Notices Contract Clauses (104,236)

Notices. For the purpose of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given when delivered by hand or sent by reputable international overnight courier, addressed, if to Executive, to the address inserted below Executive's signature on the final page hereof and, if to the Company, to the address set forth below (with required copy), or to such other address as either party may have furnished to the other... in writing in accordance herewith, except that notice of change of address shall be effective only upon actual receipt: 8 To the Company: Response Genetics, Inc. 1640 Marengo St., 6th Floor Los Angeles, California 90033 Attention: General Counsel 11. Entire Agreement; Modification. Except as specifically provided herein, this Agreement supersedes any other agreements or representations, oral or otherwise, express or implied, with respect to the subject matter hereof which have been made by any party; provided, however, that any equity award agreements or proprietary information agreements previously signed by Executive remain in full force and effect. This Agreement may only be modified in a writing signed by Executive and a duly authorized officer of the Company. View More

Notices. All notices, requests, demands and other communications required or permitted hereunder shall be given in writing and shall be deemed to have been duly given if delivered or mailed, postage prepaid, by certified or registered mail or by use of an independent third party commercial delivery service for same day or next day delivery and providing a signed receipt to the address set forth above or to such other address as either party shall have previously specified in writing to the other. Notice... by mail shall be deemed effective on the second business day after its deposit with the United States Postal Service, notice by same day courier service shall be deemed effective on the day of deposit with the delivery service and notice by next day delivery service shall be deemed effective on the day following the deposit with the delivery service. View More

Notices. All communications hereunder shall be in writing and shall be mailed, hand delivered or telecopied and confirmed to the parties hereto as follows: If to the Representative: Cantor Fitzgerald & Co. 499 Park Avenue New York, NY 10022 Facsimile: (212) 829-4708 Attention: General Counsel with a copy to: Duane Morris LLP 1540 Broadway New York, NY 10036 Attention: James T. Seery Email: jtseery@duanemorris.com If to the Company: PAVmed Inc. One Grand Central Place, Suite 4600 New York, New York 10165... Attention: Lishan Aklog, M.D. Email: la@pavmed.com -37- with a copy to: Graubard Miller 405 Lexington Avenue, 11th Floor New York, New York 10174 Attention: David Alan Miller, Eric Schwartz Email:dmiller@graubard.com, eschwartz@graubard.com Each 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. Each such notice or other communication shall be deemed given (i) when delivered personally or by verifiable electronic transmission on or before 4:30 p.m., New York City time, on a Business Day or, if such day is not a Business Day, on the next succeeding Business Day, (ii) on the next Business Day after timely delivery to a nationally-recognized overnight courier and (iii) on the Business Day actually received if deposited in the U.S. mail (certified or registered mail, return receipt requested, postage prepaid). View More

Notices. Any notice or communication required or permitted under this Agreement shall be made in writing and sent by certified or registered mail, return receipt requested, addressed as follows: If to Employee: Steve Filipov (Address) 7 If to the Company: Chairman of the Compensation Committee Manitex International, Inc. 9725 S. Industrial Drive Bridgeview, IL 60455 or to such other address as either party may from time to time duly specify by notice given to the other party in the manner specified... above. 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 you in care of Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department; BofA Securities, Inc., One Bryant Park, New York, New York 10036, facsimile: (646) 855-3073, attention: Syndicate Department, with a copy to: facsimile: (212) 230-8730, attention: ECM Legal; Cowen and... Company, LLC, Attention: Head of Equity Capital Markets, Fax 646-562-1249, with a copy to the General Counsel, Fax: 646-562-1124; and Stifel, Nicolaus & Company, Incorporated, 237 Park Avenue, 8th Floor, New York, New York 10017; and, in each case, with a copy (which copy shall not constitute notice) to Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, Massachusetts 02199, Attention: Patrick O'Brien & Thomas J. Danielski; and if to the Company, shall be delivered, mailed or sent to 222 Berkeley Street, 12th Floor, Boston, Massachusetts 02116, attention of the Legal Department, with a copy (which copy shall not constitute notice) to Latham & Watkins LLP, 200 Clarendon Street, Boston, Massachusetts 02116, Attention: Peter Handrinos & Wesley Holmes. View More

Notices. All notices and other communications under this Notice shall be in writing and shall be given by hand delivery to the other party or confirmed fax or overnight courier, or by postage paid first class mail, addressed as follows: If to the Grantee: The address of his or her principal residence as it appears in the Company's records. If to the Company: Loews Corporation 667 Madison Avenue New York, NY 10065 Attention: Corporate Secretary Facsimile: (212) 521-2997 or to such other address as any... party shall have furnished to the other in writing in accordance with this Section 13. Notice and communications shall be effective when actually received by the addressee if given by hand delivery or confirmed fax, when deposited with a courier service if given by overnight courier, or two (2) business days following mailing if delivered by first class mail. View More

