Common use of LLC Divisions Clause in Contracts

LLC Divisions. For all purposes under the Credit Documents, in connection with any division or plan of division under Delaware law (or any comparable event under a different jurisdiction’s laws), (a) if any asset, right, obligation or liability of any Person becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time. Notwithstanding anything herein or any other Credit Document to the contrary, in the event that any Credit Party that is a limited liability company divides itself into two or more limited liability companies or series thereof, any limited liability companies or series thereof formed as a result of such division shall be required to comply with the obligations set forth in Section 7.14 and the other further assurances obligations set forth in the Credit Documents and become a Guarantor under this Agreement and the other Credit Documents.

Appears in 2 contracts

Samples: Credit Agreement (Sun Communities Inc), Credit Agreement (Sun Communities Inc)

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LLC Divisions. For all purposes under the Credit Loan Documents, in connection with any division or plan of division under Delaware law (or any comparable event under a different jurisdiction’s laws), (a) if any asset, right, obligation or liability of any Person becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time. Notwithstanding anything herein or any other Credit Loan Document to the contrary, in the event that any Credit Loan Party that is a limited liability company divides itself into two or more limited liability companies or series thereof, any limited liability companies or series thereof formed as a result of such division shall be required to comply with the obligations set forth in Section 7.14 6.12 and the other further assurances obligations set forth in the Credit Loan Documents and become a Guarantor under this Credit Agreement and the other Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (Synchronoss Technologies Inc)

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LLC Divisions. For all purposes under the Credit Loan Documents, in connection with any division or plan of division under Delaware law (or any comparable event under a different jurisdiction’s laws), (a) if any asset, right, obligation or liability of any Person becomes the asset, right, obligation or liability of a different Person, then it shall be deemed to have been transferred from the original Person to the subsequent Person, and (b) if any new Person comes into existence, such new Person shall be deemed to have been organized on the first date of its existence by the holders of its Equity Interests at such time. Notwithstanding anything herein or any other Credit Loan Document to the contrary, in the event that any Credit Loan Party that is a limited liability company divides itself into two or more limited liability companies or series thereof, any limited liability companies or series thereof formed as a result of such division shall be required to comply with the obligations set forth in Section 7.14 6.12 and the other further assurances obligations set forth in the Credit Loan Documents and become a Guarantor under this Agreement and the other Credit Loan Documents.

Appears in 1 contract

Samples: Credit Agreement (Synchronoss Technologies Inc)

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