Grouped Into 2,743 Collections of Similar Clauses From Business Contracts
This page contains Notices clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Notices. All communications hereunder will be in writing and effective only on receipt (except in the case of email, such communication will be deemed effective (i) as of the date sent, if sent during normal business hours of the recipient, or (ii) on the next Business Day if sent after normal business hours of the recipient) and if to the Representatives, such communications will be mailed, delivered, telefaxed or emailed to the Citigroup Global Markets Inc. General Counsel (fax no. : (212) 816-7912)... (email address: darrell.bridgers@citi.com) and confirmed to the General Counsel, Citigroup Global Markets Inc., at 388 Greenwich Street, New York, New York, 10013, Attention: General Counsel; or, if sent to the Company, will be mailed, delivered, telefaxed or emailed to Commercial Metals Company, 6565 MacArthur Boulevard, Irving, Texas 75039, facsimile number (214) 689-4326, email address: jody.absher@cmc.com, Attention: Jody K. Absher, Vice President, General Counsel and Corporate Secretary, with a copy to, which shall not constitute notice hereunder, to Haynes and Boone, LLP, 2323 Victory Avenue, Suite 700, Dallas, Texas, 75219, facsimile number (214) 200-0678, email address: jennifer.wisinski@haynesboone.com, Attention: Jennifer Wisinski.View More
Notices. All communications hereunder will be in writing and effective only on receipt (except in the case of email, such communication will be deemed effective (i) as of the date sent, if sent during normal business hours of the recipient, or (ii) on the next Business Day if sent after normal business hours of the recipient) and if to the Representatives, such communications will be mailed, delivered, delivered or telefaxed or emailed to the Citigroup Global Markets BofA Securities, Inc. General... Counsel (fax no. : (212) 816-7912) (email address: darrell.bridgers@citi.com) and confirmed to the General Counsel, Citigroup Global Markets Inc., at 388 Greenwich Street, 1540 Broadway, New York, New York, 10013, York 10036, facsimile number (212) 901-7897, Attention: General Counsel; High Yield Legal Dept. ; or, if sent to the Company, will be mailed, delivered, telefaxed or emailed to Commercial Metals Company, 6565 MacArthur Boulevard, Irving, Texas 75039, facsimile number (214) 689-4326, email address: jody.absher@cmc.com, Attention: Jody K. Absher, Vice President, General Counsel and Corporate Secretary, with a copy to, which shall not constitute notice hereunder, to Haynes and Boone, LLP, 2323 Victory Avenue, Suite 700, Dallas, Texas, 75219, facsimile number (214) 200-0678, email address: jennifer.wisinski@haynesboone.com, Attention: Jennifer Wisinski. View More
Notices. All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (a) personally served, (b) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (c) delivered by a reputable overnight courier service with charges prepaid, or (d) transmitted by hand delivery, telegram, or facsimile, addressed as set forth below or to such other address as such... party shall have specified most recently by written notice. Any notice or other communication required or permitted to be given hereunder shall be deemed effective (i) upon hand delivery or delivery by facsimile, with accurate confirmation generated by the transmitting facsimile machine, at the address or number designated below (if delivered on a Business Day during normal business hours), or the first Business Day following such delivery (if delivered other than on a Business Day during normal business hours), (ii) on the first Business Day following the date deposited with an overnight courier service with charges prepaid, or (iii) on the fifth Business Day following the date of mailing pursuant to subpart (b) above, or upon actual receipt of such mailing, whichever shall first occur. The addresses for such communications shall be: To Debtor, to: Harrison Vickers and Waterman Inc. 224 White Plains Road, 3rd Floor Bronx, New York 10466 Attn: Roy Warren, CEO Fax: (800) 799-5053 To the Collateral Agent: Tarpon Bay Partners LLC Executive Pavilion, 90 Grove Street Ridgefield CT 06877 Fax: (203) 431– 8301 16 17. Other Security. To the extent that the Obligations are now or hereafter secured by property other than the Collateral or by the guarantee, endorsement or property of any other person, firm, corporation or other entity, then the Collateral Agent shall have the right, in its sole discretion, to pursue, relinquish, subordinate, modify or take any other action with respect thereto, without in any way modifying or affecting any of the Secured Parties' rights and remedies hereunder.View More
