Common use of Formation of New Entity Clause in Contracts

Formation of New Entity. In the event Seller or any one or more of its principals, officers or directors during the term of this Agreement or while Seller remains liable to Buyer for any of the Obligations, (i) forms a new entity; or (ii) has failed to disclose to Buyer at the time of the Effective Date of this Agreement an existing entity, that does business similar to that of Seller, whether in the form of a corporation, partnership, limited liability company or otherwise, such entity shall be deemed to have expressly assumed the obligations due Buyer by Seller under the Agreement. Upon the formation of any such entity, Buyer, in addition to all of its available remedies, shall be deemed to have been granted an irrevocable power of attorney with authority to file a new financing statement with the appropriate secretary of state or UCC filing office naming the newly formed successor business or undisclosed existing business, as a debtor or new debtor. Buyer shall have the right to notify the successor entity’s or undisclosed existing entity’s Account Debtors of Buyer’s security interest, its right to collect all Accounts, and to notify any new secured party who has sought to obtain a competing security interest of Buyer’s right in such entity’s assets. Seller shall indemnify Buyer, pursuant to Section 13.3 herein, from any claims against Buyer which arises out of Buyer exercising any of its rights hereunder.

Formation of New Entity. In the event Seller or any one or more of its principals, officers or directors during the term of this Agreement or while Seller remains liable to Buyer Purchaser for any of Obligations under the ObligationsAgreement, (i) forms a new entity; or (ii) has failed to disclose to Buyer Purchaser at the time of the Effective Date of this Agreement an existing entity, that does business similar to that of Seller, whether in the form of a corporation, partnership, limited liability company or otherwise, such entity shall be deemed to have expressly assumed the obligations Obligations due Buyer to Purchaser by Seller under the Agreement. Upon the formation of any such entity, BuyerPurchaser, in addition to all of its available remedies, shall be deemed to have been granted an irrevocable power of attorney with authority to file a new financing statement with the appropriate secretary of state or UCC filing office naming the newly formed successor business or undisclosed existing business, as a debtor or new debtor. Buyer Purchaser shall have the right to notify the successor entity’s or undisclosed existing entity’s Account Debtors of BuyerPurchaser’s security interest, its right to collect all Accounts, and to notify any new secured party who has sought to obtain a competing security interest of BuyerPurchaser’s right in such entity’s assets. Seller shall indemnify Buyer, pursuant to Section 13.3 herein, Purchaser from any claims against Buyer Purchaser which arises out of Buyer Purchaser exercising any of its rights hereunder.

Formation of New Entity. In the event Seller or any one or more of its principals, officers or directors during the term of this Agreement or while Seller remains liable to Buyer Purchaser for any Obligations under the Agreement or arising out of or related to the ObligationsAgreement, (i) forms a new entity; or (ii) has failed to disclose to Buyer Purchaser at the time of the Effective Date of this Agreement an existing entity, that does business similar to that of Seller, whether in the form of a corporation, partnership, limited liability company or otherwise, such entity shall be deemed to have expressly assumed the obligations due Buyer Purchaser by Seller under the Agreement. Upon the formation of any such entity, BuyerPurchaser, in addition to all of its available remedies, shall be deemed to have been granted an a n irrevocable power of attorney with authority to file a new financing statement with the appropriate secretary of state or UCC filing office naming the newly formed successor business or undisclosed existing business, as a debtor or new debtor. Buyer Purchaser shall have the right to notify the successor entity’s or undisclosed existing entity’s Account Debtors of BuyerPurchaser’s security interest, its right to collect all Accounts, and to notify any new secured party who has sought to obtain a competing security interest of BuyerPurchaser’s right in such entity’s assetsass ets. Seller shall indemnify BuyerPurchaser, pursuant to Section 13.3 10.5 herein, from any claims against Buyer Purchaser which arises out of Buyer Purchaser exercising any of its rights hereunder.

Formation of New Entity. In the event Seller or any one or more of its principals, officers or directors during the term of this Agreement or while Seller remains liable to Buyer for any of the Obligations, (i) forms a new entity; or (ii) has failed to disclose to Buyer at the time of the Effective Date of this Agreement an existing entity, that does business similar to that of Seller, whether in the form of a corporation, partnership, limited liability company or otherwise, such entity shall be deemed to have expressly assumed the obligations due Buyer by Seller under the Agreement. Upon the formation of any such entity, Buyer, in addition to all of its available remedies, shall be deemed to have been granted an irrevocable power of attorney with authority to file a new financing statement with the appropriate secretary of state or UCC filing office naming the newly formed successor business or undisclosed existing business, as a debtor or new debtor. Buyer shall have the right to notify the successor entity’s or undisclosed existing entity’s Account Debtors of BuyerXxxxx’s security interest, its right to collect all Accounts, and to notify any new secured party who has sought to obtain a competing security interest of BuyerXxxxx’s right in such entity’s assets. Seller shall indemnify Buyer, pursuant to Section 13.3 herein, from any claims against Buyer which arises out of Buyer exercising any of its rights hereunder.

Formation of New Entity. In the event Seller Borrower or any one or more of its principals, officers or directors during the term of this Agreement or while Seller Borrower remains liable to Buyer Lender for any Obligations under the Agreement or arising out of or related to the ObligationsAgreement, (i) forms a new entity; or (ii) has failed to disclose to Buyer Lender at the time of the Effective Date of this Agreement an existing entity, that does business similar to that of SellerBorrower, whether in the form of a corporation, partnership, limited liability company or otherwise, such entity shall be deemed to have expressly assumed the obligations due Buyer Lender by Seller Borrower under the Agreement. Upon the formation of any such entity, BuyerLender, in addition to all of its available remedies, shall be deemed to have been granted an irrevocable power of attorney with authority to file a new financing statement with the appropriate secretary of state or UCC filing office naming the newly formed successor business or undisclosed existing business, as a debtor or new debtor. Buyer Lender shall have the right to notify the successor entity’s or undisclosed existing entity’s Account Debtors of BuyerLender’s security interest, its right to collect all Accounts, and to notify any new secured party who has sought to obtain a competing security interest of BuyerLender’s right in such entity’s assets. Seller Borrower shall indemnify BuyerLender, pursuant to Section 13.3 10.5 herein, from any claims against Buyer Lender which arises out of Buyer Lender exercising any of its rights hereunder.