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I know everyone's saying file the amendment, but honestly I think you might be overthinking this. A comma difference probably isn't going to void your entire security interest, especially if both names clearly refer to the same entity. California courts aren't completely unreasonable about minor punctuation variations.
Fair point, I just hate seeing people panic over every minor filing detail. But you're right that the stakes are high enough to justify the precaution.
The problem is you don't know how unreasonable the court will be until you're already in litigation. By then it's too late to fix it.
Update us when you get this resolved. I'm dealing with a similar name discrepancy issue on a Texas filing and curious how California handles these amendments. Do they process them pretty quickly?
Has anyone had luck getting filing fee refunds when the system rejects a UCC-1 for technical reasons? I had one rejected because their server was down during submission but still got charged.
Yeah refunds are pretty rare. I started using document verification tools after losing money on rejected filings. Better to catch errors upfront than pay twice.
Same here. Certana's verification caught formatting issues that would have definitely caused rejections. Worth every penny to avoid refiling fees.
The $25 fee is what it is, but make sure you're not making any debtor name mistakes that could invalidate your whole security interest. I've seen lenders lose six-figure deals because of sloppy UCC filings that didn't match the loan documents exactly.
Absolutely. We treat every UCC filing like it could end up in court someday. Cross-checking everything against the underlying loan docs is essential.
I've found that searching by secured party name can sometimes reveal filings you miss when searching by debtor name. If you know who their main lenders are, try searching for those lender names and see what comes up. Might catch filings where the debtor name was entered slightly differently.
That's a clever approach I hadn't thought of. Searching from the lender side to cross-verify the results.
Final thought - consider reaching out directly to the company's legal counsel and asking for a complete list of all UCC filings they're aware of. They should have records of every filing and can give you the exact names and filing numbers to search for. This can help verify you haven't missed anything important.
That's probably the best approach. I'll ask their attorney for a comprehensive list and then verify each filing in the Illinois system. Thanks for all the suggestions everyone.
Good luck with the acquisition! UCC searches are always stressful but sounds like you're being thorough about it.
Update: I ended up using that Certana tool someone mentioned and it found two UCC-1 filings I had completely missed! One was filed under a name variation with different punctuation and another was filed under their old DBA name. Both were still active and would have been senior to our lien. Thanks for the suggestion - probably saved me from a major problem.
This is why I always recommend doing comprehensive lien searches through multiple methods. The online portals miss too much stuff to rely on them alone for critical transactions.
Agreed. I always tell people to use every search method available and cross-check everything.
Giovanni Martello
Whatever you decide, make sure your collateral description is bulletproof. I've seen too many UCC filings get challenged because the description was too vague about whether the equipment was fixtures or not.
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Savannah Weiner
•This is so true. The description needs to be specific enough to identify the collateral but broad enough to cover variations.
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Levi Parker
Based on everything discussed here, I'd probably go with the UCC-1 fixture filing approach but also get a subordination agreement from the existing mortgage holder if possible. That gives you the best protection without the complexity of a new mortgage.
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Sophie Footman
•That sounds like a reasonable compromise. I'll talk to our counsel about drafting the subordination request.
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Libby Hassan
•Make sure your counsel reviews the existing mortgage documents first. Sometimes the subordination language is already built in for purchase money security interests.
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