dissenting.
I disagree with the majority’s conclusion that Miller is not a judgment lien creditor, and, therefore, I would reach the issues of whether Capital nevertheless has priority as the owner of the accounts receivable or as holder of a perfected security interest. Because I think that there are genuine *743issues of material fact yet to be resolved in this case, I would reverse and remand.
The majority reasons that the use of the writ of continuing garnishment is restricted to assets that are “earnings” and to garnishees who are “employers,” and because those terms are not defined, their plain meanings preclude the use of that writ by Miller to reach contract payments owed by Zidell to an independent contractor such as West or the Gayas. In doing so, the majority appears to conflate the terms “earnings” and “wages.”1 It also sets the stage for confusion in future applications of the statute by indicating that the term “employer” might apply to a relationship with an “independent contractor instead of an employee,” but not if the relationship involves “contract amounts owed from one business to another.” 133 Or App at 736.
I am persuaded that the writ of continuing garnishment may be used to garnish more than merely wages owed by an employer. I reach that conclusion by following the now familiar analytical structure outlined in PGE v. Bureau of Labor and Industries, 317 Or 606, 859 P2d 1143 (1993), which the majority apparently has concluded is unnecessary. To discern the intent of the legislature, we must first examine the statute’s text and context; only in the face of ambiguity is it necessary to supplement that analysis by consideration of the legislative history. Id. at 610-12. Although words are typically given their plain meaning, where there are multiple provisions the meaning adopted should, if possible, give effect to all. Id. at 611.
ORS 29.401 provides:
“In addition to garnishment proceedings otherwise available under ORS 29.125 to 29.375 and 29.401 to 29.415, a person for whom a writ of garnishment may be issued under ORS 29.137 may obtain a writ of continuing garnishment against any garnishee who is an employer of the defendant. To the extent that the earnings are not exempt from garnishment, the garnishment shall be a lien and continuing levy against earnings owed by the garnishee to the defendant at the time of service of the writ of continuing garnishment and on all earnings accruing from the garnishee to the defendant *744from the date of service until 90 days have expired since the date of issuance of the writ or until the employment relationship is terminated, the underlying judgment is vacated, modified or satisfied in full or the writ is dismissed, whichever is sooner.” (Emphasis supplied.)
That statute authorizes the use of a writ of continuing garnishment against “earnings” owed by an “employer” as an “addition to garnishment proceedings otherwise available under * * * 29.401 to 29.415.” The “otherwise available” language indicates that a continuing writ, described in ORS 29.401 to ORS 29.415, maybe used to garnish more than just earnings owed by an employer to an employee.
Rather than interpreting the statute, the majority attempts to refute my emphasis on the phrase that introduces ORS 29.401, concedingthat the “reference to ‘ORS 29.401 to 29.415’ could well effect a substantive change in the continuing writ provisions.” 133 Or App at 733. The majority is correct that the language “and 29.401 to 29.415,” which was not included in Oregon Laws 1989, chapter 876, section 2, was first inserted into ORS 29.401 in the 1989 codified version. What it ignores, however, is the fact that in 1991, when the legislature amended ORS 29.401, it retained that language in the reenacted law. Or Laws 1991, ch 845, § 9. There is a presumption that historical facts involving the subject matter of legislation “were known to the legislature at the time of the adoption of the act ."Anthony et al. v. Veatch et al., 189 Or 462, 497, 220 P2d 493, 221 P2d 575 (1950); see also State v. Linn, 131 Or App 487, 885 P2d 721 (1994), rev den 320 Or 508 (1995) (same proposition used to uphold voter initiative despite absence of indication that phrase from former statute was omitted). The language that is so pivotal to the majority’s construction of the statute was indisputably adopted by the legislature in 1991. We are not at liberty to omit what has been inserted. ORS 174.010; PGE, 317 Or at 611. All the words in ORS 29.401 must be considered in its statutory construction.
The concurrence also disagrees with the majority’s analysis, but nevertheless feels free to disregard the disputed language as a redundancy “capable of no reasonable construction.” 133 Or App at 739. Its analysis adds little but a Cheshire Cat grin. Indeed, its distaste for “the tea leaves of *745legislative history” forces it to move statutory construction into the realm of statutory engineering. The concurrence attempts to preserve the statutory language by removing its internal frame and preventing its collapse by buttressing it with forms.
Nonetheless, the form of the writ, described in ORS 29.415, identifies the information that the creditor must provide to the garnishee. It requires the debtor to be identified either by the “Debtor’s Social Security Number or Employer Identification Number.” (Emphasis supplied.) An Employer Identification Number (EIN) is issued by the Internal Revenue Service to those who employ others. An individual employee would not have an EIN. It follows that the writ of continuing garnishment is not restricted merely to earnings owed to an individual employee.
