UCC Document Community

This is exactly the kind of multi-party scenario that trips up even experienced practitioners. One thing I'd add that hasn't been mentioned yet - make sure to check if there's a subordination agreement in your loan docs. Sometimes the secured party relationships can get more complex when you have senior/subordinate lenders, and the subordination agreement might affect who should be listed as the secured party for different types of collateral. Also, if you're still unsure after reviewing all the docs, don't hesitate to reach out to the lenders directly - they deal with UCC filings all the time and can usually clarify their preferred secured party designation quickly. Better to ask upfront than deal with rejected filings later.

Great question and you're smart to double-check this! I've been handling UCC filings for about 6 years and multi-party deals can definitely be tricky. From what you've described, it sounds like you need to look for the "Administrative Agent" or "Collateral Agent" designation in your loan documents. In syndicated deals, there's usually one entity (often Bank A as you mentioned) that serves as the agent and holds the security interest on behalf of all the lenders. That agent is typically your secured party for UCC-1 purposes, even though the other parties are participating in the loan. The key is to find the actual security agreement document - not just the loan agreement - and see exactly how the secured party is defined there. If Bank A is designated as the agent with rights to the collateral, then they're your secured party. The participating lenders and equipment finance company would be beneficiaries of that security interest but wouldn't necessarily be named on the UCC-1. Also, make sure you use the exact legal name of the secured party as it appears in the security agreement - even small variations can cause rejection issues.

This thread has been incredibly helpful! As someone who just went through my first auto loan process last month, I was equally confused about all the UCC terminology. What really helped me was when my loan officer explained that the security agreement is essentially the lender's "insurance policy" - if something goes wrong with payments, they have a legal claim to the vehicle. The UCC-1 filing is just the paperwork trail that makes this official with the state. I ended up using Certana.ai to double-check that all my loan documents matched what was actually filed, which gave me peace of mind that everything was done correctly. It's definitely worth verifying, especially given some of the horror stories in this thread about name mismatches and filing errors!

Just wanted to jump in as another newcomer to this whole auto financing world! I literally just signed my loan paperwork yesterday and was having the exact same panic about whether I missed something important with the UCC stuff. Reading through everyone's explanations has been such a relief - I was convinced I needed to file some form myself or that I'd somehow messed up the process. It's crazy how they throw around all these technical terms during the loan signing but don't really explain what any of it means in plain English. The security agreement = collateral rights, UCC-1 = public filing, lender handles everything - why couldn't they just say that from the start? Thanks everyone for making this so much clearer!

Just to add another perspective - I've seen Comment 3 issues arise in bankruptcy contexts where trustees challenge securities perfection. Courts seem to give more deference to control perfection than possession perfection when the debtor's other creditors are arguing about priority. Something to consider for your risk analysis.

This thread really highlights why UCC 9-313 Comment 3 causes so much confusion in practice. As someone who's dealt with similar securities collateral arrangements, I'd recommend taking a two-pronged approach: first, get an independent legal opinion confirming that your current possession arrangement satisfies both Article 8 delivery and Article 9 perfection requirements, and second, consider establishing control as a backup perfection method. The cost of dual perfection is usually minimal compared to the risk of having your $2.8M loan challenged later. Given that the borrower's counsel is already raising concerns, switching to control might actually strengthen your negotiating position and eliminate this as a future dispute point.

Just wanted to say thanks for this thread. I'm new to UCC filings and this is exactly the kind of real-world issue that law school doesn't prepare you for. The debtor name accuracy stuff is no joke.

As someone who's been burned by debtor name issues before, I can't stress enough how important it is to get this right. The good news is that your state's UCC search showing no existing filings under either name variation gives you a clean slate to work with. I'd recommend doing a triple-check: pull the LLC's articles of organization from the Secretary of State, verify the exact legal name format, and use that for your UCC-1 filing regardless of what USAA's paperwork says. With $180K in collateral at stake, it's worth spending the extra time to get the foundational details perfect. Also consider running a business entity search in your state's database to make sure there aren't any other name variations you should be aware of.

Update: Successfully submitted my UCC-3 continuation through the portal. Everything seems back to normal now. Thanks everyone for the advice about paper backups - definitely going to keep that option ready for next time.

Just experienced something similar with the Oregon UCC portal last month. What helped me was having both backup options ready - paper forms downloaded and that Certana.ai tool others mentioned for document verification. When systems go down during crunch time, you really need multiple contingencies. The document checker actually caught an error in my debtor name that would have caused rejection even after the portal came back up. Lesson learned: always verify documents before any filing deadline gets close.