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 notices, demands, requests, consents, approvals or other communications (collectively "Notices") required or permitted to be given hereunder or which are given with respect to this Separation Agreement shall be in writing and may be personally served or may be deposited in the United States mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: To the Company: EMCORE Corporation 208 West State Street Trenton, NJ 08608 Attention: RASI With a copy to:... EMCORE Corporation 2015 Chestnut Street Alhambra, CA 91803 Attention: Chief Financial Officer To Executive: Monica Van Berkel 9 or such other address as such party shall have specified most recently by written notice. Notice mailed as provided herein shall be deemed given on the fifth business day following the date so mailed or on the date of actual receipt, whichever is earlier.View More
Notices. All notices, demands, requests, consents, approvals or other communications (collectively "Notices") required or permitted to be given hereunder or which are given with respect to this Separation Agreement shall be in writing and may be personally served or may be deposited in the United States mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: To the Company: EMCORE Corporation 208 West State Street Trenton, NJ 08608 Attention: RASI With a copy to:... EMCORE Corporation 2015 Chestnut Street Alhambra, CA 91803 Attention: Chief Financial Officer To Executive: Monica Van Berkel Alfredo Gomez 9 or such other address as such party shall have specified most recently by written notice. Notice mailed as provided herein shall be deemed given on the fifth business day following the date so mailed or on the date of actual receipt, whichever is earlier. View More
Notices. All notices and other communications to the Companies provided for herein shall be in writing and shall be deemed to have been duly given if delivered personally, sent by prepaid overnight courier (providing written proof of delivery) or sent by confirmed facsimile transmission or electronic mail and will be deemed given on the date so delivered (or, if such day is not a business day, on the first subsequent business day) to the following addresses, or in the case of the Investor, the address... provided on Exhibit B.1 attached to this Agreement (or such other address as any Company or the Investor shall have specified by notice in writing to the other): If to the Inphi Notes Issuer: Inphi Corporation Attention: John S. Edmunds, Chief Financial Officer Email: Pillsbury Winthrop Shaw Pittman LLP 2550 Hanover Street Palo Alto, CA 94303 Attention: Allison M. Leopold Tilley Email: allison@pillsburylaw.com If to the New Marvell Parent: Marvell Semiconductor, Inc. Attention: Mitch Gaynor Email: with a copy to (which shall not constitute notice): Hogan Lovells US LLP Columbia Square 555 Thirteenth Street, NW Washington, DC 20004 Attention: Eve Howard Email: eve.howard@hoganlovells.com 12 13. Binding Effect. The provisions of this Agreement shall be binding upon and accrue to the benefit of each of the Companies, the Investor and the Exchanging Investors and their respective heirs, legal representatives, successors and assigns. This Agreement constitutes the entire agreement between the Companies and the Investor with respect to the subject matters hereof. This Agreement may be executed by any one or more of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such respective counterparts shall together constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including any electronic signature covered by the U.S. federal ESIGN Act of 2000, Uniform Electronic Transactions Act, the Electronic Signatures and Records Act or other applicable law, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.View More
