Notices Contract Clauses (104,236)

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. (b) If to the Company, to: Integrated Rail and Resources Acquisition Corp. 6100 Southwest Boulevard, Suite 320 Fort Worth, Texas 76109 Attention: Richard Bertel With a copy, which shall not constitute notice, to Reed Smith LLP 599 Lexington Avenue New York, New York 10022 Attn: Ari Edelman, Esq. and Jared Kelly, Esq. Fax No. : (212) 521-5450 or to any other address as may have been furnished to Indemnitee in writing by the Company. View More

Notices. Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of (a) the date of transmission, if such notice or communication is delivered via electronic mail (i.e., Email) prior to 6:30 p.m. (Eastern) on a business day, (b) the next business day after the date of transmission, if such notice or communication is delivered via electronic mail (i.e., Email) on a day that is not... a business day or later than 6:30 p.m. (Eastern) on any business day, or (c) the business day following the date of mailing, if sent by U.S. nationally recognized overnight courier service, or (d) upon actual receipt by the Party to whom such notice is required to be given, if sent by any means other than Email transmission or U.S. nationally recognized overnight courier service. The address for such notices and communications shall be as follows. If to the Company: 2300 Computer Avenue, Building G Willow Grove, PA 19090 Attention: Michael Stewart Email: With a copy to: BEVILACQUA PLLC 1050 Connecticut Ave., NW, Suite 500 Washington, DC 20036 Attention: Louis A. Bevilacqua, Esq. Email: If to the Service Providers: Dolev Rafaeli Email: Dennis M. McGrath Email: Yoav Ben-Dror Email: or such other address as may be designated in writing hereafter, in the same manner, by such Party. 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, (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, or (iii) sent by facsimile transmission, without receipt of confirmation that such... transmission has been received: (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. (b) If to the Company, to: Atlantic Alliance Partnership Corp. c/o Lepe Partners LLP 17 Old Court Place London, W8 4PL Attn: Jonathan Goodwin, Chief Executive Officer or to any other address or number as may have been furnished to Indemnitee in writing by the Company. View More

Notices. All notices, requests, demands, waivers and other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered personally, (ii) mailed, certified or registered mail with postage prepaid, (iii) sent by next-day or overnight mail or delivery or (iv) sent by fax, as follows: 14 if to the Borrower, AeroGrow International, Inc. 6075 Longbow Drive, Suite 200 Boulder, CO Fax: (303) 350-4770 Telephone: (303)... 350-4770 Attention: Grey Gibbs, Chief Financial Officer if to the Lender, The Scotts Company LLC 14111 Scottslawn Road Marysville, OH 43041 Fax: (937) 578-5078 Telephone: (937) 578-5970 Attention: Ivan C. Smith, Executive Vice President and Secretary or, in each case, at such other address as may be specified in writing to the other parties hereto. All such notices, requests, demands, waivers and other communications shall be deemed to have been received (i) if by personal delivery, on the day after such delivery, (ii) if by certified or registered mail, on the third Business Day after the mailing thereof, (iii) if by next-day or overnight mail or delivery, on the day delivered or (iv) if by fax on the next day following the day on which such fax was sent, provided that a copy is also sent by certified or registered mail or by next-day or overnight mail or delivery. Notices delivered through electronic communications to the extent provided in the following paragraph, shall be effective as provided in said paragraph. Notices and other communications to the Lender hereunder may be delivered or furnished by electronic communication (including e‐mail) pursuant to procedures approved by the Lender. Unless the Lender otherwise prescribes, notices and other communications sent to an e-mail address shall be deemed received upon the sender's receipt of an acknowledgement from the intended recipient (such as by the "return receipt requested" function, as available, return e-mail or other written acknowledgement), provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next business day for the recipient. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and: If sent to Merrill Lynch, will be mailed, delivered or telefaxed to Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 Facsimile: (415) 835-2514 Attention: David Moran and T.J. Opladen, with a copy to ECM Legal If sent to Citigroup, will be mailed, delivered or telefaxed to: Citigroup Global Markets Inc. 388 Greenwich Street New York, New York, 10013 Facsimile: (646)... 291-1469 Attention: General Counsel If sent to Goldman, will be mailed, delivered or telefaxed to: Goldman, Sachs & Co. 200 West Street New York, New York 10282 Facsimile: (212) 902-9316 Attention: Registration Department 31 If sent to J.P. Morgan, will be mailed, delivered or telefaxed to: J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Facsimile: (646) 441-4870 Attention: Adam S. Rosenbluth and Brett Chalmers If sent to Morgan Stanley, will be mailed, delivered or telefaxed to: Morgan Stanley & Co. LLC 1585 Broadway, 29th Floor New York, New York 10036 Attention: Equity Syndicate Desk, with a copy to the Legal Department If sent to Wells Fargo, will be mailed, delivered or telefaxed to: Wells Fargo Securities, LLC 375 Park Avenue, 4th Floor New York, New York 10152 Facsimile: (212) 214-5918 Attention: Equity Syndicate Department with a copy to: O'Melveny & Myers LLP Times Square Tower 7 Times Square New York, New York 10036 Facsimile: (212) 326-2061 Attention: Michael J. Schiavone If sent to the Company, will be mailed, delivered or telefaxed to: Prologis, Inc. 4545 Airport Way Denver, Colorado 80239 Facsimile: (303) 567-5761 Attention: General Counsel with a copy to: Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606 Facsimile: (312) 706-8148 Attention: Michael L. Hermsen 32 Any party hereto may change the address for receipt of communications by giving written notice to the others. View More