Notices. All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (a) personally served, (b) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (c) delivered by a reputable overnight courier service with charges prepaid, or (d) transmitted by hand delivery, telegram, or facsimile, addressed as set forth below or to such other address as such... party shall have specified most recently by written notice. Any notice or other communication required or permitted to be given hereunder shall be deemed effective (i) upon hand delivery or delivery by facsimile, with accurate confirmation generated by the transmitting facsimile machine, at the address or number designated below (if delivered on a Business Day during normal business hours), or the first Business Day following such delivery (if delivered other than on a Business Day during normal business hours), (ii) on the first Business Day following the date deposited with an overnight courier service with charges prepaid, or (iii) on the fifth Business Day following the date of mailing pursuant to subpart (b) above, or upon actual receipt of such mailing, whichever shall first occur. The addresses for such communications shall be: To Debtor, to: Harrison Vickers and Waterman Immudyne, Inc. 224 White Plains Road, 3rd Floor Bronx, 1460 Broadway New York 10466 York, NY 10036 Attn: Roy Warren, Justin Schreiber, CEO With a copy by fax only to (which shall not constitute notice): Lucosky Brookman 101 Wood Avenue South Woodbridge, NJ 08830 Attn: Lawrence Metelitsa, Esq. Fax: (800) 799-5053 (732) 395-4401 To the Collateral Agent: Tarpon Bay Partners LLC Executive Pavilion, 90 Grove Street Ridgefield CT 06877 Fax: (203) 431– 8301 Alpha Capital Anstalt 16 17. Other Security. To the extent that the Obligations are now or hereafter secured by property other than the Collateral or by the guarantee, endorsement or property of any other person, firm, corporation or other entity, then the Collateral Agent shall have the right, in its sole discretion, to pursue, relinquish, subordinate, modify or take any other action with respect thereto, without in any way modifying or affecting any of the Secured Parties' rights and remedies hereunder. View More
Notices. All notices and other communications among the parties shall be in writing and shall be deemed to have been duly given (i) when delivered in person, (ii) when delivered after posting in the United States mail having been sent registered or certified mail return receipt requested, postage prepaid, (iii) when delivered by FedEx or other nationally recognized overnight delivery service, or (iv) when delivered by email (in each case in this clause (iv), solely if receipt is confirmed, but excluding... any automated reply, such as an out-of-office notification), addressed as follows: If to the Investor, to the address provided on the Investor's signature page hereto. If to RTP, to: Reinvent Technology Partners 215 Park Avenue, Floor 11 New York, New York 10003 Attention: David Cohen Email: david@reinventcap.com with copies to (which shall not constitute notice), to: Skadden, Arps, Slate, Meagher & Flom LLP One Manhattan West New York, New York 10001 Attention: Howard L. Ellin Christopher M. Barlow Shana Elberg Email: howard.ellin@skadden.com christopher.barlow@skadden.com shana.elberg@skadden.com and Joby Aero, Inc. 340 Woodpecker Ridge Road Santa Cruz, CA 95060 Attention: Legal Department Email: legal@jobyaviation.com and Latham & Watkins LLP 140 Scott Drive Menlo Park, CA 94025 Attention: Ryan Maierson Benjamin Potter Saad Khanani 16 Email: Ryan.Maierson@lw.com Benjamin.Potter@lw.com Saad.Khanani@lw.com or to such other address or addresses as the parties may from time to time designate in writing. Copies delivered solely to outside counsel shall not constitute notice.View More
