N.Y. Uniform Commercial Code Law § 8-203: Staleness as Notice of Defect or Defense

Section 8--203. Staleness as Notice of Defect or Defense.

After an act or event, other than a call that has been revoked,

creating a right to immediate performance of the principal obligation

represented by a certificated security or setting a date on or after

which the security is to be presented or surrendered for redemption or

exchange, a purchaser is charged with notice of any defect in its issue

or defense of the issuer, if the act or event:

(1) requires the payment of money, the delivery of a certificated

security, the registration of transfer of an uncertificated security, or

any of them on presentation or surrender of the security certificate,

the money or security is available on the date set for payment or

exchange, and the purchaser takes the security more than one year after

that date; or

(2) is not covered by subsection (1) and the purchaser takes the

security more than two years after the date set for surrender or

presentation or the date on which performance became due.