Notices. All notices and other communications under this Agreement shall be in writing and shall be delivered personally or by facsimile or electronic delivery, given by hand delivery to the other party, sent by overnight courier or sent by registered or certified mail, return receipt requested, postage prepaid, to:If to Executive: Coleman R. Gaines4055 Technology Forest BlvdThe Woodlands, Texas 77381Fax No: (877) 303-2445 If to Conn's: Conn's, Inc.4055 Technology Forest Blvd.The Woodlands, Texas... 77381Attn: Office of the General CounselFax No: (877) 303-2445 9. Assignment. Conn's shall require any successors (whether direct or indirect, by purchase, merger, consolidation or otherwise) to a controlling interest in the business, assets, or equity of Conn's (or, if applicable, a material division of Conn's, including the Retail or Credit division) to assume and agree to perform this Agreement in the same manner and to the same extent that Conn's would be required to perform if no such succession had taken place. This Agreement is a personal employment contract and the rights, obligations, and interests of Executive under this Agreement may not be sold, assigned, transferred, pledged, or hypothecated by Executive.10. Binding Agreement. Executive understands that his obligations under this Agreement are binding upon Executive's heirs, successors, personal representatives, and legal representatives.11. Arbitration. Except for any controversy or claim relating to Section 7 of this Agreement, any controversy or claim arising out of or relating to this Agreement or the breach of any provision of this Agreement, including the arbitrability of any controversy or claim, shall be settled by arbitration administered by the American Arbitration Association ("AAA") under its National Rules for the Resolution of Employment Disputes and the Optional Rules for Emergency Measures of Protection of the AAA, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Any provisional remedy, which would be available from a court of law, shall be available from the arbitrator to the parties to this Agreement 9 of 13 pending arbitration. Arbitration of disputes is mandatory and in lieu of any and all civil causes of action and lawsuits either party may have against the other arising out of Executive's employment with Conn's. Civil discovery shall be permitted for the production of documents and taking of depositions. The arbitrator(s) shall be guided by the Texas Rules of Civil Procedure in allowing discovery and all issues regarding compliance with discovery requests shall be decided by the arbitrator(s). The Federal Arbitration Act shall govern this Section 11. This Agreement shall in all other respects be governed and interpreted by the laws of the State of Texas, excluding any conflicts or choice of law rule or principles that might otherwise refer construction or interpretation of this Agreement to the substantive law of another jurisdiction. The arbitration shall be conducted in the city of Conn's corporate offices by one neutral arbitrator chosen by AAA according to its National Rules for the Resolution of Employment Disputes if the amount of the claim is one million dollars ($1,000,000.00) or less and by three neutral arbitrators chosen by AAA in the same manner if the amount of the claim is more than one million dollars ($1,000,000.00). Neither party nor the arbitrator(s) may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties unless compelled to do so either by judicial process or to enforce an arbitration award rendered pursuant to this Section 11. All fees and expenses of the arbitration shall be borne by the parties equally. View More