Language in the Earnings Exemption Computation Schedule, provided in ORS 29.415, bolsters this conclusion. That schedule must be completed by a garnishee who is an “employer” to calculate the amount subject to garnishment, by designating certain earnings as exempt and subtracting those from the debtor’s gross weekly earnings. It imports from ORS 23.175 a broad definition of “employer” that includes any entity that “engages a person to perform work or services * * * even though the relationship of the person so engaged may be as an independent contractor for other purposes.” (Emphasis supplied.) An “exemption” is something that is “excepted from the operation of some law.” Webster’s Third New Int’l Dictionary 795 (unabridged ed 1976). It follows that, if some earnings received by an independent contractor are part of the exception from the operation of the law in ORS 29.401, then earnings received by an independent contractor must be included in the reach of ORS 29.401. To construe the broad definition of “employer” as applicable only to earnings exemptions and not to what is included in the writ itself, would allow as an exemption something that is not part of the whole. That would render the reference to ORS 23.175 meaningless, a result I do not think the legislature intended. Moreover, as used in ORS 29.401 through ORS 29.415, “person” includes “individuals, partnerships and corporations.” ORS 29.125(4). The majority overlooks that definition when it concludes that the “legislature [never] *746intended the writ of continuing garnishment to reach monies at issue here—monies due on a contract between businesses.” 133 Or App at 735. Whether an independent contractor is an individual, partnership or corporation is of no consequence. Read together, ORS 29.401 through ORS 29.415, ORS 29.125(4) and ORS 23.175(3) indicate that the legislature intended the writ of continuing garnishment to reach sums owed by a garnishee such as Zidell to an independent contractor such as West or the Gayas.
Although I think that the text and context of the statute point to a conclusion opposite to the majority’s, I also think that the continuing garnishment statute is ambiguous.2 ORS 29.415 describes the garnishee’s duties. Step 1 of those instructions informs the garnishee that “[t]his writ garnishes only wages you owe the debtor * * * and wages that accrue on or before 90 days after the date this writ is issued.” (Emphasis supplied.) Although the majority suggests that the quoted phrase renders the statute explicit, when read in context it is clearly susceptible to more than one interpretation. That provision may also be read as describing only the subset of wages that can be garnished by the writ, i.e., those wages owed and those that accrue within 90 days, rather than limiting the continuing writ to wages only. The garnishee’s duties refer to “wages” at least 18 times. The “Certificate of Garnishee” must be completed even if the garnishee does not pay wages. The Earnings Exemption Computation Schedule is to be completed “only if you pay wages,” but refers to both “earnings” and “wages.” Although on that schedule “employer” is defined broadly by reference to ORS 23.175, ORS chapter 29 does not define “earnings” or “wages.” The Earnings Exemption Computation Schedule places the terms “earnings” and “disposable earnings” in quotation marks and omits quotation marks from the term “wages.” “Earnings” and “disposable earnings” are defined in ORS 23.175. Even if I were to assume that those two terms are used according to the definitions in ORS 23.175, the definition of “earnings” there includes all forms of compensation, “whether denominated as wages, salary, commission, bonus *747or otherwise.” (Emphasis supplied.) That the continuing garnishment statute repeatedly uses the term “wages” to inform garnishees of their responsibilities, rather than other terms that could have been used to more broadly describe the type of funds subject to garnishment, renders it sufficiently ambiguous to require examination of its legislative history.3
The majority purports to give plain meaning to the statutory terms to reach a different conclusion. It relies on dictionary definitions to conclude that “both ‘earnings’ and ‘wages’ are generally understood to apply to compensation for labor.” 133 Or App at 736. I think “earnings” is a much broader concept. To “earn” means “to receive as equitable return for work done or services rendered” or “to have accredited to one a remuneration.” Webster’s Third Int’l Dictionary 714 (unabridged ed 1976). To “remunerate” means to “pay an equivalent for” or to “compensate.” Id. at 1921. “Earnings” must also encompass payments that accrue under a contract for services, particularly, as in this case, where the contract envisions payment associated with completion of subparts of the total contracted service.4 The concurrence, in reliance on its interpretation of the dictionary definition of “wages,” also overlooks that the agreement calls for incremental payments by Zidell on a piecework basis.
