Common use of Set-off and Recoupment Clause in Contracts

Set-off and Recoupment. 5.1 In addition to any right of set-off or recoupment provided by law, all amounts due to Seller shall be considered net of indebtedness or obligations of Seller and its subsidiaries and affiliates to Buyer and its subsidiaries and affiliates. Buyer and its subsidiaries and affiliates shall have the right to set-off against or recoup from any payment or other obligation owed to Seller, in whole or in part, any amounts due to Buyer or its affiliates or subsidiaries from Seller or its affiliates and subsidiaries, however and whenever arising. Buyer may do so without notice to Seller or its subsidiaries and affiliates. If any obligations of Seller or its subsidiaries or affiliates to Buyer or its subsidiaries or affiliates are disputed, contingent or unliquidated, Buyer may defer payment of amounts due until such obligations are resolved.