§ 25-1-202. Notice; knowledge.
§ 25‑1‑202. Notice; knowledge.
(a) Subject tosubsection (f) of this section, a person has "notice" of a fact ifthe person:
(1) Has actual knowledgeof it;
(2) Has received anotice or notification of it; or
(3) From all the factsand circumstances known to the person at the time in question, has reason toknow that it exists.
(b) "Knowledge"means actual knowledge. "Knows" has a corresponding meaning.
(c) "Discover,""learn," or words of similar import refer to knowledge rather than toreason to know.
(d) A person"notifies" or "gives" a notice or notification to anotherperson by taking such steps as may be reasonably required to inform the otherperson in ordinary course, whether or not the other person actually comes toknow of it.
(e) Subject to subsection(f) of this section, a person "receives" a notice or notificationwhen:
(1) It comes to thatperson's attention; or
(2) It is duly deliveredin a form reasonable under the circumstances at the place of business throughwhich the contract was made or at another location held out by that person asthe place for receipt of such communications.
(f) Notice, knowledge,or a notice or notification received by an organization is effective for aparticular transaction from the time it is brought to the attention of theindividual conducting that transaction and, in any event, from the time itwould have been brought to the individual's attention if the organization hadexercised due diligence. An organization exercises due diligence if itmaintains reasonable routines for communicating significant information to theperson conducting the transaction and there is reasonable compliance with theroutines. Due diligence does not require an individual acting for theorganization to communicate information unless the communication is part of theindividual's regular duties or the individual has reason to know of thetransaction and that the transaction would be materially affected by theinformation. (1899,c. 733, ss. 25, 56, 191; Rev., ss. 2173, 2205, 2340, 3032; 1917, c. 37, ss. 4,5, 58; 1919, c. 65, ss. 1, 10, 32, 42; c. 290; C.S., ss. 280, 283, 292, 314,2976, 3005, 3037, 4037, 4044, 4046; 1941, c. 353, s. 22; G.S., s. 55‑102;1955, c. 1371, s. 2; 1961, c. 574; 1965, c. 700, s. 1; 1967, c. 562, s. 1;1975, c. 862, ss. 2, 3; 1989 (Reg. Sess., 1990), c. 1024, s. 8(a)‑(c);1993, c. 463, s. 2; 1995, c. 232, s. 3; 2000‑169, ss. 5‑7; 2006‑112,s. 1.)