Common use of Setoff Clause in Contracts

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender or any Affiliate thereof to or for the credit or account of any Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be dueLender by such Borrower pursuant to this Agreement.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, subject to the prior consent of the Administrative Agent, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of any Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be dueLender by such Borrower.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of any Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be dueLender by such Borrower.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower Borrowers (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the any Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such LenderLender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any a Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of the Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of any Lender or the Lenders Agent under applicable law, if any Event of Default occurs and is continuing, any Indebtedness Debt from any Lender to the Company or any other Borrower Guarantor (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Guaranteed Obligations owing to such Lender, whether or not the Guaranteed Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Event of Default occurs and is continuingoccurs, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if so long as any Default occurs has occurred and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations then due and owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower Borrowers (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders or Issuing Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender or Issuing Lender to any of the Company Borrowers or any other Borrower Guarantors (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, such Issuing Lender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of any Lender or the Lenders Administrative Agent under applicable law, if any Event of Default occurs and is continuing, any Indebtedness debt from any Lender to the Company or any other Borrower Guarantor (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Guaranteed Obligations owing to such Lender, whether or not the Guaranteed Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders Lender under applicable law, if any Event of Default occurs occurs, then any and is continuing, any Indebtedness from any Lender to the Company or any other Borrower all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other indebtedness at any time held or owing by Lender or any affiliate of Lender to or for the credit or account of Borrower may be offset and applied toward the payment of the Obligations owing to such LenderObligations, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders or Issuing Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender or Issuing Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, such Issuing Lender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingcontinuing and after the affirmative consent of the Administrative Agent or the Required Lenders, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Obligor becomes insolvent, however evidenced, or any Default occurs and is continuingoccurs, any Indebtedness indebtedness from any Lender to the Company or any other Borrower Obligor (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations obligations owing by such Obligor to such Lender, whether or not the such Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights ------ of the Lenders under applicable law, if any Default occurs and is continuingor Unmatured Default occurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of the Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of the Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs of the Obligations shall become due and is continuingpayable and remain unpaid, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not . Each Lender agrees promptly to notify the Obligations, or Borrower and the Agent after any part hereof, shall then be duesuch setoff and application made by such Lender.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if the Company or a Borrowing Subsidiary becomes insolvent, however evidenced, or any Default occurs and is continuingoccurs, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender or any Affiliate of any Lender to or for the credit or account of the Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due. Such Lender shall give prompt notice to the Borrower and the Administrative Agent of any such offset.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Event of Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Obligor becomes insolvent, however evidenced, or any Default occurs and is continuingoccurs, any Indebtedness indebtedness from any Lender to the Company or any other Borrower Obligor (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing by such Obligor to such Lender, whether or not the such Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Designated Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders or the Issuing Lender under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender or the Issuing Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward in accordance with the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be dueIntercreditor Agreement.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender or any Affiliate of any Lender to or for the credit or account of the Borrower may be offset and applied toward the payment of the Secured Obligations owing to such Lender, whether or not the Secured Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders Lender under applicable law, if any Event of Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final final, and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such LenderObligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders or Issuing Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender or Issuing Lender to any of the Company or any other Borrower Borrowers (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, such Issuing Lender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders Lender under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by the Lender or any Affiliate of the Lender to or for the credit or account of any Borrower may be offset and applied toward the payment of the Obligations owing to such the Lender, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the any Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available, but excluding deposits held in a trustee, fiduciary, agency or similar capacity or otherwise for the benefit of a third party) may be offset and applied toward the payment of the Obligations owing to such LenderLender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of ------ the Lenders Lender under applicable law, if the Borrower becomes insolvent, however evidenced, or any Default occurs and is continuingoccurs, any Indebtedness indebtedness from any the Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such the Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to any of the Company or any other Borrower Borrowers (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be duedue and whether or not the Obligations are fully secured.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other the Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other 106 Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders or the Issuing Lender under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender or the Issuing Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such LenderLender or the Issuing Lender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the ------ Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such LenderLender and the other Obligations, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the ------ Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower Borrowers (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of any Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.Lender by such Borrower. 12.2

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or 130 not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.. 122

Setoff. In addition to, and without limitation of, any rights of the ------ Lenders under applicable law, if any a Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender to or for the credit or account of the Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingupon acceleration of payment of the Obligations pursuant to the terms of this Agreement, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the ------ Lenders under applicable law, if any Default occurs and is continuing, any Indebtedness indebtedness from any Lender to the Company or any other Borrower (including all account balances, whether provisional or final and whether or not collected or available) may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereof, shall then be due.. 12.2

Setoff. In addition to, and without limitation of, any rights of the Lenders Lender under applicable law, if any Event of Default occurs and is continuing, then any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or availableavailable but excluding any payroll accounts) and any other indebtedness at any time held or owing by Lender or any affiliate of Lender to or for the credit or account of Administrator may be offset and applied toward the payment of the Obligations owing to such LenderObligations, whether or not the Obligations, or any part hereofthereof, shall then be due.

Setoff. In addition to, and without limitation of, any rights of the Lenders under applicable law, if any Default occurs and is continuingoccurs, any Indebtedness from any Lender to the Company or any other Borrower and all deposits (including all account balances, whether provisional or final and whether or not collected or available) and any other Indebtedness at any time held or owing by any Lender or any Affiliate of any Lender to or for the credit or account of any Borrower may be offset and applied toward the payment of the Obligations owing to such Lender, whether or not the Obligations, or any part hereofthereof, shall then be due.