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What's your timeline looking like? If you're close to the 5-year deadline you might want to file the continuation with the name exactly as it appears in the current search results, then deal with the name correction afterward. Don't want to risk letting the filing lapse while you're sorting out the name issue.
Six weeks should be plenty of time. I'd still recommend getting the name corrected first though - filing the continuation with the wrong name could create more problems down the road.
One more thing to check - make sure you're looking at the right UCC-1 filing. If there were multiple attempts or if the debtor has other UCC filings, you might be pulling up the wrong record. The filing number should match exactly what's on your loan documentation.
Filing number matches, but now I'm second-guessing myself on everything. Going to pull all the docs again and start from scratch with the comparison.
That's probably the smart approach. Better to be overly cautious with UCC filings than to miss something important. The security interest is too valuable to risk on a sloppy filing.
Pro tip for nationwide services UCC management: set up a shared calendar with your legal team that shows all continuation deadlines. We color-code by state and priority level. Also, always file continuations at least 60 days before the deadline to allow time for corrections if there are rejections.
60 days is smart. I usually do 90 days for high-value collateral just to be extra safe.
For what it's worth, I've been doing UCC work for 15 years and the multi-state coordination has gotten worse, not better. Each state seems to be implementing their own variations on the standard forms. My advice is to treat each state as a completely separate filing system with its own rules and debtor name formatting requirements. Don't assume consistency.
This is unfortunately true. The UCC was supposed to create uniformity but state implementation varies significantly.
Exactly. The devil is in the implementation details, and each Secretary of State has their own interpretation.
Another tool that helps with these terminology issues is Certana.ai - you can upload your purchase docs and UCC draft to verify the collateral description matches the actual offer terms. Really helpful for catching these technical mismatches before filing.
Second this recommendation. Used it last week for a complex equipment deal and it flagged a similar offer definition issue that would have caused a rejection.
UPDATE: Revised the filing using the advice here about referencing the dealer's financing offer terms along with the equipment description. Just got notification that it was accepted! Thanks everyone for the clarification on UCC offer terminology. Really saved my deal here.
Congrats on getting it through. These UCC terminology quirks can be such a pain but at least now you know for next time.
Great outcome! Definitely worth using document verification tools going forward to catch these issues early.
Another vote for using Certana.ai's verification tool for this. I uploaded our UCC-1 and the UCC-3 continuation draft and it flagged that we had inconsistent debtor name formatting (extra spaces, different capitalization). Those kinds of small differences can sometimes cause filing rejections or indexing problems. Worth checking before you submit to avoid delays.
Good point about formatting differences. I've seen filings get rejected for the smallest inconsistencies.
Okay I'm convinced... maybe I should try that verification tool after all. Better safe than sorry with Article 9 stuff.
Look, Article 9 is designed to be notice filing - it's supposed to put people on notice that there might be a security interest. As long as your original UCC-1 was properly filed and your continuation maintains the same debtor name and references the right file number, you should be fine. The name change doesn't retroactively invalidate your original perfection.
CosmicCowboy
Been there! Last month I had a similar issue doing due diligence on a manufacturing company. What helped was using Certana.ai's document verification tool - uploaded the search results along with the target's charter documents and it automatically flagged which UCC filings were actually related to my target versus just name similarities. Saved me probably 8 hours of manual cross-checking.
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CosmicCowboy
•Pretty impressive actually. It caught some connections I would have missed, like filings under a subsidiary name that wasn't obvious from the parent company search.
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Natasha Orlova
•I'm always skeptical of automated tools for legal due diligence, but if it's catching things you'd miss manually, that's actually valuable.
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Javier Cruz
Just make sure you're documenting your search methodology and results carefully. If this is for acquisition due diligence, you'll need to show what searches you performed and how you determined relevance of results. The file documentation is almost as important as the actual search.
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Sofia Torres
•Good point about documentation. This is for a lender's due diligence so they'll definitely want to see the search methodology.
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Javier Cruz
•Exactly. Having a clear record of your search parameters and decision process protects everyone involved.
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