SECURED TRANSACTIONS , UCC ARTICL 9

On or about May 2, 2019, Crouch made a proposal to sell and install the Juicy Juice System at Piknik's Methuen facility. Crouch contends that Piknik signed and returned the proposal. Crouch, however, has lost the executed agreement. Piknik denies signing the proposal. Crouch attached an unexecuted copy of the proposal to its motion for summary judgment. The proposal provides, inter alia, 1) for the sale and installation of the Juicy Juice System for a total price of $369,865, exclusive of certain miscellaneous costs such as taxes, permits, and freight; 2) for a 35% down-payment; 3) for the seller's retention of title pending payment in full; and 4) for the contract to be governed and construed by the laws of the State of Massachusetts. On May 26, 2019, Piknik paid Crouch $129,452.75, which represented the 35% downpayment. The proposal implies a July 2019 projected delivery date. The majority of the system was delivered and bolted to the floor. Crouch contends that the system has not been fully installed and is not operational. The parties agree that the Juicy Juice System, while bolted to the flooring, is not a fixture and could be removed from Piknik's facility without harming the realty. On September 23, 2019, Crouch filed an affidavit of lien in the probate court. Wachovia has a security interest in essentially all of Piknik's personal property including equipment and fixtures. Wachovia first perfected the security interest in 2018 by filing a UCC-1 financing statement with the Secretary of State. That filing remains continuous to date. Piknik filed a chapter 11-bankruptcy petition for relief in the Bankruptcy court on September 29, 2019. Who gets the Juicy Juice System? Address all issues and fully support your answer.