The majority also seeks to exclude contract payments owed by Zidell because the contract “covers all labor & material required” and because West was required to provide various forms of insurance coverage. Nevertheless, the majority acknowledges that the writ might apply even though *748compensation for “personal services might be paid to an independent contractor instead of to an employee.”5 133 Or App at 736. It concludes that, because the money owed is “not just for labor,” but is “in part, for materials, liability insurance and other costs of business,” the money is not “earnings.” 133 Or App at 737. These propositions are incongruous. The first includes independent contractors; the second manipulates the definition of “personal services” to exclude the very same group. From a business perspective, the advantage of hiring an independent contractor is to avoid certain responsibilities inherent in an employer-employee relationship, including ongoing supervision and control, purchasing of needed materials, and acquiring various forms of insurance. It is well understood that the remuneration negotiated into a contract factors in the independent contractor’s costs of doing business. Moreover, even in atypical employer-employee relationship, remuneration often includes reimbursement of employee business expenses, including certain types of insurance and the purchasing of materials. The majority construes the statute to define a writ so riddled with exclusions as to limit it exclusively to the straight wage paying employer, and even then perhaps not if the debtor-employee is due reimbursement for expenses. The legislative history reveals that such a crabbed construction was not intended.6
House Bill 2666, which amended ORS chapter 29 to permit writs of continuing garnishment, was sponsored by the Oregon Collectors Association (OCA) and introduced in the 1989 legislative session. Or Laws 1989, ch 876, §§ 4, 5, 9. The Staff Measure Summary from the House Committee on the Judiciary described the measure as creating
*749“a continuing writ of garnishment for the garnishing of wages. The garnishment would last for sixty days from the date of issuance of the writ or until the employment relationship is terminated.”
The summary’s reference to “wages” and “employment relationship” could be read to suggest that the writ of continuing garnishment was not intended to reach contractual debts owed to a contractor. However, testimony by OCA representative Jim Markee and OCA lawyer Kenneth Rider indicates otherwise.
Markee explained to both the House Subcommittee on Civil Law and Judicial Administration and the Senate Judiciary Committee that the continuing writ was against wages and not against bank accounts. On June 27, 1989, he testified before the Senate Committee that the writ “only applies to wage garnishments; we didn’t feel it appropriate to try to create a continuing writ of garnishment against bank accounts and the like.” That testimony, contrasting what Markee termed “employer-type garnishments” against funds held in bank accounts, suggests that he did not envision a narrow definition of employer for purposes of the writ of continuing garnishment. Rider’s testimony during the June 27 Senate Judiciary Committee hearing reinforces that understanding.
Rider was questioned about language in the Certificate of Garnishee, which is filled out by the garnishee in response to service of the continuing writ. The form instructs the garnishee to place “a check in front of all the following statements that apply.” Rider explained that one of the response categories was “envisioned to reach any nonexempt wages during the 60 days the writ is in effect.” He stated that another response category was “fashioned after the current phrasing of the [standard] -writ and reaches property currently owed at the time the writ is issued but not [yet] payable.” To illustrate his understanding of the purpose of that response category, he stated that the “classic example is the promissory note which will become due.” He also stated that the -writ of continuing garnishment could reach the “one-time payment owed to a subcontractor which will become due.” At the completion of Rider’s testimony, the Senate Judiciary Committee made only minor changes to the *750forms by correcting internal inconsistencies, and the bill passed in both houses of the legislature with little floor discussion.
The majority dismisses the “classic example” as showing that the continuing writ was “fashioned after” the standard writ; it attaches no importance to the overlap described by Rider. It also ends its inquiry without considering Rider’s statement about “one-time payments owed to a subcontractor.” I agree that the writ of continuing garnishment applies to nonexcludable wages in a typical employer-employee relationship, and I may even concede that to be its primary function. However, I do not think that the continuing writ was intended to be restricted exclusively to that use.
Analysis of the text and context of the statute, and examination of the testimony on HB 2666, lead me to reject Capital’s contention that the writ of continuing garnishment was not intended to reach contractual debts owed to a contractor. I am persuaded that the legislature intended the writ of continuing garnishment to allow garnishment of money owed but not yet due from a garnishee to an independent contractor. Miller’s writ of continuing garnishment made it a judgment lien creditor under ORS 79.3010.7 Therefore, I would address the questions regarding priority among creditors under the Uniform Commercial Code.
