Miscellaneous Clause Example with 7 Variations from Business Contracts
This page contains Miscellaneous clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282-2198, Attention: Registration Department and c/o Cowen and Company, LLC, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 with a copy to the Gene...ral Counsel, Fax: 646-562-1124 and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Therapeutics, Inc., 200 Sidney Street, 4th Floor, Cambridge, Massachusetts 02139 (fax: (617) 945-9626); Attention: Secretary, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Street, 27th Floor, Boston, MA 02116, Attention: Peter N. Handrinos, Esq. (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below.View More
Variations of a "Miscellaneous" Clause from Business Contracts
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman J. P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179 (fax: (212) 622-8358); Attention Equity Syndicate Desk and c/o Goldman, Sachs & Co. LLC, Co., 200 West Street, New York, New York 10282-2198, ...Attention: Registration Department and c/o Cowen and Company, LLC, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 with a copy to the General Counsel, Fax: 646-562-1124 and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: 25 (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Sage Therapeutics, Inc., 200 Sidney 215 First Street, 4th Floor, Cambridge, Massachusetts 02139 02142, (fax: (617) 945-9626); 299-8379); Attention: Secretary, Dr. Jeffrey M. Jonas, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Goodwin Procter LLP, 53 State Street, 27th Floor, Boston, MA 02116, Massachusetts 02109 (fax: (617) 570-1231), Attention: Peter N. Handrinos, Mitchell S. Bloom, Esq. and Michael H. Bison, Esq. (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 26 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, SAGE THERAPEUTICS, INC. By: Name: Jeffrey M. Jonas Title: President and CEO Accepted: [—], 2014 J.P. MORGAN SECURITIES LLC GOLDMAN, SACHS & CO. For themselves and on behalf of the several Underwriters listed in Schedule 1 hereto. View More
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282-2198, 10282-2198 Attention: Registration Department and c/o Cowen and Company, J. P. Morgan Securities LLC, Attention: Head of 383 Madison Avenue, New York, ...New York 10179 (fax: (212) 622-8358); Attention Equity Capital Markets, Fax: 646-562-1249 with a copy to the General Counsel, Fax: 646-562-1124 Syndicate Desk and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Sage Therapeutics, Inc., 200 Sidney 215 First Street, 4th Floor, Cambridge, Massachusetts 02139 02142, (fax: (617) 945-9626); 299-8379); Attention: Secretary, Dr. Jeffrey M. Jonas, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Street, 27th Floor, Goodwin Procter LLP, 100 Northern Avenue, Boston, MA 02116, Massachusetts 02210 (fax: (617) 570-1231), Attention: Peter N. Handrinos, Mitchell S. Bloom, Esq. and Michael H. Bison, Esq. 31 (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Waiver of Jury Trial. Each of the parties hereto hereby waives any right to trial by jury in any suit or proceeding arising out of or relating to this Agreement. (g) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below.View More
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o J. P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179 (fax: (212) 622-8358); Attention Equity Syndicate Desk, c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282-2198, 10282-2198 Attent...ion: Registration Department and c/o Cowen and Company, Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 Syndicate Desk, with a copy to the General Counsel, Fax: 646-562-1124 Legal Department and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Sage Therapeutics, Inc., 200 Sidney 215 First Street, 4th Floor, Cambridge, Massachusetts 02139 02142, (fax: (617) 945-9626); 299-8379); Attention: Secretary, Dr. Jeffrey M. Jonas, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Street, 27th Floor, Goodwin Procter LLP, 100 Northern Avenue, Boston, MA 02116, Massachusetts 02210 (fax: (617) 570-1231), Attention: Peter N. Handrinos, Mitchell S. Bloom, Esq. and Michael H. Bison, Esq. 31 (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Waiver of Jury Trial. Each of the parties hereto hereby waives any right to trial by jury in any suit or proceeding arising out of or relating to this Agreement. (g) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 32 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. View More
