NO REDUCTIONS OR OFFSETS Clause Samples
The "No Reductions or Offsets" clause prohibits either party from reducing, withholding, or offsetting amounts owed under the agreement for any reason, such as counterclaims or disputes. In practice, this means that if one party believes they are owed money or have suffered damages, they must 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 unilateral deductions and promoting financial clarity between the parties.
NO REDUCTIONS OR OFFSETS. Chiron and its Affiliates shall make payment to Cubist of all amounts that Chiron is required to pay to Cubist pursuant to this Article 7 without any reduction, offset or setoff, except to the extent otherwise expressly provided in Sections 7.3(c), 7.3(d), 7.3(e) or 7.3(f). In addition, in the event that the amount of royalties due from Chiron to Cubist pursuant to this Agreement is less than the aggregate Transfer Price previously paid to Cubist for such units, then Chiron acknowledges and agrees that it shall not be entitled to any refund or credit of such previously paid Transfer Price, and that Cubist shall not be liable or responsible for, or owe Chiron any monies as a result of, such deficiency. * CONFIDENTIAL TREATMENT REQUESTED: MATERIAL HAS BEEN OMITTED AND FILED WITH THE COMMISSION
NO REDUCTIONS OR OFFSETS. Except to the extent expressly provided in this Supply Agreement, Chiron and its Affiliates shall make payment to Cubist of all amounts that Chiron is required to pay to Cubist pursuant to this Article 7 without any reduction, offset or setoff. In addition, in the event that the amount of royalties due from Chiron to Cubist pursuant to the License Agreement is less than the aggregate Transfer Price previously paid to Cubist for such units, then Chiron acknowledges and agrees that it shall not be entitled to any refund or credit of such previously paid Transfer Price, and that Cubist shall not be liable or responsible for, or owe Chiron any monies as a result of, such deficiency.
