Notices Contract Clauses (104,236)

Notices. Any notice to be given hereunder shall be in writing and shall be deemed given when mailed by certified mail, return receipt requested, addressed as follows: To Consultant at: 601 Columbia Street, Apt. 528Vancouver, WA 98660 To the Company at: NACCO Materials Handling Group, Inc.5875 Landerbrook Drive; Suite 300Cleveland, OH 44124Attention: Vice President, General Counsel and Secretary. EXECUTED on the dates indicated below. NACCO MATERIALS HANDLING GROUP, INC. Date:August 29, 2014By:/s/ Colin... Wilson Name: Colin Wilson MICHAEL P. BROGAN Date:August 29, 2014By:/s/ Michael P. Brogan Name: Michael P. Brogan EX-10.1 2 ex101829148k.htm EX 10.1 EX 10.1 8 29 14 8K EXHIBIT 10.1CONSULTING AGREEMENTThis CONSULTING AGREEMENT ("Agreement") is entered into effective September 1, 2014 (the "Effective Date") by and between NACCO Materials Handling Group, Inc. (the "Company") and Michael P. Brogan ("Consultant").WITNESSETH:WHEREAS, Consultant will retire as the Vice Chairman and Chief Executive Officer of the Company effective August 31, 2014 (the "Retirement Date"); andWHEREAS, Consultant has specialized expertise and knowledge regarding the forklift industry; andWHEREAS, the Company wishes to retain Consultant to perform consulting services and provide support to the President and Chief Executive Officer of the Company upon assuming his new responsibilities, as needed.NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto memorialize their understanding and agree as follows:1. Consulting Services.(a) Capacity. The Company will retain Consultant as a consultant to the Company as of the Effective Date. Consultant hereby accepts such position upon the terms and conditions set forth herein and shall perform such consulting services as assigned by the President and Chief Executive Officer of the Company and/or the Chairman, President and Chief Executive Officer of the Parent Company (each, an "Authorized Individual"). The consulting services will be mutually agreed upon by an Authorized Individual and Consultant. (b) Scope and Performance of Work. Consultant shall perform the services in a reasonably timely manner (on such schedule as reasonably determined by Consultant, subject to the limitations contained in Section 1(c) hereof) and shall use continuing best efforts to achieve the goals or objectives of the particular project. Consultant will generally perform the services on site at Company's Portland, Oregon location. When necessary, Consultant may use the Company's in-house personnel or resources to assist in the performance of services.(c) Schedule/Hours. Consultant shall have the sole discretion to determine the work schedule and the manner in which the consulting services will be performed after agreement on the work days required with an authorized individual. In no event will Consultant perform services under this Agreement in excess of 4 days per calendar month, without the express written consent of an Authorized Individual. (d) No Authority. While performing consulting services hereunder, Consultant shall not be deemed an agent or authorized representative of the Company and shall have no authority to bind the Company for any contractual or other purposes. 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 delivered by hand or by recognized commercial delivery service or if mailed within the continental United States by first class certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Board or the Bank, to: Peoples Bank SB 9204 Columbia Avenue Munster, Indiana 46321 Attention: Corporate Secretary If to the Executive, to: David A.... Bochnowski 10203 Cherrywood Lane Munster, Indiana 46321 Such addresses may be changed by written notice sent to the other party at the last recorded address of that party. View More

Notices. All notices, consents, requests, approvals, demands, or other communication by any party to this Agreement or any other Loan Document must be in writing and shall be deemed to have been validly served, given, or delivered: (a) upon the earlier of actual receipt and three (3) Business Days after deposit in the U.S. mail, first class, registered or certified mail return receipt requested, with proper postage prepaid; (b) upon transmission, when sent by electronic mail or facsimile transmission;... (c) one (1) Business Day after deposit with a reputable overnight courier with all charges prepaid; or (d) when delivered, if hand-delivered by messenger, all of which shall be addressed to the party to be notified and sent to the address, facsimile number, or email address indicated below. Administrative Agent or a Borrower may change its mailing or electronic mail address or facsimile number by giving the other party written notice thereof in accordance with the terms of this Section 10. 59 If to Borrowers: Tabula Rasa Healthcare, Inc. 228 Strawbridge Drive Moorestown, NJ 08057 Attn: Brian Adams, CFO FAX: (856) 273-0254 EMAIL: badams@carekinesis.com Morgan, Lewis & Bockius 1701 Market Street Philadelphia, PA 19103-2921 Attn: Jeffrey P. Bodle FAX: (215) 963-5001 EMAIL: jeffrey.bodle@morganlewis.com If to Administrative Agent:WESTERN ALLIANCE BANK 55 Almaden Blvd. San Jose, CA 95113 Attn: Note Department FAX: (408) 282-1681 EMAIL: notedepartment@bridgebank.com and WESTERN ALLIANCE BANK 8350 Broad St., Suite 1825 Tysons, VA. 22102 Attn: Brian McCabe, Vice President FAX: (703) 964-1620 EMAIL: brian.mccabe@bridgebank.com The parties hereto may change the address at which they are to receive notices hereunder, by notice in writing in the foregoing manner given to the other. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and, if sent to the Underwriter, 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: +1 (212) 325-4296 with a copy to the Underwriter's counsel at: Skadden, Arps, Slate, Meagher & Flom (UK) LLP 40 Bank Street London, United Kingdom, E14 5DS Attention: Pranav Trivedi or, if sent to the Company, will be mailed,... delivered to: Target Global Acquisition I Corp. PO Box 1093, Boundary Hall 26 Cricket Square, Grand Cayman KY1-1102, Cayman Islands Attention: Shmuel Chafets with a copy to the Company's counsel at: Davis Polk & Wardwell London LLP 5 Aldermanbury Square London EC2V 7HR United Kingdom Attention: Leo Borchardt Fax: + 44 20 7418 1400 13. Successors. This Agreement will inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers, directors, employees, agents and controlling persons referred to in Section 8 hereof, and no other person will have any right or obligation hereunder. View More

