Okla. Stat. tit. 12A, § 12A-8-510: Rights of Purchaser of Security Entitlement from

Entitlement Holder.

Rights of Purchaser of Security Entitlement from Entitlement

Holder.

(a) In a case not covered by the priority rules in Article 9 or

the rules stated in subsection (c), an action based on an adverse

claim to a financial asset or security entitlement, whether framed

in conversion, replevin, constructive trust, equitable lien, or

other theory, may not be asserted against a person who purchases a

security entitlement, or an interest therein, from an entitlement

holder if the purchaser gave value, does not have notice of the

adverse claim, and obtains control.

(b) If an adverse claim could not have been asserted against an

entitlement holder under Section 8-502 of this title, the adverse

claim cannot be asserted against a person who purchases a security

entitlement, or an interest therein, from the entitlement holder.

(c) In a case not covered by the priority rules in Article 9 of

this code, a purchaser for value of a security entitlement, or an

interest therein, who obtains control has priority over a purchaser

of a security entitlement, or an interest therein, who does not

obtain control. Except as otherwise provided in subsection (d) of

this section, purchasers who have control rank according to priority

in time of:

(1) the purchaser’s becoming the person for whom the securities

account, in which the security entitlement is carried, is

maintained, if the purchaser obtained control under paragraph (1) of

subsection (d) of Section 8-106 of this title;

(2) the securities intermediary’s agreement to comply with the

purchaser’s entitlement orders with respect to security entitlements

carried or to be carried in the securities account in which the

security entitlement is carried, if the purchaser obtained control

under paragraph (2) of subsection (d) of Section 8-106 of this

title; or

(3) if the purchaser obtained control through another person

under paragraph (3) of subsection (d) of Section 8-106 of this

title, the time on which priority would be based under this

subsection if the other person were the secured party.

(d) A securities intermediary as purchaser has priority over a

conflicting purchaser who has control unless otherwise agreed by the

securities intermediary.