Notices Contract Clauses (104,236)

Notices. Any notice or request required or permitted hereunder in the plan or this Option Agreement (including any attachments) will be given in writing to each of the other parties hereto and will be deemed effectively given on the earlier of (i) the date of personal delivery, including delivery by express courier, or delivery via electronic means, or (ii) the date that is five (5) days after deposit in the United States Post Office (whether or not actually received by the addressee), by registered or... certified mail with postage and fees prepaid, addressed to the Company at its primary executive offices, attention: Stock Plan Administrator, and addressed to you Participant at your the address as on file with the Company at the time notice is given. View More

Notices. Any notice notices provided for in your Award or request required or permitted hereunder will the Plan shall be given in writing to each of the other parties hereto and will shall be deemed effectively given on upon the earlier of (i) the date of personal delivery, including delivery by express courier, or delivery via electronic means, or (ii) the date that is five (5) days after deposit in the United States Post Office (whether or not actually received by the addressee), by registered or... certified mail with postage and fees prepaid, addressed to the Company at its primary executive offices, attention: Stock Plan Administrator, and addressed to you at your address as on file with the Company at the time notice is given. View More

Notices. All demands, notices and communications hereunder shall be in writing, electronically delivered or mailed, and shall be deemed to have been duly given upon receipt (a) in the case of the Custodian or the Servicer, at the following applicable address: to Exeter Finance LLC, 2101 W. John Carpenter Freeway, Irving, Texas 75063, Attention: Chief Financial Officer, with a copy to Exeter Finance LLC, 2101 W. John Carpenter Freeway, Irving, Texas 75063, Attention: Chief Legal Officer, (b) in the case... of the Indenture Trustee, at its Corporate Trust Office, (c) in the case of S&P, via electronic delivery to Servicer_reports@sandp.com; for any information not available in electronic format, hard copies should be sent to the following address: 55 Water Street, 41st floor, New York, New York 10041-0003, Attention: ABS Surveillance Group, and (d) in the case of KBRA, to Kroll Bond Rating Agency, LLC, 805 Third Avenue, 29th Floor, Moody's, at the following address: Moody's Investors Service, Inc., 7 World Trade Center at 250 Greenwich Street, Asset Finance Group, 24th floor, New York, New York 10022, 10007 and (e) in the case of EFIT, to c/o Wilmington Trust, National Association, Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-0001, Attention: Corporate Trust Administration, or, in each such case, at such other address as shall be designated 9 by such party in a written notice to the other parties. Where this Custodian Agreement provides for notice or delivery of documents to the Rating Agencies, failure to give such notice or deliver such documents shall not affect any other rights or obligations created hereunder. Copies 9 of all demands, notices and communications provided to the Indenture Trustee, the Noteholders or the Backup Servicer pursuant to this Agreement shall be provided to the Certificateholders. View More

Notices. Any notice which that may be required or permitted under this Agreement shall be in writing, writing and shall be delivered in person or via facsimile transmission, overnight courier service or certified mail, return receipt requested, postage prepaid, properly addressed as follows:(a) If such notice is to the Company, to the attention of the General Counsel of the Company or at such other address as the Company, by notice to the Participant, shall designate in writing from time to time. (b) If... such notice is to the Participant, at his/her address as shown on the Company's records, or at such other address as the Participant, by notice to the Company, shall designate in writing from time to time.13. time.15. Transfer of Personal Data. The Participant authorizes, agrees and unambiguously consents to the transmission by the Company (or any Subsidiary and/or Affiliate) of any personal data information related to the RSU PRSUs awarded under this Agreement for legitimate business purposes (including, without limitation, the administration of the Plan). This authorization and consent is freely given by the Participant.14. Participant.16. Compliance with Laws. This issuance of RSUs PRSUs (and the shares of Common Stock underlying the RSUs) PRSUs) pursuant to this Agreement shall be subject to, and shall comply with, any applicable requirements of any foreign and U.S. federal and state securities laws, rules and regulations (including, without limitation, the provisions of the Securities Act and the Exchange Act and in each case any respective rules and regulations promulgated thereunder) and any other law or regulation applicable thereto. The Company shall not be obligated to issue this RSU PRSUs or any of the shares of Common Stock pursuant to this Agreement if any such issuance would violate any such requirements. As a condition to the issuance of the RSUs, upon delivery of the shares of Stock underlying the RSUs, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate to evidence compliance with any applicable law or regulation.15. Section 409A. Notwithstanding anything herein or in the Plan to the contrary, the RSUs are intended to be exempt from the applicable requirements of the Nonqualified Deferred Compensation Rules and shall be limited, construed and interpreted in accordance with such intent.16. requirements.17. Binding Agreement; Assignment. This Agreement shall inure to the benefit of, be binding upon, upon and be enforceable by the Company and its successors and assigns. The Participant shall not assign (except in accordance with as permitted under Section 14.6 of the Plan) 8 hereof) any part of this Agreement without the prior express written consent of the Company.17. Company.18. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument.18. instrument.19. Headings. The titles and headings of the various sections of this Agreement have been inserted for convenience of reference only and shall not be deemed to be a part of this Agreement.19. Agreement.20. Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments and documents as either party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder.20. thereunder.21. Severability. The invalidity or unenforceability of any provisions of this Agreement Agreement, including, without limitation Section 7, in any jurisdiction shall not affect the validity, legality or enforceability of the remainder of this Agreement in such jurisdiction or the validity, legality or enforceability of any provision of this Agreement in any other jurisdiction, it being intended that all rights and obligations of the parties hereunder shall be enforceable to the fullest extent permitted by law. law.22. Compensatory Arrangements. The Company and the Participant hereby acknowledge and agree that this Agreement has been executed and delivered, and PRSUs, and the shares of Common Stock delivered upon settlement, have been issued hereunder, in connection with and as a part of the compensation and incentive arrangements between the Company and its Affiliates, on the one hand, and the Participant, on the other hand. View More

