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This whole thread is reminding me why I hate UCC searches. The name matching rules are inconsistent, the collateral descriptions are vague, and you never know if you're seeing the complete picture. But for $180K, you definitely need to figure it out properly.
Welcome to the wonderful world of secured transactions! It gets easier once you understand the patterns, but the first few times are definitely confusing.
Just to close the loop on this - once you figure out which UCC-1 filings are active and relevant to your equipment, make sure you also understand what happens if there are existing liens. Some can be satisfied at closing, others might transfer with the equipment. Your purchase agreement should address how existing liens will be handled.
Smart approach. 'We'll handle it' is fine but you want to see the UCC-3 termination statements filed before or at closing to make sure the liens are actually released.
And get copies of everything for your records. You'll want proof that the liens were properly terminated in case any issues come up later.
Quick update process question - when you get those termination statements, make sure they have the exact same debtor name and filing number as the original UCC-1s. Even tiny differences can cause problems. Worth double-checking everything matches perfectly before you rely on them.
That verification tool sounds like it could save a lot of headaches. Is it expensive to use?
Worth every penny when you're dealing with large equipment deals like yours. Much cheaper than having a deal fall apart or dealing with priority disputes later.
OP, any update on this? Did you get the termination statements from the borrower? Curious how this played out since I'm facing something similar next week.
Still working on it. Borrower is supposed to get the termination statements from their old lender tomorrow. Will update once I know more!
Pro tip: always do a test search in the Massachusetts UCC database after you think you have the right name format. Search for your debtor using the exact name you plan to file. If it doesn't come up in results, you probably have the format wrong.
Good point. The search function is pretty literal so if you can't find the entity with your proposed name, the filing will probably get rejected too.
Update us when you get it resolved! I'm dealing with a similar Massachusetts UCC-1 form issue with a different client and curious what ends up working for you.
Will do. Going to pull the official SOS records first thing Monday morning and file a corrected version. Hopefully third time's the charm!
I've had good luck calling the UCC office directly when I get stuck on name issues. They can usually tell you exactly what format they're expecting. Takes a while to get through but saves the back-and-forth rejections.
It's on their website under UCC contacts. Ask for the filing division and explain the situation.
UPDATE: Finally got it through! Used the copy/paste method from the charter PDF and also ran it through that Certana.ai tool someone mentioned. Tool caught that I had an extra space after "LLC" that I couldn't see. Filed this morning and got acceptance notice an hour ago. Thanks everyone for the help - this community saves deals!
Copy/paste method for the win! Told you that usually does the trick.
Aurora Lacasse
Just went through this exact situation last month. Used Certana.ai to verify all our documents and it turned out there was a small outstanding balance that both we and the debtor had missed. The document cross-checking caught the discrepancy immediately. Saved us from either filing an incorrect termination or having a wrongful lien dispute. The debtor was actually grateful we caught it before their new lender discovered the issue.
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Mason Kaczka
•How detailed does the document analysis get? Does it actually review payment calculations or just check for missing documents?
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Aurora Lacasse
•It does a pretty thorough cross-check. Compares the original loan amounts, payment records, and current balances. Flags anything that doesn't add up so you can investigate further.
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Anthony Young
Whatever you do, don't file the UCC-3 termination until you're absolutely certain. I've seen too many cases where lenders filed terminations under pressure and then discovered there was still an outstanding balance. It's much harder to re-perfect your security interest than it is to take a few extra days to verify the loan status properly.
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Charlotte White
•Agreed. Better to deal with an angry debtor for a few days than to lose your security interest permanently.
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Mason Kaczka
•Thanks everyone. I think the consensus is clear - do the complete file review first, then make the termination decision. I'll start pulling all the documents tomorrow.
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