PERSON AS A CREDIT ON ACCOUNT OF THE PURCHASE PRICE OF ANY COLLATERAL
PAYABLE BY SUCH PERSON AT SUCH SALE.
EACH PURCHASER AT ANY SUCH SALE SHALL
ACQUIRE THE PROPERTY SOLD ABSOLUTELY FREE FROM ANY CLAIM OR RIGHT ON THE PART OF
THE PLEDGOR, AND THE PLEDGOR HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY
LAW, ALL RIGHTS OF REDEMPTION, STAY OR APPRAISAL WHICH IT NOW HAS OR MAY AT ANY
TIME IN THE FUTURE HAVE UNDER ANY RULE OF LAW OR STATUTE NOW EXISTING OR
HEREAFTER ENACTED.
THE PLEDGOR AGREES THAT, TO THE EXTENT NOTICE OF SALE SHALL
BE REQUIRED BY LAW, AT LEAST TEN DAYS' NOTICE TO THE PLEDGOR OF THE TIME AND
PLACE OF ANY PUBLIC SALE OR THE TIME AFTER WHICH ANY PRIVATE SALE IS TO BE MADE
SHALL CONSTITUTE REASONABLE NOTIFICATION.
THE COLLATERAL AGENT SHALL NOT BE
OBLIGATED TO MAKE ANY SALE OF COLLATERAL REGARDLESS OF NOTICE OF SALE HAVING
BEEN GIVEN.
THE COLLATERAL AGENT MAY ADJOURN ANY PUBLIC OR PRIVATE SALE FROM
TIME TO TIME BY ANNOUNCEMENT AT THE TIME AND PLACE FIXED THEREFOR, AND SUCH SALE
MAY, WITHOUT FURTHER NOTICE, BE MADE AT THE TIME AND PLACE TO WHICH IT WAS SO
ADJOURNED.
THE PLEDGOR HEREBY WAIVES, TO THE FULL EXTENT PERMITTED BY LAW, ANY
CLAIMS AGAINST THE COLLATERAL AGENT ARISING BY REASON OF THE FACT THAT THE PRICE
AT WHICH ANY COLLATERAL MAY HAVE BEEN SOLD AT SUCH A PRIVATE SALE WAS LESS THAN
THE PRICE WHICH MIGHT HAVE BEEN OBTAINED AT A PUBLIC SALE.
(II)
EXCEPT AS OTHERWISE PROVIDED HEREIN, THE 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, INCLUDING, WITHOUT LIMITATION, ANY
AND ALL PRIOR NOTICE AND HEARING FOR ANY PREJUDGMENT REMEDY OR REMEDIES AND ANY
SUCH RIGHT WHICH THE PLEDGOR WOULD OTHERWISE HAVE UNDER LAW; AND THE PLEDGOR
HEREBY FURTHER WAIVES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) 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 AGENT'S RIGHTS HEREUNDER; AND (C) ALL RIGHTS OF
REDEMPTION, APPRAISEMENT, VALUATION, STAY, EXTENSION OR MORATORIUM NOW OR
HEREAFTER IN FORCE UNDER ANY APPLICABLE LAW.
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 PLEDGOR THEREIN AND THERETO, AND SHALL BE A PERPETUAL BAR BOTH AT
LAW AND IN EQUITY AGAINST THE 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 AND UNDER THE PLEDGOR.
8
Section 11.
Application of Proceeds.
(A)
ANY CASH HELD BY THE COLLATERAL AGENT AS COLLATERAL AND ALL CASH
PROCEEDS RECEIVED BY THE