New Jersey § 12a:9-615

§ 12a:9-615.

(a) Application of proceeds. A secured party shall apply or pay over for application the cash proceeds of disposition under 12A:9-610 in the following order: (1) the reasonable expenses of retaking, holding, preparing for disposition, processing,

and disposing, and, to the extent provided for by agreement and not prohibited by

law, reasonable attorney's fees and legal expenses incurred by the secured party; (2) the satisfaction of obligations secured by the security interest or agricultural

lien under which the disposition is made; (3) the satisfaction of obligations secured by any subordinate security interest in

or other subordinate lien on the collateral if: (A) the secured party receives from the holder of the subordinate security interest or

other lien an authenticated demand for proceeds before distribution of the proceeds

is completed; and (B) in a case in which a consignor has an interest in the collateral, the subordinate

security interest or other lien is senior to the interest of the consignor; and (4) a secured party that is a consignor of the collateral if the secured party receives

from the consignor an authenticated demand for proceeds before distribution of the

proceeds is completed. (b) Proof of subordinate interest. If requested by a secured party, a holder of a subordinate security interest or

other lien shall furnish reasonable proof of the interest or lien within a reasonable

time. Unless the holder does so, the secured party need not comply with the holder's demand

under subsection (a) (3) . (c) Application of noncash proceeds. A secured party need not apply or pay over for application noncash proceeds of disposition

under section12A:9-610 unless the failure to do so would be commercially unreasonable. A secured party that applies or pays over for application noncash proceeds shall

do so in a commercially reasonable manner. (d) Surplus or deficiency if obligation secured. If the security interest under which a disposition is made secures payment or performance

of an obligation, after making the payments and applications required by subsection (a) and permitted by subsection (c) : (1) unless subsection (a) (4) requires the secured party to apply or pay over cash proceeds to a consignor, the

secured party shall account to and pay a debtor for any surplus; and (2) the obligor is liable for any deficiency. (e) No surplus or deficiency in sales of certain rights to payment. If the underlying transaction is a sale of accounts, chattel paper, payment intangibles,

or promissory notes: (1) the debtor is not entitled to any surplus; and (2) the obligor is not liable for any deficiency. (f) Calculation of surplus or deficiency in disposition to person related to secured

party. The surplus or deficiency following a disposition is calculated based on the amount

of proceeds that would have been realized in a disposition complying with this part

to a transferee other than the secured party, a person related to the secured party,

or a secondary obligor if: (1) the transferee in the disposition is the secured party, a person related to the

secured party, or a secondary obligor; and (2) the amount of proceeds of the disposition is significantly below the range of

proceeds that a complying disposition to a person other than the secured party, a

person related to the secured party, or a secondary obligor would have brought. (g) Cash proceeds received by junior secured party. A secured party that receives cash proceeds of a disposition in good faith and without

knowledge that the receipt violates the rights of the holder of a security interest

or other lien that is not subordinate to the security interest or agricultural lien

under which the disposition is made: (1) takes the cash proceeds free of the security interest or other lien; (2) is not obligated to apply the proceeds of the disposition to the satisfaction

of obligations secured by the security interest or other lien; and (3) is not obligated to account to or pay the holder of the security interest or other

lien for any surplus.