Notices Contract Clauses (104,236)

Notices. All notices or other communications required or permitted to be given by any party to any other party pursuant to the terms of this Agreement shall be in writing, unless otherwise specified, and if sent to the Agent, shall be delivered to: B. Riley FBR, Inc. 299 Park Avenue, 7th Floor New York, NY, 10171 Attention: General Counsel Telephone: (212) 457-9947 Email: atmdesk@brileyfbr.com with a copy to: Duane Morris LLP One Riverfront Plaza 1037 Raymond Boulevard, Suite 1800 Newark, NJ 07102... Attention: James T. Seery Telephone: (973) 424-2088 Email: jtseery@duanemorris.com and if to the Company, shall be delivered to: Biomerica, Inc. 17571 Von Karman Avenue Irvine, California 92614 Attention: Zackary Irani Telephone: (949) 645-2111 Email: zirani@biomerica.com with a copy to: Stradling Yocca Carlson & Rauth, P.C. 660 Newport Center Drive, Suite 1600 Newport Beach, California 92660 Attention: Christopher D. Ivey Telephone: (949) 725-4121 Email: civey@sycr.com 32 Each party to this Agreement may change such information for notices by sending to the parties to this Agreement written notice of new information for such purpose. Each such notice or other communication shall be deemed given (i) when delivered personally, by email, or by verifiable facsimile 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). For purposes of this Agreement, "Business Day" shall mean any day on which the Exchange and commercial banks in the City of New York are open for business. An electronic communication ("Electronic Notice") shall be deemed written notice for purposes of this Section 14 if sent to the electronic mail address specified by the receiving party under separate cover. Electronic Notice shall be deemed received at the time the party sending Electronic Notice receives confirmation of receipt by the receiving party. Any party receiving Electronic Notice may request and shall be entitled to receive the notice on paper, in a nonelectronic form ("Nonelectronic Notice") which shall be sent to the requesting party within ten (10) days of receipt of the written request for Nonelectronic Notice. View More

Notices. Any notices required or permitted to be given hereunder will be in writing and may be served personally or by mail, including by email; and if served will be addressed as follows: If to the Company: Transphorm, Inc.75 Castilian DriveGoleta, CA 93117Attn: Primit Parikh and Cameron McAulayEmail: pparikh@transphormusa.com and cmcaulay@transphormusa.com with a copy (which shall not constitute notice) to: Wilson Sonsini Goodrich & Rosati P.C.650 Page Mill RoadPalo Alto, CA 94304Attn: Julia Reigel... and Erika MuhlEmail: jreigel@wsgr.com and emuhl@wsgr.com If to the Warrantholder: [●][●][●]Attn: [●]Email: Email: Any notice so given by mail will be deemed effectively given 48 hours after mailing when deposited in the United States mail, registered or certified mail, return receipt requested, postage prepaid and addressed as specified above. Any notice given by email must be accompanied by confirmation of receipt, and will be deemed effectively given upon confirmation of such receipt. Any party may by written notice to the other specify a different address for notice purposes. View More

Notices. All notices, requests, demands and other communications called for hereunder shall be in writing and shall be deemed given if (i) delivered personally or by facsimile, (ii) one (1) day after being sent by Federal Express or a similar commercial overnight service, or (iii) three (3) days after being mailed by registered or certified mail, return receipt requested, prepaid and addressed to the parties or their successors in interest at the following addresses, or at such other addresses as the... parties may designate by written notice in the manner aforesaid: -4- a. If to the Company: Aemetis, Inc. 20400 Stevens Creek Blvd., Suite 700 Cupertino, CA 95014 Fax: (408) 904-7536 b. If to Executive: Mr. Andrew Foster 13060 La Paloma Road Los Altos Hills, CA 94022 Such address as shall most currently appear on the records of the Company. View More

Notices. For the purpose of this Agreement, notices, demands, and all other communications provided for in the Agreement shall be in writing and shall be deemed to have been duly given by hand or by facsimile or mailed by United States registered mail, return receipt requested, postage prepaid, addressed as follows: If to the Executive: Jackwyn Nemerov If to the Corporation Ralph Lauren Corporation 625 Madison Avenue New York, New York 10022 Attn: General Counsel 15. Nonadmissibility. To the extent... permitted by applicable law, nothing contained in this Agreement, or the fact of its submission to the Executive, shall be admissible evidence against the Corporation in any judicial, administrative, or other legal proceeding (other than in an action for breach of this Agreement). View More

