Section 1-9-322 - Priorities among conflicting security interests in and agricultural liens on same collateral(a) Except as otherwise provided in this section, priority among conflicting security interests and agricultural liens in the same collateral is determined according to the following rules: (1) Conflicting perfected security interests and agricultural liens rank according to priority in time of filing or perfection. Priority dates from the earlier of the time a filing covering the collateral is first made or the security interest or agricultural lien is first perfected, if there is no period thereafter when there is neither filing nor perfection; (2) A perfected security interest or agricultural lien has priority over a conflicting unperfected security interest or agricultural lien; and(3) The first security interest or agricultural lien to attach or become effective has priority if conflicting security interests and agricultural liens are unperfected. (b) For the purposes of paragraph (1) of subsection (a) of this section: (1) The time of filing or perfection as to a security interest in collateral is also the time of filing or perfection as to a security interest in proceeds; and(2) The time of filing or perfection as to a security interest in collateral supported by a supporting obligation is also the time of filing or perfection as to a security interest in the supporting obligation.(c) Except as otherwise provided in subsection (f) of this section, a security interest in collateral which qualifies for priority over a conflicting security interest under Sections 1-9-327, 1-9-328, 1-9-329, 1-9-330, or 1-9-331 of this title also has priority over a conflicting security interest in: (1) Any supporting obligation for the collateral; and(2) Proceeds of the collateral if: (A) the security interest in proceeds is perfected;(B) the proceeds are cash proceeds or of the same type as the collateral; and(C) in the case of proceeds that are proceeds of proceeds, all intervening proceeds are cash proceeds, proceeds of the same type as the collateral, or an account relating to the collateral.(d) Subject to subsection (e) of this section and except as otherwise provided in subsection (f) of this section, if a security interest in chattel paper, deposit accounts, negotiable documents, instruments, investment property, or letter-of-credit rights is perfected by a method other than filing, conflicting perfected security interests in proceeds of the collateral rank according to priority in time of filing.(e) Subsection (d) of this section applies only if the proceeds of the collateral are not cash proceeds, chattel paper, negotiable documents, instruments, investment property, or letter-of-credit rights.(f) Subsections (a) through (e) of this section are subject to:(1) subsection (g) of this section and the other provisions of this part;(2) Section 4-210 of this title with respect to a security interest of a collecting bank;(3) Section 5-118 of this title with respect to a security interest of an issuer or nominated person; and(4) Section 1-9-110 of this title with respect to a security interest arising under Article 2 or 2A of this title.(g) A perfected agricultural lien on collateral has priority over a conflicting security interest in or agricultural lien on the same collateral if the statute creating the agricultural lien so provides.Okla. Stat. tit. 12A, § 1-9-322
Added by Laws 2000 , SB 1519, c. 371, § 49, eff. 7/1/2001.Oklahoma Code Comment
This section makes no significant substantive change from former section 9- 312(1), (5), (6) . Priority is still based on the date of filing or perfection. Consolidated Equipment Sales, Inc. v. First State Bank & Trust, 627 P.2d 432 (Okla. S. Ct. 1981). This is true for future advances as well. See Comments to section 9-323 . However, in affirming this rule the revisions reject the reasoning and holding in several Oklahoma cases, most notably Texas Kenworth Co. v. First National Bank of Bethany, 564 P.2d 222 (Okla. S. Ct. 1977). These cases were not supported by old Article 9, and the revisions clarify that point. See generally William E. Carroll and Alvin C. Harrell, Texas Kenworth Co. v. First National Bank: The Wrong Side of Coin-O-Matic, 16 Okla. City Univ. L. Rev. 81 (1991); Oklahoma Comment to revised section 9-323 .
The rule that actual knowledge of a prior security interest which is not perfected is of no effect is continued in revised section 9-322 . No statement about the effect of actual knowledge was contained the prior version. Early drafts of the original Article 9 ( section 9-312 ) did contain provisions in that regard, but these were omitted in the Official Text. The requirement that a lien creditor be without "actual knowledge" in order to defeat an unperfected security interest, which appeared in an earlier version of old section 9-301(b) has long since been deleted. See revised section 9-317(a)(2) . The omission of any reference to knowledge in revised section 9-322 is, therefore, clearly intentional. Examples in the official Comments also show that actual knowledge is not to be considered. See Examples 2 and 3.
The only way to obtain priority is by perfection. The rule stated in Wilmot v. Central Oklahoma Gravel Corp., 620 P.2d 1350 (Okl. 1980) is still correct. An unsecured creditor with priority over a perfected secured creditor by virtue of a subordination agreement between them does not gain any priority over other third party creditors.