Common use of No Right of Set-Off Clause in Contracts

No Right of Set-Off. Purchaser, on its own behalf and on behalf the Purchaser Group and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment or similar rights that Purchaser, any member of the Purchaser Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 9 contracts

Sources: Asset Purchase Agreement (Complete Solaria, Inc.), Asset Purchase Agreement (Sunpower Corp), Asset Purchase Agreement (Invitae Corp)

No Right of Set-Off. Purchaser, on its own behalf and on behalf the Purchaser Group for itself and its and their respective successors and permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the such Purchaser Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 6 contracts

Sources: Securities Purchase Agreement (CMS Energy Corp), Stock Purchase Agreement (CMS Energy Corp), Stock Purchase Agreement (CMS Energy Corp)

No Right of Set-Off. PurchaserPurchaser for itself and for its Subsidiaries, on its own behalf and on behalf the Purchaser Group and its and their respective Affiliates, successors and permitted assigns, assigns hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Group or any of its or their respective Subsidiaries, Affiliates, successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by the Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 3 contracts

Sources: Purchase Agreement (Oneok Inc /New/), Purchase Agreement (Southern Union Co), Purchase Agreement (Southern Union Co)

No Right of Set-Off. Purchaser, on its own behalf and on behalf the Purchaser Group and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price Cash Payment or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 3 contracts

Sources: Asset Purchase Agreement (Pier 1 Imports Inc/De), Asset Purchase Agreement, Asset Purchase Agreement

No Right of Set-Off. PurchaserBuyer, on for itself and for its own behalf and on behalf the Purchaser Group and its and their respective Affiliates, successors and permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment or similar rights that Purchaser, any member of the Purchaser Group Buyer or any of its or their respective Affiliates, successors and permitted assigns has or may have with respect to the any payment of the Purchase Price or any other payments to be made by Purchaser Buyer pursuant to this Agreement or any agreement, certificate, instrument or other document or instrument executed and delivered by Purchaser Buyer in connection herewith.

Appears in 3 contracts

Sources: Equity Purchase Agreement (RMR Group Inc.), Stock Purchase Agreement (Apollo Medical Holdings, Inc.), Equity Purchase Agreement (Americold Realty Trust)

No Right of Set-Off. PurchaserBuyer, on its own behalf and on behalf of the Purchaser Group Buyer Party Members and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that PurchaserBuyer, any member of the Purchaser Group Buyer Party Member or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser Buyer pursuant to this Agreement, any Related Agreement or any other document or instrument delivered by Purchaser Buyer in connection herewith.

Appears in 3 contracts

Sources: Asset Purchase Agreement (RTW Retailwinds, Inc.), Asset Purchase Agreement (RTW Retailwinds, Inc.), Asset Purchase Agreement

No Right of Set-Off. PurchaserExcept as set forth in this Agreement, on Purchaser for itself and for its own behalf and on behalf the Purchaser Group and its and their respective Affiliates, successors and permitted assignsassigns hereby unconditionally and, hereby irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Group or any of its or their respective Affiliates, successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Medical Transcription Billing, Corp), Asset Purchase Agreement (Medical Transcription Billing, Corp)

No Right of Set-Off. PurchaserPurchaser for itself and for its Subsidiaries, on its own behalf and on behalf the Purchaser Group and its and their respective Affiliates, successors and permitted assigns, assigns hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Group or any of its Subsidiaries, Affiliates, successors or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price to Seller or any other payments to be made by Purchaser to Seller pursuant to this Agreement or any other document or instrument delivered by Purchaser to Seller in connection herewith.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Enron Corp/Or/), Stock Purchase Agreement (Enron Corp/Or/)

No Right of Set-Off. PurchaserBuyer, on its own behalf and on behalf of the Purchaser Group and its and their respective successors and permitted assignsBuyer Group, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Buyer Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser Buyer pursuant to this Agreement or any other document or instrument delivered by Purchaser Buyer in connection herewith.

Appears in 2 contracts

Sources: Share Purchase Agreement (Parker Hannifin Corp), Stock Purchase Agreement (Leggett & Platt Inc)

No Right of Set-Off. Purchaser, on its own behalf and on behalf the Purchaser Group of its affiliates and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Group its affiliates or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 2 contracts

Sources: Stock and Asset Purchase Agreement (LivaNova PLC), Stock and Asset Purchase Agreement (LivaNova PLC)

No Right of Set-Off. PurchaserBuyer, on its own behalf and on behalf the Purchaser Group and of its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment or similar rights that Purchaser, any member of the Purchaser Group Buyer or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser Buyer pursuant to this Agreement or any other document or instrument delivered by Purchaser Buyer in connection herewith.

Appears in 1 contract

Sources: Asset Purchase Agreement (Sientra, Inc.)

No Right of Set-Off. Purchaser, on its own behalf and on behalf of the other members of Purchaser Group and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment or similar rights that Purchaser, any other member of the Purchaser Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewith.

Appears in 1 contract

Sources: Investment Agreement (American Shared Hospital Services)

No Right of Set-Off. PurchaserBuyer, on its own behalf and on behalf the Purchaser of Buyer Group and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that PurchaserBuyer, any member of the Purchaser Buyer Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser Buyer pursuant to this Agreement or any other document or instrument delivered by Purchaser Buyer in connection herewith.

Appears in 1 contract

Sources: Equity and Asset Purchase Agreement (Priority Technology Holdings, Inc.)

No Right of Set-Off. Each Purchaser, on its own behalf and on behalf the of its Purchaser Group and its and their respective successors and permitted assigns, hereby waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that such Purchaser, any member of the such Purchaser Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price Final OpCo-Company Closing Date Payment or any other payments to be made by such Purchaser to Sellers pursuant to this Agreement or any other document or instrument delivered by Purchaser in connection herewithAgreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (J C Penney Co Inc)

No Right of Set-Off. PurchaserBuyer, on its own behalf and on behalf the Purchaser Group for itself and its Affiliates and their respective successors and permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that Purchaser, any member of the Purchaser Group Buyer or any of its Affiliates or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser Buyer or its Affiliates pursuant to this Agreement or any other document or instrument delivered by Purchaser Buyer or its Affiliates in connection herewith.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Boeing Co)

No Right of Set-Off. Each of Sellers and Purchaser, on its own behalf and on behalf the Purchaser Group for itself and its and their respective successors and permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment recoupment, or similar rights that such Sellers or Purchaser, any member of as the Purchaser Group case may be, or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to this Agreement or any other document or instrument delivered by Purchaser Sellers or Purchaser, as the case may be, in connection herewith.

Appears in 1 contract

Sources: Purchase Agreement (Brookfield Infrastructure Partners L.P.)

No Right of Set-Off. Purchaser, on its own behalf and on behalf of the Purchaser Group and its and their respective successors and permitted assigns, hereby waives any rights of set-set off, netting, offset, recoupment or similar rights that Purchaser, any member of the Purchaser Group or any of its or their respective successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by Purchaser pursuant to Cash Consideration under this Agreement or any other document or instrument delivered by Purchaser in connection herewithTransaction Agreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Tupperware Brands Corp)