Negotiable instruments: a document that guarantees payment of a

specific amount of money to a specified person (payee or assignee).

Is an unconditional promise.
- Negotiable because money is traded or transferred.
- Instruments means legal documents that define rights and
duties.
- Unilateral.
- The assignee obtains full legal title, it can take de funds in
cash or transfer to another person, pay or promissory notes.
- Special endorsement: specified payee.
- Blank endorsement: anyone who is in possession of the
check, can receive the money. Not specified payee.
General features: transferable to different parties, new holder
obtains the full legal title to it, take the funds in cash or transfer to
another person, paid on demand or at specified date, signed by the
issuer of the document and exact amount to be paid is indicated on
the document.
Formal requirements:
- They must be in writing.
- Must be signed by the marker or drawer
- Must be a definite order or promise to pay.
- Must be unconditional
- Must be payable in money
- Must be payable to order or bearer.
Types:
- Personal checks
- Traveler's checks
- Promissory notes
- Money order
- Bill of exchange
Bill of exchange: a binding document that is normally used in
international trade, that orders a person or organization to pay a
particular amount of money at a particular time for goods or
services.
3 parties involved:
- Drawer: the maker of the bill of exchange, who gives the order
to pay money to the thirds party. Owns money to the payee.
The debtor.
- Drawee: the person who agrees to make the payment to the
payee.
- Payee: the person who receives the payment. The creditor.
Check:
- Is a written, dated and signed instrument that directs a bank to
pay a specific sum of money.
- A check is payable on demand.
- The person or entity writing the check is known as the pay or
or drawer, while the person to whom the check is written is the
payee. The drawee, on the other hand, its the bank on which
the check is drawn.
Promissory note:
- It contains a written unconditional promise, stamped and
signed by the drawer, to pay a specified sum of money to a
particular person or at the order of the particular person.
- It is made by the debtor to borrow money from the creditor.
- Signature of the promisor, is a prerequisite
- The date on which the note is payable should be fixed, as well
as the amount
Endorsement: Means signature of the holder ( the individual who
has lawfully received possession) made with the object of
transferring the instrument.

