Common use of Set-off and Retention Clause in Contracts

Set-off and Retention. Except as expressly set forth in this Agreement, no Party shall be entitled to any set-off (Aufrechnung) or retention (Zurückbehaltung) with respect to any rights or claims under this Agreement unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective other Party or has been confirmed by a final decision of a competent court.

Appears in 5 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Solutia Inc), Share Purchase Agreement (Evergreen Solar Inc)

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Set-off and Retention. Except as expressly set forth in this Agreementotherwise agreed between the Parties, no Party shall be entitled to any set-set off (Aufrechnungaufrechnen) or net (verrechnen) against any claims of any other Party under or in connection with this Agreement or to exercise any right of retention (Zurückbehaltung) with respect to any rights or claims under this Agreement unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective other Party or has been confirmed by a final decision of a competent courtZuruckbehaltungsrecht).

Appears in 2 contracts

Samples: Share Purchase Agreement (Bucyrus International Inc), Forward Purchase Agreement (Bucyrus International Inc)

Set-off and Retention. Except as expressly set forth in this Agreementexplicitly provided for herein, no Party shall be entitled to any set-off (Aufrechnung) or retention (Zurückbehaltung) with respect to any rights or claims under this Agreement unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective relevant other Party or has been confirmed by a final decision of a the competent courtarbitral tribunal.

Appears in 1 contract

Samples: Master Formation Agreement (Ashland Inc.)

Set-off and Retention. Except as expressly set forth otherwise provided in this Agreement, no Party shall be entitled to any set-set off (Aufrechnungaufrechnen) or net off (verrechnen) against any claims of any other Party for the Payment of the Purchase Price and for claims concerning tax matters under or in connection with this Agreement, or to exercise any right of retention (ZurückbehaltungZurückbehaltungsrecht) with respect to any rights or claims under this Agreement unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective other Party or has been confirmed by a final decision of a competent courtas defense against such claims.

Appears in 1 contract

Samples: Share Purchase Agreement (Telefonica S A)

Set-off and Retention. Except as expressly set forth explicitly provided for in this Agreement, no Party shall be entitled to any set-off (Aufrechnung) or retention (Zurückbehaltung) with respect to any rights or claims under this Agreement Agreement, unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective other Party or has been confirmed by a final decision of a the competent court.

Appears in 1 contract

Samples: Share Purchase and Transfer Agreement (Healing Co Inc.)

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Set-off and Retention. Except as expressly set forth in this Agreementexplicitly provided for herein, no Party shall be entitled to any set-off (Aufrechnung) or retention (Zurückbehaltung) with respect to any rights or claims under this Agreement unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective other Party or has been confirmed by a final decision of a the competent court.

Appears in 1 contract

Samples: Share Purchase and Transfer Agreement (Brooks Automation Inc)

Set-off and Retention. Except as expressly set forth otherwise provided in this Agreement, no Party the Parties shall not be entitled to any set-set off (Aufrechnungaufrechnen) or net off (verrechnen) against any claims of any other Party under or in connection with this Agreement or to exercise any right of retention (Zurückbehaltung) with respect to any rights or claims under this Agreement unless the right or claim of the Party claiming a right of set-off or retention has been acknowledged in writing by the respective other Party or has been confirmed by a final decision of a competent courtZurückbehaltungsrecht).

Appears in 1 contract

Samples: Amendment Agreement (SFX Entertainment, INC)

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