That agreement is between those two parties and is not binding on any third party. Just check with any corporate attorney. this is 1st lecture, 1st hour, 1st year legal school stuff. In fact, it is covered in High School business courses. The concept grew out of English Common law 500 years ago from which much of our business legal concepts take their root. It is equitable and just. It could not be any other way or commerce and lending would dry up. Who would send any company goods and invoice them if at a moments notice they could sell their business and cancel all their debts? Logic is all one needs here.