Release of Secured Party. Each of Borrower, GRS and GMO hereby: (a) acknowledges that its obligations under the documents listed in section 8 hereof exist and are enforceable in accordance with their terms; and (b) releases and waives any and all existing claims, counterclaims and causes of action against Banks under the Loan Agreement, under any of the documents listed in section 8 hereof, or otherwise relating to the Borrower as borrower, GRS and GMO as subsidiaries of Borrower and guarantors, and Banks as lenders, and which (i) are known to Borrower, GRS or GMO on the date hereof, or (ii) exist on the date hereof based upon facts existing and known to Borrower, GRS or GMO on the date hereof.
Release of Secured Party. Notwithstanding any other provision of this Agreement or any other Loan Document, Pledgor voluntarily, knowingly, unconditionally and irrevocably, with specific and express intent, for and on behalf of itself and its Affiliates and its and their respective heirs, managers, members, directors, officers, employees, shareholders, Affiliates, agents, representatives, accountants, attorneys, successors and assigns and their respective Affiliates (collectively, the “Releasing Parties”) hereby does fully and completely release and forever discharge the Indemnified Parties and any other Person, business or insurer which may be responsible or liable for the acts or omissions of any of the Indemnified Parties, or who may be liable for the injury or damage resulting therefrom (collectively, with the Indemnified Parties, the “Released Parties”), of and from any and all actions, causes of action, damages, claims, obligations, liabilities, costs, expenses and demands of any kind whatsoever, at law or in equity or otherwise, whether matured or unmatured, vested or contingent, whether or not resulting from acts or conduct of any or all of them, that the Releasing Parties or any of them have against the Released Parties or any of them (whether directly or indirectly) at any time and as of the date each advance of Loan proceeds is made or requested hereunder or any other financial accommodation is made or extended to Pledgor hereunder or under any Loan Document; provided, however, that such release shall not apply to the extent liability arises due to the gross negligence or willful misconduct of the Released Parties. Pledgor acknowledges that the foregoing release is a material inducement to Secured Party’s decision to extend to Pledgor the financial accommodations under the Loan Documents and has been relied upon by Secured Party in agreeing to make the Loans and in making each Advance thereunder.
Release of Secured Party. Xxxxxx acknowledges and agrees that any or all of Secured Party's obligations to Xxxxxx under any of the Transaction Documents or otherwise, including without limitation any obligations of the Secured Party arising under the SPA or the Consulting Agreement, shall immediately terminate and shall be of no force or effect. By execution of this Agreement, Xxxxxx acknowledges and confirms that it does not have any offsets, defenses or claims against the Secured Party, the Company, Vitaquest International, Inc., or any of their subsidiaries, affiliates, officers, directors, employees, agents, attorneys, successors and assigns, both present and former whether asserted or unasserted. To the extent that it may have such offsets, defenses or claims, Xxxxxx and its successors, assigns, parents, subsidiaries, affiliates, predecessors, employees, agents, as applicable, release and forever discharge the Secured Party, the Company, Vitaquest International, Inc., and their subsidiaries, affiliates, officers, directors, employees, agents, attorneys, successors and assigns, both present and former (collectively the "Secured Party Affiliates") of and from any and all manner of action and actions, cause and causes of action, suits, debts, controversies, damages, judgments, executions, claims and demands whatsoever, asserted or unasserted, known and unknown in law or in equity which against the Secured Party and/or Secured Party Affiliates they ever had, now have or which Joshua's successors, assigns, parents, subsidiaries, affiliates, predecessors, employees, agents, heirs, executors, as applicable, both present and former ever had or now has, upon or by reason of any manner, cause, causes or thing whatsoever, including, without limitation, any presently existing claim or defense whether or not presently suspected, known or unknown, contemplated or anticipated.
