North Dakota Code § 41-07-31

(7-502) Rights acquired by due negotiation
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1. Subject to sections 41 -07-11 and 41-07-32, a holder to which a negotiable document 
of title has been duly negotiated acquires thereby:
a. Title to the document;
b. Title to the goods;
c. All rights accruing under the law of agency or estoppel, including rights to goods 
delivered to the bailee after the document was issued; and
d. The direct obligation of the issuer to hold or deliver the goods according to the 
terms of the document free of any defense or claim by the issuer except those 
arising under the terms of the document or under this chapter, but in the case of a 
delivery order, the bailee's obligation accrues only upon the bailee's acceptance 
of the delivery order and the obligation acquired by the holder is that the issuer 
and any indorser will procure the acceptance of the bailee.
2. Subject to section 41-07-32, title and rights acquired by due negotiation are not 
defeated by any stoppage of the goods represented by the document of title or by 
surrender of the goods by the bailee and are not impaired even if:
a. The due negotiation or any prior due negotiation constituted a breach of duty;
b. Any person has been deprived of possession of a negotiable tangible document 
or control of a negotiable electronic document by misrepresentation, fraud, 
accident, mistake, duress, loss, theft, or conversion; or

c. A previous sale or other transfer of the goods or document has been made to a 
third person.

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