No Right of Set Clause Samples

The "No Right of Set" clause prohibits one party from offsetting or deducting amounts they owe under a contract against amounts the other party may owe them. In practice, this means that each party must fulfill their payment obligations in full, regardless of any disputes or claims they might have against the other party, and cannot unilaterally reduce payments due by asserting a counterclaim. This clause ensures that payment obligations remain clear and enforceable, preventing delays or complications that could arise from parties attempting to set off unrelated debts or claims.
No Right of Set off. Owner shall not be entitled to set-off the Management Fee which Owner is obligated to pay to Manager against any claims that Owner may have against Manager. Nothing contained in this Agreement shall be construed to limit Owner's ability to pursue an action against Manager for a breach of its obligations hereunder.
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No Right of Set. Off. Each of Purchaser and Purchaser Parent for itself ------------------- and for its Subsidiaries, Affiliates, successors and assigns hereby unconditionally and, irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that Purchaser or Purchaser Parent or any of their respective Subsidiaries, Affiliates, successors and assigns has or may have with respect to the payment of the Purchase Price, or any other payments to be made by Purchaser or Purchaser Parent pursuant to this Agreement or any other document or instrument delivered by Purchaser or Purchaser Parent in connection herewith.
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No Right of Set. Off. Each of Purchaser and Guarantor for itself and for its Subsidiaries, Affiliates, successors and assigns hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that Purchaser, Guarantor or any of their respective Subsidiaries, Affiliates, successors and assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser or Guarantor pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by Purchaser or Guarantor in connection herewith. 15.10
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No Right of Set. Off or Off-Set. Neither Purchaser nor Sellers shall have any right to set-off any payment due under this Agreement against any other payments to be made pursuant this Agreement or otherwise (including against indemnification payments).
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No Right of Set off. No set-off, counterclaim, reduction, or diminution of an obligation, or any defense of any kind or nature which the Guarantor has or may have against the Issuer or the Trustee shall be available hereunder to the Guarantor against the Issuer or the Trustee.
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No Right of Set. OFF At Closing and thereafter, neither Buyer nor Seller shall have the right of set-off in respect to any obligations, commitments or funds due and owing, whether they are individual or in the aggregate in respect to this Agreement or any other agreement contemplated hereby.
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No Right of Set. Off or Return. Invoiced amounts are not subject to reduction by set-off or otherwise without the express written permission of NOODOE. All sales are final, and EVCS shall have no right of return, provided that NOODOE complies with its obligations under the Warranty (as defined below in Article 5).
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No Right of Set. Off Unless this Deed expressly provides otherwise, the Jims Franchisee and the Client do not have a right of set-off against a payment due to FPS.
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Related to No Right of Set

  • No Right of Set-Off The Trustee waives any right of set-off or any right, title, interest or claim of any kind that the Trustee may have against the Property held in the Trust Account. In the event the Trustee has a claim against the Company under this Agreement, including, without limitation, under Section 3(b), the Trustee will pursue such claim solely against the Company and not against the Property held in the Trust Account.

  • No Right of Setoff Neither party hereto nor any affiliate thereof may deduct from, set off, holdback or otherwise reduce in any manner whatsoever against any amounts such Persons may owe to the other party hereto or any of it affiliates any amounts owed by such other party or its affiliates to the first party or its affiliates.

  • Right of Setoff If an Event of Default shall have occurred and be continuing, each Lender and each of its Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by law, to set off and apply any and all deposits (general or special, time or demand, provisional or final) at any time held and other obligations at any time owing by such Lender or Affiliate to or for the credit or the account of the Borrower against any of and all the obligations of the Borrower now or hereafter existing under this Agreement held by such Lender, irrespective of whether or not such Lender shall have made any demand under this Agreement and although such obligations may be unmatured. The rights of each Lender under this Section are in addition to other rights and remedies (including other rights of setoff) which such Lender may have.

  • No Right to Set-Off The Recipient shall timely pay the full amount of Service Charges and Reimbursement Charges and shall not set-off, counterclaim or otherwise withhold any amount owed to the Provider under this Agreement on account of any obligation owed by the Provider to the Recipient.

  • Right of Set-off Upon (i) the occurrence and during the continuance of any Event of Default and (ii) the making of the request or the granting of the consent specified by Section 6.01 to authorize the Administrative Agent to declare the outstanding Borrowings due and payable pursuant to the provisions of Section 6.01, each Lender, each LC Issuing Bank and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by Applicable Law, to set off and apply any and all deposits (general or special, time or demand, provisional or final, in whatever currency) at any time held, and other obligations (in whatever currency) at any time owing, by such Lender, such LC Issuing Bank or any such Affiliate, to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Loan Document to such Lender, such LC Issuing Bank or their respective Affiliates, irrespective of whether or not such Lender, such LC Issuing Bank or such Affiliate shall have made any demand under this Agreement or any other Loan Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch, office or Affiliate of such Lender, such LC Issuing Bank different from the branch, office or Affiliate holding such deposit or obligated on such indebtedness; provided that in the event that any Defaulting Lender shall exercise any such right of setoff, (x) all amounts so set off shall be paid over immediately to the Administrative Agent for further application in accordance with the provisions of Section 2.21 and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent, the LC Issuing Banks, and the Lenders, and (y) the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the obligations of the Borrower owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender, each LC Issuing Bank and their respective Affiliates under this Section are in addition to other rights and remedies (including other rights of setoff) that such Lender, such LC Issuing Bank or their respective Affiliates may have. Each Lender and each LC Issuing Bank agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application.