Set-Off; Recoupment. In addition to any right of set-off or recoupment provided by law, all amounts due to Seller and its subsidiaries and affiliates shall be considered net of indebtedness or obligations of Seller and its subsidiaries and affiliates to FFT and its subsidiaries and affiliates, and FFT and its subsidiaries and affiliates may set-off against or recoup from any amounts due or to become due from Seller and its subsidiaries and affiliates to FFT and its subsidiaries and affiliates however and whenever arising. FFT may do so without notice to Seller or its subsidiaries or affiliates. If any obligations of Seller or its subsidiaries or affiliates to FFT or its subsidiaries or affiliates are disputed, contingent or unliquidated, including Customer warranty claims made before final determination of cause, FFT may defer payment of amounts due until such obligations are resolved.
Set-Off; Recoupment. Nifco shall have the right to set off against or recoup from any payment or other obligation owed to Supplier, in whole or in part, any amounts due to Nifco from Supplier or its affiliates or subsidiaries. Nifco will provide Supplier with a statement describing any offset or recoupment taken.
Set-Off; Recoupment. (i) In the event that A&P fails to pay any undisputed amounts due under this Agreement, C&S may set-off or recoup such amounts due against any amounts due by C&S to A&P under this Agreement. C&S may determine the application of any monies received from A&P against amounts owed to it by A&P. (ii) In the event that C&S fails to pay, or to credit, to A&P any undisputed amounts due A&P under this Agreement, A&P may set-off or recoup such amounts due against any amounts due from A&P to C&S.
Set-Off; Recoupment. In addition to any right of setoff or recoupment permitted by law or this Order, all amounts due Seller shall be considered net of indebtedness or obligations of Seller to Constellium. Constellium may set off against or recoup from any amounts due or to become due from Seller, any amounts due to Constellium however and whenever arising. If an obligation of Seller to Constellium is disputed, contingent or unliquidated, Constellium may defer payment of all or a portion of the amount due to Seller until such obligation is resolved. Further, in the event Constellium reasonably feels itself at risk, Constellium may withhold and recoup a corresponding amount due Seller to protect against such risk. For purposes of this Section only, the terms “Constellium” and “Seller” shall include their parent companies, subsidiaries, brother/sister companies and affiliates.
Set-Off; Recoupment. All amounts due SUPPLIER will be considered net of any indebtedness of SUPPLIER as well as SUPPLIER’s subsidiaries or affiliates in addition to any right of set-off or recoupment provided by law. Xxxxxxx retains the right to set-off against or recoup from any payment or other such obligation due SUPPLIER, in whole or part, any amounts due or scheduled to become due. In the event of such set-off or recoupment, Xxxxxxx will provide SUPPLIER a statement of account describing said set-off or recoupment taken.
Set-Off; Recoupment. 2 In its answer, XxXxxxx stated that it would be pursuing an affirmative defense of 3 “recoupment and/or set-off.” (Doc. 13 at 13.) Later, XxXxxxx’s expert clarified that this 4 affirmative defense is premised on four theories: (1) SiteLock violated the Most Favored 5 Nation (“MFN”) clause in the Reseller Agreement by offering cheaper deals to other 7 sold as part of a product bundle; (3) SiteLock did not apply the proper discounts to bundled 8 sales; and (4) SiteLock did not pay a commission to GoDaddy for “upsells.” (Doc. 319-4 9 at 8-21.) SiteLock now argues that “each of these factual theories is foreclosed by the 10 parties’ contracts or by undisputed record evidence.” (Doc. 341 at 7.) Additionally, 11 SiteLock moves to preclude XxXxxxx from pursuing some of these theories as a discovery 12 sanction based on late disclosure. (Doc. 348.) As discussed in Part II below, the Court 13 agrees with SiteLock that GoDaddy should be precluded from asserting its second and third
Set-Off; Recoupment. In addition to any other remedies, the ------------------- Indemnified Party shall be entitled to set-off or recoup any liquidated amounts due or payable to the Indemnified Party by any Indemnifying Party pursuant to, under or in connection with Section 9 of this Agreement (it being agreed that any such amounts due or payable to the Indemnified Party shall be a liquidated claim if resolved in accordance with the procedures set forth in this Section 9 (including, without limitation, an agreement between the Indemnified Party and the Indemnifying Party or a decision pursuant to the arbitration provisions hereof)) if such liquidated amount shall remain unpaid for 30 days after the liquidation of such amount, against any amount otherwise payable (or, in the case of securities of LLC, otherwise representing a debt or equity interest of LLC) by the Indemnified Party to such Indemnifying Party. Any Losses which are recovered pursuant to the set-off or recoupment set forth in this Section 9.2(g) shall be at the fair market value of any such property (which property may include, without limitation, any securities of LLC) which is subject to any such set-off or recoupment, as determined pursuant to Section 13.2 of the LLC Agreement.
Set-Off; Recoupment. In addition to any right of setoff or recoupment permitted by law, all amounts due Seller shall be considered net of indebtedness or obligations of Seller to Buyer. Buyer may set off against or recoup from any amounts due or to become due from Seller, any amounts due to Buyer however and whenever arising. If an obligation of Seller to Buyer is disputed, contingent or unliquidated, Buyer may defer payment of all or a portion of the amount due to Seller until such obligation is resolved. Further, in the event Buyer reasonably feels itself at risk, Buyer may withhold and recoup a corresponding amount due Seller to protect against such risk. For purposes of this Section only, the terms "Buyer" and "Seller" shall include their parent companies, subsidiaries, brother/sister companies and affiliates.
Set-Off; Recoupment. In addition to any right of setoff or recoupment provided by law, all amounts due to Seller shall be considered net of indebtedness of Seller and its affiliates or subsidiaries to Buyer and its affiliates or subsidiaries. Buyer shall have the right to set off against or to recoup from any payment or other obligation owed to Seller, in whole or in part, any amounts due to Buyer or its affiliates or subsidiaries from Seller or its affiliates or subsidiaries.
Set-Off; Recoupment. In addition to any right of setoff or recoupment provided by law, all amounts due to Supplier shall be considered net of indebtedness of Supplier to Tecumseh and its affiliates Motoco. Tecumseh shall have the right to set off against or to recoup from any payment or other obligation owed to Supplier, in whole or in part, any amounts due to Tecumseh and Motoco.