Notices. Any notice under this Agreement will be deemed to have been effectively made or given if in writing and personally delivered, delivered by mail properly addressed in a sealed envelope, postage prepaid by certified or registered mail, delivered by a reputable overnight delivery service, or sent by facsimile. Unless otherwise changed by notice, notice is properly addressed to the Executive if addressed to the address of the Executive on the books and records of Cortland Bancorp at the time of the... delivery of the notice, and properly addressed to Cortland Bancorp if addressed to the Board of Directors, Cortland Bancorp, 194 West Main Street, Cortland, Ohio 44410, Attention: Corporate Secretary. 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 c/o BofA Securities, Inc., 1540 Broadway, NY8-540-26-02, New York, New York 10036-4039, Attention: High Grade Debt Capital Markets Transaction Management/legal, (fax no. (212) 901-7881), Goldman Sachs & Co. LLC, 200 West Street, New York, New York 10282, Attention: Registration Department, J.P. Morgan Securities LLC, 383 Madison... Avenue, New York, New York 10179 (fax no. : 212-834-6081) and SMBC Nikko Securities America, Inc., 277 Park Avenue, New York, New York 10172, Attention: Debt Capital Markets; if to the Company shall be delivered, mailed or sent to 53 South Avenue, Burlington, Massachusetts 01803, Attention: Chief Legal Officer and General Counsel. View More

Notices. All notices and other communications hereunder shall be in writing and effective only upon receipt, and, if sent to the Representative on behalf of the Underwriters, will be mailed or transmitted by any standard form of telecommunication to the Underwriters as set forth in Schedule I hereto or, if sent to the Company, will be mailed or transmitted by any standard form of telecommunication to the Company at JetBlue Airways Corporation, 27-01 Queens Plaza North, Long Island City, New York 11101,... Attention: Treasurer and General Counsel, telephone: (718) 286-7900, facsimile no. (718) 709-3631. 23 11.Parties . This Agreement shall inure to the benefit of and be binding upon the Underwriters and the Company and their respective successors. Nothing expressed or mentioned in this Agreement is intended or shall be construed to give any person, firm or corporation, other than the parties hereto and their respective successors and the controlling persons and officers and directors referred to in Section 6 hereof and their successors, heirs and legal representatives, any legal or equitable right, remedy or claim under or in respect of this Agreement or any provision herein contained. This Agreement and all conditions and provisions hereof are intended to be for the sole and exclusive benefit of the parties and their respective successors and said controlling persons, affiliates and officers and directors and their successors, heirs and legal representatives, and for the benefit of no other person, firm or corporation. No purchaser of Class A Certificates from any Underwriter shall be deemed to be a successor by reason merely of such purchase. View More

Notices. Any notice required or permitted to be delivered hereunder shall be deemed to be delivered when sent by facsimile with receipt confirmed or when deposited in the United States mail, postage prepaid, registered or certified mail, return receipt requested, or by overnight courier, addressed to the parties at the address first stated herein, or to such other address as either party hereto shall from time to time designate. Agreed to by: Heritage Insurance Holdings, Inc. By: /s/ ERNIE GARATEIX... Ernie Garateix, CEO Executive /s/ SHARON BINNUN Sharon Binnun, Chief Accounting Officer 11 Schedule A ANNUAL INCENTIVE COMPENSATION PLAN Eligible executives can receive annual performance-based cash and equity incentives and annual time-based equity grants in accordance with Heritage's annual incentive compensation plan. Annual cash incentives are associated with Heritage's short-term annual incentive plan, while annual time-based and performance-based equity grants are associated with Heritage's long-term annual incentive plan. Payout amounts for annual cash and performance equity grants are based on target dollar amounts established in eligible executives' employment agreements. Pro rata amounts are calculated between threshold and target and target and max. The dollar amount of time-based restricted stock grants that executives are eligible to receive annually are similarly outlined in executives' employment agreements. Annual short-term incentive plan: Heritage's annual short-term incentive plan is performance-based and consists of annual cash incentives that are payable no later than March 5th of the immediately subsequent calendar year. Performance criteria are measured over a single calendar year. Cash bonus criteria 2021 Weighting Threshold Target Max [ ] Net operating ratio* [ ] [ ] [ ] [ ] Ex‐FL organic GPW growth* [ ] [ ] [ ] [ ] Qualitative [ ] [ ] [ ] *The numerator of the net operating ratio is calculated as the sum of net losses and loss adjustment expenses, policy acquisition costs and general and administrative expenses, less net investment income and policy fee income, while the denominator represents net premiums earned. **Organic gross premiums written (GPW) growth is calculated as year‐over‐year GPW growth excluding premiums associated with acquisitions of whole entities for twelve months from the acquisition date. Annual long-term incentive plan: Heritage's annual long-term incentive plan consists of two components: ‐ Annual grants of time-based restricted stock that vest in one-third annual increments, beginning with December 31st of the grant year. ‐ Annual grants of performance-based restricted stock that vest following the conclusion of the three-year performance period, but no later than March 5th of the calendar year immediately following the three-year performance period. The performance period is over three calendar years, beginning with the year of grant. Performance stock criteria Threshold Target Max 3‐year adjusted book value per share growth [ ] [ ] [ ] Note: adjusted book value per share growth excludes cumulative dividends declared and accumulated other comprehensive income. View More