Notices Clause Example with 41 Variations from Business Contracts
This page contains Notices 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.
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212) 307-3730 and with a copy ...to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 Attention: General Counsel Facsimile: (617) 275-0039 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent may assign its rights and obligations hereunder to an affiliate thereof without obtaining the Company's consent.View More
Variations of a "Notices" Clause from Business Contracts
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, specified in this Agreement, and if sent to the Agent, Cowen, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue to Cowen at Cowen and Company, LLC, 599 Lexington Avenue, New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park A...venue New York, NY 10022 York 10022, fax no. (646) 562-1124, Attention: General Counsel Facsimile: (212) 307-3730 and Counsel, with a copy to: Latham to Nelson Mullins Riley & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 and Scarborough, 101 Constitution Avenue, NW, Suite 900, Washington, DC 20001, fax no. (202) 712-2860; or if sent to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 Attention: to Fluidigm Corporation, 7000 Shoreline Court, Suite 100, South San Francisco, California, fax no. 650-871-7152, attention: General Counsel Facsimile: (617) 275-0039 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: (650) 849-7400 to Wilson Sonsini Goodrich & Rosati P.C., fax no. 858-350-2399, attention: Robert F. Kornegay. Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day (as defined below), or, if such day is not a Business Day, Day on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange Nasdaq and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section -29- 13. if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent Cowen and their respective successors successors, permitted assigns and the affiliates, controlling persons, officers and directors referred to in Section 10 9 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended or shall be construed to confer upon any party other than the parties hereto persons mentioned in the first sentence of this Section 13 any legal or their respective successors and permitted assigns any equitable rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent Cowen may assign its rights and obligations hereunder to an affiliate thereof of Cowen without obtaining the Company's consent. View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, specified in this Agreement, and if sent to the Agent, Cowen, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue to Cowen at Cowen and Company, LLC, 599 Lexington Avenue, New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park A...venue New York, NY 10022 10022, fax no. 646-562-1124, Attention: General Counsel Facsimile: (212) 307-3730 Counsel, Fax: 646-562-1124 and with a copy to: Latham (which copy shall not constitute notice) to Ropes & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199 (fax: (617) 235-0392), Attention: Cheston J. Larson, Patrick O'Brien, Esq. Facsimile: (858) 523-5450 and ; or if sent to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, to Seres Therapeutics, Inc., 200 Sidney Street, 4th Floor, Cambridge, Massachusetts 02116 02139 (fax: (617) 945-9626); Attention: General Counsel Facsimile: (617) 275-0039 Secretary, with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] (which copy shall not constitute notice) to Latham & Watkins LLP, 200 Clarendon Street, 27th Floor, Boston, MA 02116, Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Peter N. Handrinos, Esq. Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day (as defined below), or, if such day is not a Business Day, Day on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange Nasdaq and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13. if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent Cowen and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 9 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent Cowen may assign its rights and obligations hereunder to an affiliate thereof of Cowen without obtaining the Company's consent. View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, specified in this Agreement, and if sent to the Agent, Cowen, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue to Cowen at Cowen and Company, LLC, 599 Lexington Avenue, New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park A...venue New York, NY 10022 10022, fax no. 646-562-1124, Attention: General Counsel Facsimile: (212) 307-3730 and with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 and to Duane Morris LLP, attention: James T. Seery, e-mail jtseery@duanemorris.com; or if sent to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 Attention: General Counsel Facsimile: (617) 275-0039 to Tonix Pharmaceuticals Holding Corp., 509 Madison Avenue, Suite 306, New York, New York attention: Chief Executive Officer, e-mail: seth.lederman@tonixpharma.com with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: (650) 849-7400 to Sichenzia Ross Ference Kesner LLP, attention: Marc J. Ross, Esq., e-mail: mross@srfkllp.com. Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day (as defined below), or, if such day is not a Business Day, Day on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange Nasdaq and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13. if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent Cowen and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 9 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent Cowen may assign its rights and obligations hereunder to an affiliate thereof of Cowen without obtaining the Company's consent. View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212) 307-3730 and with a copy ...to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 Attention: General Counsel Facsimile: (617) 275-0039 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Each party to specified in this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Agreement. