Setoff. All payments to be made by any party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 66 contracts
Samples: Tax Sharing Agreement (Mobileye Global Inc.), Tax Sharing Agreement (Mobileye Global Inc.), Separation and Distribution Agreement (Vmware, Inc.)
Setoff. All payments to be made by any party Party under this Agreement may be netted against payments due to such party Party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 37 contracts
Samples: Tax Sharing Agreement (Qualtrics International Inc.), Tax Sharing Agreement (Qualtrics International Inc.), Tax Sharing Agreement (BridgeBio Pharma, Inc.)
Setoff. All payments to be made by any party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 33 contracts
Samples: Tax Matters Agreement (Chewy, Inc.), Tax Matters Agreement (Chewy, Inc.), Tax Matters Agreement (Clear Channel Outdoor Holdings, Inc.)
Setoff. All payments to be made by any party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim counterclaim, or withholding, all of which are hereby expressly waived.
Appears in 9 contracts
Samples: Tax Sharing Agreement (Cavco Industries Inc), Tax Sharing Agreement (Activision Blizzard, Inc.), Business Combination Agreement (Activision Inc /Ny)
Setoff. All payments to be made by any either party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 4 contracts
Samples: Registration Rights Agreement (Telephone & Data Systems Inc), Registration Rights Agreement (CMS Nomeco Oil & Gas Co), Intercompany Agreement (Telephone & Data Systems Inc)
Setoff. All payments to be made by any party under this Agreement may be netted against payments due shall, except to such party under this Agreementthe extent otherwise specifically provided herein, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 4 contracts
Samples: Tax Sharing Agreement (McData Corp), Exhibit Agreement (Cabletron Systems Inc), Affiliate & Referral Agreements (Riverstone Networks Inc)
Setoff. All payments to be made by any party under this ------ Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 3 contracts
Samples: Tax Sharing Agreement (Agilent Technologies Inc), Tax Sharing Agreement (Agilent Technologies Inc), Tax Sharing Agreement (Agilent Technologies Inc)
Setoff. All payments to be made by any party under this Tax Agreement may be netted against payments due shall, except to such party under this Agreementthe extent otherwise specifically provided herein, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 2 contracts
Samples: Tax Agreement (Icon Health & Fitness Inc), Tax Agreement (510152 N B LTD)
Setoff. All payments to be made by any party Party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 2 contracts
Samples: Tax Separation Agreement (Hyatt Hotels Corp), Tax Separation Agreement (Hyatt Hotels Corp)
Setoff. All payments to be made by any party Party under this Agreement may be netted against payments due to such party Party under this AgreementAgreement or paid through offset of intercompany account(s) as set forth in Section 7.05, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 2 contracts
Samples: Tax Sharing Agreement (Covisint Corp), Tax Sharing Agreement (Covisint Corp)
Setoff. All payments to be made by any party Party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim counterclaim, or withholding, all of which are hereby expressly waived.
Appears in 2 contracts
Samples: Tax Sharing and Indemnification Agreement (Monsanto Co /New/), Tax Sharing and Indemnification Agreement (Pharmacia Corp /De/)
Setoff. All payments to be made by any party under this Agreement Agree ment may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 2 contracts
Samples: Tax Sharing Agreement (NTL Inc), Tax Sharing Agreement (NTL Europe Inc)
Setoff. All payments to be made by any party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 2 contracts
Samples: Tax Matters Agreement (Caesars Acquisition Co), Tax Matters Agreement (Caesars Acquisition Co)
Setoff. All payments to be made by any either party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall be made without setoff, counterclaim or withholdingwithholding except as specifically set forth herein with respect to cancellation by TDS of indebtedness owed by API, all of which are hereby expressly waived.
Appears in 1 contract
Setoff. All payments to be made by any party under this Agreement may be netted against payments due ------ shall, except to such party under this Agreementthe extent otherwise specifically provided herein, but otherwise shall be made without setoff, counterclaim or withholding, all of which are hereby expressly waived.
Appears in 1 contract
Samples: Tax Sharing Agreement (Millipore Microelectronics Inc)
Setoff. All payments to be made by any party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise ------ shall be made without setoff, counterclaim counterclaim, or withholding, all of which are hereby expressly waived.
Appears in 1 contract
Samples: Tax Sharing and Indemnification Agreement (Monsanto Co)
Setoff. All payments to be made by any party Party under this Agreement may be netted against payments due to such party under this Agreement, but otherwise shall ------ be made without setoff, counterclaim counterclaim, or withholding, all of which are hereby expressly waived.
Appears in 1 contract