Notices. All notices or other communications hereunder shall be in writing, and (a) if sent to the Dealer-Manager, shall be mailed, delivered, or faxed and confirmed in writing, to Maxim Group LLC, 405 Lexington, New York, New York 10174, Fax Number: (212) 895-3783, Attention: Clifford A. Teller, Executive Managing Director — Investment Banking, in each case, with a copy to Ellenoff Grossman & Schole LLP, 1345 Avenue of the Americas, 11th Floor, New York, New York, 10105 Fax Number: (212) 370-7889,... Attention: Sarah Williams, Esq. ; and (b) if sent to the Company shall be mailed, delivered, or faxed and confirmed in writing to the Company and its counsel at the address set forth in the Registration Statement, with a copy to Libertas Law Group, Inc., 225 Santa Monica Boulevard, 5th Floor, Santa Monica, CA 90401, Fax Number: (310) 356-1922, Attention: Ruba Qashu. Any such notices and other communications shall take effect at the time of receipt thereof. View More

Notices. Any notice required or permitted to be given pursuant to this Note shall be deemed to have been duly given when delivered by hand or sent by certified or registered mail, return receipt requested and postage prepaid, overnight mail or telecopier as follows: If to the Holder: Tide Pool Ventures Corporation 326 Pacific Coast Highway, Suite 207 Redondo Beach, California 90277 Attn: Todd Violette If to the Company: Nyxio Technologies Corp. 2156 NE Broadway Portland, Oregon 97232 Attention:Giorgio... Johnson or at such other address as the Holder or the Issuer shall designate by notice to the other given in accordance with this Section 8. View More

Notices. All statements, requests, notices and agreements hereunder shall be in writing, and if to the Underwriters shall be delivered or sent by mail or facsimile transmission to you in care of Deutsche Bank AG, London Branch, Winchester House, 1 Great Winchester Street, London, EC2N 2DB and The Royal Bank of Scotland plc, 135 Bishopsgate, London EC2M 3UR; and if to the Company shall be delivered or sent by (i) mail to the address of the Company set forth in the Final Prospectus, Attention: General... Counsel or (ii) facsimile, at (203) 299-8915, Attention: General Counsel. Any such statements, requests, notices or agreements shall take effect upon receipt thereof. View More

Notices. All communications hereunder shall be in writing and effective only upon receipt and, if to: (a) The Representatives, shall be delivered, mailed or sent to J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, Attention: Equity Syndicate Desk, and to Merrill Lynch, Pierce, Fenner & Smith Incorporated at One Bryant Park, New York, New York 10036, Attention of Syndicate Department (fax no. : (646) 855-3073), with a copy to ECM Legal (fax no: (212) 230-8730); (b) The Forward... Purchasers or the Forward Sellers, shall be delivered, mailed or sent to JPMorgan Chase Bank, National Association at EDG Marketing Support, email: edg_notices@jpmorgan.com and edg_ny_corporate_sales_support@jpmorgan.com, (fax no. : (866) 866-4506), with a copy to Santosh Screenivasen, Managing Director, email: santosh.screenivasen@jpmorgan.com, and to Bank of America, N.A. at c/o Merrill Lynch, Pierce, Fenner & Smith Incorporated, Bank of America Tower at One Bryant Park, New York, New York 10036, Attention: Rohan Handa, email: rohan.handa@baml.com; or (c) The Company, shall be delivered, mailed or sent to Spirit Realty Capital, Inc., 2727 North Harwood Street, Suite 300, Dallas, Texas 75201, Attention: General Counsel, with a copy to Latham & Watkins LLP, 355 South Grand Avenue, Los Angeles, California 90071, Attention: Julian T.H. Kleindorfer, Esq. View More