A person who possesses a negotiable instrument that is issued or endorse to that person and which was obtained under the following circumstances:
1) the person paid or gave value for it
2) the person acted in good faith
3) the person had no notice of the instrument being overdue, dishonored, or subject to any defense against it or claim of any other person to it
Holder in due course
Elements for a valid contract
Competent parties
Legal purpose
Offer and acceptance
Consideration
Authority of agent
Express
Implied
Apparent
Duty of Agent
Loyalty
Obedience
Reasonable care