other Claims To Goods
  (a) Except as otherwise provided in Section 2A.306, a creditor of a lessee takes subject to the lease contract. (b) Except as otherwise provided in...
• Texas Section 2A.308 - Special Rights Of Creditors
  (a) A creditor of a lessor in possession of goods subject to a lease contract may treat the lease contract as void if as against...
• Texas Section 2A.309 - Lessor's And Lessee's Rights When Goods Become Fixtures
  (a) In this section: (1) goods are "fixtures" when they become so related to particular real estate that an interest in them arises under real...

SUBCHAPTER D PERFORMANCE OF LEASE CONTRACT: REPUDIATED, SUBSTITUTED AND EXCUSED

• Texas Section 2A.310 - Lessor's And Lessee's Rights When Goods Become Accessions
  (a) Goods are "accessions" when they are installed in or affixed to other goods. (b) The lessor's residual interest in the accessions and the interest...
• Texas Section 2A.401 - Insecurity: Adequate Assurance Of Performance
  (a) A lease contract imposes an obligation on each party that the other's expectation of receiving due performance will not be impaired. (b) If reasonable...
• Texas Section 2A.402 - Anticipatory Repudiation
  If either party repudiates a lease contract with respect to a performance not yet due under the lease contract, the loss of which performance will...
• Texas Section 2A.403 - Retraction Of Anticipatory Repudiation
  (a) Until the repudiating party's next performance is due, the repudiating party can retract the repudiation unless, since the repudiation, the aggrieved party has canceled...
• Texas Section 2A.404 - Substituted Performance
  (a) If without fault of the lessee, the lessor and the supplier, the agreed berthing, loading, or unloading facilities fail or the agreed type of...
• Texas Section 2A.405 - Excused Performance
  Subject to Section 2A.404 on substituted performance, the following rules apply: (1) Delay in delivery or nondelivery in whole or in part by a lessor...
• Texas Section 2A.406 - Procedure On Excused Performance
  (a) If the lessee receives notification of a material or indefinite delay or an allocation justified under Section 2A.405, the lessee may by written notification...