Notices. All notices and other communications to the Companies provided for herein shall be in writing and shall be deemed to have been duly given if delivered personally, sent by prepaid overnight courier (providing written proof of delivery) or sent by confirmed facsimile transmission or electronic mail and will be deemed given on the date so delivered (or, if such day is not a business day, on the first subsequent business day) to the following addresses, or in the case of the Investor, the address... provided on Exhibit B.1 attached to this Agreement (or such other address as any Company or the Investor shall have specified by notice in writing to the other): If to the Inphi Notes Issuer: Inphi Corporation 2953 Bunker Hill Lane Santa Clara, CA 95054 Attention: John S. Edmunds, Chief Financial Officer Email: jedmunds@inphi.com Pillsbury Winthrop Shaw Pittman LLP 2550 Hanover Street Palo Alto, CA 94303 Attention: Allison M. Leopold Tilley Email: allison@pillsburylaw.com If to the New Marvell Parent: Marvell Semiconductor, Inc. 5488 Marvell Lane Santa Clara, CA 95054 Attention: Mitch Gaynor Email: mgaynor@marvell.com with a copy to (which shall not constitute notice): Hogan Lovells US LLP Columbia Square 555 Thirteenth Street, NW Washington, DC 20004 Attention: Eve Howard Email: eve.howard@hoganlovells.com 12 13. Binding Effect. The provisions of this Agreement shall be binding upon and accrue to the benefit of each of the Companies, the Investor and the Exchanging Investors and their respective heirs, legal representatives, successors and assigns. This Agreement constitutes the entire agreement between the Companies and the Investor with respect to the subject matters hereof. This Agreement may be executed by any one or more of the parties hereto in any number of counterparts, each of which shall be deemed to be an original, but all such respective counterparts shall together constitute one and the same instrument. Counterparts may be delivered via facsimile, electronic mail (including any electronic signature covered by the U.S. federal ESIGN Act of 2000, Uniform Electronic Transactions Act, the Electronic Signatures and Records Act or other applicable law, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. 12 14. Notification of Changes. After the date of this Agreement, each of the Companies and the Investor hereby covenants and agrees to notify the other parties hereto upon the occurrence of any event prior to the Exchange Closing pursuant to this Agreement that would cause any representation, warranty or covenant of such Company or the Investor, as the case may be, contained in this Agreement to be false or incorrect. View More
Notices. All notices and other communications hereunder shall be in writing and effective only upon receipt and if to the Underwriters shall be delivered, mailed or sent to Morgan Stanley & Co. LLC, at 1585 Broadway, New York, New York 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department; and if to the Company shall be delivered, mailed or sent to Pearl Holdings Acquisition Corp, 767 Third Avenue, 11th Floor, New York, New York 10017, Attention: Craig E. Barnett, with a copy... (which shall not constitute notice) to Skadden, Arps, Slate, Meagher & Flom LLP, 300 South Grand Avenue, Suite 3400, Los Angeles, California 90071, Attention: Michelle Gasaway. 36 Very truly yours, PEARL HOLDINGS ACQUISITION CORP By: Name: Title: Accepted as of the date hereof Morgan Stanley & Co. LLC Acting severally on behalf of themselves and the several Underwriters named in Schedule I hereto.View More
Notices. All notices and other communications hereunder shall be in writing and effective only upon receipt and if to the Underwriters shall be delivered, mailed or sent to Morgan Stanley & Co. LLC, at 1585 Broadway, New York, New York 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department; and if to the Company shall be delivered, mailed or sent to Pearl Holdings Acquisition Corp, 767 Third Avenue, 11th Floor, New York, New York 10017, Attention: Craig E. Barnett, with a copy... (which shall not constitute notice) to Skadden, Arps, Slate, Meagher & Flom LLP, 300 South Grand Avenue, Suite 3400, Los Angeles, California 90071, Attention: Michelle Gasaway. 36 Very truly yours, PEARL HOLDINGS ACQUISITION CORP By: /s/ Craig E. Barnett Name: Craig E. Barnett Title: Chief Executive Officer Accepted as of the date hereof Morgan Stanley & Co. LLC Acting severally on behalf of themselves and the several Underwriters named in Schedule I hereto. View More
Notices. All notices and other communications that are required or may be given in connection with this Agreement shall be provided in accordance with the Asset Sale Agreement.
Notices. All notices and other communications that are required or may be given in connection with this Agreement shall be provided in accordance with the Asset Loan Sale Agreement.