Capital claims that it has a perfected security interest in all of West’s present or after-acquired accounts, accounts receivable and contract rights.8 Miller concedes that, if Capital *751has a perfected security interest, then Capital has priority, even though Miller is a judgment lien creditor. ORS 79.3010(l)(b). Miller contends, however, that Capital’s security interest is not properly perfected, because the financing statement that Capital recorded listed “West Painting, Inc.” as the debtor. It argues that “West Painting, Inc.,” a Washington corporation, had ceased to exist, because it was administratively dissolved in June 1986, for failing to file an annual report or to pay the annual license fee required by statute. Former RCW § 23A.28.125 Crepealed by Wash Laws 1989, ch 165, § 204, renumbered RCW § 23B.14.200). Thus, Miller claims, the true debtors were the Gayas, acting as individuals under an assumed trade name, and the Oregon financing statement, naming “West Painting, Inc.” as debtor, was seriously misleading and ineffective to perfect a security interest. ORS 79.4020(7), (8). The trial court concluded that, under Oregon law, Capital’s security interest was not misleading and held that Capital has priority, because its security interest was properly perfected.
The parties agree that Capital’s interest is in accounts. However, Capital and West argue that the “factoring”9 arrangement between them constitutes a sale of accounts, that Capital’s filing of a financing statement was merely ‘ ‘an exercise in caution” and that compliance with the filing requirements was unnecessary to protect that interest. That argument fails to recognize that the Uniform Commercial Code-Secured Transactions (UCC), ORS 79.1010 et seq, applies to the sale of accounts, as well as to an express granting of a security interest. ORS 79.1020(l)(b). Therefore, in order to attain priority over a judgment lien creditor, Capital’s interest must be perfected.
Oregon’s version of the UCC adopts the uniform provisions of UCC section 9-103, regarding choice of law principles, where commercial contacts span state boundaries *752and priority disputes depend on the perfection of a security interest.10 Where the collateral at issue is accounts,
“[t]he law (including the conflict of lawrules) of the jurisdiction in which the debtor is located governs the perfection and the effect of perfection or nonperfection of the security interest.” ORS 79.1030(3)(b). (Emphasis supplied.)
There is no dispute that the debtor—whether ultimately determined to be West or the Gayas—is located in Washington. ORS 79.1030(3)(d). Therefore, whether Capital has a perfected security interest depends on whether it properly filed a financing statement in Washington, not on whether it properly filed a financing statement in Oregon.
The trial court considered only the financing statement that Capital filed in Oregon. The trial court record refers to a financing statement that had been filed in Washington, but neither that filing statement nor its contents is part of the record. Thus, a material issue of fact exists about whether Capital has a perfected security interest that precludes the granting of summary judgment. Bostick Family Trust v. Magliocco, 64 Or App 305, 308, 667 P2d 1044 (1983).
Whether Capital’s security interest has attached necessarily precedes the determination of perfection.11 Despite Miller’s arguments that West lacked contractual capacity to grant a security interest, the trial court appears to have assumed without deciding that Capital has a security interest and that that interest has attached under UCC section 9-203.12 Whether that assumption is correct also *753presents unresolved questions of fact. In their Memorandum in Support of the Motion for Summary Judgment, West and Capital contended that the State of Washington failed to follow the correct procedure for administratively dissolving West. To administratively dissolve a corporation, Washington law requires that the secretary of state provide the corporation with written notice of its delinquency, a 60-day period to correct, and a copy of the certificate of dissolution. Former RCW § 23A.28.125 (repealed by Wash Laws 1989, ch 165, § 204, renumbered RCW § 23B.14.210). Affidavits submitted to the trial court attest that, “at all relevant times, [West’s directors] were unaware that the corporate status of West Painting, Inc. had lapsed.” The obvious inference, that the State of Washington failed to provide the notice required by statute, raises a factual question that could be dispositive on the issue of whether Capital’s security interest attached. Even if West had ceased to exist as a corporate entity, the question remains whether an enforceable security agreement was created by the Gayas, contracting in their individual capacities. See Kreiger v. Hartig, 11 Wash App 898, 903, 527 P2d 483, 486 (1974). The existence of these material issues of fact precludes summary judgment in this case.
In sum, I would reverse and remand. I disagree with the majority’s analysis of ORS 29.401 to ORS 29.415, and its consequent failure to address the other issues raised by this appeal.
I dissent.
Haselton, J., joins in this dissent.
The concurrence baldly asserts that the statute “clearly treats [‘earnings’] as synonymous with ‘wages.’ ” 133 Or App at 740.
Apparently the majority concludes that the statute is clear, once the language “and 29.401 to 29.415” is excised. As I have explained, I do not believe that that language can be excised. The concurrence has also decided to disregard that phrase. I believe that its presence in the statute contributes to the statute’s ambiguity.
The concurrence views the legislature’s use of the term “wages” in the forms as its method of defining “earnings.” Presumably the legislature would not have defined the writ in ORS 29.401 as against “earnings” had it intended the writ to reach only “wages.”