Notices. All notices, requests, consents and other communications required or provided hereunder shall be in writing and, if to the Company, shall be delivered or mailed to its principal office, and, if to Participant, shall be delivered either personally or mailed to the address of Participant appearing on the books and records of the Company. 15. Prompt Acceptance of Agreement. The Option grant evidenced by this Agreement shall, at the discretion of the Administrator, be forfeited if this Agreement is... not manually executed and returned to the Company, or electronically executed by Participant by indicating Participant's acceptance of this Agreement in accordance with the acceptance procedures set forth on the Company's third-party equity plan administrator's web site, within 90 days of the Grant Date. View More

Notices. Any notice to the Company provided for in this instrument shall be addressed to the Company in care of the Chief Financial Officer at the Company's principal executive offices at 1462 Rudder Lane, Knoxville, TN 37919, and any notice to the Employee shall be addressed to Employee at 404 Citrus Ridge Drive, Davenport, FL 33837, or to such other address as the Employee may designate to the Company in writing. Any notice shall be delivered by hand, sent by electronic communication or enclosed in a... properly sealed envelope addressed as stated above, registered and deposited, postage prepaid, in a post office regularly maintained by the United States Postal Service. View More

Notices. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given (i) if delivered by hand and receipted for by the party to whom said notice or other communication shall have been directed, or (ii) mailed by certified or registered mail with postage prepaid, on the third (3rd) business day after the date on which it is so mailed: (a) If to Indemnitee, at the address indicated on the signature page of this Agreement, or... such other address as Indemnitee shall provide in writing to the Company. 12 (b) If to the Company, to: CCIF Acquisition Corp. 150 E. 52nd St., Suite 20001 New York, NY 10022 Attn: Ming-Po Cai With a copy, which shall not constitute notice, to Winston & Strawn LLP 800 Capitol Street Suite 2400 Houston, TX 77002 Attn: Michael J. Blankenship Esq. Fax No. : 713-651-2700 or to any other address as may have been furnished to Indemnitee in writing by the Company. View More

Notices. Any notice required or desired to be given under this Agreement shall be in writing and shall be addressed as follows: If to Company: Red Violet, Inc. 2650 North Military Trail, Suite 300 Boca Raton, Florida 33431 If to Executive: Derek Dubner 3130 St. Annes Drive Boca Raton, Florida 33496 Notice shall be deemed given on the date it is deposited in the United States mail, first class postage prepaid and addressed in accordance with the foregoing, or the date otherwise delivered in person,... whichever is earlier. The address to which any notice must be sent may be changed by providing written notice in accordance with this Section 9. View More

Notices. Any notice or other communication which may be permitted or required under this Amended Material Supply Agreement shall be in writing and shall be delivered personally or sent by United States registered or certified mail, postage prepaid, addressed as follows, or to any other address as either party may designate by notice to the other party: If to Can-Cal: Can-Cal Resources Ltd. 8205 Aqua Spray Avenue Las Vegas, Nevada 89128 USA If to Candeo: Candeo Lava Products Inc. 1712 - 25 St. S.W.... Calgary, Alberta T3C 1J6 Attention: William J. Hogan 21. ASSIGNMENT. Either party shall be entitled to assign all or any portion of their interest in this Amended Material Supply Agreement provided the assignee agrees in writing to assume and be bound by the terms hereof. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and, if sent to the Representatives, will be mailed, delivered or telefaxed to 21 Citigroup Global Markets Inc., 388 Greenwich Street New York, NY 10013, J.P. Morgan Securities LLC, 383 Madison Avenue, New York, NY, 10179, Wells Fargo Securities, LLC, 550 South Tryon Street, Charlotte, NC 28202., or, if sent to the Company, will be mailed, delivered or telefaxed to 437 Madison Avenue, New York, New York 10022 (fax:... +1 212-415-3470), attention of the Legal Department, and confirmed to it at Jones Day, 250 Vesey Street, New York, New York 10281 (fax: +1 212-755-7306), Attention: Rory T. Hood. View More