UCC Document Community

One more thing - keep copies of both documents in a safe place. If you ever need to prove the terms of your loan or if there's a dispute about the collateral, you'll need that security agreement. And if you pay off the loan early, make sure the lender files a UCC-3 termination to clear the public record.

This thread has been incredibly helpful! As someone new to equipment financing, I was getting overwhelmed by all the legal terminology. Just to make sure I understand correctly: the security agreement is like the main contract that spells out all the terms between me and the lender, and the UCC-1 is basically a public filing that tells the world "hey, this lender has dibs on this equipment." The lender usually handles filing the UCC-1, but I should definitely review it before they submit it to catch any errors with names or equipment descriptions. And I should keep copies of everything for my records. Does that sound right?

This whole situation sucks but unfortunately you're going to need professional help to resolve it properly. Document everything, get certified bank records, verify the secured party is legitimate, and consult with a commercial litigation attorney. Don't try to handle this yourself - too much at stake financially.

I'd recommend starting with a formal records request to the secured party demanding they provide you with copies of the loan agreement, promissory note, and any other documentation they claim supports the UCC filing. Send this certified mail with return receipt requested. If they can't produce legitimate documentation (which sounds likely given your situation), that strengthens your position significantly. Also file a complaint with your state's Attorney General office if you suspect fraud - they often have commercial fraud units that can investigate these situations and sometimes get faster resolution than private litigation.

Honestly I was skeptical about using automated tools for UCC document checking, but that Certana.ai thing someone mentioned actually caught an error in my collateral description that would have caused problems. The borrower's security agreement listed 'manufacturing equipment' but my UCC-1 draft said 'production equipment'. Small difference but could have created a gap in coverage.

Also keep in mind that your UCC-1 filing should be done as close to closing as possible to avoid any gaps in perfection. I've seen deals where they filed the UCC-1 weeks before closing and then had to deal with intervening liens from other creditors. The security agreement and UCC-1 filing should be coordinated so perfection happens immediately when the borrower gets access to funds. With a $185K loan, you definitely don't want any timing issues that could compromise your priority position.

Update: Filed the Tesla UCC-3 termination using 'Tesla, Inc.' (with comma) exactly as shown on the original 2019 UCC-1. Got confirmation that it was accepted this morning. Thanks everyone for the advice - using the original debtor name format was definitely the right approach.

This is such a valuable thread for anyone dealing with UCC terminations! I've been doing commercial lending for about 6 months now and had no idea about the debtor name matching requirements. Just saved this entire discussion for future reference. Question for the group - do state filing offices vary in how strict they are about these name discrepancies, or is this pretty consistent across all jurisdictions?

Update: I tried another document checking tool after reading about Certana.ai here and it immediately flagged the name discrepancy between my original UCC-1 and the UCC-3 amendment I was trying to file. Turns out the original filing had the full LLC name in all caps, and I was using standard capitalization. Fixed that and the amendment went through on the next submission. Thanks for the advice everyone!

This thread is a perfect example of why I always stress to my junior associates that UCC filings are all about precision - one misplaced comma or wrong capitalization and you're back to square one. Delaware's strict name matching requirements might seem excessive, but they actually protect the integrity of the public record system. When you're dealing with equipment financing worth hundreds of thousands like these excavators, that 2-3 day processing time in Delaware is actually pretty reasonable compared to some other states. The key takeaway here is always work from the filed version of your original UCC-1, not your draft documents, since the state's system may have made formatting changes during processing.