Method of Payment and set off. 17.6.1 Except as set out in Clause 17.6.2, payments (including payments pursuant to an indemnity, compensation or reimbursement provision) made or expressed to be made by the Purchaser and the Seller pursuant to this Agreement or any claim for breach of this Agreement shall, insofar as the payment or claim relates to or affects any Shares (including the underlying Vaccines Group Companies transferred (directly or indirectly) by reason of the transfer of those Shares), assets or liabilities, transferred pursuant to this Agreement and the Local Transfer Documents, be made or received (as the case may be) by:
Method of Payment and set off. Any payments pursuant to this Agreement shall be made in full, without any set-off, counterclaim, restriction or condition and without any deduction or withholding (save as may be required by Applicable Law or as otherwise agreed). Any payments pursuant to this Agreement shall be effected by crediting for same day value the account specified by Licensee or Licensor (as the case may be) on behalf of the Person entitled to payment on or before the due date for payment. Payment of a sum in accordance with this Clause 15.11 shall constitute a payment in full of the sum payable and shall be a valid discharge to the payer (and those on whose behalf such payment is made) of the payer’s obligation to make such payment and the payer (and those on whose behalf such payment is being made) shall not be obligated to see to the application of the payment as between those on whose behalf payment is received.
Method of Payment and set off. 15.6.1 Any adjustments to such repayment pursuant to Clause 8.4 may be settled by payments between the Seller, for itself and on behalf of the relevant members of the Seller’s Group, and the Purchaser, for itself and on behalf of the relevant Group Companies.
Method of Payment and set off. 29.1. Without prejudice to clause 29.2, any payment to the Buyer or the Seller Parties pursuant to this agreement shall be made in full, without any set offs counterclaim, restriction or condition and without any deduction or withholding save as may be required by law or as otherwise agreed in writing by the Seller Parent and the Buyer, in which event, the payor shall pay such additional amounts as will result in the payee receiving a net amount equal to the full amount which would otherwise have been receivable had no such deduction or withholding been required.
Method of Payment and set off. 16.6.1 Payments (including payments pursuant to an indemnity, compensation or reimbursement provision) made or expressed to be made by the Purchaser or the Seller pursuant to this Agreement or any claim for breach of this Agreement shall, insofar as the payment or claim relates to or affects the Share (including the Company by reason of the transfer of the Share) or any assets or liabilities transferred pursuant to this Agreement, be made or received (as the case may be) by:
Method of Payment and set off. 16.7.1 Payments pursuant to this Agreement shall be settled by payments between the Seller, for itself and on behalf of the other Relevant Sellers, and the Purchaser, for itself and on behalf of the other Relevant Purchasers.
Method of Payment and set off. 24.1 Any payments pursuant to this Agreement shall be made in full, without any set off, counterclaim, restriction or condition and without any deduction or withholding (save as may be permitted by Clause 3.1, Clause 11.3, required by law, or as otherwise agreed).
Method of Payment and set off. 23.7.1 Payments pursuant to this Agreement shall be settled by payments between the parties.
Method of Payment and set off. 13.8.1 Any payments pursuant to this Agreement shall be made in full, without any set off (other than pursuant to Clause 3.4.3), counterclaim, restriction or condition and without any deduction or withholding (save for any withholding or deduction required by law). To the extent that any deduction or withholding is required by law on any payment or such payment is subject to a charge to Tax in the hands of the recipient (other than any deduction or withholding or Tax attributable to the payment of the Consideration), then the party making such payment shall pay such additional amount as shall be required to ensure that the net amount received and retained by the recipient (after any deduction, withholding or Tax, and after giving credit for any Tax relief obtained by the recipient attributable to such withholding, deduction, Tax, or in respect of the matter giving rise to the payment) is equal to the full amount which would have been received and retained by the recipient if no such deduction or withholding had been required or if the relevant payment had not been subject to a charge to Tax; provided that no additional amount shall be payable in respect of a charge to Tax in the hands of the recipient to the extent that the charge to Tax has already been taken into account in calculating the amount of the relevant payment.
Method of Payment and set off. 15.7.1 The repayment of the Estimated Intra-Group Financing Receivables and the Estimated Intra-Group Financing Payables pursuant to Clause 6.5.1 and any adjustments to such repayment pursuant to Clause 7.4 shall be settled by payments between the Seller, for itself and on behalf of the relevant members of the Seller’s Group, and the Purchaser, for itself and on behalf of the relevant Group Companies.
