Notices Clause Example with 41 Variations 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, and if sent to the Agent, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Capital Markets Markets/Jeffrey Lumby Facsimile: (212) 307-3730 -34- with copies to and: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212...) 307-3730 829-4708 with a copy to: Cooley LLP 1114 Avenue of the Americas New York, NY 10036 Attention: Daniel I. Goldberg, Esq. Facsimile: (212) 479-6275 and if to the Company, shall be delivered to: Ignyta, Inc. 11111 Flintkote Avenue San Diego, CA 92121 Attention: Matthew Onaitis General Counsel Facsimile: (858) 255-5960 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, 32. (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 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, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Capital Markets Markets/Jeff Lumby Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Stephen Merkel General Counsel Facsimil...e: (212) 307-3730 and with a copy to: Latham & Watkins Reed Smith LLP 12670 High Bluff Drive San Diego, CA 92130 599 Lexington Avenue New York, NY 10022 Attention: Cheston J. Larson, Daniel I. Goldberg, Esq. Facsimile: (858) 523-5450 (212) 521-5450 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Zogenix, Inc. 75 Park Plaza Boston, Massachusetts 02116 12400 High Bluff Drive, Suite 650 San Diego, CA 92130 Attention: General Counsel Chief Financial Officer Facsimile: (617) 275-0039 (858) 259-1166 with a copy to: Cooley Latham & Watkins LLP 3175 Hanover Street Palo Alto, California 94304] 12636 High Bluff Drive, Suite 400 San Diego, CA 92130 -34- Attention: Mehdi Khodadad Cheston J. Larson, Esq. Facsimile: (650) 849-7400 (858) 523-5450 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 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

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 Markets/Jeffrey Lumby Facsimile: (212) 307-3730 -34- with copies to and: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212...) 307-3730 and 829-4708 36 with a copy to: Latham & Watkins Cooley LLP 12670 High Bluff Drive San Diego, CA 92130 1114 Avenue of the Americas New York, NY 10036 Attention: Cheston J. Larson, Daniel I. Goldberg, Esq. Facsimile: (858) 523-5450 (212) 479-6275 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Chembio Diagnostics, Inc. 75 Park Plaza Boston, Massachusetts 02116 3661 Horseblock Road Medford, NY 11763 Attention: General Counsel Richard J. Larkin Facsimile: (617) 275-0039 631-924-2065 and: Chembio Diagnostics, Inc. 3661 Horseblock Road Medford, NY 11763 Attention: Richard J. Larkin Facsimile: 631-924-1135 with a copy to: Cooley Haynes and Boone, LLP 3175 Hanover Street Palo Alto, California 94304] 1801 Broadway Street, Suite 800 Denver, CO 80202 Attention: Mehdi Khodadad Alan L. Talesnick, Esq. Facsimile: (650) 849-7400 (303) 382-6810 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, or (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 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- 37 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 parties 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, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Capital Markets Markets/Jeffrey Lumby 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, 35 Corium International, Inc. 75 Park Plaza Boston, Massachusetts 02116 235 Constitution Drive Menlo Park, California 94026 Attention: General Counsel Chief Executive Officer Facsimile: (617) 275-0039 (650) 298-8012 with a copy to: Cooley Fenwick & West LLP 3175 Hanover 801 California Street Palo Alto, Mountain View, California 94304] 94041 Attention: Mehdi Khodadad Robert A. Freedman, Esq. Facsimile: (650) 849-7400 938-5200 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 or (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 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 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, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Capital Markets Markets/Jeffrey Lumby Facsimile: (212) 307-3730 -34- with copies to Email: jlumby@cantor.com and: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Genera...l Counsel Facsimile: (212) 307-3730 829-4708 -33- and with a copy to: Latham & Watkins Cooley LLP 12670 High Bluff Drive San Diego, CA 92130 1114 Avenue of the Americas New York, NY 10036 Attention: Cheston J. Larson, Daniel I. Goldberg, Esq. Facsimile: (858) 523-5450 (212) 479-6275 Email: dgoldberg@cooley.com and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Inc. 75 CytoSorbents Corporation 7 Deer Park Plaza Boston, Massachusetts 02116 Drive, Suite K Monmouth Junction, NJ 08852 Attention: General Counsel Kathleen P. Bloch Chief Financial Officer Facsimile: (617) 275-0039 (732) 329-8650 Email: kbloch@cytosorbents.com with a copy to: Cooley DLA Piper LLP 3175 Hanover Street Palo Alto, California 94304] (US) 51 John F. Kennedy Parkway, Suite 120 Short Hills, NJ 07078-2704 Attention: Mehdi Khodadad David C. Schwartz, Esq. Facsimile: (650) 849-7400 (973) 520-2575 Email: david.schwartz@dlapiper.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) or by electronic mail (subject to the paragraph below) 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 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- If no electronic email address is provided, then Electronic Notice shall not suffice for this Section 14. -34- 15. 