Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller. (b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Golub Capital Investment Corp), Purchase and Sale Agreement (FS Investment Corp III), Purchase and Sale Agreement (FS Investment Corp II)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the LendersNote Purchaser, the Lender Agents, the Collateral Agent, the Collateral CustodianTrustee, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–—off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–—off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Ares Capital Corp), Second Tier Purchase and Sale Agreement (Ares Capital Corp), First Tier Purchase and Sale Agreement (Ares Capital Corp)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral CustodianTrustee, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–—off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–—off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 3 contracts
Samples: Omnibus Amendment (Ares Capital Corp), Purchase and Sale Agreement (Ares Capital Corp), Second Tier Purchase and Sale Agreement (Ares Capital Corp)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender AgentsBuyer, the Collateral Agent, the Collateral CustodianLenders, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser Buyer shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser Buyer may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser Buyer shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 3 contracts
Samples: Sale, Contribution and Master Participation Agreement (Oxford Square Capital Corp.), Sale, Contribution and Master Participation Agreement (Oxford Square Capital Corp.), Sale, Contribution and Master Participation Agreement (TICC Capital Corp.)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the PurchaserBuyer, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser Buyer shall have the right to set–-off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser Buyer may have against the Seller from time to time under this Agreement. Upon any such set–-off, the Purchaser Buyer shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 3 contracts
Samples: Purchase and Contribution Agreement (Monroe Capital Income Plus Corp), Purchase and Contribution Agreement (PennantPark Floating Rate Capital Ltd.), Purchase and Contribution Agreement (Monroe Capital Income Plus Corp)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–-off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 3 contracts
Samples: Sale and Contribution Agreement (Blue Owl Credit Income Corp.), Sale and Contribution Agreement (Owl Rock Technology Income Corp.), Sale and Contribution Agreement (Apollo Debt Solutions BDC)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–-off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–-off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (FS Investment CORP), Purchase and Sale Agreement (Fifth Street Finance Corp)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 2 contracts
Samples: First Omnibus Amendment (Pennantpark Investment Corp), Purchase and Sale Agreement (Pennantpark Investment Corp)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Fifth Street Finance Corp)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the PurchaserBuyer, the Administrative Agent, the Lenders, the Lender Agents, the Collateral each Purchaser Agent, the Collateral CustodianPurchasers, the other Secured Parties Parties, the Backup Servicer, the Trustee or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser Buyer shall have the right to set–-off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser Buyer may have against the Seller from time to time under this Agreement. Upon any such set–-off, the Purchaser Buyer shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Loan Sale and Contribution Agreement (Saratoga Investment Corp.)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Morgan Stanley Direct Lending Fund)
Waiver of Setoff. (a) The Seller’s 's obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the PurchaserBuyer, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser Buyer shall have the right to set–-off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser Buyer may have against the Seller from time to time under this Agreement. Upon any such set–-off, the Purchaser Buyer shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Purchase and Contribution Agreement (PennantPark Floating Rate Capital Ltd.)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the PurchaserBuyer, the Administrative Agent, the Lenders, the Lender Agents, the Collateral each Purchaser Agent, the Collateral CustodianPurchasers, the other Secured Parties Parties, the Backup Servicer, the Collateral Custodian or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser Buyer shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser Buyer may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser Buyer shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Sale and Contribution Agreement (Capitalsource Inc)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–-off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–-off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Golub Capital BDC 4, Inc.)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–—off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–—off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Purchase and Sale Agreement (FS Energy & Power Fund)
Waiver of Setoff. (a) The Seller’s obligations under this Contribution Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other similar right the Seller might have against the Purchaser, the Administrative Agent, Agent or the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties Lenders or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–-off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Contribution Agreement. Upon any such set–-off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Contribution and Sale Agreement (American Color Graphics Inc)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the PurchaserBuyer, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser Buyer shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser Buyer may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser Buyer shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Sale and Contribution Agreement (Investcorp Credit Management BDC, Inc.)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender AgentsLender, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Purchase and Contribution Agreement (Capitala Finance Corp.)
Waiver of Setoff. (a) The Seller’s obligations under this Agreement shall not be affected by any right of setoff, counterclaim, recoupment, defense or other right the Seller might have against the Purchaser, the Administrative Agent, the Lenders, the Lender Agents, the Collateral Agent, the Collateral Custodian, the other Secured Parties or any assignee of such Persons, all of which rights are hereby waived by the Seller.
(b) The Purchaser shall have the right to set–off against the Seller any amounts to which the Seller may be entitled hereunder and to apply such amounts to any claims the Purchaser may have against the Seller from time to time under this Agreement. Upon any such set–off, the Purchaser shall give notice of the amount thereof and the reasons therefor to the Seller.
Appears in 1 contract
Samples: Loan Sale and Contribution Agreement (Saratoga Investment Corp.)
