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Oscar O'Neil
File the new UCC-1 immediately but also document the gap period carefully. If this ever becomes an issue in bankruptcy or litigation, you'll need to explain the lapse. Some courts are more forgiving than others about temporary perfection gaps, especially if you can show continuous possession or control of the collateral.
Would this kind of gap affect priority against other secured creditors who filed during the lapse period?
Oscar O'Neil
•Yes, potentially. Any properly perfected security interests filed during the gap would likely have priority over the refiled UCC-1.
Just went through something similar in Georgia (different state but same UCC rules). The refiling process is pretty straightforward but make sure you update any internal loan documentation to reflect the new filing number and date. Also consider whether this affects any loan covenants about maintaining perfected security interests.
Yeah, some agreements treat a lapse as a technical default even if it gets corrected quickly. Better to check now than get surprised later.
Liv Park
•This is why I always recommend covenant language that allows for brief administrative lapses as long as they're corrected promptly.
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Mateo Warren
This whole thread is making me nervous about my recent filings! How often do you all run into ucc connection problems between charter docs and UCC filings? Is this a common issue or are we just hearing about the problem cases?
Mateo Warren
•That's higher than I expected. Guess I need to be more careful about document consistency.
Sofia Price
•It's definitely common enough that you should check every single deal. Can't afford to assume everything matches.
Update on the ucc connection issue - ended up pulling fresh charter documents from the state website and the legal name is actually 'Advanced Manufacturing Solutions, LLC' with the comma and full spelling. So our loan docs had it wrong. Getting those amended now and will file the UCC-1 with the correct charter name. Thanks for all the advice about being precise with entity names!
Lucas Turner
•Perfect resolution. The ucc connection between your documents should be solid now with the corrected entity name.
Definitely learned my lesson about double-checking charter documents. This could have been a disaster if I'd filed with the wrong name.
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Been doing UCC work for 15 years and yes, it's called a security agreement. But make sure you understand it's just one part of the puzzle - you also need attachment and perfection for a fully enforceable security interest.
This thread has been incredibly helpful. I feel much more confident about the terminology now.
Ally Tailer
•Good luck on your exam! UCC can be tricky but once you get the basic framework down it all makes sense.
One more thing to consider - some jurisdictions have specific requirements for security agreements in certain types of collateral. Like consumer goods might need additional disclosures. But the basic answer is still security agreement.
Smart approach. Master the fundamentals first, then worry about the exceptions and special cases.
Cass Green
•Exactly - security agreement is your answer. Everything else builds on that foundation.
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This thread is making me paranoid about all my UCC filings now. How often do these name issues actually cause problems in practice?
Depends on your definition of 'problems.' For routine business, probably not often. But if the debtor goes bankrupt or there's a dispute over priority, even minor name errors can be challenged.
Had a case last year where a competitor's attorney challenged our lien over a missing period in 'Inc.' vs 'Inc' - cost us $50K in legal fees to resolve.
Darcy Moore
Just want to echo what others have said about getting the corrective filing done quickly. Don't wait around hoping the amendment will somehow work with the wrong name. Fix the foundation first, then build on it.
Thanks everyone. Really appreciate all the advice. Filing the corrective UCC-1 Monday and then will proceed with the secured party amendment.
Dana Doyle
•Smart move. Better to spend a little extra on corrective filings than risk losing perfection on a $400K lien.
AstroAce
The SOS systems are so picky about form of ucc submissions. I had three rejections last year before I figured out their specific formatting requirements. Now I always call their help line before filing anything complex.
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AstroAce
•They can't give legal advice but they'll usually clarify their technical requirements for the form of ucc submissions. Worth a try!
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Chloe Martin
•Some SOS offices are more helpful than others. Mine has a pre-filing review service that's been really helpful for complex collateral situations.
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Diego Rojas
Update us when you get it sorted out! I'm dealing with similar equipment financing and want to make sure I use the right form of ucc approach from the start.
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Diego Rojas
•Perfect. The form of ucc process is confusing enough without having to deal with rejections and refiling delays.
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Anastasia Sokolov
•Yeah, getting the initial form of ucc filing right saves so much time and stress later on.
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