Notices Contract Clauses (104,236)

Notices. For purposes of this Agreement, notices and all other communications provided for in the Agreement shall be in writing and shall be deemed to have been duly given when delivered or mailed by United States certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: At Executive's home address as shown in the Company's personnel records; If to the Company: CIRCOR Company:CIRCOR International, Inc.30 Corporate Drive, Suite 200Burlington, MA 01803Attn: Senior Vice President & CEOAttn: General CounselAttn: Senior Vice President-Human Resources or to such other address as either party may have furnished to the other in writing in accordance herewith, except that notices of change of address shall be effective only upon receipt. View More

Notices. Any notice, demand, request, consent, approval or communication desired by either party or required to be given, shall be in writing and either hand delivered or sent by prepaid certified first class mail, addressed as set forth in Section 1. Either party may change its address by notification to the other party. Notice shall be deemed to be communicated 48 43 hours from the time of such mailing, or upon the time of hand delivery as provided in this Section 23.

Notices. a.Addresses. a. Addresses. All notices, demands and requests by Landlord or Tenant shall be sent to the Notice Addresses set forth in Section 1l, 1n, or to such other address as a party may specify by duly given notice. The parties shall notify the other of any change in address, which notification must be at least 15 days in advance of it being effective. b.Form; b. Form; Delivery; Receipt. ALL NOTICES, DEMANDS AND REQUESTS WHICH MAY BE GIVEN OR WHICH ARE REQUIRED TO BE GIVEN BY EITHER PARTY... TO THE OTHER MUST BE IN WRITING UNLESS OTHERWISE SPECIFIED. Notices, demands or requests shall be deemed to have been properly given for all purposes only if (i) delivered against a written receipt of delivery, (ii) mailed by express, registered or certified mail of the United States Postal Service, return receipt requested, postage prepaid, or (iii) delivered to a nationally recognized overnight courier service for next business day delivery to the receiving party's address as set forth above or (iv) delivered via telecopier or facsimile transmission to the facsimile number listed above, with an original counterpart of such communication sent concurrently as specified in subsection (ii) or (iii) above and with written confirmation of receipt of transmission provided. above. Each such notice, demand or request shall be deemed to have been received upon the earlier of the actual receipt or refusal by the addressee or three (3) business days after deposit thereof at any main or branch United States post office if sent in accordance with subsection (ii) above, and the next business day after deposit thereof with the courier if sent pursuant to subsection (iii) above. c. Address Changes. The parties shall notify the other of any change in address, which notification must be at least fifteen (15) days in advance of it being effective. d. Notice by Legal Counsel. Notices may be given on behalf of any party by such party's legal counsel. View More

Notices. For purposes of Section 6.2 7.2 of the Stockholders' Agreement, all notices, demands or other communications to the Stockholder shall be directed to the address, email, or facsimile of such Stockholder as set forth on the signature page hereto.

