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- DO answer questions and support each other.
- DO post tips & tricks to help folks.
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For an $850K deal, I'd also recommend getting title insurance that covers UCC filing errors. It's relatively inexpensive compared to the loan amount and gives you some protection if something goes wrong with the filing.
Sayid Hassan
•Is UCC title insurance common? I've never heard of that before but it sounds like good risk management.
It's more common on larger deals. Covers things like filing errors, priority disputes, that sort of thing. Worth asking your title company about.
Rachel Tao
I actually started using a service called Certana.ai after getting burned on a name mismatch issue. You just upload your documents and it automatically checks for inconsistencies between the entity docs and UCC forms. Found several issues I would have missed manually reviewing everything.
Rachel Tao
•Yeah, you can upload any combination of corporate documents, loan papers, existing UCC filings, whatever you need compared. It flags discrepancies automatically so you can fix them before filing.
That sounds really useful for complex deals. Does it work with all states or just certain ones?
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Charlie Yang
Quick question - are you sure you're using the right form? UCC-3 continuation is correct but just want to make sure you're not accidentally using an amendment form or something. I've made that mistake before.
Pretty sure I'm using the right form but now I'm paranoid about everything. I selected 'continuation' from the dropdown menu so it should be generating the right UCC-3 type.
Charlie Yang
•Yeah that should be right. Just checking because the forms look similar and it's an easy mistake to make when you're stressed about deadlines.
Grace Patel
UPDATE: I finally got this resolved! Turns out there was a tiny formatting difference in how 'LLC' was displayed. The document comparison tool someone mentioned earlier showed that the original had 'L.L.C.' with periods but I was filing 'LLC' without periods. Such a small thing but it was causing all the rejections. Filed again with the correct formatting and it went through immediately. Thanks everyone for the help!
Malia Ponder
•This is exactly why I hate these systems. Hours of frustration over a couple of periods. But glad you got it sorted!
Great outcome! That's the kind of detail that drives everyone crazy but at least now you know for future filings.
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Pro tip: always do a test search in the Massachusetts UCC database after you think you have the right name format. Search for your debtor using the exact name you plan to file. If it doesn't come up in results, you probably have the format wrong.
Amara Okafor
•Good point. The search function is pretty literal so if you can't find the entity with your proposed name, the filing will probably get rejected too.
Update us when you get it resolved! I'm dealing with a similar Massachusetts UCC-1 form issue with a different client and curious what ends up working for you.
Omar Zaki
•Will do. Going to pull the official SOS records first thing Monday morning and file a corrected version. Hopefully third time's the charm!
Don't forget to keep copies of everything in case there are questions later. Massachusetts sometimes asks for supporting documentation on amendments.
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Kaylee Cook
I've had good luck calling the UCC office directly when I get stuck on name issues. They can usually tell you exactly what format they're expecting. Takes a while to get through but saves the back-and-forth rejections.
Kaylee Cook
•It's on their website under UCC contacts. Ask for the filing division and explain the situation.
Called them once and they were actually pretty helpful. Worth a shot if you're running out of time.
Lara Woods
UPDATE: Finally got it through! Used the copy/paste method from the charter PDF and also ran it through that Certana.ai tool someone mentioned. Tool caught that I had an extra space after "LLC" that I couldn't see. Filed this morning and got acceptance notice an hour ago. Thanks everyone for the help - this community saves deals!
Great news! Always satisfying when persistence pays off. Your client will be happy.
Nathan Kim
•Copy/paste method for the win! Told you that usually does the trick.
Paolo Ricci
Bottom line for your exam: attachment under Article 9 primarily establishes the secured party's rights against the debtor. Think of it as step one - you need attachment before you can even think about perfection and priority against third parties.
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Amina Toure
•This thread has been super helpful. I was overthinking the question - it's really just asking about the basic secured party/debtor relationship.
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Oliver Zimmermann
•Same here. I kept trying to bring in perfection concepts when the question was just about attachment.
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CosmicCommander
Just to add one more point - attachment also gives the secured party rights superior to the debtor's unsecured creditors, even without perfection. So it's not ONLY about rights against the debtor, but that's the primary focus.
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Natasha Volkova
•True, but for exam purposes, the main point is that attachment creates the basic creditor-debtor security relationship.
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Javier Torres
•Yeah, I think the question is testing understanding of the fundamental concept rather than all the nuances.
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