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day (as defined below), or, if such day is not a Business Day, Day on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange NASDAQ and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") All notices and other communications shall be deemed mailed, hand delivered or telecopied and confirmed to the parties hereto as follows: If to Cowen: Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Attn: General Counsel Fax: (646) 562-1124 With a copy (which shall not constitute notice hereunder) to: Goodwin Procter LLP The New York Times Building 620 8th Avenue New York, NY 10018 Attn: Michael D. Maline Fax: (212) 355-3333 If to the Company: Raptor Pharmaceutical Corp. 5 Hamilton Landing, Suite 160 Novato, CA 94949 Attn: Christopher M. Starr, PhD. Fax: (415) 382-1468 With a copy (which shall not constitute notice hereunder) to: Latham & Watkins LLP 140 Scott Drive Menlo Park, CA 94025 Attn: Charles K. Ruck Kathleen M. Wells Fax: (650) 463-2600 Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for purposes of this Section such purpose. 13. if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent Cowen and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 9 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent Cowen may assign its rights and obligations hereunder to an affiliate thereof of Cowen without obtaining the Company's consent. View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, specified in this Agreement, and if sent to the Agent, Cowen, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue to Cowen at Cowen and Company, LLC, 599 Lexington Avenue, New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park A...venue New York, NY 10022 10022, fax no. 646-562-1124, Attention: General Counsel Facsimile: (212) 307-3730 and with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 and Counsel; or if sent to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 Attention: General Counsel Facsimile: (617) 275-0039 to Sangamo Therapeutics, Inc., 501 Canal Boulevard, Richmond, CA, 94804 fax no. (510) 236-8951, attention: Kathy Yi, Chief Financial Officer with a copy to: Cooley LLP 3175 Hanover to Morgan, Lewis & Bockius LLP, One Market, Spear Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Tower, San Francisco, CA 94105, attention: Scott D. Karchmer. Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day (as defined below), or, if such day is not a Business Day, Day on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange Nasdaq and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13. if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent Cowen and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 9 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent Cowen may assign its rights and obligations hereunder to an affiliate thereof of Cowen without obtaining the Company's consent. View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, BPSC, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue Brinson Patrick Securities Corporation 1515 Broadway, 11th Floor New York, NY 10022 10036 Attention: Capital Markets Telephone: Facsimile: Corporate Finance (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co.... 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: 453-5000 (212) 307-3730 and 453-5555 with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 LeClairRyan, A Professional Corporation One Riverfront Plaza 1037 Raymond Boulevard, 16th Floor Newark, NJ 07102 Attention: Cheston J. Larson, Esq. Telephone: Facsimile: (858) 523-5450 James T. Seery (973) 491-3315 (973) 491-3415 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 MannKind Corporation 28903 North Avenue Paine Valencia, CA 91355 Attention: Telephone Facsimile: General Counsel Facsimile: (617) 275-0039 (661) 775-5350 (661) 775-2086 32 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] 4401 Eastgate Mall San Diego, CA 92121 Attention: Mehdi Khodadad L. Kay Chandler Sean M. Clayton Telephone: (858) 550-6000 Facsimile: (650) 849-7400 (858) 550-6420 Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13 14 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification confirmation of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent may assign its rights and obligations hereunder to an affiliate thereof without obtaining the Company's consent.View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, MLV, shall be delivered to: Cantor Fitzgerald MLV & Co. 499 Park LLC 1251 Avenue of the Americas, 41st Floor New York, New York 10020 Attention: General Counsel Telephone: (212) 542-5870 Email: dcolucci@mlvco.com with a copy to: LeClairRyan, A Professional Corporation 885 Third Aven...ue New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212) 307-3730 and with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 James T. Seery Telephone: (973) 491-3315 Email: james.seery@leclairryan.com 32 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Targacept, Inc. 75 Park Plaza Boston, Massachusetts 02116 100 North Main Street, Suite 1510 Winston-Salem, NC 27101 Attention: Patrick C. Rock, General Counsel Facsimile: (617) 275-0039 Telephone: (336) 480-2100 Email: Patrick.rock@targacept.com with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Mintz, Levin, Cohn, Ferris, Glovsky & Popeo PC One Financial Center Boston, MA 02111 Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Megan N. Gates Telephone: 617-348-4443 Email: