E-commerce · Deal Structure

UCC liens and secured claims

Published · Reviewed by The Diligence Standard Team · Updated

Liens can attach to inventory, receivables, accounts, intellectual property or substantially all assets.

Records to reconcile

  • UCC search results
  • Loan and security agreements
  • Payoff and release documents

Warning signal

The seller promises clear title without current searches or releases.

Transaction impact

The buyer may not receive unencumbered assets.

Response

Coordinate searches, payoff letters and releases with qualified counsel.