Notices. Any notice which may be required or permitted under this Agreement shall be in writing, and shall be delivered in person or via facsimile transmission, overnight courier service or certified mail, return receipt requested, postage prepaid, properly addressed as follows:(a) If such notice is to the Company, to the attention of the General Counsel of the Company or at such other address as the Company, by notice to the Participant, shall designate in writing from time to time. (b) If such notice... is to the Participant, at his/her address as shown on the Company's records, or at such other address as the Participant, by notice to the Company, shall designate in writing from time to time.13. time.12. Transfer of Personal Data. The Participant authorizes, agrees and unambiguously consents to the transmission by the Company (or any Subsidiary and/or Affiliate) Subsidiary) of any personal 5 data information related to the RSU Option awarded under this Agreement for legitimate business purposes (including, without limitation, the administration of the Plan). This authorization and consent is freely given by the Participant.14. Participant.13. Compliance with Laws. This The issuance of RSUs the Option (and the shares Option Shares upon exercise of Stock underlying the RSUs) Option) pursuant to this Agreement shall be subject to, and shall comply with, any applicable requirements of any foreign and U.S. federal and state securities laws, rules and regulations and any other law or regulation applicable thereto. The Company shall not be obligated to issue this RSU the Option or any of the shares of Stock Option Shares pursuant to this Agreement if any such issuance would violate any such requirements. As a condition to the issuance of the RSUs, Option Shares upon delivery exercise of the shares of Stock underlying the RSUs, Option, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate to evidence compliance with any applicable law or regulation.15. regulation.14. Section 409A. Notwithstanding anything herein or in the Plan to the contrary, the RSUs are Option is intended to be exempt from the applicable requirements of Section 409A of the Nonqualified Deferred Compensation Rules Code and shall be limited, construed and interpreted in accordance with such intent.16. intent.15. Binding Agreement; Assignment. This Agreement shall inure to the benefit of, be binding upon, and be enforceable by the Company and its successors and assigns. The Participant shall not assign (except in accordance with Section 14.6 of the Plan) 5 hereof) any part of this Agreement without the prior express written consent of the Company.17. Company.16. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument.18. instrument.17. Headings. The titles and headings of the various sections of this Agreement have been inserted for convenience of reference only and shall not be deemed to be a part of this Agreement.19. Agreement.18. Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments and documents as either party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder.20. thereunder.19. Severability. The invalidity or unenforceability of any provisions of this Agreement in any jurisdiction shall not affect the validity, legality or enforceability of the remainder of this Agreement in such jurisdiction or the validity, legality or enforceability of any provision of this Agreement in any other jurisdiction, it being intended that all rights and obligations of the parties hereunder shall be enforceable to the fullest extent permitted by law. View More

