Common use of Setoff and Holdback Clause in Contracts

Setoff and Holdback. In addition to all other rights and remedies that the Indemnitee may have, the Indemnitee shall have the right to setoff, against any amounts due to the Indemnitor under the Restricted Stock Award to be granted to Xxxxxxx in connection with his Employment Agreement with Parent to be entered into on the Closing Date, any Indemnification Amounts for which the Indemnitee is entitled to indemnification under this Section 8. The Indemnitee’s rights to indemnification under this Section 8 shall not be in any manner limited by or to this right of setoff. If any Indemnification Matters are pending at a time when the Indemnitee is required to pay or deliver any amount due to the Indemnitor, then the Indemnitee shall have the right, upon notice to the Indemnitor, to withhold from such payment or delivery, until final determination of such pending Indemnification Matters, the total amount for which the Indemnitor may become liable as a result thereof, as determined by the Indemnitee reasonably and in good faith.

Setoff and Holdback. In addition to all other rights and remedies that the Indemnitee may have, the Indemnitee shall have the right to setoff, against any amounts due to the Indemnitor Indemnitor, whether due under the Restricted Stock Award to be granted to Xxxxxxx in connection with his Employment Agreement with Parent to be entered into on the Closing Datethis Agreement, any Indemnification Amounts of the other Contracts contemplated by this Agreement or otherwise, any sums for which the Indemnitee is entitled to indemnification under this Section 8. The 12; provided that the Indemnitee’s 's rights to indemnification under this Section 8 12 shall not be in any manner limited by or to this right of setoff. If any Indemnification Matters are pending at a time when the Indemnitee is required to pay or deliver any amount due to the Indemnitor, then the Indemnitee shall have the right, upon notice to the Indemnitor, to withhold from such payment or deliverypayment, until final determination of such pending Indemnification Matters, the total amount for which the Indemnitor may become liable as a result thereof, as determined by the Indemnitee reasonably and in good faith.

Setoff and Holdback. In addition to all other rights and remedies that the Indemnitee may have, the Indemnitee shall have the right to setoff, against any amounts due to the Indemnitor Indemnitor, whether due under the Restricted Stock Award to be granted to Xxxxxxx in connection with his Employment Agreement with Parent to be entered into on the Closing Datethis Agreement, any Indemnification Amounts of the other Contracts contemplated by this Agreement or otherwise, any sums for which the Indemnitee is entitled to indemnification under this Section 811. The Indemnitee’s 's rights to indemnification under this Section 8 11 shall not be in any manner limited by or to this right of setoff. If any Indemnification Matters are pending at a time when the Indemnitee is required to pay or deliver any amount due to the Indemnitor, then the Indemnitee shall have the right, upon notice to the Indemnitor, to withhold from such payment or deliverypayment, until final determination of such pending Indemnification Matters, the total amount for which the Indemnitor may become liable as a result thereof, as determined by the Indemnitee reasonably and in good faith. 12.

Setoff and Holdback. In addition to all other rights and remedies that the Indemnitee may have, the Indemnitee shall have the right to setoff, against any amounts due to the Indemnitor Indemnitor, whether due under the Restricted Stock Award to be granted to Xxxxxxx in connection with his Employment Agreement with Parent to be entered into on the Closing Datethis Agreement, any Indemnification Amounts of the other Contracts contemplated by this Agreement or otherwise, any sums for which the Indemnitee is entitled to indemnification under this Section 813. The Indemnitee’s rights to indemnification under this Section 8 13 shall not be in any manner limited by or to this right of setoff. If any Indemnification Matters are pending at a time when the Indemnitee is required to pay or deliver any amount due to the Indemnitor, then the Indemnitee shall have the right, upon notice to the Indemnitor, to withhold from such payment or deliverypayment, until final determination of such pending Indemnification Matters, the total amount for which the Indemnitor may become liable as a result thereof, as determined by the Indemnitee reasonably and in good faith.

Setoff and Holdback. In addition to all other rights and remedies that the Indemnitee may have, the Indemnitee shall have the right to setoff, against any amounts due to the Indemnitor Indemnitor, whether due under the Restricted Stock Award to be granted to Xxxxxxx in connection with his Employment Agreement with Parent to be entered into on the Closing Datethis Agreement, any Indemnification Amounts of the other Contracts contemplated by this Agreement or otherwise, any sums for which the Indemnitee is entitled to indemnification under this Section 812. The Indemnitee’s 's rights to indemnification under this Section 8 12 shall not be in any manner limited by or to this right of setoff. If any Indemnification Matters are pending at a time when the Indemnitee is required to pay or deliver any amount due to the Indemnitor, then the Indemnitee shall have the right, upon notice to the Indemnitor, to withhold from such payment or deliverypayment, until final determination of such pending Indemnification Matters, the total amount for which the Indemnitor may become liable as a result thereof, as determined by the Indemnitee reasonably and in good faith.