factual

For All Team, what happens if the debtor undergoes a reorganization?

All_Team Franchise · 2025 FDD

Answer from 2025 FDD Document

Party and amounts owing to Debtor by Secured Party now or hereafter. Upon the occurrence of any default under any agreement between Debtor and Secured Party, Secured Party is authorized at any time, without notice to Debtor, to set off, off-set, appropriate, and apply any and all of the property described above against the Liabilities.

6. Default.

  • (a) Events of Default. Debtor agrees that the occurrence of any of the following events shall constitute a Default hereunder: (i) subject to any applicable notice or cure periods, the failure of Debtor to pay at maturity, or at any accelerated maturity, any of the Liabilities to Secured Party; (ii) the breach or failure to perform by Debtor any obligation, covenant, promise or agreement contained in this Agreement, and Debtor's failure to cure such breach or failure within fifteen (15) days after written notice thereof from Secured Party, or the breach or failure to perform by Debtor of any obligation, covenant, promise or agreement contained in any other agreement or contract to which Debtor and Secured Party are parties, subject to any applicable cure or grace periods, including the Funding Agreement and the Guaranty Agreement; (iii) any tax levy, attachment, garnishment, levy of execution or other process issued against Debtor or the Collateral; (iv) any Lien or security interest filed or created against the Collateral which is not expressly permitted by Secured Party; (v) the insolvency of Debtor, any bankruptcy or insolvency proceedings, or any assignment for the benefit of creditors commenced by or against Debtor or any accommodation party, surety or guarantor of any of the Liabilities; (vi) the dissolution, merger, consolidation or reorganization of Debtor; or (vii) the assignment by Debtor of any equity in any of the Collateral without the prior written consent of Secured Party.
  • (b) Remedies*.* Upon the occurrence of a Default and at any time thereafter (i) Secured Party may declare all Liabilities secured by this Agreement or any of them (notwithstanding any provisions of them) to be immediately due and payable, and the same thereupon will be due and payable without further notice to Debtor; (ii) Secured Party may exercise from time to time the rights and remedies described in the Uniform Commercial Code in effect for the State of Florida and any other rights and remedies available to it under any other applicable law, and (iii) Debtor, at its expense, shall assemble the Collateral and make it available to Secured Party at a convenient place acceptable to Secured Party.

Source: Item 22 — CONTRACTS (FDD pages 33–34)

What This Means (2025 FDD)

According to All Team's 2025 Franchise Disclosure Document, if the debtor undergoes a reorganization, it constitutes an event of default. Specifically, the document states that the dissolution, merger, consolidation, or reorganization of the debtor is considered a default.

Upon such a default, the secured party has several remedies. They may declare all liabilities secured by the agreement to be immediately due and payable. The secured party can also exercise rights and remedies described in the Uniform Commercial Code in effect for the State of Florida, as well as any other rights and remedies available under applicable law. Additionally, the debtor is required, at their own expense, to assemble the collateral and make it available to the secured party at a convenient place acceptable to them.

Furthermore, the FDD states that the debtor is responsible for paying all costs incurred by the secured party in enforcing the security interest created by the agreement. This includes costs and attorney's fees incurred in all matters of interpretation and enforcement, including efforts in bankruptcy, reorganization, or similar proceedings. This means that if All Team undergoes a reorganization, they would be responsible for covering the legal and other costs incurred by the secured party in protecting their interests during the process.

Disclaimer: This information is extracted from the 2025 Franchise Disclosure Document and is provided for research purposes only. It does not constitute legal or financial advice. Consult with a franchise attorney before making any investment decisions.