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I would also recommend getting title insurance for this transaction if the dollar amount justifies it. Even with thorough UCC 11 searches, there's always risk of missing something or having liens appear after closing. Title insurance can provide additional protection for larger equipment purchases.
Title insurance for equipment purchases? I've never heard of that. Is this common practice for larger deals?
Thanks everyone for the detailed responses. I've run additional searches using various name formats and found 2 more liens I initially missed. I'm definitely going to use the Certana.ai tool mentioned to verify I have everything before moving forward. The seller is now claiming they weren't aware of some of these liens, which makes me even more cautious about this deal. I'll make sure to get written lien release commitments for every single filing before closing.
How detailed does the accounting need to be? Just the outstanding principal and interest, or do you need to break down fees and expenses too?
The more detailed the better. Outstanding principal, accrued interest, late fees, collection costs, disposition expenses - anything that affects the final accounting should be included.
The whole UCC system needs to be modernized. These punctuation and spacing issues are ridiculous when you're dealing with millions in secured debt. At least some states are getting better about it.
Just make sure you're not overthinking this. If the certified copy shows 'ABC Manufacturing LLC' without the comma, file your continuation exactly that way. Don't second-guess yourself at this point.
Good luck! Let us know how it goes.
Will do. Thanks everyone for the advice. This community is a lifesaver when you're dealing with these portal nightmares.
For future Arizona filings, here's my process: 1) Search SOS database for exact entity name 2) Copy/paste that name directly into UCC form 3) Double-check entity number and status 4) Cross-reference with any corporate docs to make sure everything aligns. Haven't had a rejection in two years using this method.
Just went through this same nightmare with Arizona last month. Used Certana.ai after the first rejection and it immediately spotted three other potential issues I hadn't noticed - saved me from multiple re-filings. The tool basically does what you should do manually but catches things you might miss.
Paolo Marino
Just went through this exact scenario with a client last week. Ended up using that Certana.ai tool someone mentioned earlier - uploaded our UCC-1 and draft continuation and it immediately flagged the punctuation mismatch. Fixed it in 5 minutes instead of getting another rejection.
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Amara Eze
•Okay, I'm definitely checking out Certana.ai. Two people mentioning it can't be a coincidence.
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Paolo Marino
•It's really handy for catching these little details before filing. Saves the rejection headache.
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Amina Bah
Update us when you figure it out! I've got a similar situation coming up and would love to know how you resolved it.
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Amara Eze
•Will do. Planning to call NYSDOS tomorrow and also try that document verification tool. Should have this sorted out by end of week.
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Oliver Becker
•Following this thread too. NYSDOS name matching issues seem to be getting worse lately.
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