Notices. All notices and other communications hereunder shall be in writing, shall be effective only upon receipt and shall be mailed, delivered by hand or overnight courier, or transmitted by fax or other electronic means (with the receipt of such fax or other electronic means to be confirmed by telephone). Notices to the Underwriters shall be directed to the Representative at Wells Fargo Securities, LLC, 500 West 33rd Street, New York, New York 10001, Attention: Equity Syndicate, fax no. 212-214-5918... (with such fax or other electronic means to be confirmed by telephone to 212-214-6144); notices to the Company shall be directed to it at Aries I Acquisition Corporation, 90 N. Church Street, P.O. Box 10315, Grand Cayman, Cayman Islands KY1-1003, Attention: Nathan Smith Email: nsmith@60deg.com (with such fax to be confirmed by telephone to (647) 964-9643), with a copy to (which copy shall not be deemed to constitute notice to the Company) Winston & Strawn LLP, 1221 Avenue of the Americas, New York, New York 10020, Attention: David Sakowitz, Esq., Fax No. : 212-294-4700, Email: dsakowitz@winston.com (with such fax or email to be confirmed by telephone to (212) 294-2639).View More
Notices. All notices and other communications hereunder shall be in writing, shall be effective only upon receipt and shall be mailed, delivered by hand or overnight courier, or transmitted by fax or other electronic means (with the receipt of such fax or other electronic means to be confirmed by telephone). Notices to the Underwriters shall be directed to the Representative at Wells Fargo Securities, LLC, 500 West 33rd Street, New York, New York 10001, Attention: Equity Syndicate, fax no. 212-214-5918... (with such fax or other electronic means to be confirmed by telephone to 212-214-6144); notices to the Company shall be directed to it at Aries I Acquisition Corporation, 90 N. Church Street, P.O. Box 10315, Grand Cayman, Cayman Islands KY1-1003, Attention: Nathan Smith Sam Collins, Email: nsmith@60deg.com scollins@60deg.com (with such fax to be confirmed by telephone to (647) 964-9643), with a copy to (which copy shall not be deemed to constitute notice to the Company) Winston & Strawn LLP, 1221 Avenue of the Americas, New York, New York 10020, Attention: David Sakowitz, Esq., Fax No. : 212-294-4700, Email: dsakowitz@winston.com (with such fax or email to be confirmed by telephone to (212) 294-2639). 36 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. Notices and other communications under this Agreement must be in writing and shall be given by hand delivery to the other party or by facsimile, overnight courier, or registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Participant: At the most recent address on file at the Company. If to the Company: Assurant, Inc. One Chase Manhattan Plaza, 41st Floor New York, New York 10005 Attention: Secretary or to such other address or facsimile number... as any party shall have furnished to the other in writing in accordance with this Section 9. Notices and communications shall be effective when actually received by the addressee. Notwithstanding the foregoing, the Participant consents to electronic delivery of documents required to be delivered by the Company under the securities laws.View More
Notices. Notices and other communications under this Agreement must be in writing and shall be given by hand delivery to the other party or by facsimile, overnight courier, or registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to the Participant: At Participant:At the most recent address on addresson file at the Company. If Company.If to the Company: Assurant, Inc. One Chase Manhattan Plaza, Company:Assurant, Inc.28 Liberty Street, 41st Floor New FloorNew... York, New York 10005 Attention: 10005Attention: Secretary or to such other address or facsimile number as any party shall have furnished to the other in writing in accordance with this Section 9. Notices and communications shall be effective when actually received by the addressee. Notwithstanding the foregoing, the Participant consents to electronic delivery of documents required to be delivered by the Company under the securities laws. View More
Notices. All notices or other communications to the New Guarantor shall be given as provided in Section 17.03 of the Original Indenture.4. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This First Supplemental Indenture shall form a part of the Indenture for all purposes, and every holder of Notes... heretofore or hereafter authenticated and delivered shall be bound hereby.5. Governing Law. THIS FIRST SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW.6. Trustee Makes No Representation. The Trustee makes no representation as to the validity or sufficiency of this First Supplemental Indenture.7. Counterparts. The parties may sign any number of copies of this First Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.8. Effect of Headings. The Section headings herein are for convenience only and shall not effect the construction thereof.View More
Notices. All notices or other communications to the any New Subsidiary Guarantor shall be given as provided in Section 17.03 13.02 of the Original Indenture.4. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This First Supplemental Indenture shall form a part of the Indenture for all purposes, and... every holder of Notes heretofore or hereafter authenticated and delivered shall be bound hereby.5. Governing Law. THIS FIRST SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW.6. Trustee Makes No Representation. The Trustee makes no representation as to the validity or sufficiency of this First Supplemental Indenture.7. Counterparts. The parties may sign any number of copies of this First Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.8. Effect of Headings. The Section headings herein are for convenience only and shall not effect affect the construction thereof. [Remainder of page intentionally left blank.] View More
Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered only when actually received by the Company or by the Participant, as the case may be, at the addresses set forth below, or at such other addresses as they have theretofore specified by written notice delivered in accordance herewith: a.Notice to the Company shall be addressed and delivered as follows: InspireMD, Inc. 4 Menorat Hamaor St. Tel Aviv, Israel 67448 Attn: Craig Shore Facsimile: 972-3-691-7692... b.Notice to the Participant shall be addressed and delivered as set forth on the signature page.View More
Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered only when actually received by the Company or by the Participant, as the case may be, at the addresses set forth below, or at such other addresses as they have theretofore specified by written notice delivered in accordance herewith: a.Notice a. Notice to the Company shall be addressed and delivered as follows: InspireMD, Inc. 4 Menorat Hamaor St. St., 3rd Floor Tel Aviv, Israel 67448 6744832 Attn: Craig... Shore Facsimile: 972-3-691-7692 b.Notice Fax: +97236917692 b. Notice to the Participant shall be addressed and delivered as set forth on the signature page. View More
Notices. Any notices provided hereunder must be in writing and shall be deemed effective upon the earlier of personal delivery (including personal delivery by facsimile), delivery by email or the third day after mailing by first class mail, to the Company at its primary office location and to Executive at Executive's address as listed in the Company's books and records.
