§ 41-01-10 — (1-202) Notice - Knowledge

1. Subject to subsection 6, a person has "notice" of a fact if the person:
a. Has actual knowledge of that fact;
b. Has received a notice or notification of that fact; or
c. From all the facts and circumstances known to the person at the time in question,
has reason to know that that fact exists.
2. "Knowledge" means actual knowledge. "Knows" has a corresponding meaning.
3. "Discover", "learn", or words of similar import refer to knowledge rather than to reason
to know.
4. A person "notifies" or "gives" a notice or notification to another person by taking such
steps as may be reasonably required to inform the other person in ordinary course,
whether or not the other person actually comes to know of it.
5. Subject to subsection 6, a person "receives" a notice or notification when:
a. It comes to that person's attention; or
b. It is duly delivered in a form reasonable under the circumstances at the place of
business through which the contract was made or at another location held out by
that person as the place for receipt of such communications.
6. Notice, knowledge, or a notice or notification received by an organization is effective
for a particular transaction from the time it is brought to the attention of the individual
conducting that transaction and, in any event, from the time it would have been
brought to the individual's attention if the organization had exercised due diligence. An
organization exercises due diligence if the organization maintains reasonable routines
for communicating significant information to the person conducting the transaction and
there is reasonable compliance with the routines. Due diligence does not require an
individual acting for the organization to communicate information unless the
communication is part of the individual's regular duties or the individual has reason to
know of the transaction and that the transaction would be materially affected by the
information.