"Seller." § 2-103(l)(d).
2A-303.

(1) As used in this section, "creation of a security interest" includes the sale of
a lease contract that is subject to Title 9, Secured Transactions, by reason of §
[9-102(1)(b)] 9-109(A)(3).

(2) Except as provided in [subsections] SUBSECTION (3) and [(4)] § 9-407, a
provision in a lease agreement which (i) prohibits the voluntary or involuntary
transfer, including a transfer by sale, sublease, creation or enforcement of a security
interest, or attachment, levy, or other judicial process, of an interest of a party under
the lease contract or of the lessor's residual interest in the goods, or (ii) makes such a
transfer an event of default, gives rise to the rights and remedies provided in
subsection [(5)] (4), but a transfer that is prohibited or is an event of default under
the lease agreement is otherwise effective.

[(3) A provision in a lease agreement which (i) prohibits the creation or
enforcement of a security interest in an interest of a party under the lease contract or
in the lessor's residual interest in the goods, or (ii) makes such a transfer an event of
default, is not enforceable unless, and then only to the extent that, there is an actual
transfer by the lessee of the lessee's right of possession or use of the goods in violation
of the provision or an actual delegation of a material performance of either party to
the lease contract in violation of the provision. Neither the granting nor the
enforcement of a security interest in (i) the lessor's interest under the lease contract
or (ii) the lessor's residual interest in the goods is a transfer that materially impairs
the prospect of obtaining return performance by, materially changes the duty of, or
materially increases the burden or risk imposed on, the lessee within the purview of
subsection (5) unless, and then only to the extent that, there is an actual delegation of
a material performance of the lessor.]

[(4)] (3) A provision in a lease agreement which (i) prohibits a transfer of a
right to damages for default with respect to the whole lease contract or of a right to
payment arising out of the transferor's due performance of the transferor's entire
obligation, or (ii) makes such a transfer an event of default, is not enforceable, and
such a transfer is not a transfer that materially impairs the prospect of obtaining
return performance by, materially changes the duty of, or materially increases the
burden or risk imposed on, the other party to the lease contract within the purview of
subsection [(5)] (4).

[(5)] (4) Subject to [subsections] SUBSECTION (3) and [(4)] § 9-407:

(a) If a transfer is made which is made an event of default under a lease
agreement, the party to the lease contract not making the transfer, unless that party
waives the default or otherwise agrees, has the rights and remedies described in §
2A-501(2);

(b) If paragraph (a) is not applicable and if a transfer is made that (i) is
prohibited under a lease agreement or (ii) materially impairs the prospect of
obtaining return performance by, materially changes the duty of, or materially
increases the burden or risk imposed on, the other party to the lease contract, unless