Common use of Waiver of Notice and Claims Clause in Contracts

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of the Collateral or any part thereof, including any and all prior notice and hearing for any pre-judgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable law: (i) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (ii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V in the absence of gross negligence or willful misconduct on the part of the Collateral Agent. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor The Company hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral AgentLender’s taking possession or the Collateral AgentLender’s disposition of any of the Collateral or any part thereofPledged Collateral, including any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor the Company would otherwise have under law, and each Grantor the Company hereby further waives, to the fullest extent permitted by applicable law: (ia) all damages occasioned by such taking of possession, (b) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral AgentLender’s rights hereunder hereunder, and (iic) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent Lender shall not be liable for any incorrect or improper payment made pursuant to this Article V VI in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Pledged Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor Company therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor the Company and against any and all persons Persons claiming or attempting to claim the Pledged Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantorthe Company.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Administrative Agent’s taking possession or the Collateral Administrative Agent’s disposition of the Collateral or any part thereof, including any and all prior notice and hearing for any pre-judgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable law: (i) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Administrative Agent’s rights hereunder and (ii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Administrative Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V IX in the absence of gross negligence or willful misconduct on the part of the Collateral Administrative Agent. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agent. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each The Grantor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral AgentLender’s taking possession or the Collateral AgentLender’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such the Grantor would otherwise have under law, and each the Grantor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral AgentLender’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent Lender shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such the Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such the Grantor.

Waiver of Notice and Claims. Each Grantor The Company hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s 's taking possession or the Collateral Agent’s 's disposition of any of the Collateral or any part thereofPledged Collateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor the Company would otherwise have under law, and each Grantor the Company hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s 's rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Pledged Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor Company therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor the Company and against any and all persons Persons claiming or attempting to claim the Pledged Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantorthe Company.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral AgentLender’s taking possession or the Collateral AgentLender’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral AgentLender’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent Lender shall not be liable for any incorrect or improper payment made pursuant to this Article V ARTICLE VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor Pledgor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of the Collateral or any part thereof, including any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor Pledgor would otherwise have under law, and each Grantor Pledgor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension valuation or moratorium stay now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VI in the absence of gross negligence or willful misconduct on the part of the Collateral Agent. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in 39416081_9 equity, of the applicable Grantor Pledgor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor Pledgor and against any and all persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such GrantorPledgor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Administrative Agent’s taking possession or the Collateral Administrative Agent’s disposition of the Collateral or any part thereof, including any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Administrative Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Administrative Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V IX in the absence of gross negligence or willful misconduct on the part of the Collateral Administrative Agent. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor Pledgor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor Pledgor would otherwise have under lawLaw, and each Grantor Pledgor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor Pledgor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor Pledgor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such GrantorPledgor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under lawLaw, and each Grantor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor Pledgor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofPledged Collateral, including any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor Pledgor would otherwise have under law, and each Grantor Pledgor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V IX in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Pledged Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor Pledgor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor Pledgor and against any and all persons claiming or attempting to claim the Pledged Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such GrantorPledgor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of the Pledged Collateral or any part thereof, including any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, except to the extent arising from the Agent’s gross negligence or willful misconduct, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V in the absence of gross negligence or willful misconduct on the part of the Collateral Agent. Any sale of, or the grant of options to purchase, or any other realization upon, any Pledged Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each The Grantor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral AgentLender’s taking possession or the Collateral AgentLender’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such the Grantor would otherwise have under law, and each the Grantor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral AgentLender’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent Lender shall not be liable for any incorrect or improper payment made pursuant to this Article V in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such the Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such the Grantor.

Waiver of Notice and Claims. Each Grantor Pledgor hereby waives, to the fullest extent permitted by applicable law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofPledged Collateral, including any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor Pledgor would otherwise have under law, and each Grantor Pledgor hereby further waives, to the fullest extent permitted by applicable law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V IX in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Pledged Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor Pledgor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor Pledgor and against any and all persons claiming or attempting to claim the Pledged Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such GrantorPledgor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable lawLaw, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable lawLaw: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawLaw. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of bad faith, gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.

Waiver of Notice and Claims. Each Grantor hereby waives, to the fullest extent permitted by applicable lawApplicable Law, notice or judicial hearing in connection with the Collateral Agent’s taking possession or the Collateral Agent’s disposition of any of the Collateral or any part thereofCollateral, including including, without limitation, any and all prior notice and hearing for any pre-judgment prejudgment remedy or remedies and any such right which such Grantor would otherwise have under law, and each Grantor hereby further waives, to the fullest extent permitted by applicable lawApplicable Law: (i) all damages occasioned by such taking of possession, (ii) all other requirements as to the time, place and terms of sale or other requirements with respect to the enforcement of the Collateral Agent’s rights hereunder and (iiiii) all rights of redemption, appraisal, valuation, stay, extension or moratorium now or hereafter in force under any applicable lawApplicable Law. The Collateral Agent shall not be liable for any incorrect or improper payment made pursuant to this Article V VIII in the absence of gross negligence or willful misconduct on the part of the Collateral Agentmisconduct. Any sale of, or the grant of options to purchase, or any other realization upon, any Collateral shall operate to divest all right, title, interest, claim and demand, either at law or in equity, of the applicable Grantor therein and thereto, and shall be a perpetual bar both at law and in equity against such Grantor and against any and all persons Persons claiming or attempting to claim the Collateral so sold, optioned or realized upon, or any part thereof, from, through or under such Grantor.