Need a little help. I've never had to work with the UCC until now. The goal is to have 5 people sign into a secured note and all need to be senior - we know who 3 are and are looking for the other 2. The first 3 want their UCC-1s filed ASAP. To add the 2 other parties, we would have to file a UCC-3 amendment when they sign on? Is that correct? Thanks!

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Yep! UCC-3 amendment. If you go the route of filing a new UCC-1, you need to run searches first to make sure there aren’t any intervening liens, but a UCC-3 is more customary.

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Better approach is to appoint a collateral agent to act for all senior noteholders, and for said collateral agent to be named as secured party. That way you avoid having multiple senior lenders named on the same UCC-1, as that raises questions on which secured party has authority to terminate when the time comes.

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Interesting- thanks

This sounds right. Alternatively. You can do a UCC-3 termination then just have everyone together and file the new one immediately. Only do this if you know there isn’t filings subordinate to the original filing.

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