The interest of a holder of a negotiable document of title has priority over a perfected security interest in the document of title if:
(a) the holder gave value for the document of title; and
(b) the holder:
(i) in the case of a holder who acquired the document of title in the ordinary course of the holder's business of acquiring documents of title of that kind--acquired the interest without actual or constructive knowledge that the acquisition constitutes a breach of the security agreement that provides for the security interest; or
(ii) otherwise--acquired the document of title without actual or constructive knowledge of the security interest.