Notices. Any notice which may be required or permitted under this Agreement hereunder by the Participant shall be given to the Company in writing, writing and such notice shall be delivered in person or via facsimile transmission, overnight courier service or certified mail, return deemed duly given only upon receipt requested, postage prepaid, properly addressed as follows:(a) If such notice is to the Company, to the attention of thereof by the General Counsel of the Company. Any notice hereunder by... the Company or shall be given to the Participant in writing and such notice shall be deemed duly given only upon receipt thereof at such other address as the Company, by notice to the Participant, shall designate in writing from time to time. (b) If such notice is to the Participant, at his/her address as shown Participant may have on the Company's records, payroll files with the Company.13. No Right to Employment. Any questions as to whether and when there has been a Termination and the cause of such Termination shall be determined in the sole discretion of the Committee. Nothing in this Agreement shall interfere with or at such other address as limit in any way the Participant, by notice to right of the Company, shall designate in writing from time its Subsidiaries or its Affiliates to time.13. terminate the Participant's employment or service at any time, for any reason and with or without Cause.14. Transfer of Personal Data. The Participant authorizes, agrees and unambiguously consents to the transmission by the Company (or any Subsidiary and/or Affiliate) Subsidiary) of any personal data information related to the RSU awarded Award granted under this Agreement for legitimate business purposes (including, without limitation, the administration of the Plan). This authorization and consent is freely given by the Participant.14. Participant.15. Compliance with Laws. This The grant of RSUs and the issuance of RSUs (and the shares of Common Stock underlying the RSUs) pursuant to this Agreement hereunder shall be subject to, and shall comply with, any applicable requirements 6 of any foreign and U.S. federal and state securities laws, rules and regulations (including, without limitation, the provisions of the Securities Act, the Exchange Act and in each case any respective rules and regulations promulgated thereunder) and any other law law, rule regulation or regulation exchange requirement applicable thereto. The Company shall not be obligated to issue this RSU the RSUs or any of the shares of Common Stock pursuant to this Agreement if any such issuance would violate any such requirements. requirements; provided, in such event as the Company is prohibited from issuing shares of Common Stock, the Company shall pay to the Participant (unless otherwise prohibited by law), within thirty (30) days following the date of vesting of RSUs, cash in an amount equal to the aggregate Fair Market Value of shares of Common Stock represented by such vested RSUs. As a condition to the issuance settlement of the RSUs, upon delivery of the shares of Stock underlying the RSUs, the Company may require the Participant to satisfy any qualifications that may be necessary or appropriate to evidence compliance with any applicable law or regulation.15. Section 409A. Notwithstanding anything herein or in the Plan to the contrary, the RSUs are intended to be exempt from the applicable requirements of the Nonqualified Deferred Compensation Rules and shall be limited, construed and interpreted in accordance with such intent.16. regulation.16. Binding Agreement; Assignment. This Agreement shall inure to the benefit of, be binding upon, and be enforceable by the Company and its successors and assigns and the Participant and the Participant's heirs, executors, administrators, legal representatives and permitted assigns. The Participant shall not assign (except in accordance with Section 14.6 of the Plan) 6 hereof) any part of this Agreement without the prior express written consent of the Company.17. Headings. The titles and headings of the various sections of this Agreement have been inserted for convenience of reference only and shall not be deemed to be a part of this Agreement.18. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument.18. Headings. The titles and headings of the various sections of this Agreement have been inserted for convenience of reference only and shall not be deemed to be a part of this Agreement.19. instrument.19. Further Assurances. Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, instruments and documents as either party hereto reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder.20. Severability. The invalidity or unenforceability of any provisions of this Agreement in any jurisdiction shall not affect the validity, legality or enforceability of the remainder of this Agreement in such jurisdiction or the validity, legality or enforceability of any provision of this Agreement in any other jurisdiction, it being intended that all rights and obligations of the parties hereunder shall be enforceable to the fullest extent permitted by law. law.21. Acquired Rights. The Participant acknowledges and agrees that: (a) the Company may terminate or amend the Plan at any time in accordance with the terms thereof as in effect on the Grant Date and not inconsistent with the provisions of Section 11 hereof; (b) the Award made under this Agreement is completely independent of any other award or grant and is made at the sole discretion of the Company; (c) no past grants or awards (including, without limitation, the Award granted hereunder) give the Participant any right to any grants or awards in the future whatsoever; and (d) any benefits granted under this Agreement are not part of the Participant's 7 ordinary salary, and shall not be considered as part of such salary in the event of severance, redundancy or resignation. 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: Texas Capital Bancshares, Inc.2000 McKinney Avenue, Suite 700Dallas, Texas 75201 Attn: Human ... class="diff-color-red">ResourcesFacsimile: 214-932-6699 b.Notice ResourcesEmail: HR@texascapitalbank.com b. Notice to the Participant shall be addressed and delivered to the most recent address in the Company's records. View More

