Printable Format84-7-102. Definitions and index of definitions. (a) In this article, unless the context otherwise requires:
(1) "Bailee" means a person that by a warehouse receipt, bill of lading, or other document of title acknowledges possession of goods and contracts to deliver them.
(2) "Carrier" means a person that issues a bill of lading.
(3) "Consignee" means a person named in a bill of lading to which or to whose order the bill promises delivery.
(4) "Consignor" means a person named in a bill of lading as the person from which the goods have been received for shipment.
(5) "Delivery order" means a record that contains an order to deliver goods directed to a warehouse, carrier, or other person that in the ordinary course of business issues warehouse receipts or bills of lading.
(6) "Good faith" means honesty in fact and the observance of reasonable commercial standards of fair dealing.
(7) "Goods" means all things that are treated as movable for the purposes of a contract for storage or transportation.
(8) "Issuer" means a bailee that issues a document of title or, in the case of an unaccepted delivery order, the person that orders the possessor of goods to deliver. The term includes a person for which an agent or employee purports to act in issuing a document if the agent or employee has real or apparent authority to issue documents, even if the issuer did not receive any goods, the goods were misdescribed, or in any other respect the agent or employee violated the issuer's instructions.
(9) "Person entitled under the document" means the holder, in the case of a negotiable document of title, or the person to which delivery of the goods is to be made by the terms of, or pursuant to instructions in a record under, a nonnegotiable document of title.
(10) "Record" means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form.
(11) "Sign" means, with present intent to authenticate or adopt a record:
(A) To execute or adopt a tangible symbol; or
(B) to attach to or logically associate with the record an electronic sound, symbol, or process.
(12) "Shipper" means a person that enters into a contract of transportation with a carrier.
(13) "Warehouse" means a person engaged in the business of storing goods for hire.
(b) Definitions in other articles applying to this article and the sections in which they appear are:
(1) "Contract for sale," K.S.A. 84-2-106, and amendments thereto.
(2) "Lessee in the ordinary course of business," K.S.A. 84-2a-103, and amendments thereto.
(3) "Receipt" of goods, K.S.A. 84-2-103, and amendments thereto.
(c) In addition, Article 1 contains general definitions and principles of construction and interpretation applicable throughout this article.
History: L. 2007, ch. 90, § 2; July 1, 2008.
KANSAS COMMENT, 1996
Subsection (1) contains definitions which apply throughout Article 7. The definition of "bailee" in paragraph (a) is limited to bailees who by receipt, bill of lading or other document of title acknowledge possession of goods. Paragraphs (b) and (c) apply only to bills of lading and apply to shipment. Paragraph (d) makes a "delivery order" a document of title within the meaning of the Code. See 84-1-201(15) for the definition of a document of title. Paragraph (e) establishes "document" as a shorthand manner of referring to documents of title in Article 7.
Paragraph (f) defines "goods" for the purposes of Article 7. The term "goods" is also defined in Articles 2 and 9, at 84-2-105 and 84-9-105. The definitions contained in those Articles apply only to those Articles.
Paragraph (g) defines the term "issuer." Articles 3, 5 and 8 also define this term. See 84-3-102, 84-5-103, and 84-8-201. The definition appearing in each Article applies exclusively to that Article. The most significant aspect of the definition of "issuer" in Article 7 is that it includes situations in which the issuer's agent has violated instructions or otherwise acted beyond the scope of the agent's authority. See Branch Banking & Trust v. Gill, 293 N.C. 164, 237 S.E.2d 21 (1977).
Paragraph (h) broadly defines "warehouseman" as one in the business of storing goods for hire. This is a change from the former statutory definition of "warehouseman." See former K.S.A. 82-158. There is no comparable definition in Article 7 for "carrier." K.S.A. 34-223 defines the term "public warehouseman" as "a person lawfully engaged in the business of storing grain for the public." A "public warehouseman" is covered by Article 7 if it issues a warehouse receipt. See 84-7-401(d). "Warehouse receipt" is defined in 84-1-201(45) as the receipt issued by a warehouseman. Butler Mfg Co. v. Americold Corp, 835 F. Supp. 1274 (D. Kan. 1993), held that because this Article 7 definition described the relationship of the parties, Article 7 controlled their relationship.
Subsections (2) and (3) are merely definitional cross references. Subsection (4) incorporates the definitions of Article 1, discussed above.
Revisor's Note:
Former section 84-7-102 repealed by L. 2007, ch. 90, § 78 and the number reassigned to the current text.
CASE ANNOTATIONS
1. Whether contractual provision exculpating warehouseman from all liability for its own ordinary negligence is enforceable examined. Butler Mfg Co. v. Americold Corp., 835 F. Supp. 1274, 1279 (1993).
2. Whether lessors of storage area were warehousemen under UCC for purpose of leasehold contracts examined. Butler Mfg. Co., Inc. v. Americold Corp., 841 F. Supp. 1107, 1112 (1993).