Skip to content
BOL Conferences
Thread Options
#1782585 - 02/04/13 05:10 PM seller termination required?
loan doc girl Offline
Junior Member
Joined: Jun 2004
Posts: 42
North Texas
Dentist is buying all assets of another dentist's practice. Seller has very small balance @ another bank, with a blanket UCC filed on A/R/, intangibles, equipment, etc. We are taking all A/R & equipment of new dentist.
Seller paid off their $100 balance with their bank, but we don't have a copy of UCC termination (likely hasn't happened yet). We are filing the new UCC on borrower today. Do we need to make sure that termination of seller's lien is filed? If we have a lien on all the stuff owned by our borrower, is that sufficient?
_________________________
If you can't be a good example then at least you can serve as a horrible warning.

Return to Top
Article 9
#1783251 - 02/06/13 02:58 PM Re: seller termination required? loan doc girl
HRH Okie Banker Offline
Power Poster
Joined: Jan 2003
Posts: 3,070
Oklahoma
I would check with your legal counsel. Maybe you do have a first lien but at what legal costs might you have to pay to prove it? The only real way to be sure of your first lien is with a release of that prior lien. Too much ambiguity for me. What if they didn't pay it off? What if the UCC secures other loans?
_________________________
Just working here until I get my letter from Hogwarts.

Return to Top
#1783536 - 02/07/13 12:04 AM Re: seller termination required? loan doc girl
rlcarey Offline
10K Club
rlcarey
Joined: Jul 2001
Posts: 83,353
Galveston, TX
Texas Business and Commerce Code:

9.509(d) A person may file an amendment other than an amendment that adds collateral covered by a financing statement or an amendment that adds a debtor to a financing statement only if:

(1) the secured party of record authorizes the filing;

or(2) the amendment is a termination statement for a financing statement as to which the secured party of record has failed to file or send a termination statement as required by Section 9.513(a) or (c), the debtor authorizes the filing, and the termination statement indicates that the debtor authorized it to be filed.

You need to refer to 9.513 for the specifics that would apply to your transaction. Legal counsel is always a good suggestion when it comes to perfecting security interests. It is not something you want to screw up.
_________________________
The opinions expressed here should not be construed to be those of my employer: PPDocs.com

Return to Top

Moderator:  Andy_Z, Sam Ott