Found in Texas Capital Bancshares contract

Notices. All communications hereunder will be in writing and effective only on receipt, and will be mailed (postage prepaid, certified or registered mail, return receipt requested), delivered or transmitted by any standard form of telecommunication: (a) if to the Underwriters: Oppenheimer & Co. Inc. 85 Broad Street 29 Janney Montgomery Scott LLC 1717 Arch Street Philadelphia, PA 19103 New York, NY 10004 (410) 665-6197 (fax) 223-1920 (phone) Attention: John JD Nelson with an additional copy to: Dechert... LLP 1900 K Street, N.W. Washington, D.C. 20006 (202) 261-3333 (fax) Attention: Harry S. Pangas (which copy shall not constitute notice) (b) if to the Company, the Adviser or the Administrator: Gladstone Investment Corporation 1521 Westbranch Drive, Suite 100 McLean, VA 22102 (703) 287-5801(fax) Attention: David Gladstone with an additional copy to: Proskauer Rose LLP 1001 Pennsylvania Avenue, N.W. Suite 600 South Washington, D.C. 20004 (202) 416-6899 (fax) Attention: William J. Tuttle (which copy shall not constitute notice) 12. 13. Successors. This Agreement has been and is made solely for the benefit of the Underwriters, the Company, the Adviser, the Administrator and their respective successors, executors, administrators, heirs and assigns, and the officers, directors and controlling persons referred to herein, and no other person will have any right or obligation hereunder. No purchaser of any of the Securities from any Underwriter shall be deemed a successor or assign merely because of such purchase. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and will be mailed (postage prepaid, certified or registered mail, return receipt requested), delivered or transmitted by any standard form of telecommunication: (a) if to the Underwriters: 29 Janney Montgomery Scott LLC 1717 Arch Street Philadelphia, PA 19103 (410) 665-6197 (fax) Attention: John Nelson with an additional copy to: Dechert LLP 1900 K Street, N.W. Washington, D.C. 20006 (202) 261-3333 (fax) Attention: ... class="diff-color-red">Harry S. Pangas William J. Tuttle (which copy shall not constitute notice) -21- (b) if to the Company, the Adviser or the Administrator: Gladstone Investment Capital Corporation 1521 Westbranch Drive, Suite 100 McLean, VA 22102 (703) 287-5801(fax) Attention: David Gladstone with an additional copy to: Proskauer Rose LLP 1001 Pennsylvania Avenue, N.W. Bass, Berry & Sims PLC 150 Third Avenue South, Suite 600 South Washington, D.C. 20004 (202) 416-6899 2800 Nashville, TN 37201 (615) 742-2780 (fax) Attention: William J. Tuttle Lori B. Morgan (which copy shall not constitute notice) 12. Successors. This Agreement has been and is made solely for the benefit of the Underwriters, the Company, the Adviser, the Administrator and their respective successors, executors, administrators, heirs and assigns, and the officers, directors and controlling persons referred to herein, and no other person will have any right or obligation hereunder. No purchaser of any of the Securities from any Underwriter shall be deemed a successor or assign merely because of such purchase. View More

Found in GLADSTONE CAPITAL CORP contract

Notices. All notices, requests, claims, demands and other communications hereunder shall be in writing and shall be given (and shall be deemed to have been duly given) by delivery in person, by email (having obtained electronic delivery confirmation thereof (i.e., an electronic record of the sender that the email was sent to the intended recipient thereof without an "error" or similar message that such email was not received by such intended recipient)), or by registered or certified mail (postage... prepaid, return receipt requested) (upon receipt thereof) to the other Parties as follows: If to Pathfinder (prior to the Effective Time) or the Sponsor, Pathfinder, to: c/o Pathfinder Acquisition LLC 1950 University Avenue, Suite 350 Palo Alto, CA 94303 Attention:Lance Attention: Lance Taylor Email: [Redacted] with a copy (which shall not constitute notice) to: Kirkland & Ellis LLP 555 California Street, 27th Floor San Francisco, CA 94104 Attention:Travis Attention: Travis Lee Nelson P.C. ; Douglas E. Bacon, P.C. ; and Ryan Brissette Email:tnelson@kirkland.com; Email: tnelson@kirkland.com; douglas.bacon@kirkland.com; and ryan.brissette@kirkland.com If to the Company (or Pathfinder, following the Effective Time), Shareholder, to: c/o ServiceMax, Inc. 4450 Rosewood Drive Pleasanton, CA 94588 Attention:Nell O'Donnell 55 Hudson Yards 550 West 34th Street 40th Floor New York, NY 10001 Attention: Andrew J. Schader Email: [Redacted] 6 with a copy (which shall not constitute notice) to: Ropes & Gray LLP Three Embarcadero Center San Francisco, CA 9411 Attention:Matthew 94111 Attention: Matthew Jacobson Email:matthew.jacobson@ropesgray.com if to a Pathfinder Person other than the Sponsor, to the address on the Pathfinder Person's signature page hereto; Email: matthew.jacobson@ropesgray.com or to such other address as the Party to whom notice is given may have previously furnished to the others in writing in the manner set forth above. View More

