National Cash Register Company (NCR), a manufacturer of cash registers, entered into a sales contract for a cash register with Edmund Carroll. On November 18, Firestone and Company made a loan to Carroll, who conveyed certain property to Firestone as collateral under a security agreement. The property outlined in the security agreement included “[a]ll contents of luncheonette including equipment such as ... ‘twenty-five different listed items,’ ... together with all property and articles now, and which may hereafter be, used ... with, [or] added ... to ... any of the foregoing described property.” A similarly detailed description of the property conveyed as collateral appeared in Firestone’s financing statement, but the financing statement made no mention of property to be acquired thereafter, and neither document made a specific reference to a cash register. NCR delivered the cash register to Carroll in Canton between November 19 and November 25 and filed a financing statement with the town clerk of Canton on December 20 and with the Secretary of State on December 21. Carroll subsequently defaulted both on the contract with NCR and on the security agreement with Firestone. Firestone took possession of the cash register and sold it at auction. Discuss whether Firestone has a security interest in the cash register.
National Cash Register Company (NCR), a manufacturer of cash registers, entered into a sales contract for a cash register with Edmund Carroll. On November 18, Firestone and Company made a loan to Carroll, who conveyed certain property to Firestone as collateral under a security agreement. The property outlined in the security agreement included “[a]ll contents of luncheonette including equipment such as ... ‘twenty-five different listed items,’ ... together with all property and articles now, and which may hereafter be, used ... with, [or] added ... to ... any of the foregoing described property.” A similarly detailed description of the property conveyed as collateral appeared in Firestone’s financing statement, but the financing statement made no mention of property to be acquired thereafter, and neither document made a specific reference to a cash register. NCR delivered the cash register to Carroll in Canton between November 19 and November 25 and filed a financing statement with the town clerk of Canton on December 20 and with the Secretary of State on December 21. Carroll subsequently defaulted both on the contract with NCR and on the security agreement with Firestone. Firestone took possession of the cash register and sold it at auction. Discuss whether Firestone has a security interest in the cash register.
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