mgates@mintz.com Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally personally, by email, or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13 14 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification confirmation of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent may assign its rights and obligations hereunder to an affiliate thereof without obtaining the Company's consent.View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, MLV, shall be delivered to: Cantor Fitzgerald MLV & Co. 499 Park LLC 1251 Avenue of the Americas, 41st Floor New York, New York 10020 Attention: General Counsel Telephone: (212) 542-5870 Email: dcolucci@mlvco.com with a copy to: LeClairRyan, A Professional Corporation 885 Third Aven...ue New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212) 307-3730 and with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 James T. Seery Telephone: (973) 491-3315 Email: james.seery@leclairryan.com 32 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 pSivida Corp. 400 Pleasant Street Watertown, MA 02472 Attention: General Counsel Facsimile: Lori H. Freedman , Esq. Telephone: (617) 275-0039 926-5000 Email: lfreedman@psivida.com with a copy to: Cooley Ropes & Gray LLP 3175 Hanover 800 Boylston Street Palo Alto, California 94304] Boston, MA 02199 Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Mary E. Weber, Esq. Telephone: (617) 951-7000 Email: mary.weber@ropesgray.com Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally personally, by email, or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13 14 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification confirmation of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent may assign its rights and obligations hereunder to an affiliate thereof without obtaining the Company's consent.View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, MLV, shall be delivered to: Cantor Fitzgerald MLV & Co. 499 Park LLC 1251 Avenue of the Americas, 41st Floor New York, New York 10020 Attention: General Counsel Telephone: (212) 542-5870 Email: dcolucci@mlvco.com with a copy to: LeClairRyan, A Professional Corporation 885 Third Aven...ue New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212) 307-3730 and with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 James T. Seery Telephone: (973) 491-3315 Email: james.seery@leclairryan.com and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 Dynavax Technologies Corporation 2929 Seventh Street, Suite 100 Berkeley, CA 94710 Attention: General Counsel Facsimile: (617) 275-0039 Telephone: (510) 665-7257 Email: mostrach@dynavax.com 29 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] CA 94304-1130 Attention: Mehdi Khodadad Facsimile: Glen Y. Sato Telephone: (650) 849-7400 843-5502 Email: gsato@cooley.com Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally personally, by email, or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange NASDAQ and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13 14 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification confirmation of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent may assign its rights and obligations hereunder to an affiliate thereof without obtaining the Company's consent.View More
Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, MLV, shall be delivered to: Cantor Fitzgerald MLV & Co. 499 Park LLC 1251 Avenue of the Americas, 41st Floor New York, NY 10022 Attention: Capital Markets Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 10020 Attention: Genera...l Counsel Telephone: (212) 542-5870 Facsimile: (212) 307-3730 and 317-1515 with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 LeClairRyan, A Professional Corporation One Riverfront Plaza 1037 Raymond Boulevard, 16th Floor Newark, NJ 07102 Attention: Cheston J. Larson, Esq. James T. Seery Telephone: (973) 491-3315 Facsimile: (858) 523-5450 (973) 491-3415 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 MannKind Corporation 28903 North Avenue Paine Valencia, CA 91355 Attention: General Counsel Telephone (661) 775-5350 Facsimile: (617) 275-0039 (661) 775-2086 32 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] 4401 Eastgate Mall San Diego, CA 92121 Attention: Mehdi Khodadad L. Kay Chandler Sean M. Clayton Telephone: (858) 550-6000 Facsimile: (650) 849-7400 (858) 550-6420 Each party to this Agreement may change such address for notices by sending to the parties to this Agreement written notice of a new address for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable facsimile transmission (with an original to follow) on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) by Electronic Notice as set forth in the next paragraph, (iii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iv) (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 13 14 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives verification confirmation of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. -35- 14. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the Company and the Agent and their respective successors and the affiliates, controlling persons, officers and directors referred to in Section 10 hereof. References to any of the parties contained in this Agreement shall be deemed to include the successors and permitted assigns of such party. Nothing in this Agreement, express or implied, is intended to confer upon any party other than the parties hereto or their respective successors and permitted assigns any rights, remedies, obligations or liabilities under or by reason of this Agreement, except as expressly provided in this Agreement. Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided, however, that the Agent may assign its rights and obligations hereunder to an affiliate thereof without obtaining the Company's consent.View More