Notices. All notices and other communications among the parties Parties shall be in writing and shall be deemed to have been duly given (i) when delivered in person, (ii) when delivered after posting in the United States mail having been sent registered or certified mail return receipt requested, postage prepaid, (iii) when delivered by FedEx or other nationally recognized overnight delivery service, or (iv) when delivered by email (in each case in this clause (iv), solely if receipt is confirmed, but... excluding any automated reply, such as an out-of-office notification), addressed as follows: (a) If to the Investor, Sponsor prior to the address provided on Closing, or to any holder of Sponsor Shares or Sponsor Warrants after the Investor's signature page hereto. If to RTP, Effective Time, to: c/o Reinvent Technology Partners Sponsor LLC 215 Park Avenue, Floor 11 New York, New York NY 10003 Attention: David Cohen Email: david@reinventcap.com contact@reinventcap.com 9 with copies to (which shall not constitute notice), to: notice): Skadden, Arps, Slate, Meagher & Flom LLP One Manhattan West New York, New York 10001 Attention: Howard L. Ellin Christopher M. Barlow Shana Elberg Email: howard.ellin@skadden.com christopher.barlow@skadden.com shana.elberg@skadden.com and (b) If to the Company prior to the Closing, or to the Company after the Effective Time, to: Reinvent Technology Partners 215 Park Avenue, Floor 11 New York, NY 10003 Attention: Secretary Email: contact@reinventtechnologypartners.com with copies to (which shall not constitute notice): Skadden, Arps, Slate, Meagher & Flom LLP One Manhattan West New York, New York 10001 Attention: Howard L. Ellin Christopher M. Barlow Email: howard.ellin@skadden.com christopher.barlow@skadden.com (c) If to Joby Aero prior to the Closing, or to the Surviving Corporation after the Effective Time, to: Joby Aero, Inc. 340 Woodpecker Ridge Road Santa Cruz, CA 95060 Attention: Legal Department Email: legal@jobyaviation.com and with copies to (which shall not constitute notice): Latham & Watkins LLP 140 Scott Drive Menlo Park, CA 94025 Attention: Ryan Maierson Benjamin Potter Saad Khanani 16 Email: Ryan.Maierson@lw.com Benjamin.Potter@lw.com Saad.Khanani@lw.com 10 or to such other address or addresses as the parties Parties may from time to time designate in writing. Copies delivered solely to outside counsel shall not constitute notice. View More
Notices. Except as otherwise herein provided, all statements, requests, notices and agreements shall be in writing or by telegram or facsimile and, if to the Underwriters, shall be sufficient in all respects if delivered or sent to UBS Securities LLC, 1285 Avenue of the Americas, New York, New York 10019, Attention: Syndicate (facsimile: 212-713-3371), and BTIG, LLC, 65 E 55th Street, New York, New York 10022, Attention: [●] (facsimile: ([●]); if to the Company, shall be sufficient in all respects if... delivered or sent to the Company at the offices of the Company at 249 Royal Palm Way Ste. 503, Palm Beach, FL 33480, Attention: Joseph A. Gabelli, Chief Executive Officer.View More
Notices. Except as otherwise herein provided, all statements, requests, notices and agreements shall be in writing or by telegram or facsimile and, if to the Underwriters, shall be sufficient in all respects if delivered or sent to UBS Securities LLC, 1285 Avenue of the Americas, New York, New York 10019, Attention: Syndicate (facsimile: 212-713-3371), and BTIG, LLC, 65 E 55th Street, New York, New York 10022, Attention: [●] General Counsel (facsimile: ([●]); (415) 248-2260); if to the Company, shall be... sufficient in all respects if delivered or sent to the Company at the offices of the Company at 249 Royal Palm Way Ste. 503, Palm Beach, FL 33480, Attention: Joseph A. Gabelli, Chief Peter D. Goldstein, Executive Officer. Vice President and Secretary. View More
Notices. Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be delivered as set forth in the Purchase Agreement.
Notices. Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be delivered as set forth in the Purchase Engagement Agreement.
