Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, to offset that it may have against the Escrow Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank]
Appears in 3 contracts
Samples: Tax Matters and Trust Relationship Agreement, Tax Matters and Amended Trust Relationship Agreement (Johns Manville Corp /New/), Tax Matters and Trust Relationship Agreement (Johns Manville Corp /New/)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Escrowed Property and Interest, if any, including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, expenses or other losses ("Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Agreement, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blank].
Appears in 3 contracts
Samples: Asset Sale and Purchase Agreement (Daisytek International Corporation /De/), Asset Sale and Purchase Agreement (Daisytek International Corporation /De/), Stock Purchase Agreement (Daisytek International Corporation /De/)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, damages or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank].
Appears in 2 contracts
Samples: Escrow Agreement (Polaroid Holding Co), Escrow Agreement (Polaroid Holding Co)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank].
Appears in 2 contracts
Samples: Escrow Agreement (Refco Global Capital Management LLC), Escrow Agreement (Refco Inc.)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder either of this page is intentionally left blank]the Parties.
Appears in 2 contracts
Samples: Escrow Agreement (USRG Management Company, LLC), Asset Purchase Agreement (Darling International Inc)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Letter of Credit including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses (collectively, "Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement, other than Claims arising under this Escrow Agreement. [The remainder of this page is intentionally left blank.]
Appears in 2 contracts
Samples: Deposit Escrow Agreement (STC Broadcasting Inc), Deposit Escrow Agreement (STC Broadcasting Inc)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Letter of Credit including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses (collectively, "Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of , other than Claims arising under this page is intentionally left blank]Escrow Agreement.
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Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, damages or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank], except as expressly set forth in Section 3.4 hereof.
Appears in 1 contract
Samples: Asset Purchase Agreement (Iteq Inc)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Property including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses (collectively "Escrow Agent Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Agreement or any Atrium Indemnitor, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Samples: Indemnification & Liability (H R Window Supply Inc)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Escrowed Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damagesindemnified costs, or other losses (collectively “Escrow Agent Claims”) that the Escrow Agent may be otherwise entitled to collect from any party to this Agreement, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Samples: Asset Purchase Agreement (Global Employment Holdings, Inc.)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Fund or the Expense Fund including, without limitation, claims arising as a result of any claims, amounts, losses, liabilities, costs, expenses, damages, costs or other losses expenses (collectively "Escrow Agent Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Agreement, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Fund including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, damage or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Escrowed Property including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damagesBuyer Indemnified Costs, or other losses (collectively "ESCROW AGENT CLAIMS") that the Escrow Agent may be otherwise entitled to collect from any party to this Agreement or any Indemnitee, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Property including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses (collectively "Escrow Agent Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Agreement or any Bishxx Xxxemnitor, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blankTHE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK]
Appears in 1 contract
Waiver of Offset Rights. The Except as set forth in the last sentence of Section 11 hereof, Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Deposit including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Fund including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, damages or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Samples: Membership Interest Purchase and Sale Agreement (Glimcher Realty Trust)
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Letter of Credit including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses (collectively, "Claims") that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement, other than Claims arising under this Escrow Agreement. [The remainder of this page is intentionally left blank.]
Appears in 1 contract
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Fund including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, damages or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank]Signature pages follow] 11
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Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, or other losses that the Escrow Agent may be otherwise entitled to collect from any party to this Escrow Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Waiver of Offset Rights. The Escrow Agent hereby waives any and all rights, arising at law or otherwise, rights to offset that it may have against the Escrow Funds Amount including, without limitation, claims arising as a result of any claims, amounts, liabilities, costs, expenses, damages, expenses or other losses (collectively “Escrow Agent Claims”) that the Escrow Agent may be otherwise entitled to collect from any party Party to this Agreement, other than Escrow Agent Claims arising under this Agreement. [The remainder of this page is intentionally left blank].
Appears in 1 contract
Samples: Stock Purchase Agreement (SMART Global Holdings, Inc.)