MS HB345

Adopts revised Article 1 (General Provisions) of the Uniform Commercial Code effective July 1, 2010, replacing prior provisions with modernized definitions and construction principles.

Establishes six-year statute of limitations for nonnegotiable promissory notes payable at a definite time, or six years after demand for demand notes (with ten-year bar if no demand or payment occurs).

Amends consumer goods warranty provisions to prohibit disclaimer of implied warranties in sales to consumers, with special protections for remote purchasers against intermediate buyers regardless of waivers or choice of law.

Adds definitions and provisions regarding remotely created checks, consumer transactions, and secondary obligor protections in negotiable instruments.

Creates enforcement mechanisms for partnership and limited partnership agreements to restrict assignments of partnership interests, exempting them from Article 9 (Secured Transactions) rules.