The contract between Zidell and West specifies as terms of payment for interior work:
“25% ($10,867.00) upon completion of two ballast tanks
25% ($10,867.00) upon completion of four ballast tanks
40% ($17,386.00) upon completion of all ballast tanks
10% ($ 4,346.00) 2% -10, net 30 days.”
The change order to that contract specifies terms of payment for exterior work:
“30% ($22,354.00) on completion of Hull cleaning & priming
25% ($18,628.00) on completion of Hull
35% ($26,079.90) on completion balance of scope of work
10% ($ 7,451.60) 2% -10, net 30 days.”
The majority suggests that the continuing writ might apply to individual contractors but not to entities such as West. If that is the case, and I do not think that it is, then the majority should also address whether West Painting, Inc., was in fact dissolved and whether Gaya, as an individual, is the debtor.
The concurrence construes the writ as narrowly as the majority, purportedly reaching its conclusion solely by its interpretation of the term “earnings” and without the need, it proclaims, to discuss the meaning of “employer.” It is disingenuous to pretend that such a restricted view of “wages” does not implicate the meaning of “employer,” particularly when the definition of “employer” imported from ORS 23.175(3) envisions a relationship that encompasses a nearly unrestricted view of compensation. In any event, the interplay of the majority and concurrence further underscores the ambiguity of the statute. That such ingenuity is required to save the statute from its own ambiguity suggests that it is the concurrence that is doing “unreasonable violence to the statutory language.” 133 Or App at 742.
I am also reluctant to conclude that the writ served by Miller would fail because it is labeled, “Writ of Continuing Garnishment” rather than, “Writ of Garnishment.” The form used by Miller reads: “THIS IS A WRIT OF / CONTINUING / GARNISHMENT (Strike ‘Continuing’ if one time writ only).” It further provides space for the creditor to:
“Check Appropriate Box:
“□ Writ of Garnishment
“□ Writ of Continuing Gamishmentf.]”
The security agreement identifies numerous types of collateral:
“ALL OF THE ACCOUNTS, ACCOUNTS RECEIVABLE, INSTRUMENTS, DOCUMENTS, CONTRACT RIGHTS, CHATTEL PAPER, INVENTORY, EQUIPMENT, MONEY DEPOSIT ACCOUNTS, INSURANCE POLICIES, RESERVES, RESERVE ACCOUNTS, GENERAL INTANGIBLES AND PROCEEDS THEREOF, PRESENTLY EXISTING OR HEREAFTER ACQUIRED *751BY DEBTOR. ALL GOODS AND INVENTORY RELATING HERETO IN ALL STAGES OF MANUFACTURE, PROCESS OR PRODUCTION. ALL OTHER PROPERTY, INCLUDING BUT NOT LIMITED TO THAT NOW AND HEREAFTER OWNED BY DEBTOR IN WHICH DEBTOR NOW OR HEREAFTER HAS ANY RIGHT WHEREVER SITUATED AND WHENEVER ACQUIRED. ALL BOOKS AND RECORDS PERTAINING TO ACCOUNTS AND ALL THE PROCEEDS OF THE FOREGOING PROPERTY.”
“Factoring” is a commonly used short-term financing arrangement whereby the debtor assigns acceptable accounts receivable to the creditor at a discount.
Choice of lawrules regarding multiple state transactions in ORS 79.1030 are identical to model UCC section 9-103. RCW 62A.9-103 is also identical to the UCC. Under those rules, when conflicting claims depend on perfection of a security interest, the proper jurisdiction varies with the type of collateral. Thus, it is often the case that a financing statement must be filed in more than one jurisdiction in order to perfect all the types of collateral listed in the security agreement.
ORS 79.3030, which is identical to UCC § 9-303 in this respect, provides, in part:
“(1) A security interest is perfected when it has attached and when all the applicable steps required for perfection have been taken.”
ORS 79.2030, which is identical to UCC § 9-203 in this respect, provides, in part:
“(1) * * * [A] security interest is not enforceable against the debtor or third parties with respect to the collateral and does not attach unless:
“(a) The collateral is in the possession of the secured party pursuant to *753agreement, or the debtor has signed a security agreement which contains a description of the collateral * * *;
"(b) Value has been given; and
“(c) The debtor has rights in the collateral.
“(2) A security interest attaches when it becomes enforceable against the debtor with respect to the collateral. Attachment occurs as soon as all of the events specified in subsection (1) of this section have taken place unless explicit agreement postpones the time of attaching.”