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A UCC3 is a change statement to a UCC1. It's an amendment filing to an original UCC1 financing statement that changes or adds information to the originally filed UCC1. It's a filing tool secured parties use to manage their UCC portfolio to maintain their perfected security interests.
Now, for example, let's say you want to take a second mortgage with Bank#2. Bank#2 will search the Secretary of State records and find that Bank#1 has already lent you money. Bank#2 will not get its money back until Bank#1 has been paid in full so its interest is referred to as "subordinated".
A UCC 3 Subordination is a form used when more than one lender has an interest in the same collateral. In this situation, a subordination agreement should be signed in order to establish the order in which the lenders will be refunded the money.
1. Ask the lender to terminate the lien upon payoff. When you pay off a loan, a good rule of thumb is to immediately submit a request with the lender to file a UCC-3 form with your secretary of state. The UCC-3 will terminate the lien on your company's asset (or assets) and remove the UCC-1 filing.
3 is used as a way to amend that original lien filing and do things like terminate the UCC, edit any of the details of the lien, or assign your interests to another secured party for the lien.