Notices Contract Clauses (104,236)

Notices. Any notice, consents, waivers or other communication required or permitted to be given hereunder shall be in writing and will be deemed to have been delivered: (i) upon receipt, when personally delivered; (ii) upon receipt when sent by certified mail, return receipt requested, postage prepaid; (iii) upon receipt, when sent by facsimile (provided confirmation of transmission is mechanically or electronically generated and kept on file by the sending party); (iv) when sent, if by e-mail (provided... that such sent e-mail is kept on file (whether electronically or otherwise) by the sending party and the sending party does not receive an automatically generated message from the recipient's e-mail server that such e-mail could not be delivered to such recipient); or (v) one (1) Business Day after deposit with an overnight courier service with next day delivery specified, in each case, properly addressed to the party to receive the same. The addresses, facsimile numbers and email addresses for such communications shall be: (a) if to the Company: Blue Star Foods Corp. 3000 NW 109th Ave. Miami, Florida 33172 Attention: Carlos Faria, CEO Telephone: (305) 836-6858 Facsimile: (305) 836-6859 Email: cfaria@bluestarfoods.com with copies (which shall not constitute notice) to: The Crone Law Group, P.C. 60 East 42nd Street New York, New York 10165 Attention: Eric C. Mendelson, Esq. Telephone: (646) 278-0886 Facsimile: (212) 840-8560 Email: emendelson@cronelawgroup.com (b)if to the Purchaser, at the address set forth on the Omnibus Signature Page hereof (or, in either case, to such other address as the party shall have furnished in writing in accordance with the provisions of this Section). Any notice or other communication given by certified mail shall be deemed given at the time of certification thereof, except for a notice changing a party's address which shall be deemed given at the time of receipt thereof. 19 13. Assignability. This Agreement and the rights, interests and obligations hereunder are not transferable or assignable by the Purchaser or the Company. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and, if sent to the Representative, will be mailed, delivered or telefaxed to: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010-3629 Attention: IBCM-Legal Fax: (212) 325-4296 or, if sent to the Company, will be mailed, delivered to: TZP Strategies Acquisition Corp. 7 Times Square, Suite 4307 New York, New York 10036 Attention: Samuel Katz with a copy to the Company's counsel at:... Kirkland & Ellis LLP 601 Lexington Ave New York, New York 10022 Attention: Christian O. Nagler, Esq. Brooks W. Antweil, Esq. View More

Notices. All notices and other communications required or permitted to be given hereunder shall be in writing and shall be deemed to have been duly given if delivered personally, mailed by certified mail (return receipt requested) or sent by overnight delivery service, or electronic mail, or facsimile transmission (with electronic confirmation of successful transmission) to the parties at the following addresses or at such other addresses as shall be specified by the parties by like notice, in order of... preference of the recipient: If to the Company: General Counsel Affirmative Insurance Holdings, Inc. 150 Harvester Drive, Suite 250 Burr Ridge, Illinois 60527 If to Executive: Michael McClure To such address as specified by the Executive to the Company from time to time in writing. Notice so given shall, in the case of mail, be deemed to be given and received on the fifth calendar day after posting, in the case of overnight delivery service, on the date of actual delivery and, in the case of facsimile transmission or personal delivery, on the date of actual transmission or, as the case may be, personal delivery. 11 of 18 12. Governing Law and Venue. This Agreement will be governed by and construed in accordance with the laws of the State of Illinois, without regard to any conflict of laws rule or principle which might refer the governance or construction of this Agreement to the laws of another jurisdiction. Any action or arbitration in regard to this Agreement or arising out of its terms and conditions, pursuant to Sections 26 and 27, shall be instituted and litigated only in Chicago, Illinois. View More

Notices. Except as otherwise expressly provided herein, all notices and other communications provided for hereunder shall be in writing and mailed or delivered: if to Debtor, at the addresses specified immediately below Debtor's name on the signature page hereof; and if to the Collateral Agent at its address specified immediately below its name on the signature page hereof; or at such other address as shall be designated by any party in a written notice to the other parties hereto. All such notices and... communications shall be deemed effectively given: (a) upon personal delivery to the party to be notified, (b) when sent by confirmed electronic mail or facsimile if sent during normal business hours of the recipient, if not, then on the next business day, (c) five (5) days after having been sent by registered or certified mail, return receipt requested, postage prepaid, or (d) one (1) day after deposit with a nationally recognized overnight courier, specifying next day delivery, with written verification of receipt. View More

Notices. All communications relating to matters arising under the Plan shall be in writing and shall be deemed to have been duly given when hand delivered, faxed, emailed or mailed by reputable overnight carrier or United States certified mail, return receipt requested, addressed, if to a Participant, to the address or email address on file with the Company or to such other address or email address as the Participant may have furnished to the other in writing in accordance herewith and, if to the... Company, to such address or email address as may be specified from time to time by the Administrator, except that notice of change of address shall be effective only upon actual receipt. 8 | 11.Claims Procedure; Arbitration. 11.1Claims. Generally, Participants are not required to present a formal claim in order to receive benefits under the Plan. If, however, any person (the "Claimant") believes that benefits are being denied improperly, that the Plan is not being operated properly, that fiduciaries of the Plan have breached their duties, or that the Claimant's legal rights are being violated with respect to the Plan, the Claimant must file a formal claim, in writing, with the Administrator. This requirement applies to all claims that any Claimant has with respect to the Plan, including claims against fiduciaries and former fiduciaries, except to the extent the Administrator determines, in its sole discretion that it does not have the power to grant all relief reasonably being sought by the Claimant. A formal claim must be filed within 90 days after the date the Claimant first knew or should have known of the facts on which the claim is based, unless the Administrator consents otherwise in writing. The Administrator shall provide a Claimant, on request, with a copy of the claims procedures established under Section 11.2 hereof. 11.2Claims Procedure. The Administrator has adopted procedures for considering claims (which are set forth in Exhibit D attached hereto), which it may amend or modify from time to time, as it sees fit. These procedures shall comply with all applicable legal requirements. These procedures may provide that final and binding arbitration shall be the ultimate means of contesting a denied claim (even if the Administrator or its delegates have failed to follow the prescribed procedures with respect to the claim). The right to receive benefits under the Plan is contingent on a Claimant using the prescribed claims and arbitration procedures to resolve any claim. View More

