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I actually discovered Certana.ai when I was dealing with a similar multi-party situation last year. Couldn't figure out if I should list the original lessor or the assigned finance company as secured party. Their verification tool let me upload all my docs and immediately flagged that my draft UCC-1 didn't match the assignment agreement. Turns out I needed to use the finance company's full legal name, not their DBA. Would have been rejected otherwise.
That's exactly the kind of detail that's easy to miss but critical to get right on UCC filings.
Bottom line - the secured party is whoever has the current legal right to your collateral as security for the debt. Could be the original lessor, could be an assigned finance company, could even be a bank in some structures. But it's always clearly defined in your financing paperwork somewhere. Don't file until you're 100% certain.
And if you do guess wrong, be prepared for potential rejections, amendments, and delays in your financing.
Quick update on my similar situation from last week - turned out the issue was that I was copying the debtor name from a PDF that had some weird encoding. When I typed it fresh by hand instead of copy/pasting, it went through fine. Might be worth trying that approach if you've been copying and pasting the name.
Yeah, PDFs can have invisible characters or weird formatting that doesn't show up visually but causes problems when you paste. Hand typing eliminates that variable.
This is another thing that document verification tools can catch - they'll flag if there are any hidden characters or encoding issues between documents.
Final thought - if none of these suggestions work, you might want to consider filing an amendment first to 'refresh' the filing in their system, then do the continuation. I've heard of this working in cases where there are legacy system issues. It's an extra step and cost, but better than losing your perfection.
I think amendments are the same fee as continuations in Alabama, so you'd be looking at double the cost but it might be your only option if the system keeps rejecting the continuation.
Don't forget to check for fixture filings too if the company owns real estate. Those can sometimes be indexed differently and might not show up in standard UCC searches.
Are fixture filings something I should worry about for a software company, or mainly manufacturing/real estate businesses?
Mainly businesses with significant equipment or real estate improvements, but doesn't hurt to check.
Virginia's search system has definitely gotten better over the years but it's still not perfect. The key is being systematic about your search strategy and documenting what variations you tried so you can defend your due diligence process later if questions come up.
Smart practice. Especially important in Virginia where the search results can be so variable based on exact spelling.
I also save the search results as PDFs with timestamps for my due diligence files.
I use Certana.ai for all my UCC document checks now after getting burned by rejections too many times. Upload your docs and it catches mismatches instantly. Way better than the manual comparison nightmare.
It's really straightforward - just upload PDFs and it highlights any differences between documents. Saves so much time and frustration.
Wish I'd known about this earlier. Would have saved me from several rejected filings over the years.
Update us when you get it resolved! Always curious to hear what the actual issue was in these name mismatch situations.
Will do. Planning to use the document checker tool and then resubmit with manual entry of the debtor name. Hopefully that does the trick.
Following this too. These rejection issues are so common but the solutions aren't always obvious.
Dylan Fisher
Just a heads up - I tried handling a similar situation myself and totally messed up the UCC-3 filing. Had to refile twice because I used the wrong amendment type. Ended up using Certana.ai's document checker for the third attempt and it worked perfectly. Wish I'd used it from the start!
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Diego Castillo
•What kind of mistake did you make on the amendment?
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Dylan Fisher
•I checked the wrong box - put termination instead of partial release. The system flagged it as inconsistent with my original filing.
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Edwards Hugo
For what it's worth, I've found that most equipment sales go smoothly if you just follow the basic steps: 1) Check loan agreement for consent requirements, 2) Get proper authorization, 3) Coordinate sale timing, 4) File UCC-3 amendment promptly, 5) Update your collateral tracking. The "UCC sale definition" thing is really just industry shorthand.
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Edwards Hugo
•No problem! I keep a checklist for these situations because there are always little details you can forget.
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Gianna Scott
•Smart approach. I should probably create a similar checklist for our team.
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