Order instruments: to the order + specified payee

Bearer instruments: any holder of the instrument

Loan agreements: a contract between two parties under which the

lender gives or agrees to give funds to a borrower in consideration
for the borrower’s promise to repay the loaned funds at an agreed
time in the future, plus interest.
Parties:
 Lender (creditor)
 Borrower (debtor)
Under argentine law:
 Commodatum: loan for use.
- A person lends to another person a non fungible thing, for a
definite time, to be endowed and used under certain
conditions, without any pay or reward. Example: modem.
- It is a bilateral contract, but it is gratuitous.
- The object is non-fungible property.
 Mutuum: loan for consumption.
- The lender transfers the ownership of a fungible thing to the
borrower, by which it is agreed that the borrower shall
consume the thing and return, at the time agreed upon,
another thing, of the same quality, kind, and number, to the
lender, generally for consideration.
- It is a bilateral contact, and onerous (the lender charges
interest for the thing loaned).
- The object is fungible property.
- Example: préstamo de un banco.
Property is divided into:
Movable and immovable: immovable refers to real estate (such as
house, factory, etc). Movable property refers to personal property
(jewelry, vehicles, etc)
Fungible and non fungible: fungible goods are items that are
interchangeable/replaceable because they are identical to each for
practical purposes. For example, money, stock.
Non fungible: are not replaceable because they have unique
qualities that add or abstract value. A house or a used car.
Deposit contract: An agreement whereby a party undertakes to
receive a thing from another party with the obligation to safekeep it
and the return it.
- Depositary (natural or legal person) receives a thing belonging
to another (depositor)
- Purpose of contract: custody/safekeeping of the deposited
property.
- Consensual: formed by the agreement of the parties.
- Presumed to be onerous
- Bilateral
- No formal requirement
Obligations:
- The depositary needs the express permission of the depositor
for using the deposited property. Otherwise, he/she shall be
liable for damages.
- Only permitted to use for that specific purpose.
Types:
1. Regular deposit (non-fungible property): main rule of the
depositor’s conserved ownership of the object applies:
ownership not transferred.
2. Irregular deposit (fungible property, exchangeable): exception
to the main rule of conserved ownership, the ownership is
transferred to the depository.
3. Necessary deposit: force majeure or hotel deposits. It is not
freely agreed by the parties.
Force majeure: when it takes places because of an external,
unexpected event like a natural catastrophe.
Hotel deposit:
- the deposit of a traveler’s personal belongings in a hotel are
necessary deposits.
- The keeper of a hotel shall be responsible for these
belongings as a depositary provided.
 - Also, the hotelkeeper is liable for vehicles, animals and articles
which have been introduced or placed in the annexes of the
hotel.
- The responsibility shall include the loss of, or injury to the
personal property of the guests causes by the employees, as
well as strangers
Liability:
- Any agreement between the hotel keeper and the guest
whereby the responsibility of the former is suppressed or
diminished shall be void.
Security interests:
Is a legal right granted by a debtor to a creditor over the debtor’s
property (usually referred to as the collateral) which enables the
creditor to have recourse to the property if the debtor defaults in
making payment or otherwise performing the secured obligations.
Purpose: it secures repayment of a debt, lowering the risk of the
creditor.
Common forms of society:
- Mortgages(hipoteca) may be created over real estate
(inmovable) and certain movable goods requiring registration
such as aircraft’s and vessels. It must be registrate. Remains
with the debtor. Examples: aircraft and ships.
- Pledges(prenda) may be created over every other movable
good. It may or may not require registering. Applied to a wide
variety of assets.
Registered:
- the asset remains in the possession of the debtor and the
pledge is recorded in the relevant registry. There is no transfer
of the asset.
- For example, mutual contracts may be secured by a pledge
over an automobile.
- A registered pledge is useful if the asset is to remain in the
possession of the debtor.
 - Can be a fixed pledge that affects only the relevant registered
asset itself or a floating pledge that affects the registered asset
plus any asset it is converted to or a replacement asset.
Unregistered:
- possession over the asset (but not ownership) is transferred to
the creditor. The creditor must physically receive and keep the
asset.
- For example, machinery that may be physically moved.
- It must be created by a deed.
- The pledged asset must be delivered to the creditor or to a
third party appointed by the parties involved.
- If the debtor defaults on the pledge, the creditor can either
acquire full ownership of the asset, subject to an independent
expert opinion confirming that the value of the debt equals or
exceeds the value of the asset or can sell the pledged asset
by public auction, in which case the creditor has a priority right
to the proceeds of sale.
The court:
- A pledge certificate grants the pledgee the right to initiate
summary enforcement proceedings.
- It will issue an attachment and execution order against the
asset.
- It will notify the debtor of a proposed auction of the asset
- The debtor will have three days to oppose the sale based on
certain specified grounds
- Auction of the asset will proceed (if the debtor fails to oppose
the sale)
Banking contracts:
 A banking contract is a type of commercial or business
contract entered into between banks (financial entities) and
individuals or businesses.
 Is a legal act by which two or more parties express their
consent to create, adjust, modify, transfer or extinguish legal
relationships relating to banking operations.
 Parties: financial entities and legal or natural persons.
  There should be terms and conditions in place that are
agreeable to both the bank and the customer.
 Are set in place in order that the customer and the bank are
aware of each other’s requirements, expectations, and
obligations.
 Form: made be in writing and the customer has the right to
receive a copy.
 Rescisión: the customer is entitled to rescind banking
contracts at any time, without being subject to any penalty or
additional charge.
Types of banking contracts:
 Current account agreement
 Loan agreement
 Line of credit agreement
 Deposit contract
 Safe deposit box lease agreement
A bank loan agreement:
 Is a contract between a borrower and a lender (which is a
bank) that outlines the terms and conditions of a loan.
 The bank is obliged to deliver a sum of money, and the
borrower is obliged to return said sum of money and pay
interest.
A bank deposit contract: Two types:
 Demand deposits: are the placement of funds into an account
that allows the depositor to withdraw his or her funds from the
account without warning.
 A time deposit is an interest-bearing deposit held by a bank or
financial institution for a fixed term whereby the depositor can
withdraw the funds only after a certain period of time. The
bank issues a certificate which may be transferred by
endorsement.
Safe deposit box lease agreement:
  A safe deposit box is a secure container usually made of metal
that is used to store valuables at a bank or credit union. These
boxes are often kept in vaults and can be leased throughout
the lifetime of a customer for an annual fee.
 The provider of the safe deposit box is responsible for the
suitability of the custody over the safe deposit box, as well as
for its safety and its contents,e scepter in the case of
unforeseen circumstances or defects of the things deposited.
 Any clauses that limit or exclude the provider’s liability shall be
void.

Agency agreement:
 An agreement whereby a party (agent) agrees to carry out one
or more legal acts for the benefit of another party (principal). N
 Purpose: performance of legal acts
 Parties: principal and agent.
 Bilateral legal act.
 Consensual
 Non-formal
 Onerous
 With representation (will bind the principal, will act on behalf of
principal) or without representation (binding only if they are
gratified, agents will act in his own name.)
Power of attorney (with representation) POA.
 A legal document giving one person ( the agent) the power to
act on behalf of another person (the principal).
 It is a unilateral legal act that specifies the powers that may be
granted to the agent for the performance of legal acts.
 It is the instrument used to formalize the agent’s
representation
 It is not a contract.
 Formal
 Types:
- General POA: a general power of attorney gives the agent the
power to act on behalf of the principal in any and all maters.
 - Limited POA: a limtied power of attorney gives the agent the
power to act on behalf of the principal in specific matters or
events.
Agent’s obligations:
 Performing the acts covered in the agreement, following the
instructions given by the principal and the nature of the
business.
 Notifying the principal of any unforeseen circumstance that
may make the agent unable to follow the instructions given,
requesting for new instructions.
 Notifying immediately any conflict of interest or any
circumstance that may require changing or terminating the
agreement.
 Ensuring the confidentiality of the information obtained under
the agreement that cannot be disclosed.
 Informing the principal of any sum of money received under
the agreement.
Termination of agency:
 Expiration of term
 Completion of the legal act or business for which it was
formed.
 Revocation(unilateral) of the agency by the principal.
Attorney-in- fact is not the same as attorney-at-law.