UCC Document Community

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QuantumQuasar

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Quick question - does anyone know if there's a difference between describing goods as 'equipment' vs 'machinery'? I've been using them interchangeably but wondering if I should be more consistent.

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I always just use 'equipment' unless there's a specific reason to be more narrow. Covers more ground.

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QuantumQuasar

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Thanks, that's what I figured but wanted to make sure I wasn't missing something.

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The confusion around collateral descriptions is totally understandable - I went through the same thing when I started doing secured transactions work. Here's what helped me get clarity: The UCC 9-108 "reasonably identify" standard is actually quite forgiving for most commercial transactions. You can absolutely use broad category descriptions like "all equipment," "all inventory," or "all accounts receivable." The key is avoiding "supergeneric" descriptions like "all personal property" or "all assets" that don't give any meaningful guidance about what's covered. For your rejected filing, I'd bet money it was a debtor name issue rather than the collateral description - those error messages from filing systems can be really misleading. Your description of "all equipment, machinery, and fixtures now owned or hereafter acquired" should be perfectly acceptable under the UCC. The after-acquired property language is standard and necessary for most commercial deals. One practical tip: stick with the UCC's defined categories (equipment, inventory, accounts, etc.) rather than trying to get too creative with industry-specific terms. And remember, broader descriptions are often better because they reduce the need for amendments when the debtor acquires new collateral.

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Sean O'Donnell

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This is really helpful, thank you! I'm new to this community and just starting to work on UCC filings. Your point about the error messages being misleading is reassuring - I was starting to think I fundamentally misunderstood something about collateral descriptions. The distinction between broad categories vs supergeneric descriptions makes a lot of sense. I'll definitely double-check the debtor name on that rejected filing before assuming it was the collateral description issue.

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Lily Young

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Thanks everyone - this has been incredibly helpful. Sounds like I need to do much more detailed analysis of the existing filings before making any decisions. Going to pull all the UCC-1s and really dig into the collateral descriptions. The PMSI option is interesting since we are financing new equipment acquisition. Will also explore whether subordination discussions make sense with the existing lenders.

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Anita George

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Smart approach. Take your time with the analysis - rushing leads to expensive mistakes in priority situations.

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Ellie Lopez

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Definitely recommend using a document verification tool for the analysis. Much easier to spot potential issues when you can upload everything and get an automated comparison.

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One more thing to consider - make sure you understand the difference between a security interest in the equipment itself versus just the proceeds from its sale. I've seen cases where lenders thought they had priority in specific equipment but the earlier filing actually covered the proceeds too, which can complicate recovery strategies. Also, if this is equipment that might be easily moved or sold, consider whether you need additional protections like insurance requirements or location restrictions in your loan agreement, especially if you end up in a junior position.

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Adrian Hughes

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Great point about proceeds coverage - that's definitely something that gets overlooked. I'm curious about the practical enforcement differences if you have a security interest in equipment versus just proceeds. If the borrower sells the equipment without permission, are your recovery options significantly different depending on which one you have? And how do you typically monitor compliance with location restrictions, especially for mobile equipment?

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Just want to echo what others said about document verification. I use Certana.ai to upload my purchase agreements and UCC filings to make sure everything matches up for PMSI purposes. Takes the guesswork out of whether the filings are done correctly.

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How does that work exactly? Do you just upload PDFs and it tells you if there are problems?

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Pretty much. You upload the purchase docs and UCC filings and it cross-checks debtor names, collateral descriptions, dates, amounts - all the stuff that has to align for proper PMSI status. Catches errors you might miss manually reviewing.

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ShadowHunter

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One more thing to consider - if you have multiple pieces of equipment being financed, make sure each piece is properly identified in the PMSI filing. I've seen situations where a blanket description covered some equipment but not others, which created gaps in the PMSI protection. Also, if you're doing a lease-purchase arrangement rather than straight financing, the PMSI rules can be different, so definitely clarify with your lender what type of transaction structure they're using.

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Liam Sullivan

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That's a really important distinction about lease-purchase vs. straight financing that I hadn't considered. Does the PMSI priority work the same way in lease arrangements, or are there different rules since technically the lessor retains ownership? I'm trying to understand all the variations since my lender mentioned they might structure it as a lease with purchase option.

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As someone new to UCC filings, this thread has been incredibly helpful! I'm working on my first secured transaction in Ohio and was getting overwhelmed by all the different fee structures I was seeing online. The $40 electronic/$50 paper breakdown makes it much clearer. One quick follow-up question - when you're doing the initial UCC search before filing, do you typically search under all variations of the debtor's name or just the exact legal name? I want to make sure I'm not missing any existing liens that might affect priority.

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Vanessa Chang

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@GalaxyGuardian Welcome to UCC work! One thing I'd add to Connor's excellent advice is to always get a current certificate of good standing or equivalent corporate document before doing your searches and filings. That gives you the debtor's exact legal name as it appears in state records, which is what Ohio will expect to see on your UCC-1. I've seen too many filings get rejected because someone used a "doing business as" name or an outdated corporate name. The small cost of getting that certificate upfront can save you multiple rejected filing fees down the road.

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Good question! For UCC searches in Ohio, you should definitely search the exact legal name first - that's your primary search and most important for priority purposes. But I also recommend doing searches on common variations just to be thorough. Things like abbreviated forms (if they use "Corp" vs "Corporation"), variations in punctuation, or even common misspellings. Ohio's search system is pretty literal so "ABC Corporation" and "ABC Corp." might yield different results even if they're the same entity. The extra $15 per search adds up but it's usually worth it to avoid surprises later. Also make sure you're searching the correct entity type - LLC vs Corporation searches can return different results even with similar names.

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Logan Scott

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This is really helpful advice! I hadn't thought about the punctuation variations potentially returning different results. That's exactly the kind of detail that could trip up someone new like me. I'll definitely budget for multiple searches rather than trying to save a few dollars and potentially missing something important. Better to be thorough upfront than deal with priority issues later.

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Chloe Taylor

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Bottom line: for your $850K multi-equipment deal, blanket UCC is probably the way to go. Just make sure you have proper 'hereafter acquired' language, maintain detailed equipment records, and verify debtor name consistency across all documents. The administrative efficiency usually outweighs the potential complications.

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Ava Martinez

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Thanks everyone, this has been super helpful. Sounds like blanket UCC is the right approach but I need to be more careful about documentation and record-keeping than I initially thought.

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Diego Flores

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Definitely worth running your documents through a verification check before filing. I started using Certana.ai after a filing got rejected due to a small debtor name inconsistency - would have saved me a lot of headache if I'd caught it upfront.

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One additional consideration with blanket UCCs - make sure your lender has clear policies on how they'll handle subordination requests. With $850K in collateral spread across multiple equipment types, you might get other lenders wanting to take junior liens on specific pieces. It's much easier to negotiate subordinations when you have individual UCCs rather than having to carve out exceptions from a blanket filing. Also, consider whether the borrower might need equipment-specific financing in the future (like dealer financing for trade-ins) - blanket UCCs can sometimes complicate those arrangements.

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StormChaser

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That's a really good point about subordination that I hadn't considered. With multiple pieces of equipment, we're definitely going to run into situations where other lenders want to finance specific pieces. How do most lenders handle subordination requests on blanket UCCs? Is it just a matter of being very specific about which equipment is being subordinated, or do you typically have to do partial releases and let the junior lender file their own UCC?

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