Notices. Any notices provided hereunder must be in writing and shall be deemed effective upon the earlier of personal delivery (including personal delivery by facsimile), delivery by email or the third day after mailing by first class mail, to the Chief Human Resources Officer of the Company at its the Company's primary office location and to Executive at Executive's address as listed in the Company's books and records.
Notices. Any notice, consent, waiver and other communications required or permitted pursuant to the provisions of this Agreement must be in writing and will be deemed to have been properly given (a) when delivered by hand; (b) when sent by facsimile (with acknowledgment of complete transmission), provided that a copy is mailed by U.S. certified mail, return receipt requested; (c) three (3) days after sent by certified mail, return receipt requested; or (d) one (1) day after deposit with a nationally... recognized overnight delivery service, in each case to the appropriate addresses and facsimile numbers set forth below: If to the Company: Wheels Up Partners Holdings LLC 601 West 26th Street, Suite 900 New York, New York 10001 Attn: Kate O'Malley, SVP, Legal & Corporate Development Email: komalley@wheelsup.com With a copy to (which shall not constitute notice): Arnold & Porter Kaye Scholer LLP 250 West 55th Street New York, New York 10019 Attn: John Geelan and Thomas Yadlon Email: john.geelan@arnoldporter.com and thomas.yadlon@ arnoldporter.com 6 If to MIP LLC: Wheels Up MIP LLC 601 West 26th Street, Suite 900 New York, New York 10001 Attn: Kate O'Malley Email: komalley@wheelsup.com With a copy to (which shall not constitute notice): Arnold & Porter Kaye Scholer LLP 250 West 55th Street New York, New York 10019 Attn: John Geelan and Thomas Yadlon Email: john.geelan@ arnoldporter.com and thomas.yadlon@ arnoldporter.com If to Recipient: To the address set forth on the signature page hereto. Each party will be entitled to specify a different address for the receipt of subsequent notices by giving written notice thereof to the other party in accordance with this Section 8.View More
Notices. Any notice, consent, waiver and other communications required or permitted pursuant to the provisions of this Agreement must be in writing and will be deemed to have been properly given (a) when delivered by hand; (b) when sent by facsimile (with acknowledgment of complete transmission), provided that a copy is mailed by U.S. certified mail, return receipt requested; (c) three (3) days after sent by certified mail, return receipt requested; or (d) one (1) day after deposit with a nationally... recognized overnight delivery service, in each case to the appropriate addresses and facsimile numbers set forth below: If to the Company: Wheels Up Partners Holdings LLC 601 West 26th Street, Suite 900 New York, New York 10001 Attn: Kate O'Malley, SVP, Legal & Corporate Development Email: komalley@wheelsup.com With a copy to (which shall not constitute notice): Arnold & Porter Kaye Scholer LLP 250 West 55th Street New York, New York 10019 Attn: John Geelan and Thomas Yadlon Email: john.geelan@arnoldporter.com and thomas.yadlon@ arnoldporter.com 6 thomas.yadlon@arnoldporter.com If to MIP LLC: Wheels Up MIP LLC 601 West 26th Street, Suite 900 New York, New York 10001 Attn: Kate O'Malley Email: komalley@wheelsup.com With a copy to (which shall not constitute notice): Arnold & Porter Kaye Scholer LLP 250 West 55th Street New York, New York 10019 Attn: John Geelan and Thomas Yadlon Email: john.geelan@ arnoldporter.com and thomas.yadlon@ arnoldporter.com If to Recipient: Optionee: To the address set forth on the signature page hereto. 8 Each party will be entitled to specify a different address for the receipt of subsequent notices by giving written notice thereof to the other party in accordance with this Section 8. 7. View More