No Setoff or Counterclaim. I will make all payments required to be made under this Guarantee without regard to any right of setoff or counterclaim that I have or may have against the Customer or Simplii Financial.
No Setoff or Counterclaim. I will make all payments required to be made under this Guarantee without regard to any right of setoff or counterclaim that I have or may have against the Customer or CIBC.
No Setoff or Counterclaim. All payments by Payor under this Note shall be made without setoff or counterclaim and be free and clear and without any deductions or withholding for any taxes or fees of any nature whatsoever, unless the obligation to make such deduction or withholding is imposed by law.
No Setoff or Counterclaim. Except as otherwise required by law, each payment by the Guarantors shall be made without setoff or counterclaim.
No Setoff or Counterclaim. Customer will pay all fees and other amounts required under this Agreement without any right of setoff or counterclaim it may have against the Exchange or any of its Affiliates.
No Setoff or Counterclaim. Except as otherwise required by law, each payment by the Company shall be made without setoff or counterclaim.
No Setoff or Counterclaim. Without limiting Section 4.07(d) hereof, all payments by the Borrower hereunder and under any of the Related Writings shall be made without setoff or counterclaim. If any such obligation is imposed upon the Borrower with respect to any amount payable by it hereunder or under any of the Related Writings, the Borrower will pay to the Agent, for the account of the Banks (including the Swing Line Lenders) or (as the case may be) the Agent, on the date on which such amount is due and payable hereunder or under such Related Writing, such additional amount in U.S. dollars as shall be necessary to enable the Banks or the Agent to receive the same net amount which the Banks or the Agent would have received on such due date had no such obligation been imposed upon the Borrower. The Borrower will deliver promptly to the Agent certificates or other valid vouchers for all charges deducted from or paid with respect to payments made by the Borrower hereunder or under any Related Writing. The foregoing shall not be deemed a waiver of Borrower’s right to assert any compulsory counterclaim, if such counterclaim is compelled under local law or rule of procedure, nor shall the foregoing be deemed a waiver of Borrower’s right to independently assert any claim which would constitute a defense, setoff, counterclaim or crossclaim of any nature whatsoever against the Agent or any Bank under this Agreement or any Related Writing in any separate action or proceeding.
No Setoff or Counterclaim. All payments made by the Guarantor hereunder will be made without setoff, counterclaim or other defense and on the same basis as payments are made by the Borrowers under the Basic Documents.
No Setoff or Counterclaim. The obligations of each Subsidiary Guarantor hereunder are not subject to any defense or setoff, counterclaim, recoupment, or termination whatsoever by reason of the invalidity, illegality, or unenforceability of any of the Guaranteed Obligations or otherwise, or any provision of applicable law or regulation purporting to prohibit payment by any Obligor, of the Guaranteed Obligations or any part thereof.
No Setoff or Counterclaim. All payments (including prepayments) by the undersigned on account of principal and interest and fees, if any, shall be made to Holder without set-off, recoupment or counterclaim. If any payment becomes due and payable on a day other than a Business Day, the due date of such payment shall be extended t the next succeeding Business Day and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension.