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman J. P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179 (fax: (212) 622-8358); Attention Equity Syndicate Desk and c/o Goldman, Sachs & Co. LLC, Co., 200 West Street, New York, New York 10282-2198, ...Attention: Registration Department and c/o Cowen and Company, LLC, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 with a copy to the General Counsel, Fax: 646-562-1124 and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Sage Therapeutics, Inc., 200 Sidney 215 First Street, 4th Floor, Cambridge, Massachusetts 02139 02142, (fax: (617) 945-9626); 299-8379); Attention: Secretary, Dr. Jeffrey M. Jonas, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Goodwin Procter LLP, 53 State Street, 27th Floor, Boston, MA 02116, Massachusetts 02109 (fax: (617) 570-1231), Attention: Peter N. Handrinos, Mitchell S. Bloom, Esq. and Michael H. Bison, Esq. 31 (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 32 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. View More
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman J. P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179 (fax: (212) 622-8358); Attention Equity Syndicate Desk and c/o Goldman, Sachs & Co. LLC, Co., 200 West Street, New York, New York 10282-2198, ...Attention: Registration Department and c/o Cowen and Company, LLC, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 with a copy to the General Counsel, Fax: 646-562-1124 and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Sage Therapeutics, Inc., 200 Sidney 215 First Street, 4th Floor, Cambridge, Massachusetts 02139 02142, (fax: (617) 945-9626); 299-8379); Attention: Secretary, Dr. Jeffrey M. Jonas, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Street, 27th Floor, Goodwin Procter LLP, 100 Northern Avenue, Boston, MA 02116, Massachusetts 02210 (fax: (617) 570-1231), Attention: Peter N. Handrinos, Mitchell S. Bloom, Esq. and Michael H. Bison, Esq. (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to 31 obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 32 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. View More
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman J. P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179 (fax: (212) 622-8358); Attention Equity Syndicate Desk and c/o Goldman, Sachs & Co. LLC, Co., 200 West Street, New York, New York 10282-2198, ...Attention: Registration Department and c/o Cowen and Company, LLC, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 with a copy to the General Counsel, Fax: 646-562-1124 and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Sage Therapeutics, Inc., 200 Sidney 215 First Street, 4th Floor, Cambridge, Massachusetts 02139 02142, (fax: (617) 945-9626); 299-8379); Attention: Secretary, Dr. Jeffrey M. Jonas, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Goodwin Procter LLP, 53 State Street, 27th Floor, Boston, MA 02116, Massachusetts 02109 (fax: (617) 570-1231), Attention: Peter N. Handrinos, Mitchell S. Bloom, Esq. and Michael H. Bison, Esq. (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 26 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. View More
Miscellaneous. (a) Notices. All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of telecommunication. Notices to the Underwriters shall be given to the Representatives c/o Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282-2198, Attention: Registration Department and c/o Cowen and Company, LLC, Attention: Head of Equity Capital Markets, Fax: 646-562-1249 with a copy to the Gene...ral Counsel, Fax: 646-562-1124 646-562-1124; Piper Sandler & Co., 800 Nicollet Mall, Suite 1000, Minneapolis, MN 55402, Attention: General Counsel, legalcapmarkets@psc.com, and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Patrick O'Brien, Esq. Notices to the Company shall be given to it at Seres Therapeutics, Inc., 200 Sidney Street, 4th Floor, Cambridge, Massachusetts 02139 (fax: (617) 945-9626); Attention: Secretary, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP 200 Clarendon Street, 27th Floor, Boston, MA 02116, Attention: Peter N. Handrinos, Esq. (b) Patriot Act Notice. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L, 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their clients, which may include the name and address of their clients, as well as other information that will allow the Underwriters to properly identify their clients. (c) Governing Law. This Agreement and any claim, controversy or dispute arising under or related to this Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be performed in such state. 32 (d) Counterparts. This Agreement may be signed in counterparts (which may include counterparts delivered by any standard form of telecommunication), each of which shall be an original and all of which together shall constitute one and the same instrument. 32 (e) Amendments or Waivers. No amendment or waiver of any provision of this Agreement, nor any consent or approval to any departure therefrom, shall in any event be effective unless the same shall be in writing and signed by the parties hereto. (f) Headings. The headings herein are included for convenience of reference only and are not intended to be part of, or to affect the meaning or interpretation of, this Agreement. [Remainder of Page Intentionally Blank] 33 If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. View More
