Common use of No Right of Set-Off Clause in Contracts

No Right of Set-Off. The Buyer for itself and for the Buyer Indemnified Parties and their successors and assigns hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer or any of such Persons has or may have with respect to any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (ASGN Inc), Stock and Asset Purchase Agreement (Eaton Corp PLC)

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No Right of Set-Off. The Each of the Buyer and the Seller, for itself and for the Buyer Indemnified Parties and their its Affiliates, successors and assigns hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer or the Seller (or any of such Persons their respective Affiliates, successors and assigns) has or may have with respect to the payments under the Ancillary Agreements, any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewithherewith or otherwise.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Grifols SA), Asset Purchase Agreement (Hologic Inc)

No Right of Set-Off. The Buyer Buyer, for itself and for the Buyer Indemnified Parties and their its successors and assigns permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer or any of such Persons its successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 1 contract

Samples: Stock and Note Purchase Agreement (Mirant Corp)

No Right of Set-Off. The Each of Buyer and Surviving Company for itself and for the Buyer Indemnified Parties and their its affiliates, successors and assigns hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer Buyer, Surviving Company, or any of such Persons their respective affiliates, successors and assigns has or may have with respect to the payment of the Gross Merger Consideration or any other payments to be made by to the Buyer Parent pursuant to this Agreement, any Ancillary Agreement the Note, or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Integrated Electrical Services Inc)

No Right of Set-Off. The Buyer Buyer, for itself and for the Buyer Indemnified Parties and their its successors and assigns permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, recoupment or similar rights that the Buyer or any of such Persons its successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Covanta Holding Corp)

No Right of Set-Off. The Buyer Buyer, for itself and for the Buyer Indemnified Parties and their its successors and assigns permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer or any of such Persons its successors and permitted assigns has or may have with respect to the payment of the Final Purchase Price or any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 1 contract

Samples: Transaction Agreement (Affordable Residential Communities Inc)

No Right of Set-Off. The Buyer Buyers, for itself themselves and for the Buyer Indemnified Parties and their Affiliates, successors and assigns permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, recoupment or similar rights that the Buyer Buyers or any of such Persons their Affiliates, successors and permitted assigns has or may have with respect to any other payments payment to be made by the Buyer Buyers pursuant to this Agreement, any Ancillary Agreement or any agreement, certificate, instrument or other document or instrument executed and delivered by the any Buyer in connection herewith.

Appears in 1 contract

Samples: Transaction Agreement (Americold Realty Trust)

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No Right of Set-Off. The Buyer Buyer, for itself and for the Buyer Indemnified Parties and their its Affiliates, successors and assigns assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer or any of such Persons its Affiliates, successors and assigns has or may have with respect to any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 1 contract

Samples: Asset Assignment and Purchase Agreement (Avid Bioservices, Inc.)

No Right of Set-Off. The Buyer Each of Sellers and Purchaser, for itself and for the Buyer Indemnified Parties and their its successors and assigns permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that such Sellers or Purchaser, as the Buyer case may be, or any of such Persons its successors and permitted assigns has or may have with respect to the payment of the Purchase Price or any other payments to be made by the Buyer Purchaser pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by Sellers or Purchaser, as the Buyer case may be, in connection herewith.

Appears in 1 contract

Samples: Purchase Agreement (Brookfield Infrastructure Partners L.P.)

No Right of Set-Off. The Buyer Buyer, for itself and for the Buyer Indemnified Parties and their its successors and assigns permitted assigns, hereby unconditionally and irrevocably waives any rights of set-off, netting, offset, recoupment, or similar rights that the Buyer or any of such Persons its successors and permitted assigns has or may have with respect to the payment of the Closing Cash Proceeds or any other payments to be made by the Buyer pursuant to this Agreement, any Ancillary Agreement or any other document or instrument delivered by the Buyer in connection herewith.

Appears in 1 contract

Samples: Securities Purchase Agreement (Arcosa, Inc.)

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