CLFP-CLASS REVIEW STUDY GUIDE ACTUAL EXAM TEST BANK 200 QUESTIONS AND CORRECT DETAILED ANSWERS WITH RATIONALES|AGRADE

CLFP-CLASS REVIEW STUDY GUIDE 2023-2024

ACTUAL EXAM TEST BANK 200 QUESTIONS AND

CORRECT DETAILED ANSWERS WITH

RATIONALES|AGRADE

To test a scenario in which a PMSI or Blanket Lien prevails, what needs to be

analyzed?

- is secured transaction?

- UCC filed in 20 days?

- did lessor pay for majority of equipment?

What is Article 2A?

- Law of True Leases

- Includes implied warranties

- warranties wived with conspicuous language

Where is UCC filed?

SOS in state where company is incorporated

What are UCC Article 2A Benefits to Lesssor?

- warranties are passed to lessee

- lessor absolved from equipment issues

- hell or high water clause should be in lease

How long is UCC good for?

5 years

What are Express Warranties?

any warranty specifically made by lessor

What are Implied Warranties?

- quiet possession

- vendor warranties pass to lessee (goods are fit for use etc.)

Define 'doing business in' another state

- Visit often

- Agent present presence of agent

- Tax paid

- Office

When should lessor 'register" as foreign corporation?

Within a state...

-Goods

-Offices

-Inspection/repair

-Contract negotiation

-Services

What is Acceptance in a lease document?

Lessee accepts equipment when delivered

What is Assignment of a Lease in a document?

- probitslessee from assigning (sub -lease)

- allows lessor to assign without notice to lessee

What is Disclaimer of Warranties in a document?

- LESSOR ASSIGNS ALL WARRANTIES TO LESSEE

Lessor make not warranties of quality of equipment

- lessee has inspected and is satisfied

- lessee accepts "as is"

- equipment is for business purposes

What is Severability in a document?

- if one part of the doc is not enforced, other parts are still legally binding

What is Choice of Law?

- state that governs the transaction

- should be lessee, lessor or equipment state

- courts typically uphold if reasonable

What is Acceleration in a document?

In default, lessor claims all future rental are now due

What is Cross Default in a document?

if lessor has multiple leases, a default of one defaults all

What is Hell or Highwater in a document?

- lessee must make payment regardless

- equipment failure or catastrophes do not exempt from payment

What is Waiver of Defense Clause in document?

- lessee pays payments to assignee

- any legal issues fall to the original lessor, not assignee (i.e. discount scenario)

What is Tax Indemnity in documents?

states that lessee is responsible for all taxes of any kind imposed on possession,

use, value or payment

What is best way to certify signors?

Corporate Resolution document

Who signs a Landlord Waiver?

Owner and Lessor

What if you forget to file a Landlord Waiver and you need to access your

equipment in default?

Do your best to negotiate directly with the owner. They may understand and

cooperate.

When is a Real Estate Waiver required?

When equipment is secured/fastened/attached to real property or building.

Where is Fixture Filling Recorded?

- local county recorder of real property

- file as soon as possible < 20>

What are the most important Acts of Default?