Common use of Offset and Deduction Clause in Contracts

Offset and Deduction. The AOC may deduct from any payment upon termination: (i) All payments previously made by the AOC for Services covered by the Contractor’s final invoice. (ii) The amount of any undisputed claim that the AOC may have against the Contractor in connection with this Agreement. (iii) In instances in which the AOC reasonably determines that the cost of any Services is excessive and if excessive due to costs incurred to remedy or replace defective materials or rejected Services, the AOC will pay the difference between the invoiced amount and the AOC’s reasonable estimate of the reasonable cost of replacing the materials or performing the invoiced Services in compliance with the requirements of this Agreement.