Common use of Set-Off Clause in Contracts

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from owed to it by an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an a Transaction Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Transaction Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the any Finance Documents Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. (a) A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may may, to the extent permitted by applicable law, set off any matured obligation due from an any Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation credit balance on any account that Obligor has with that Finance Party or against any other obligations owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor a Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorBorrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed to it by the Company under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Company, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed to it by the Owner under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Owner, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrowers under the any Finance Documents Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorany Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. Following the exercise of a right of set-off under this Agreement, the relevant Finance Party shall notify the Borrower.

Set-Off. A Finance Party may set off any matured obligation due from owed to it by an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that an Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed to it by the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A (a) At any time whilst an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A While an Event of Default is continuing, a Finance Party may set off any matured obligation due from owed to it by an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that an Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. That Finance Party shall promptly notify that obligor of any such set-off or conversion.

Set-Off. (a) A Finance Party may set off any matured or un-matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured or un-matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Following the occurrence of an Event of Default a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A For so long as an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed to it by the Company under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Company, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Following an Event of Default which is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off at any time after an Event of Default has occurred and whilst the same is continuing but without any prior notice any matured obligation due from an a Transaction Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Transaction Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set set-off any matured obligation due from an a Transaction Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Transaction Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A After the occurrence of an Event of Default which is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. 36.1 A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set set-off any matured obligation due from an any Obligor under the a Finance Documents (to the extent beneficially owned by that Finance Party) Document against any matured obligation owed by that Finance Party to that the Obligor, regardless of the place of payment, booking branch or currency of either any such obligation. If the obligations are in different currencies, the Finance Party may convert either the obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. That Finance Party shall promptly notify that Obligor of any set-off or conversion.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any obligation (whether matured obligation or not) owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor Party under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorObligor Party, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. A Finance Party shall notify the Obligors’ Agent as soon as practicable after the set off.

Set-Off. A Finance Party may set off any matured obligation due from owed to it by an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that an Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Each Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the each Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. 32.1.1 A Finance Party may set off any matured obligation due from an Obligor owed to it by the Company under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Company, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A At any time whilst an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set set-off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. No security interest is created by this Clause 30.

Set-Off. Set-off A Finance Party may set off any matured obligation due from an Obligor the Borrowers under the any Finance Documents Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrowers, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. 16.1 Set-off A Finance Party may set off any matured obligation due from an Obligor the Borrowers under the any Finance Documents Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrowers, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents to which it is a party (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. The relevant Finance Party shall promptly notify an Obligor and the Facility Agent after any set-off.

Set-Off. a) A Finance Party may may, to the extent permitted by law, set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Without prior notice to the Obligor, a Finance Party may but is not obliged to, set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorObligor (whether or not matured), regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. Table of Contents

Set-Off. A Finance Party may set off any matured obligation due from owed to it by an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that an Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may may, at any time while an Event of Default is continuing, set off any matured obligation due from an Obligor the Company under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Company, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorBorrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Upon notice, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorObligor (other than an obligation to make its participation in a Loan available under Clause 5.4 (Lenders’ Participation)), regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless re­gardless of the place of payment, booking branch or currency of either obligationobliga­tion. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Following the occurrence of an Event of Default and for so long as it is continuing, a Finance Party may set off any matured obligation due from an Obligor a Loan Party under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorLoan Party, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor a Security Party under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorSecurity Party, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Whilst an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. The Finance Party shall give the Obligor written notice of any such set off.

Set-Off. (a) A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business trading for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor party hereto under any or all of the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the such obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the such set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. No security interest is created by this Clause 31.

Set-Off. A Following an Event of Default which is continuing, a Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 86

Set-Off. 31.1 A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, payment booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A While an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. 35.1 A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 39 Notices

Set-Off. A Finance Party may set off any matured obligation amount due from and owed by an Obligor under the Finance Documents this Agreement (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from owed to it by an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligor, Obligor regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. a) A Finance Party may may, to the extent permitted by law, set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents or Company Parent Guarantees (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor or BHL under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorObligor or BHL, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an a Transaction Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Transaction Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 144

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Company under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Company, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party (excluding for the purposes of this Clause 31, the Hedging Counterparty) may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. 16.1 A Finance Party may set off any matured obligation due from an Obligor the Borrower under the any Finance Documents Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed by the Borrower under the Finance Documents this Agreement (to the extent beneficially owned by that Finance Party) against any matured obligation credit balance owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the a Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the such obligations are in different currencies, the such Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the such set-off.

Set-Off. A Without prior notice to any Obligor, a Finance Party may may, but is not obliged to, set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that ObligorObligor (whether or not matured), regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. (a) A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. (a) A Finance Party may set off any matured obligation due from an Obligor owed by the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Guarantor under the Finance Documents any Guarantor Security Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Guarantor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Following an Event of Default which is continuing, a Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A (a) Following an Event of Default that is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Whilst an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Following a Default which is continuing, a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 38 Notices

Set-Off. A While an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. a) A Finance Party may may, to the extent permitted by law, set off any matured obligation due from an Obligor the Obligors under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Obligors, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch branch, maturity or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 40 Notices

Set-Off. (a) A Finance Party may may, to the extent permitted by law, set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A After the occurrence of an Event of Default a Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured 107 obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 37 Notices Communications in writing

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed by a Borrower under the Finance Documents this Agreement (to the extent beneficially owned by that Finance Party) against any matured obligation credit balance owed by that Finance Party to that Obligora Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the a Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that such Finance Party to that such Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may may, to the extent permitted by applicable law, set off any matured obligation due from an any Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation credit balance on any account that Obligor has with that Finance Party or against any other obligations owed by that Finance Party to that Obligor, regardless of 96 (129) the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the 108 Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A While an Event of Default is continuing, a Finance Party may set off any matured obligation due from an Obligor the Guarantor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Guarantor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off. That Finance Party shall promptly notify the Borrower of such set-off or conversion.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.. 35 Notices

Set-Off. (a) A Finance Party may set off any matured obligation due from an Obligor the Borrower under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation and bank deposit owed by that Finance Party to that Obligorthe Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor owed to it by the Company under the Finance Documents (to the extent beneficially owned by that Finance Party) against any matured obligation (whether or not matured) owed by that Finance Party to that Obligorthe Company, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off, subject to applicable PRC laws and any SAFE requirement.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor under the Finance Documents relating to a Facility (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligor, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.

Set-Off. A Finance Party may set off any matured obligation due from an Obligor the Borrowers under the any Finance Documents Document (to the extent beneficially owned by that Finance Party) against any matured obligation owed by that Finance Party to that Obligoreither Borrower, regardless of the place of payment, booking branch or currency of either obligation. If the obligations are in different currencies, the that Finance Party may convert either obligation at a market rate of exchange in its usual course of business for the purpose of the set-off.