Common use of Indemnification Set Off Clause in Contracts

Indemnification Set Off. Notwithstanding anything in this Section 2.08 to the contrary and subject to a final disposition of any disputed indemnification amounts pursuant to Article VI, Buyer shall have the right, but not the obligation, to set off against any Earn-Out Payment payable pursuant to this Section 2.08 any amounts to which Buyer or any Buyer Indemnitee may be entitled to indemnification, payment or reimbursement from the Sellers pursuant to this Agreement or any Ancillary Document (including for indemnification pursuant to Article VI), in full or partial satisfaction of such obligation.

Indemnification Set Off. Notwithstanding anything in this Section 2.08 2.07 to the contrary and subject to a final disposition of any disputed indemnification amounts pursuant to Article VI, Buyer shall have the right, but not the obligation, to set off against any Earn-Out Milestone Payment payable pursuant to this Section 2.08 2.07 any amounts to which Buyer or any Buyer Indemnitee may be entitled to indemnification, payment or reimbursement from the Sellers pursuant to this Agreement or any Ancillary Document (including for indemnification pursuant to Article VI), in full or partial satisfaction of such obligation.