Setoff Rights. Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 4 contracts
Sources: Asset Purchase Agreement (Aegerion Pharmaceuticals, Inc.), Asset Purchase Agreement (Aegerion Pharmaceuticals, Inc.), Asset Purchase Agreement (Horizon Pharma, Inc.)
Setoff Rights. Neither Except as expressly permitted by Section 2.3.1(f), neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Aralez Pharmaceuticals Inc.), Asset Purchase Agreement (Aralez Pharmaceuticals Inc.)
Setoff Rights. Neither Except as set forth in the Transition Service Agreement or as otherwise set forth herein, neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The Agreement and the payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 2 contracts
Sources: Asset Purchase Agreement (Aralez Pharmaceuticals Inc.), Asset Purchase Agreement (Aralez Pharmaceuticals Inc.)
Setoff Rights. Neither Party shall have any right of setoff of against any amounts due and payablepayable by the other Party, or any Liabilities arising, under this Agreement against any arising for which the other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arisingParty is responsible, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary AgreementsTransaction Document.
Appears in 1 contract
Sources: Asset Purchase Agreement (Biodelivery Sciences International Inc)
Setoff Rights. Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities Losses arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities Losses arising, under any Ancillary AgreementTransaction Documents. The payment obligations under each of this Agreement and the Ancillary Agreements Transaction Documents remain independent obligations of each Party, irrespective of any amounts owed to any the other Party under this Agreement or the respective Ancillary AgreementsTransaction Documents.
Appears in 1 contract
Setoff Rights. Neither Except as provided in Sections 2.3.2(b) and (c) above, neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 1 contract
Setoff Rights. (a) Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, Losses arising under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities Losses arising, under any Ancillary Agreement. The Agreement or any other agreement between Seller and Buyer or any of their respective Affiliates and (b) the payment obligations under each of this Agreement and Agreement, the Ancillary Agreements and such other agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or Agreement, the respective Ancillary AgreementsAgreements or such other agreements.
Appears in 1 contract
Sources: Stock and Asset Purchase Agreement (Bausch & Lomb Corp)
Setoff Rights. Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under against any amounts due and payable under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this the Transition Services Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to or any other Party under this Agreement or the respective Ancillary AgreementsTransaction Document.
Appears in 1 contract
Setoff Rights. Neither Except as expressly permitted under this Agreement, neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 1 contract
Setoff Rights. Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 1 contract
Sources: Asset Purchase Agreement (Apricus Biosciences, Inc.)
Setoff Rights. Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, arising under this Agreement against any other amounts due and payable under this Agreement or any amounts due and payable, or any Liabilities arising, under any Ancillary Agreement. The payment obligations under each of this Agreement and the Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Agreement or the respective Ancillary Agreements.
Appears in 1 contract
Sources: Asset Purchase Agreement (Catalyst Pharmaceuticals, Inc.)
Setoff Rights. Neither Party shall have any right of setoff of any amounts due and payable, or any Liabilities arising, under this Supply Agreement against any other amounts due and payable under this Supply Agreement or any amounts due and payable, or any Liabilities arising, under the Purchase Agreement or any other Ancillary Agreement. The payment obligations under each of this Supply Agreement and the Purchase Agreement and Ancillary Agreements remain independent obligations of each Party, irrespective of any amounts owed to any other Party under this Supply Agreement or the respective Purchase Agreement or Ancillary Agreements.
Appears in 1 contract