Notices. Any notice or communication required or permitted under the terms of this Agreement shall be in writing and shall be delivered personally, or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by nationally recognized overnight carrier, postage prepaid, or sent by facsimile transmission to the Company at the Company's principal office and facsimile number or to Executive at the address and facsimile number, if any, appearing on the books and records of the... Company. Such notice or communication shall be deemed given (a) when delivered if personally delivered; (b) five (5) mailing days after having been placed in the mail, if delivered by registered or certified mail; (c) the business day after having been placed with a nationally recognized overnight carrier, if delivered by nationally recognized overnight carrier, and (d) the business day after transmittal when transmitted with electronic confirmation of receipt, if transmitted by facsimile. Any party may change the address or facsimile number to which notices or communications are to be sent to it by giving notice of such change in the manner herein provided for giving notice. Until changed by notice, the following shall be the address and facsimile number to which notices shall be sent: If to the Company, to: Iota Communications, Inc. 540 Union Square New Hope, PA 18940 Attn: Chief Executive Officer With a copy to: Morgan, Lewis and Bockius LLP 502 Carnegie Center Princeton, New Jersey 08540 Attn: Steven M. Cohen (609) 919-6701 (facsimile) If to Executive, to the most recent address on file with the Company or to such other names or addresses as the Company or Executive, as the case may be, shall designate by notice to each other person entitled to receive notices in the manner specified in this Section 16. 13 16. Governing Law; Venue. The terms of this Agreement and the resolution of any disputes as to the meaning, effect, performance or validity of this Agreement or arising out of, related to, or in any way connected with, this Agreement, Executive's employment with the Company or any other relationship between Executive and the Company (the "Disputes") will be governed by Pennsylvania law, without regard to conflict of law principles. Executive and the Company submit to the exclusive personal jurisdiction of the federal and state courts located in Philadelphia, Pennsylvania in connection with any Dispute or any claim related to any Dispute. View More

Notices. All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if (i) delivered by hand and receipted for by the party to whom such notice or other communication shall have been directed, or (ii) mailed by certified or registered mail with postage prepaid, on the third business day after the date on which it is so mailed: If to Indemnitee, to: [●] If to the Company, to: Embrace Change Acquisition Corp. 5186 Carroll Canyon Rd San... Diego, CA 92121 or to such other address or such other person as Indemnitee or the Company shall designate in writing in accordance with this Section, except that notices regarding changes in notices shall be effective only upon receipt. View More

Notices. Any notice required or permitted by this Debenture shall be in writing and shall be deemed sufficient upon receipt, when delivered personally or by courier, overnight delivery service or confirmed facsimile, or 96 hours after being deposited in the U.S. mail as certified or registered mail with postage prepaid, if such notice is addressed to the party to be notified at such party's address or facsimile number as set forth herein or as subsequently modified by written notice. -5- 14. Amendments... and Waivers. This Debenture may only be amended, modified or waived by a written instrument executed by the Company and the Holder. Any amendment or waiver effected in accordance with this Section 14 shall be binding upon the Company, the Holder and each transferee or permitted assigns of any Debenture. View More

Notices. All notices, requests, demands or other communications hereunder shall be in writing and deemed given when delivered personally or sent via a nationally recognized overnight courier service or on the day said communication is deposited in the U. S. mail, by registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to Seller: Chad Richison, Manager Kilpatrick Partners, LLC 7501 W. Memorial Road Oklahoma City, OK 73142 Telephone Number: 405-722-6900 If to... Purchaser: Craig Boelte, CFO Paycom Payroll, LLC 7501 W. Memorial Road Oklahoma City, OK 73142 Telephone Number: 405-722-6900 With a copy to: John Falcone, Esq. Cheek & Falcone, PLLC 6301 Waterford Blvd, Suite 320 Oklahoma City, OK 73118 Telephone Number: (405) 286-9191 or to such other address as the parties may from time to time designate by notice in writing to the other parties. View More

Notices. Notices hereunder shall be mailed or delivered to the Company at its principal place of business and shall be mailed or delivered to the Grantee at the address on file with the Company or, in either case, at such other address as one party may subsequently furnish to the other party in writing. 2 POINT BIOPHARMA GLOBAL INC. By: Title: The foregoing Agreement is hereby accepted and the terms and conditions thereof hereby agreed to by the undersigned. Electronic acceptance of this Agreement... pursuant to the Company's instructions to the Grantee (including through an online acceptance process) is acceptable. Dated: Grantee's Signature Grantee's name and address: 3 EX-10.6 8 tm2121132d1_ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE POINT BIOPHARMA GLOBAL INC. 2021 EQUITY INCENTIVE PLAN (Employees) Name of Grantee: No. of Restricted Stock Units Grant Date: Pursuant to the POINT Biopharma Global Inc. 2021 Equity Incentive Plan as amended through the date hereof (the "Plan"), POINT Biopharma Global Inc. (the "Company") hereby grants an award of the number of Restricted Stock Units listed above (an "Award") to the Grantee named above. Each Restricted Stock Unit shall relate to one share of Common Stock, par value $0.0001 per share (the "Stock") of the Company. View More