No Setoff, etc Sample Clauses
The "No Setoff" clause prohibits a party from reducing or withholding amounts owed under an agreement by claiming offsets, counterclaims, or deductions for any reason. In practice, this means that if one party believes they are owed money or have a dispute, they must still pay the full amount due and pursue their claim separately, rather than deducting it from payments owed. This clause ensures that payment obligations are met in full and on time, preventing delays or complications arising from unresolved disputes or cross-claims.
No Setoff, etc. Securities Intermediary shall not exercise on its own behalf any claim, right of set-off, banker’s lien, clearing lien, counterclaim or similar right against any of the Collateral; provided that Securities Intermediary may deduct, from any credit balances, any usual and ordinary transaction and administration fees payable in connection with the administration and operation of the Reserve Account. Except for claims for deductions permitted in the preceding sentence, Securities Intermediary agrees that any security interest it may have in the Reserve Account or any security entitlement carried therein shall be subordinate and junior to the interest of Secured Party.
No Setoff, etc. The obligations of the Company to pay the principal balance and interest due to the Holder shall be absolute and unconditional and the Company shall make such payment without abatement, diminution or deduction regardless of any cause or circumstances whatsoever including, without limitation, any defense, setoff, recoupment, or counterclaim which the Company may have or assert against the Holder or any other person.
No Setoff, etc. Neither the Authority nor the PSL Agent will be liable for, and the Licensee will not assert any deduction, setoff, or claim of any nature against the Authority or the PSL Agent for, any act or omission of or any breach or default by any Stadium Party or concessionaire.
No Setoff, etc. All payments made by Borrower under this Agreement and the other Loan Documents shall be made without any setoff, deduction, or counterclaim.
No Setoff, etc. The obligations of each Guarantor hereunder are not subject to any defense or setoff, counterclaim, recoupment, or termination whatsoever by reason of the invalidity, illegality, or unenforceability of any of the Guaranteed Obligations or otherwise, or any provision of applicable law or regulation purporting to prohibit payment by any Obligated Party, of the Guaranteed Obligations or any part thereof.
No Setoff, etc. There are no setoffs, counterclaims or defenses with respect to the Collateral and no agreement, oral or written, has been made with any other person or party under which any deduction or discount may be claimed with respect to such Collateral and Pledgor does not know of any fact which would prohibit or prevent Pledgor assigning or granting a security interest in the Collateral.
No Setoff, etc. Financial Institution shall not exercise on its own behalf any claim, right of set-off, banker’s lien, clearing lien, counterclaim or similar right against any of the Collateral; provided that Financial Institution may deduct, from any credit balances, any usual and ordinary transaction and administration fees payable in connection with the administration and operation of the Collateral Accounts. Except for claims for deductions permitted in the preceding sentence, Financial Institution agrees that any security interest it may have in the Collateral Accounts or any security entitlement carried therein shall be subordinate and junior to the interest of Intercreditor Agent.
No Setoff, etc. All payments made by Buyer and Sellers to one another under Article V or under Section 6.1 shall be made without setoff, deduction, recoupment or counterclaim except: (i) if a Specified Payment Termination Event or a Bankruptcy exists or (ii) to the extent that the applicable party has provided notice of the occurrence of a Specified Payment Termination Event in accordance with this Agreement, if a Specified Payment Termination Event would exist but for the lapse of the 10 Business Day grace period contained in the definition thereof, then (A) in the case of such a Specified Payment Termination Event or Bankruptcy of the Buyer, the applicable Seller may set off or net amounts owed by such Seller to Buyer under Section 5.3(c) and 5.4 against the amount of any such payment failure or posting failure of Buyer and (B) in the case of such a Specified Payment Termination Event or *** CONFIDENTIAL MATERIAL REDACTED AND FILED SEPARATELY WITH THE COMMISSION Bankruptcy of a Seller, Buyer may set off or net amounts owed by Buyer to such Seller under Section 5.3(c) and 5.4 against the amount of such payment failure or posting failure of such Seller.
No Setoff, etc. The obligations of the Borrower to pay the Principal Amount to the Holder shall be absolute and unconditional and the Borrower shall make such payment without abatement, diminution or deduction regardless of any cause or circumstances whatsoever including, without limitation, any defense, setoff, recoupment, or counterclaim which the Borrower may have or assert against the Holder or any other person.
No Setoff, etc. Subject only to the limitations set forth in Subsection 2.2.5 (Certain Limitations), the obligations of each RC Lender to make available to the Swingline Lender the amounts set forth in Subsection 2.2.3 (Participation by Lenders) shall be absolute, unconditional and irrevocable under any and all circumstances, shall be without reduction for any setoff or counterclaim of any nature whatsoever, may not be terminated, suspended or delayed for any reason whatsoever, shall not be subject to qualification or exception and shall be made in accordance with the terms of this Agreement.