Notices. Any and all notices required or permitted to be given to a party pursuant to the provisions of this Agreement will be in writing and will be effective and deemed to provide such party sufficient notice under this Agreement on the earliest of the following: (a) at the time of personal delivery, if delivery is in person; (b) one (1) business day after deposit with an express overnight courier for United States deliveries, or two (2) business days after such deposit for deliveries outside of the... United States; or (c) three (3) business days after deposit in the United States mail by certified mail (return receipt requested) for United States deliveries. All notices for delivery outside the United States will be sent by express courier. All notices not delivered personally will be sent with postage and/or other charges prepaid and properly addressed to the party to be notified at the address set forth below the signature lines of this Agreement or at such other address as such other party may designate by one of the indicated means of notice herein to the other party hereto. A "business day" shall be a day, other than Saturday or Sunday, when the banks in the city of Phoenix, Arizona are open for business.View More
Notices. Any and all notices or communications required or permitted to be given to a party pursuant to the provisions of this Agreement will be in writing and will be effective and deemed to provide such party sufficient notice under this Agreement on the earliest of the following: (a) at the time of personal delivery, if delivery is in person; (b) one (1) business day after deposit with an express overnight courier for United States deliveries, deliveries that guarantees next business day delivery, or... two (2) business days after such deposit with an express courier for deliveries outside of the United States; States that guarantees second business day delivery; or (c) three (3) four business days after deposit in the United States mail by certified mail (return receipt requested) for United States deliveries. All notices for delivery outside the United States will be sent by express courier. All notices not delivered personally will be sent with postage and/or other charges prepaid and properly addressed to the party to be notified at the address set forth below the signature lines page of this Agreement for such party, or at such other address as such other party may designate by one of the indicated means of notice herein to the other party hereto. A "business day" shall be a day, other than Saturday or Sunday, when the banks in the city of Phoenix, Arizona are open for business.View More
Notices. All notices, requests, consents, demands and other communications hereunder (each, a "Notice") shall be in writing and delivered to the parties at the addresses set forth herein or to such other address that may be designated by the receiving party in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier OR facsimile or certified or registered mail (return receipt requested, postage prepaid), and shall be addressed as follows: If to the Guarantor,... at: 325 N. Saint Paul Street, Suite 4850 Dallas, TX 75201 Attention: Brad K. Heppner Email: bheppner@beneficient.com and if to the Lender, at: 325 N. Saint Paul Street, Suite 4850 Dallas, TX 75201 Attention: Jeffrey S. Hinkle Email: jhinkle@beneficient.com 4 Except as otherwise provided in this Guaranty, a Notice is effective only (a) with written confirmation of delivery or transmission; (b) upon receipt of the receiving party, and (c) if the party giving the Notice has complied with the requirements of this section.View More
Notices. All notices, requests, consents, demands and other communications hereunder (each, a "Notice") shall be in writing and delivered to the parties at the addresses set forth herein or to such other address that may be designated by the receiving party in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier OR facsimile or certified or registered mail (return receipt requested, postage prepaid), and shall be addressed as follows: If to the Guarantor,... at: 325 N. Saint Paul Street, Suite 4850 Dallas, TX 75201 Attention: Brad K. Heppner Email: bheppner@beneficient.com brad.heppner@beneficient.com and if to the Lender, at: 325 N. Saint Paul Street, Suite 4850 Dallas, TX 75201 Attention: Jeffrey S. Hinkle Email: jhinkle@beneficient.com 4 jeff.hinkle@beneficient.com Except as otherwise provided in this Guaranty, a Notice is effective only (a) with written confirmation of delivery or transmission; (b) upon receipt of the receiving party, and (c) if the party giving the Notice has complied with the requirements of this section. 5 8. Assigmnent. This Guaranty shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns; provided, however, that the Guarantor may not, without the prior written consent of the Lender, assign any of its rights, powers or obligations hereunder. The Lender may assign this Guaranty and its rights hereunder in accordance with Section 9.06 of the Credit Agreement. Any attempted assigmnent in violation of this section shall be null and void. View More