SUBCHAPTER E DEFAULT

• Texas Section 2A.407 - Irrevocable Promises: Finance Leases
  (a) In the case of a finance lease that is not a consumer lease, a term in the lease agreement that provides that the lessee's...
• Texas Section 2A.501 - Default: Procedure
  (a) Whether the lessor or the lessee is in default under a lease contract is determined by the lease agreement and this chapter. (b) If...
• Texas Section 2A.502 - Notice After Default
  Except as provided by this chapter or the lease agreement, the lessor or lessee in default under the lease contract is not entitled to notice...
• Texas Section 2A.503 - Modification Or Impairment Of Rights And Remedies
  (a) Except as otherwise provided in this chapter, the lease agreement may include rights and remedies for default in addition to or in substitution for...
• Texas Section 2A.504 - Liquidation Of Damages
  (a) Damages payable by either party for default or any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or...
• Texas Section 2A.505 - Cancellation And Termination And Effect Of Cancellation, Termination, Rescission, Or Fraud On Rights And Remedies
  (a) On cancellation of the lease contract, all obligations that are still executory on both sides are discharged, but any right based on prior default...
• Texas Section 2A.506 - Statute Of Limitations
  (a) An action for default under a lease contract, including breach of warranty or indemnity, must be commenced within four years after the cause of...
• Texas Section 2A.507 - Proof Of Market Rent
  (a) Damages based on market rent (Section 2A.519 or 2A.528) are determined according to the rent for the use of the goods concerned for a...
• Texas Section 2A.508 - Lessee's Remedies
  (a) If a lessor fails to deliver the goods in conformity to the lease contract (Section 2A.509) or repudiates the lease contract (Section 2A.402), or...
• Texas Section 2A.509 - Lessee's Rights On Improper Delivery; Rightful Rejection
  (a) Subject to the provisions of Section 2A.510 on default in installment lease contracts, if the goods or the tender or delivery fail in any...
• Texas Section 2A.510 - Installment Lease Contracts: Rejection And Default
  (a) Under an installment lease contract a lessee may reject any delivery that is nonconforming if the nonconformity substantially impairs the value of that delivery...
• Texas Section 2A.511 - Merchant Lessee's Duties As To Rightfully Rejected Goods
  Subject to any security interest of a lessee (Section 2A.508(e)), if a lessor or a supplier has no agent or place of business at the...
• Texas Section 2A.512 - Lessee's Duties As To Rightfully Rejected Goods
  (a) Except as otherwise provided with respect to goods that threaten to decline in value speedily (Section 2A.511) and subject to any security interest of...
• Texas Section 2A.513 - Cure By Lessor Of Improper Tender Or Delivery; Replacement
  (a) If any tender or delivery by the lessor or the supplier is rejected because nonconforming and the time for performance has not yet expired,...
• Texas Section 2A.514 - Waiver Of Lessee's Objections
  (a) In rejecting goods, a lessee's failure to state a particular defect that is ascertainable by reasonable inspection precludes the lessee from relying on the...
• Texas Section 2A.515 - Acceptance Of Goods
  (a) Acceptance of goods occurs after the lessee has had a reasonable opportunity to inspect the goods and: (1) the lessee signifies or acts with...
• Texas Section 2A.516 - Effect Of Acceptance Of Goods; Notice Of Default; Burden Of Establishing Default After Acceptance; Notice Of Claim Or Litigation To Person Answerable Over
  (a) A lessee must pay rent for any goods accepted in accordance with the lease contract, with due allowance for goods rightfully rejected or not...
• Texas Section 2A.517 - Revocation Of Acceptance Of Goods
  (a) A lessee may revoke acceptance of a lot or commercial unit whose nonconformity substantially impairs its value to the lessee if the lessee has...
• Texas Section 2A.518 - Cover; Substitute Goods
  (a) After default by a lessor under the lease contract of the type described by Section 2A.508(a), or, if agreed, after other default by the...
• Texas Section 2A.519 - Lessee's Damages For Nondelivery, Repudiation, Default, And Breach Of Warranty In Regard To Accepted Goods
  (a) Except as otherwise provided with respect to damages liquidated in the lease agreement (Section 2A.504) or otherwise determined pursuant to agreement of the parties...
• Texas Section 2A.520 - Lessee's Incidental And Consequential Damages
  (a) Incidental damages resulting from a lessor's default include expenses reasonably incurred in inspection, receipt, transportation, and care and custody of goods rightfully rejected or...
• Texas Section 2A.521 - Lessee's Right To Specific Performance, Replevin, And Other Remedies
  (a) Specific performance may be decreed if the goods are unique or in other proper circumstances. (b) A decree for specific performance may include the...
• Texas Section 2A.522 - Lessee's Right To Goods On Lessor's Insolvency
  (a) Subject to Subsection (b) and even though the goods have not been shipped, a lessee who has paid a part or all of the...
• Texas Section 2A.523 - Lessor's Remedies
  (a) If a lessee wrongfully rejects or revokes acceptance of goods or fails to make a payment when due or repudiates with respect to a...
• Texas Section 2A.524 - Lessor's Right To Identify Goods To Lease Contract
  (a) A lessor aggrieved under Section 2A.523(a) may: (1) identify to the lease contract conforming goods not already identified, if at the time the lessor...
• Texas Section 2A.525 - Lessor's Right To Possession Of Goods
  (a) If a lessor discovers the lessee to be insolvent, the lessor may refuse to deliver the goods. (b) After a default by the lessee...
• Texas Section 2A.526 - Lessor's Stoppage Of Delivery In Transit Or Otherwise
  (a) A lessor may stop delivery of goods in the possession of a carrier or other bailee if the lessor discovers the lessee to be...
• Texas Section 2A.527 - Lessor's Rights To Dispose Of Goods
  (a) After a default by a lessee under the lease contract of the type described in Section 2A.523(a) or (c)(1) or after the lessor refuses...
• Texas Section 2A.528 - Lessor's Damages For Nonacceptance, Failure To Pay, Repudiation, Or Other Default
  (a) Except as otherwise provided with respect to damages liquidated in the lease agreement (Section 2A.504) or otherwise determined pursuant to agreement of the parties...
• Texas Section 2A.529 - Lessor's Action For The Rent
  (a) After default by the lessee under the lease contract of the type described in Section 2A.523(a) or (c)(1), or, if agreed, after other default...
• Texas Section 2A.530 - Lessor's Incidental Damages
  Incidental damages to an aggrieved lessor include any commercially reasonable charges, expenses, or commissions incurred in stopping delivery, in the transportation, care and custody of...
• Texas Section 2A.531 - Standing To Sue Third Parties For Injury To Goods
  (a) If a third party so deals with goods that have been identified to a lease contract as to cause actionable injury to a party...
• Texas Section 2A.532 - Lessor's Rights To Residual Interest
  In addition to any other recovery permitted by this chapter or other law, the lessor may recover from the lessee an amount that will fully...

Last modified: September 28, 2016