DLC Right to Offset Sample Clauses

DLC Right to Offset. In addition to any other right to offset ------------------- against payments to the POLR Supplier under this Agreement, DLC shall have the right to offset any amounts the POLR Supplier owes to DLC pursuant to Sections 7.2 and 7.3 hereof (except for such amounts reasonably disputed by the POLR Supplier), against the amounts owed by DLC pursuant to Section 7.1 hereof. DLC may exercise the right to offset granted by this Section 7.5 in the amounts and under the circumstances provided below: (a) If the amount owing to DLC on the invoice to be rendered by DLC pursuant to Section 7.2 hereof, or the statement of account to be rendered by DLC pursuant to Section 7.3 hereof, is less than or equal to the balance of the Escrow Account on the last day of the month (the "Month-End Escrow Balance"), then any amounts in the Escrow Account up to the amount owing to DLC on such invoice or statement of account shall be released to DLC as an offset in satisfaction thereof, and the difference between the Month-End Escrow Balance and the amount owing to DLC on such invoice or statement of account shall be released to the POLR Supplier. (b) If the amount owing to DLC on the invoice to be rendered by DLC pursuant to Section 7.2 hereof, or the statement of account to be rendered by DLC pursuant to Section 7.3 hereof, is greater than the Month-End Escrow Balance, then any amounts in the Escrow Account up to the Month-End Escrow Balance shall be released and retained by DLC as an offset, and DLC may withhold further payments of Net Billed Generation Revenue otherwise owing to the POLR Supplier under Section 7.1 hereof as an offset until the difference between the Month-End Escrow Balance and the amount owing to DLC on such invoice or statement of account has been fully recovered by DLC. (c) DLC's right to offset Net Billed Generation Revenue under Section 7.5 (b) shall take precedence over DLC's right to escrow Net Billed Generation Revenue under Section 7.4 (e) hereof.
Sample 1
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DLC Right to Offset. In addition to any other right to offset against payments to the POLR Supplier under this Agreement, DLC shall have the right to offset any amounts the POLR Supplier owes to DLC pursuant to Sections 7.2 and 7.3 hereof (except for such amounts reasonably disputed by the POLR Supplier), against the amounts owed by DLC pursuant to Section 7.1 hereof. DLC may exercise the right to offset granted by this Section 7.5 in the amounts and under the circumstances provided below: 1.8
Sample 1

Related to DLC Right to Offset

  • Right to Offset If We make a claim payment to You or on Your behalf in error or You owe Us any money, You must repay the amount You owe Us. Except as otherwise required by law, if We owe You a payment for other claims received, We have the right to subtract any amount You owe Us from any payment We owe You.

  • Right to Set Off Notwithstanding anything to the contrary in this License Agreement, each Party has the right at all times to retain and set off against all amounts due and owing to the other Party as determined in a final judgment any damages recovered by such Party for any Losses incurred by such Party.

  • Right to Opt Out If you do not wish to agree to arbitrate all Disputes in accordance with the terms and conditions of this section, you must advise us in writing at the following address by either hand delivery or a letter postmarked within thirty (30) days following the date you enter into this Agreement. You may opt-out without affecting your application or cardholder status.

  • 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 to Prepay The Borrower shall have no right to prepay any principal amount of any Advance except as provided in this Section 2.07.

  • Right to Grieve Where an employee feels that she has been aggrieved by a decision of the Employer related to promotion, demotion or transfer, the employee may grieve the decision at Step 3 of the grievance procedure in Article 9 of this Agreement within seven (7) days of being notified of the results.

  • Waiver of Right to Trial by Jury EACH PARTY TO THIS AGREEMENT HEREBY EXPRESSLY WAIVES ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING UNDER ANY LOAN DOCUMENT OR IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO OR ANY OF THEM WITH RESPECT TO ANY LOAN DOCUMENT, OR THE TRANSACTIONS RELATED THERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER FOUNDED IN CONTRACT OR TORT OR OTHERWISE; AND EACH PARTY HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY, AND THAT ANY PARTY TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OR A COPY OF THIS SECTION WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE SIGNATORIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.

  • Right to Legal Fees If we have a legal dispute with you, the losing party will pay the costs of the winning party, including reasonable legal fees.

  • No Right to Cancel You do not have the right to cancel your subscription or change your mind. Once you sign this Investment Agreement, you are obligated to purchase the Note, no matter what, even if the Offering is over-subscribed and the amount of your Note is reduced.

  • Borrower’s Right to Cure (a) Notwithstanding anything to the contrary contained in Section 8.01, in the event of any Event of Default under any covenant set forth in Section 7.11 and until the expiration of the tenth (10th) day after the date on which financial statements are required to be delivered with respect to the applicable fiscal quarter hereunder, the Borrower may engage in a Permitted Equity Issuance to any of the Equity Investors and apply the amount of the Net Cash Proceeds thereof (the “Cure Amount”) to increase Consolidated EBITDA with respect to such applicable quarter; provided that such Net Cash Proceeds (i) are actually received by the Borrower during such fiscal period or after the last day of the fiscal period covered by such financial statements but no later than fifteen (15) days after the date on which financial statements are required to be delivered with respect to such fiscal quarter hereunder, (ii) are Not Otherwise Applied and (iii) do not exceed the aggregate amount necessary to cure such Event of Default under Section 7.11 for any applicable period. The Cure Amount used to calculate Consolidated EBITDA for one fiscal quarter shall be used and included when calculating Consolidated EBITDA for each Test Period that includes such fiscal quarter. The parties hereby acknowledge that this Section 8.05(a) may not be relied on for purposes of calculating any financial ratios other than as applicable to Section 7.11 and shall not result in any adjustment to any amounts other than the amount of the Consolidated EBITDA referred to in the immediately preceding sentence. (b) In each period of four fiscal quarters, there shall be at least two (2) fiscal quarters in which no cure set forth in Section 8.05(a) is made. (c) For the avoidance of doubt, the subsequent performance or observance of any term, covenant or agreement under Section 6.01, 6.02, 6.11 and 6.13 shall cure any Default in respect thereof under Section 8.01(c) notwithstanding that such performance or observance occurred beyond the time or period specified therefor in such Section and such Default shall thereupon be deemed cured and no longer existing or continuing unless the Loans shall have been accelerated and/or the Commitments terminated pursuant to Section 8.02(b); provided that the Borrower’s obligations under Section 6.03(a) shall not be relieved by this Section 8.05(c).

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