Notices. Any notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return receipt requested, to the Executive at the last address the Executive has filed in writing with the Company or, in the case of the Company, at its main offices, attention of the Board. Notices may also be sent by email to the last... email address of the Executive or the Chairperson of the Board (the "Chairperson"), as the case may be; provided that such email notice is promptly thereafter confirmed by one of the foregoing methods. For purposes of email notice, the applicable email address of the Executive shall be the most recent email address that the Executive has provided to the Company, whereas the Chairperson's email address shall be the Chairperson's regular business email address as of the date of notice.View More
Notices. Any notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return receipt requested, to the Executive at the last address the Executive has filed in writing with the Company or, in the case of the Company, at its main offices, attention of the Board. Notices may also be sent by email to the last... email address of the Executive or the Chairperson Chairman of the Board (the "Chairperson"), Board, as the case may be; provided that such email notice is promptly thereafter confirmed by one of the foregoing methods. For purposes of email notice, the applicable email address of the Executive shall be the most recent email address that the Executive has provided to the Company, whereas the Chairperson's Chairman's email address shall be the Chairperson's Chairman's regular business email address as of the date of notice. Notices delivered in person or by email shall be effective on the date of notice. Notices delivered by overnight courier service shall be effective on the next business day after mailing. Notices delivered by registered or certified mail shall be effective three business days after mailing. 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 Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282, Attention: Registration Department; Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, 19 Attention: Equity Syndicate Desk; TD Securities (USA) LLC, 1 Vanderbilt Avenue, 12th Floor, New York, New York 10017, Attention: Transaction Management Group; Wells... Fargo Securities, LLC, 550 South Tryon Street, 5th Floor, Charlotte, NC 28202, Attention: Transaction Management or e-mail at tmgcapitalmarkets@wellsfargo.com; or, if sent to the Company, will be mailed, delivered or telefaxed to Pioneer Natural Resources Company (fax no. : (972) 969-3552) and confirmed to it at 777 Hidden Ridge, Irving, Texas 75038, Attention: General Counsel. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients.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 Goldman Sachs & Co. LLC, 200 BofA Securities, Inc., 114 West 47th Street, New York, New York 10282, Attention: Registration Department; Morgan Stanley & Co. LLC, 1585 Broadway, NY8-114-07-01, New York, New York 10036, 19 Attention: Equity Syndicate Desk; High Grade Transaction Management/Legal or e-mail at dg.hg_ua_notices@bofa.com; TD... Securities (USA) LLC, 1 Vanderbilt Avenue, 12th 11th Floor, New York, New York 10017, Attention: Transaction Management Group; Advisory or e-mail at ustransactionadvisory@tdsecurities.com; Wells Fargo Securities, LLC, 550 South Tryon Street, 5th Floor, Charlotte, NC 28202, Attention: Transaction Management or e-mail at tmgcapitalmarkets@wellsfargo.com; or, if sent to the Company, will be mailed, delivered or telefaxed to Pioneer Natural Resources Company (fax no. : (972) 969-3552) and confirmed to it at 777 Hidden Ridge, Irving, Texas 75038, Attention: General Counsel. In accordance with the requirements of the USA Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)), the Underwriters are required to obtain, verify and record information that identifies their respective clients, including the Company, which information may include the name and address of their respective clients, as well as other information that will allow the Underwriters to properly identify their respective clients. View More
Notices. All notices, requests, demands and other communications made under or by reasons of this Agreement shall be in writing and shall be deemed given and received (a) if delivered in person, on the date delivered, (b) if delivered by a reputable express courier and mailed overnight delivery, on the next Business Day after mailing or (c) if transmitted by email, on the date received if received before 5:00 p.m. on a Business Day or otherwise the next following Business Day, to the Parties at the... following addresses (or at such other address for a Party as is specified to the other Parties by like notice): 14 (i) if to Brookfield: Brookfield REIT Adviser LLC Brookfield Place New York Vesey Street, 15th Floor New York, New York 10281 Attention: General Counsel Email: realestatenotices@brookfield.com with a copy (which shall not constitute notice) to: Alston & Bird LLP 1201 West Peachtree Street Atlanta, GA 30309 Attn. : Rosemarie A. Thurston Email: rosemarie.thurston@alston.com (ii) if to Oaktree: Oaktree Fund Advisors, LLC c/o Oaktree Capital Management, L.P. 333 South Grand Avenue, 28th Floor Los Angeles, CA 90071 Attn. : General Counsel Email: legalnotifications@oaktreecapital.com with a copy (which shall not constitute notice) to: Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 Attn. : Benjamin Wells Email: bwells@stblaw.com (iii) if to the REIT: Oaktree Real Estate Income Trust, Inc. 333 South Grand Avenue, 28th Floor Los Angeles, CA 90071 Attn. : Chief Securities Counsel Email: OakREITNotices@oaktreeREIT.com 28. Entire Agreement; Severability. This Agreement (including the exhibits hereto and the other agreements and instruments referred to herein), constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the Parties with respect to the subject matter of this Agreement. The Parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the Parties and no presumption or burden of proof shall arise favoring or disfavoring any Party by virtue of the authorship of any of the provisions of this Agreement. Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms and provisions of this Agreement or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction. If any provision of this Agreement is so broad as to be unenforceable, the provision shall be interpreted to be only so broad as is enforceable. 15 29. No Third-Party Beneficiaries. Except as otherwise specifically set forth herein, this Agreement is for the sole benefit of the Parties and their permitted assigns, and nothing herein expressed or implied shall give or be construed to give any Person, other than the Parties and such permitted assigns, any legal or equitable rights hereunder. All references herein to the enforceability of agreements with third parties, the existence or non-existence of third party rights, the absence of breaches or defaults by third parties, or similar matters or statements, are intended only to allocate rights and risks among the Parties and are not intended to be admissions against interest, give rise to any inference or proof of accuracy, be admissible against any Party by any third party, or give rise to any claim or benefit to any third party.View More
Notices. All notices, requests, demands and Any notice, report or other communications made under communication required or by reasons of this Agreement permitted to be given hereunder shall be in writing and shall be deemed given and received (a) if delivered in person, on the date delivered, (b) if by being delivered by a reputable express hand, by courier or overnight carrier, by registered or certified mail, or by electronic mail using the contact information set forth herein: The Company and mailed... overnight delivery, on the next Business Day after mailing or (c) if transmitted by email, on the date received if received before 5:00 p.m. on a Business Day or otherwise the next following Business Day, to the Parties at the following addresses (or at such other address for a Party as is specified to the other Parties by like notice): 14 (i) if to Brookfield: Operating Partnership: Brookfield REIT Adviser LLC Real Estate Income Trust Inc. c/o Brookfield Place New York 250 Vesey Street, 15th Floor New York, New York NY 10281 Attention: General Counsel Email: realestatenotices@brookfield.com with a copy required copies (which shall not constitute notice) to: Alston & Bird LLP 1201 West Peachtree Street Atlanta, GA Georgia 30309 Attn. : Attention: Rosemarie A. Thurston Email: rosemarie.thurston@alston.com (ii) if to Oaktree: Oaktree Fund Advisors, LLC c/o Oaktree Capital Management, L.P. 333 South Grand Avenue, Ave., 28th Floor Floor, Los Angeles, CA California 90071 Attn. : Attention: General Counsel Email: legalnotifications@oaktreecapital.com with a copy required copies (which shall not constitute notice) to: Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 Attn. : Attention: Benjamin Wells Email: bwells@stblaw.com (iii) if to the REIT: Oaktree Real Estate Income Trust, Inc. 333 South Grand Avenue, 28th Floor Los Angeles, CA 90071 Attn. : Chief Securities Counsel Email: OakREITNotices@oaktreeREIT.com 28. BWells@stblaw.com 6 10. Entire Agreement; Severability. This Agreement (including the exhibits hereto and the other agreements and instruments referred to herein), constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the Parties parties with respect to the subject matter of this Agreement. The Parties parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the Parties parties and no presumption or burden of proof shall arise favoring or disfavoring any Party party by virtue of the authorship of any of the provisions of this Agreement. Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms and provisions of this Agreement or affecting the validity or enforceability of any of the terms or provisions of this Agreement in any other jurisdiction. If any provision of this Agreement is so broad as to be unenforceable, the provision shall be interpreted to be only so broad as is enforceable. 15 29. No Third-Party Beneficiaries. Except as otherwise specifically set forth herein, this Agreement is for the sole benefit of the Parties and their permitted assigns, and nothing herein expressed or implied shall give or be construed to give any Person, other than the Parties and such permitted assigns, any legal or equitable rights hereunder. All references herein to the enforceability of agreements with third parties, the existence or non-existence of third party rights, the absence of breaches or defaults by third parties, or similar matters or statements, are intended only to allocate rights and risks among the Parties and are not intended to be admissions against interest, give rise to any inference or proof of accuracy, be admissible against any Party by any third party, or give rise to any claim or benefit to any third party.View More