Notices. Any notice to Employer required or permitted under this Agreement shall be given in writing to Employer, either by personal service delivery (including personal delivery by e-mail) or by registered or certified mail, postage prepaid, addressed to the Chief Executive Officer of Employer, CEO or equivalent, with a copy to the General Counsel of Employer, President at Employer's then principal place of business. Any such notice to Executive Employee shall be given in a like manner and, if mailed,... shall be addressed to Executive Employee at his home address then shown in Employer's files. For the purpose of determining compliance with any time limit in this Agreement, a notice shall be deemed to have been duly given (a) on the date of service, delivery, if served delivered personally on to the party to whom notice is to be given, or (b) on the third business day after mailing, if mailed to the party to whom the notice is to be given in the manner provided by in this Section. Section 26. View More

Notices. Any notice under this Award Agreement shall be in writing and shall be deemed to have been duly given when delivered personally (whether by hand or by facsimile) or when deposited in the United States mail, registered, postage prepaid, and addressed, in the case of AB and AB Holding, to the Corporate Secretary at 1345 Avenue of the Americas, New York, New York 10105, or if AB should move its principal office, to such principal office, and, in the case of the Participant, to the Participant's his or her last permanent address as shown on AB's records, subject to the right of either party to designate some other address at any time hereafter in a notice satisfying the requirements of this Section. Section 18. View More

Notices. Any notice under this Award Agreement shall be in writing and shall be deemed to have been duly given when delivered personally (whether by hand or by facsimile) or when deposited in the United States mail, registered, postage prepaid, and addressed, in the case of AB and AB Holding, to the Corporate Secretary at 1345 Avenue of the Americas, New York, New York 10105, or if AB should move its principal office, to such principal office, and, in the case of the Participant, to the Participant's his or her last permanent address as shown on AB's records, subject to the right of either party to designate some other address at any time hereafter in a notice satisfying the requirements of this Section. Section 18. View More

Notices. Except as otherwise herein provided, all statements, requests, notices and agreements shall be in writing and, and (a) if to the Underwriters, shall be sufficient in all respects if delivered to the Representatives at UBS Securities LLC, 1285 Avenue of the Americas, New York, New York 10019, Attention: Syndicate / Michael Ryan (fax: (212) 713-3371), Deutsche Bank Securities Inc., 60 Wall Street, 4th Floor, New York, New York 10005, Attention: Equity Capital Markets - Syndicate Desk, facsimile:... (212) 797-9344, with a copy to Deutsche Bank Securities Inc., 60 Wall Street, 36th Floor, New York, New York 10005, Attention: General Counsel, fax: facsimile: (212) 797-4564; or, 797-4564, and UBS Securities LLC, 1285 Avenue 34 of the Americas, New York, New York 10019, Attention: Syndicate, facsimile: (212) 713-3371, (b) if to the Company Forward Seller or the Operating Partnership, Forward Counterparty, shall be sufficient in all respects if delivered to Deutsche Bank Securities Inc., 60 Wall Street, 2nd Floor, New York, New York 10005, Attention: Paul Stowell, with a copy to Deutsche Bank Securities Inc., 60 Wall Street, 4th Floor New York, New York 10005, Attention: Lars Kestner (c) if to the Company, shall be sufficient in all respects if delivered to the Company at the offices of the Company at 399 Park Avenue, 18th Floor, New York, New York 10022, Attention: General Counsel. Counsel, Facsimile: 212-547-2704. View More

Notices. All notices, requests, consents and other communications required or permitted to be given hereunder shall be in writing and shall be deemed to have been duly given when sent by private overnight courier service, delivered personally, or shall be deemed given four (4) business days after mailing by registered or certified mail, postage prepaid (return receipt requested and received), as follows (or to such other address as either party shall designate by notice in writing to the other in... accordance herewith): 6 If to the Company: GlobalOptions Group, Patent Properties, Inc. 2 High Ridge Park Stamford, CT 06905 Attention: Chief Executive Officer If to Executive: Karen Romaine, at the address noted above. 6 Jonathan A. Siegel [Address on file] 9. Withholding. All payments of Base Salary, Performance Bonus, equity incentive awards and other compensation required to be made by the Company to Executive under this Agreement shall be subject to withholding taxes, employment taxes, and other payroll deductions in accordance with the policy of the Company and applicable law. View More