Notices. All notices and other communications among the Parties shall be in writing and shall be deemed to have been duly given (a) when delivered in person, (b) when delivered after posting in the United States mail having been sent registered or certified mail return receipt requested, postage prepaid, (c) when delivered by FedEx or other nationally recognized overnight delivery service or (d) when e-mailed during normal business hours (and otherwise as of the immediately following Business Day),... addressed as follows: If to Beachbody or, following the Closing, the Company or Acquiror: The Beachbody Company Group, LLC 3301 Exposition Boulevard Santa Monica, CA 90404 Attn: Jonathan Gelfand E-mail: jgelfand@beachbody.com 6 with copies to: Latham & Watkins LLP 885 Third Avenue New York, NY 10022 Attn: Justin Hamill, Steven Stokdyk Email: justin.hamill@lw.com, steven.stokdyk@lw.com If prior to the Closing, to Acquiror or Sponsor: Acquiror: Forest Road Acquisition Corp. 1177 Avenue of the Americas, 5th Floor New York, NY 10036 Attention: Keith L. Horn Telephone: (201) 988-1467 E-mail: khorn@loringcapitaladvisors.com in each case, with a copy (which shall not constitute notice) to: Kirkland & Ellis LLP 2049 Century Park East, Suite 3700 Los Angeles, CA 90067 Attention: Monica J. Shilling, P.C. Telephone: (310) 552-4355 Email: monica.shilling@kirkland.com 11 and Kirkland & Ellis LLP 1601 Elm Street Dallas, TX 75201 Attention: Michael Considine, P.C. Telephone: (214) 972-1770 Email: mpconsidine@kirkland.com If to the Company Myx Investor or, following prior to the Closing, Acquiror or Sponsor: The Beachbody Company Group, the Company: Myx Brands Holdings, LLC 3301 Exposition Boulevard Santa Monica, CA 90404 Attn: Jonathan Gelfand E-mail: jgelfand@beachbody.com 19 West Elm Street Greenwich, CT 06830 Attention: Jason Woody Email: jwoody@palmventures.com with copies to: Latham & Watkins LLP 885 Third Avenue New York, NY 10022 Attn: Justin Hamill, Steven Stokdyk Greenberg Traurig, P.A. 401 East Las Olas Blvd., Suite 2000 Fort Lauderdale, FL 33330 Attention: Matthew W. Miller Email: justin.hamill@lw.com, steven.stokdyk@lw.com millerma@gtlaw.com 7 or to such other address or addresses as the Parties may from time to time designate in writing. Without limiting the foregoing, any Party may give any notice, request, instruction, demand, document or other communication hereunder using any other means (including personal delivery, expedited courier, messenger service, ordinary mail or electronic mail), but no such notice, request, instruction, demand, document or other communication shall be deemed to have been duly given unless and until it actually is received by the Party for whom it is intended. 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 Optionee 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. NEURALSTEM, GENSPERA, INC. By: [*] The foregoing Agreement is hereby accepted and the terms and conditions thereof hereby agreed to by the undersigned. [Optionee] 3 EX-4.02 3 v432266_ex4-02.htm v444523_ex4-02.htm EXHIBIT 4.02 Exhibit 4.02 NEURALSTEM. GENSPERA. INC. NON-QUALIFIED STOCK OPTION AGREEMENT Name of Optionee: [*] No. of Option Shares: [*] Option Exercise Price per Share: [*] Grant Date: [*] Expiration Date: [*] Neuralstem, GenSpera, Inc., (the "Company") hereby grants to the Optionee named above a non-qualified option (the "Stock Option") to purchase on or prior to the Expiration Date specified above above, subject to the restrictions contained in Section 4, all or part of the number of shares of Common Stock, par value $0.01 $0.0001 per share (the "Stock"), of the Company specified above at the Option Exercise Price per Share. This Stock Option is granted to Optionee in connection with his or her entry into employment with the Company and is an inducement material to the Optionee's entry into employment within the meaning of Rule 5635(c)(4) of the NASDAQ Listing Rules. View More

Notices. All communications hereunder shall be in writing and effective only upon receipt and if to the Underwriters shall be delivered, mailed or sent to the Representatives at c/o Jefferies LLC, 520 Madison Avenue, New York, New York 10022, Attention: General Counsel, c/o Piper Sandler & Co., 800 Nicollet Mall, Minneapolis, MN 55402, Attention: Legal Department, c/o Guggenheim Securities, LLC, 330 Madison Avenue, New York, New York 10017, Attention: Capital Markets Syndicate, with a copy (which copy... shall not constitute notice) to Latham & Watkins LLP, 1271 Avenue of the Americas, 885 Third Avenue, New York, New York 10020, 10022, Attention: Nathan Ajiashvili, and if to the Company shall be delivered, mailed or sent to Cogent Biosciences, Inc., 200 Cambridge Park Drive, Suite 2500, Cambridge, MA 02140, Attn: Chief Financial Officer, with a copy to Ryan Murr of Gibson, Dunn & Crutcher, LLP, 555 Mission Street, San Francisco, CA 941051. View More

Notices. Any notice that may be given under this Agreement shall be in writing and be deemed given when hand delivered and acknowledged or, if mailed, one day after mailing by registered or certified mail, return receipt requested, or if delivered by an overnight delivery service, one day after the notice is delivered to such service, to either any party hereto to this Agreement at their its respective addresses address stated above, or at such other address as either any party may by similar notice... designate. 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: [_] c/o Lakeshore Acquisition I Corp. Suite A-2F, 555 Shihui Road, Songjiang District,... Shanghai, China 201100 If to the Company, to: Lakeshore Acquisition I Corp. Suite A-2F, 555 Shihui Road, Songjiang District, Shanghai, China 201100 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. Except as otherwise provided herein, all communications hereunder shall be in writing and, (i) if to the Underwriters, shall be mailed, delivered or telecopied to Roth Capital Partners, LLC, 888 San Clemente Drive, Newport Beach, CA 92660, telecopy number: (949) 720-7227, Attention: Managing Director, Director and Aegis Capital Corporation, 810 7th Avenue- 18th Floor, New York, NY 10019, telecopy number: (212) 813-1048, Attention: Head of Investment Banking, and (ii) if to the Company, shall be... mailed, delivered or telecopied to it at Heat Biologics, Inc., 801 Capitola Drive, Durham, NC 27713, telecopy number: (919) 240-7133, Attention: Chief Executive Officer; or in each case to such other address as the person to be notified may have requested in writing. Any 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. View More