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If you determine you're actually in second position, you'll need to decide whether to proceed with the deal or renegotiate terms. What type of collateral are we talking about?
You might be okay then if the collateral descriptions don't overlap significantly. Worth having legal review the specific language.
Definitely get legal involved at this point. Priority disputes can get messy quickly.
This is why I always run a final lien search the day before funding, even if we did one recently. Systems can change and new filings appear constantly.
Smart practice. The small cost of an extra search is nothing compared to discovering priority issues after closing.
Lesson learned for sure. We'll definitely implement day-before searches going forward.
New Mexico updated their UCC system last year and the name matching got even more strict. The good news is once you get the exact format right, future filings with that debtor should go smoothly.
Exactly. It's frustrating initially but then you know the exact format for any amendments or continuations later.
Update us when you get it resolved! I file in New Mexico occasionally and would love to know what the issue was for future reference.
Will definitely update once I figure this out. Hopefully it's something simple that I'm just overlooking.
Update your commercial security agreement template to include a clause requiring the debtor to warrant their exact legal name and provide current organizational documents. Puts the burden on them to get it right and gives you recourse if they mess it up.
That's a really good idea. Adding that to our standard template revisions. Would also help with other UCC-related warranties and representations.
We added similar language to our docs after getting burned a few times. Now we require certified copies of current organizational docs with every secured transaction. Pain upfront but eliminates these headaches.
Just wanted to mention that I've started using Certana.ai's verification tool for exactly these situations. Upload your security agreement and UCC-1 together and it catches name mismatches before you file. Wish I'd known about it sooner - would have saved me from several rejection notices over the years.
How accurate is it? I'm always skeptical of automated tools for legal document review.
It's pretty solid for basic consistency checks like debtor names, filing numbers, and standard UCC requirements. Obviously not a replacement for legal review but great for catching obvious errors that cause rejections.
Update: Got the filing accepted! Turns out it was exactly the comma issue. Used the exact name from the articles including the comma and it went through immediately. UCC 9 503 doesn't give you any wiggle room on debtor names.
Congrats on getting it through. Did you make your closing deadline?
This whole thread is a good reminder to be extra careful with UCC 9 503 debtor name requirements. I'm definitely going to start using that document checker tool to avoid these headaches.
Smart move. Prevention is way better than dealing with rejections and delays.
Lorenzo McCormick
Kansas drives me nuts but at least their continuation deadlines are straightforward. Five years from the original filing date, no weird extensions or grace periods like some states have.
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Carmella Popescu
•True, their timing rules are simple. It's just the search function that's completely broken.
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Lorenzo McCormick
•Yep, if they could fix the search algorithm they'd actually have a decent system. The documents themselves are clear and well-organized.
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Kai Santiago
For what it's worth, I've started keeping a Kansas-specific checklist of search variations. Happy to share it if anyone wants it. Includes all the common abbreviation patterns and punctuation variations that trip people up.
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Kai Santiago
•I'll type up the main points: Always try with/without periods after abbreviations, spell out Corp/Inc/LLC vs abbreviated, try both 'Company Name, Inc.' and 'Company Name Inc.', check for middle initials in personal names, and try the name both with and without 'The' at the beginning.
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Lim Wong
•This is gold, thank you! I'm copying this for my team. We do a lot of Kansas deals and this will save us tons of time.
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