In March, Nigel agrees to sell manufactured goods to Marilyn, who agrees to pay for the goods by a promissory note, payable in six (6) months ("Note"). The goods arrive at Marilyn's store, and she sends the signed Note to Nigel. Nigel immediately sells the Note to Carl for value. It turns out that the goods are not well made and fall apart after a few uses. Marilyn's customers start returning the goods to her; and when the Note is due, Marilyn refuses to pay Carl.