Payment; Right of Offset Sample Clauses

Payment; Right of Offset. Upon the determination of liability under Sections 9.2 or 9.3 hereof after following the procedures set forth in Section 9.5, the appropriate party shall pay to the other, within ten days after such determination, the amount of any claim for indemnification made hereunder. Purchaser, Sellers and Stockholder agree that Next or Purchaser shall have the right to withhold and offset, dollar-for-dollar, against the Earnout Shares, any amounts (including reasonable attorneys fees) related to any claims for indemnification under this Article IX. Purchaser agrees to notify Sellers within fifteen days of any withholding or offset. No withheld shares or offset shall be considered nonpayment of any amounts due, or a breach or failure of performance, under this Agreement.
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Payment; Right of Offset. Unless stated otherwise on the face of this Order, Xxxxx shall remit payment to Seller within 60 days of Xxxxx’s receipt of a correct Seller’s invoice. Payment by Buyer hereunder shall not be deemed an acceptance of the goods or services performed hereunder by Xxxxxx. Upon notice from Buyer, any sum payable to Seller by Xxxxx under this Order may be set off by Buyer against any sum due or payable to Buyer by Seller under this Order, any claim by Buyer arising under this Order, or other agreements between Buyer and Seller.
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Payment; Right of Offset. Section 7.7 Other Rights and Remedies Not Affected ARTICLE VIII TERMINATION, AMENDMENT AND WAIVER Section 8.1 Termination
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Related to Payment; Right of Offset

  • Right of Offset You hereby agree that the Company shall have the right to offset against its obligation to deliver shares of Class A Common Stock, cash or other property under this Agreement to the extent that it does not constitute “non-qualified deferred compensation” pursuant to Section 409A, any outstanding amounts of whatever nature that you then owe to the Company or any of its Subsidiaries.

  • No Right of Offset Each Purchaser hereby expressly waives any right of offset it may have against the Company or any of its Subsidiaries.

  • Withholdings; Right of Offset The Company may withhold and deduct from any benefits and payments made or to be made pursuant to this Agreement (a) all federal, state, local and other taxes as may be required pursuant to any law or governmental regulation or ruling, (b) all other normal employee deductions made with respect to Company’s employees generally, and (c) any advances made to Executive and owed to Company.

  • Right of Set-off Upon (i) the occurrence and during the continuance of any Event of Default and (ii) the making of the request or the granting of the consent specified by Section 6.01 to authorize the Agent to declare the Notes due and payable pursuant to the provisions of Section 6.01, each Lender and each of its Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by law, to set off and apply any and all deposits (general or special, time or demand, provisional or final) at any time held and other indebtedness at any time owing by such Lender or such Affiliate to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement and the Note held by such Lender, whether or not such Lender shall have made any demand under this Agreement or such Note and although such obligations may be unmatured. Each Lender agrees promptly to notify the Borrower after any such set-off and application, provided that the failure to give such notice shall not affect the validity of such set-off and application. The rights of each Lender and its Affiliates under this Section are in addition to other rights and remedies (including, without limitation, other rights of set-off) that such Lender and its Affiliates may have.

  • Offset Right An “Offset Right” means any right or alleged right of Tenant to any offset, defense (other than one arising from actual payment and performance, which payment and performance would bind a Successor Landlord pursuant to this Agreement), claim, counterclaim, reduction, deduction, or abatement against Tenant’s payment of Rent or performance of Tenant’s other obligations under the Lease, arising (whether under the Lease or under applicable law) from Landlord’s breach or default under the Lease.

  • First Right of Refusal If any Partner shall enter into an agreement to sell their ownership interest in the Partnership with an individual or entity that is not a current Partner, the following parties must be given a first right of refusal before such a transaction can take place:

  • No Right of Set-Off The Trustee waives any right of set-off or any right, title, interest or claim of any kind that the Trustee may have against the Property held in the Trust Account. In the event the Trustee has a claim against the Company under this Agreement, including, without limitation, under Section 3(b), the Trustee will pursue such claim solely against the Company and not against the Property held in the Trust Account.

  • Security Interest and Right of Set-Off As security for the performance of the respective obligations to which any Partner may be subject under this Agreement, the Partnership shall have (and each Partner hereby grants to the Partnership) a security interest in all funds distributable to said Partner to the extent of the amount of such obligation.

  • Right of Deferral (i) The Company shall not be obligated to Register or qualify Registrable Securities pursuant to this Section 2:

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