Set-Off Right definition

Set-Off Right means the right of GM to set-off and apply any and all indebtedness and other liabilities at any time owing by GM or its Affiliates to or for the credit or the account of the Borrower or any Guarantor against any and all of the Obligations of such Borrower or Guarantor then existing under this Agreement in accordance with Section 6.01.

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Set-Off Right shall have the meaning set forth in Section 6.3.

Set-Off Right shall have the meaning given to such term in Section 8.5.

Examples of Set-Off Right in a sentence

It is further agreed and understood that the Company Set-Off Right is not intended to limit or otherwise prohibit the Company from taking any other action hereunder (other than an action to recover the amount of the Employee Obligation that it would otherwise have the right to take) with respect to Employee.
Buyer’s sole source of recovery for any claims for indemnification made under this Article VI from and after the Indemnity Date shall be to exercise the Set-Off Right against any and all Program Payments made after the Indemnity Date.
Other than the Set-Off Right the Company shall have no other remedy at law or in equity to recover the dollar amount of the Employee Obligation.
If the Closing Date Payment is insufficient to cover the Shortfall, the Buyer shall offset the amount by which the Shortfall exceeds the Closing Date Payment from any Program Payments pursuant to the Set-Off Right.
Upon the Company's written notice to Employee of its exercise of the Set-Off Right, Employee shall have ten (10) business days to remit cash equal to the Employee Obligation in lieu of forfeiting the shares of Restricted Stock equal to the Employee Obligation and if Employee does not remit such cash by the close of business on such tenth (10th) day, the number of shares of Restricted Stock equal to the Employee Obligation shall be immediately forfeited.

More Definitions of Set-Off Right

Set-Off Right shall have the meaning set forth in Section 10.15.

Set-Off Right has the meaning set forth in Section 8.06(b).

Set-Off Right. 10.1(c) “Significant Customer” 3.21 “Significant Supplier” 3.22 “Special Claim” 10.2(a)(ii)

Set-Off Right means Castlight’s right, from time to time, to reduce the amount to be paid to the Earnout Participants in respect of the Earnout Payments by up to (in the aggregate) the lesser of (i) the amount of any Liability payable by the Earnout Participants pursuant to Article 9 hereto, and (ii) 10% of the Earnout Payments.

Set-Off Right has the meaning set forth in Section 2.02(c).

Set-Off Right means the right of the Parent to set-off against and deduct from the Contingent Merger Consideration (a) up to an aggregate amount of One Million Dollars ($1,000,000.00) of any Damages for which any Indemnified Party is entitled to indemnification pursuant to Company Equityholder Claims of which an Indemnified Party receives notice within one (1) year following the Effective Time (the “Company Equityholder Claim Set-off Right Amount”); and (b) up to an aggregate of One Million Five Hundred Thousand Dollars ($1,500,000.00) of (i) any Damages for which any Indemnified Party is entitled to indemnification pursuant to Article X (including, without limitation, Company Equityholder Claims), and (ii) any other amount owed to the Parent or any other Indemnified Party pursuant to this Agreement or any other Transaction Agreement (the “General Set-off Right Amount”). Any exercise of the Set-off Right with respect to Company Equityholder Claims shall be applied first against the Company Equityholder Claim Set-off Right Amount, and the General Set-off Right Amount shall be used to satisfy Company Equityholder Claims only after the Company Equityholder Set-off Claim Amount has been exhausted. For purposes of clarity, nothing herein shall preclude an Indemnified Party from obtaining indemnity from the Escrow Account for Company Equityholder Claims.

Set-Off Right means the right of Buyer to set-off against the Promissory Notes in accordance with Sections 1.7(b) and 1.7(c) hereof.