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 parties referred to in Section 10 11 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. consent; provided the Agent provides the Company with advance notice of such assignment. 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 Cytokinetics, Incorporated 280 East Grand Avenue South San Francisco, CA 94080 Attention: Chief Financial Officer Facsimile: (650) 624-1133 Copy to: General Counsel Facsimile: (617) 275-0039 with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: CA 94304 Attn: Michael E. Tenta, Esq. Fax: (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 or (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 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 of receipt by the receiving party. Any party receiving -35- 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, shall be delivered to: Cantor Fitzgerald & Co. 499 Park Avenue New AvenueNew York, NY 10022 Attention: 10022Attention: Capital Markets Facsimile: Markets/Jeff LumbyFacsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New AvenueNew York, NY 10022 Atte...ntion: General Counsel Facsimile: 10022Attention: Stephen MerkelGeneral CounselFacsimile: (212) 307-3730 and with a copy to: Latham & Watkins LLP 12670 High Bluff Drive San Diego, CA 92130 Reed Smith LLP599 Lexington AvenueNew York, NY 10022 29 Attention: Cheston J. Larson, Esq. Facsimile: (858) 523-5450 and Daniel I. Goldberg, Esq.Facsimile: (212) 521-5450and 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 to:NewLink Genetics Corporation2503 South Loop DriveAmes, Iowa 50010Attention: Gordon Link, Chief Financial OfficerFacsimile: (515) 296-3520with a copy to: Cooley LLP 3175 Hanover Street Palo Alto, California 94304] Attention: Mehdi Khodadad Facsimile: (650) 849-7400 Each to:Cooley LLP380 Interlocken Crescent, Suite 900Broomfield, CO 80021Attention: James LinfieldFacsimile: (720) 556-4099Each 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 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 Notice.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. consent upon written notice to the Company. 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 Markets/Jeff Lumby Facsimile: (212) 307-3730 -34- with copies to Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: Stephen Merkel General Counsel Facsimil...e: (212) 307-3730 -33- and with a copy to: Latham & Watkins Reed Smith LLP 12670 High Bluff Drive San Diego, CA 92130 599 Lexington Avenue New York, NY 10022 Attention: Cheston J. Larson, Daniel I. Goldberg, Esq. Facsimile: (858) 523-5450 (212) 521-5450 and if to the Company, shall be delivered to: Paratek Pharmaceuticals, Hansen Medical, Inc. 75 Park Plaza Boston, Massachusetts 02116 800 East Middlefield Road Mountain View, CA 94043 Attention: General Counsel Facsimile: (617) 275-0039 (650) 404-2799 with a copy to: Cooley Gunderson Dettmer Stough Villeneuve Franklin & Hachigian, LLP 3175 Hanover Street Palo Alto, California 94304] 1200 Seaport Boulevard Redwood City, CA 94063 Attention: Mehdi Khodadad David T. Young Richard C. Blake Facsimile: (650) 849-7400 321-2800 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 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- -34- 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. consent so long as such affiliate is a registered broker dealer. 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 Markets/Jeffrey Lumby Facsimile: (212) 307-3730 -34- with copies to to: Cantor Fitzgerald & Co. 499 Park Avenue -31- New York, NY 10022 Attention: General Counsel Facsimile: ...(212) 307-3730 829-4708 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 Aerie Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 135 US Highway 206, Suite 15 Bedminster, NJ 07921 Attention: General Counsel Richard J. Rubino Facsimile: (617) 275-0039 908-470-4329 with a copy to: Cooley Fried, Frank, Harris, Shriver & Jacobson LLP 3175 Hanover Street Palo Alto, California 94304] One New York Plaza New York, NY 10004 Attention: Mehdi Khodadad Andrew B. Barkan, Esq. Facsimile: (650) 849-7400 212-859-4000 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 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. -32- 15. 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 11 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 thereof, so long as such affiliate is a registered broker-dealer, 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 Markets/Jeffrey Lumby Facsimile: (212) 307-3730 -34- with copies to to: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Attention: General Counsel Facsimile: (212)... 307-3730 829-4708 -31- 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 Aerie Pharmaceuticals, Inc. 75 Park Plaza Boston, Massachusetts 02116 135 US Highway 206, Suite 15 Bedminster, NJ 07921 Attention: General Counsel Richard J. Rubino Facsimile: (617) 275-0039 908-470-4329 with a copy to: Cooley Fried, Frank, Harris, Shriver & Jacobson LLP 3175 Hanover Street Palo Alto, California 94304] One New York Plaza New York, NY 10004 Attention: Mehdi Khodadad Andrew B. Barkan, Esq. Facsimile: (650) 849-7400 212-859-4000 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 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. -32- 15. 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 11 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 thereof, so long as such affiliate is a registered broker-dealer, without obtaining the Company's consent. View More