No Right to Set-Off. Each Party hereto acknowledges and agrees that it shall not be permitted to set-off any amount owed by such Party pursuant to this Agreement against any amount or obligation owed to such Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary Agreement.
Appears in 24 contracts
Samples: Transition Services Agreement (Alkermes Plc.), Transition Services Agreement (Mural Oncology PLC), Transition Services Agreement (Mural Oncology PLC)
No Right to Set-Off. Each Except as provided in Section 3.01(b), no Party hereto acknowledges and agrees that it shall not be permitted to set-off off, counterclaim or otherwise withhold any amount owed by such to the other Party pursuant to under this Agreement against on account of any amount or obligation owed by the other Party that has not been finally adjudicated, settled or otherwise agreed upon by the Parties in writing; provided, however, that each Party shall be permitted to such assert a set-off right with respect to any obligation that has been so finally adjudicated, settled or otherwise agreed upon by the Parties in writing against amounts owed by the other Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary under this Agreement.
Appears in 6 contracts
Samples: Management Services Agreement (FG Group Holdings Inc.), Management Services Agreement (Strong Global Entertainment, Inc.), Management Services Agreement (Strong Global Entertainment, Inc)
No Right to Set-Off. Each Party hereto acknowledges and agrees that it shall not be permitted to set-off any amount owed by such Party pursuant to this Agreement against any amount or obligation owed to such Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary agreement between, on the one hand, a Party or its Affiliate and on the other hand, the other Party or its Affiliate (such agreement, a “Party Agreement”).
Appears in 4 contracts
Samples: Development Agreement, Development Agreement (Cyclerion Therapeutics, Inc.), Development Agreement (Cyclerion Therapeutics, Inc.)
No Right to Set-Off. Each No Party hereto acknowledges and agrees that it shall not be permitted to set-off off, counterclaim or otherwise withhold any amount owed by such Party pursuant to this Agreement against another Party on account of any amount or obligation owed to such Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary Agreementby another Party.
Appears in 4 contracts
Samples: Mortgage Services Agreement (Genworth Financial Inc), Mortgage Services Agreement (Genworth Financial Inc), Mortgage Services Agreement (Genworth Financial Inc)
No Right to Set-Off. Each Unless explicitly stated otherwise in this Agreement, no Party hereto acknowledges and agrees that it shall not be permitted have any right to set-set off any amount owed Losses against any payments to be made by such Party pursuant to this Agreement against any amount or obligation owed to such Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary Agreementagreement between the Parties hereto.
Appears in 3 contracts
Samples: Share Exchange Agreement (Microphase Corp), Share Exchange Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp)
No Right to Set-Off. Each Party hereto acknowledges shall pay the full amount of any payments, costs and agrees that it disbursements required under this Agreement, and shall not be permitted to set-off set off, counterclaim or otherwise withheld any other amount owed by such Party pursuant to this Agreement against other Persons on account of any amount or obligation owed by other Persons to such Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary AgreementParty.
Appears in 3 contracts
Samples: Indemnification Agreement (Cowen Group, Inc.), Indemnification Agreement (Cowen Group, Inc.), Indemnification Agreement (Cowen Group, Inc.)
No Right to Set-Off. Each Party hereto acknowledges shall pay the full amount of any payments, costs and agrees that it disbursements required under this Agreement or any Transaction Document, and shall not be permitted to set-off set off, counterclaim or otherwise withheld any other amount owed by such Party pursuant to this Agreement against other Persons on account of any amount or obligation owed by other Persons to such Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary AgreementParty.
Appears in 2 contracts
Samples: Separation Agreement (Cowen Group, Inc.), Separation Agreement (Cowen Group, Inc.)
No Right to Set-Off. Each No Party hereto acknowledges and agrees that it shall not be permitted to set-off off, counterclaim or otherwise withhold any amount owed by such to the other Party pursuant to under this Agreement against on account of any amount or obligation owed by the other Party that has not been finally adjudicated, settled or otherwise agreed upon by the Parties in writing; provided, however, that each Party shall be permitted to such assert a set-off right with respect to any obligation that has been so finally adjudicated, settled or otherwise agreed upon by the Parties in writing against amounts owed by the other Party or an Affiliate hereunder or pursuant to the Separation Agreement or any other Ancillary under this Agreement.
Appears in 1 contract
No Right to Set-Off. Each Party hereto acknowledges party shall pay the full amount of fees, costs, and agrees that it disbursements incurred under this Agreement and chargeable to such party, and shall not be permitted to set-off off, counterclaim, or otherwise withhold any amount owed by such Party pursuant to this Agreement against any amount or obligation other amounts owed to such Party or an Affiliate hereunder or pursuant to the Separation Agreement other party on account of any obligation of a party or any other Ancillary Agreementof its affiliates.
Appears in 1 contract
