William Potts was an employee of Jelmoli Holding, Inc. (Jelmoli) (plaintiff) responsible for liquidating certain assets and investing the proceeds. Jelmoli’s parent company was based in Switzerland, and Potts worked in Massachusetts. Potts had the authority to sign checks on behalf of Jelmoli and was also responsible for verifying that Jelmoli’s account in the United States was properly maintained. In April 2000, Potts began writing checks from the Jelmoli bank account to his brokerage firm, Raymond James Financial Services (RJ) (defendant), to cover Potts’s personal debts. Potts represented to RJ that Jelmoli was owned by Potts. By December 2000, Potts had given RJ checks totaling $1.5 million. By the time that the fraud was discovered and Jelmoli notified RJ, Potts had removed all of the money from the brokerage account. Jelmoli sued RJ under a theory of unjust enrichment. RJ asserted the statutory defense that it was a holder in due course under the Uniform Commercial Code (UCC). The case was tried by a jury, which found mostly in favor of Jelmoli. RJ appealed to the United States Court of Appeals for the First Circuit.