Notices. All notices from either of the parties hereto to the other shall be in writing and shall be considered to have been duly given or served if sent by first class certified mail, or by a nationally recognized courier service guaranteeing overnight delivery to the party at his or its address set forth below, or by email to the respective email address set forth below, or to such other address as such party may hereafter designate by written notice to the other party. Refusal, rejection, or return... of any notice otherwise properly delivered as set forth herein shall be deemed to constitute delivery of such notice. Notice given in accordance herewith shall be deemed effectively given upon delivery to the address of the addressee. If to Seller: AEI Income & Growth Fund 26 LLC 1300 Wells Fargo Place 30 East Seventh Street St. Paul, MN 55101 Attn: Kyle Hagen Email: khagen@aeifunds.com If to Buyer: AEI Income & Growth Fund XXI Limited Partnership 1300 Wells Fargo Place 30 East Seventh Street St. Paul, MN 55101 Attn: Marissa Lassaux Email: mlassaux@aeifunds.com 20. Miscellaneous. 7 a) This Agreement may be amended only by written agreement signed by both Seller and Buyer, and all waivers must be in writing and signed by the waiving party. Time is of the essence. This Agreement will not be construed for or against a party whether or not that party has drafted this Agreement. If there is any action or proceeding between the parties relating to this Agreement the prevailing party will be entitled to recover attorney's fees and costs. This is an integrated agreement containing all agreements of the parties about the Property and the other matters described and it supersedes any other agreements or understandings. Exhibits attached to this Agreement are incorporated into this Agreement. b) If this escrow has not closed by the Closing Date through no fault of Seller, Seller may, at its election, extend the Closing Date or exercise any remedy available to it by law, including terminating this Agreement. c) Funds to be deposited or paid by Buyer must be good and clear funds in the form of cash, cashier's checks or wire transfers, subject to the Title Company's requirements. d) Buyer shall have the right to assign this Contract at Closing to any entity or entities affiliated with or related to Buyer without the consent of Seller (provided that Buyer shall notify Seller at least five (5) days prior to Closing to allow the parties to modify the Closing documentation accordingly). Other than the foregoing, Buyer shall not be entitled to assign any of its right, title, and interest herein without Seller's prior consent. Any assignee shall expressly assume all of Buyer's duties, obligations, and liabilities hereunder, and Buyer shall not be released from any of its obligations hereunder. e) Whenever the last day for the exercise of any right or the discharge of any obligation under this Contract shall fall upon a Saturday, Sunday, or any public or legal holiday, the party having such right or obligation shall have until 5:00 p.m. (Central Standard Time) on the next succeeding regular business day to exercise such right or discharge such obligation. Time is of the essence of this Contract. f) The invalidity or unenforceability of any provision hereof shall not affect or impair any other provisions hereof. g) All of the provisions of this Agreement shall insure to the benefit of and be binding upon the successors and assigns of the Parties hereto. h) No failure to strictly enforce any provision hereof shall be deemed to be a waiver of any other provision hereof or of any subsequent breach by the other party of the same or any other provision. i) This Agreement may be executed in one or more counterparts by the Parties hereto. All counterparts shall be construed together and shall constitute one agreement. Each counterpart shall be deemed an original hereof notwithstanding less than all of the Parties may have executed it. All facsimile and emailed executions shall be treated as originals for all purposes. j) All Parties agree to sign any and all further documents reasonably necessary to implement the terms hereof. View More

Notices. Any notice provided for in this Agreement shall be given in writing. Notices shall be effective from the date of receipt if delivered personally to the party to whom notice is to be given, or on the second day after mailing if mailed by first class mail, postage prepaid. Notices shall be properly addressed to the parties at their respective addresses set forth below or to such other address as either party may later specify by notice to the other: If to Employer: Grove Inc. 1710 Whitney Mesa... Drive Henderson, NV 89014 If to Executive: Andrew Norstrud 13046 Race Track Road #107 Tampa, FL 33628 9 15. Entire Agreement. This Agreement contains the entire agreement and supersedes all prior agreements and understandings, oral or written, with respect to the subject matter hereof, including, but not limited to, any and all prior employment agreements and related amendments entered into between the Employer and the Executive. This Agreement may be changed only by an agreement in writing signed by the party against whom any waiver, change, amendment or modification is sought. Executive waives any rights under the Scribe Executive Agreement and (i) Executive agrees to sign and (ii) Employer agrees to cause its subsidiary, Scribe Solutions, Inc., to sign the termination agreement that terminates the Scribe Executive Agreement, in each case if the termination agreement has not been previously signed by the applicable party. View More

Notices. All notices relating to this Agreement shall be in writing and shall be either personally delivered, sent by telecopy (receipt confirmed) or mailed by certified mail, return receipt requested, to be delivered at such address as is indicated below, or at such other address or to the attention of such other person as the recipient has specified by prior written notice to the sending party. Notice shall be effective when so personally delivered, one business day after being sent by telecopy or... five days after being mailed. To the Company: Iconix Brand Group, Inc. 1450 Broadway, 3rd Floor New York, New York 10018 Attention: Neil Cole, Chief Executive Officer With a copy in the same manner to: Blank Rome LLP 405 Lexington Avenue New York, New York 10174 Attention: Robert J. Mittman, Esq. View More

Notices. Any notice to be given under the terms of this Option Agreement shall be in writing and addressed to the Corporation at its principal office to the attention of the Secretary, and to the Grantee at the address last reflected on the Corporation's payroll records or at Grantee's place of work, or at such other address as either party may hereafter designate in writing to the other. Any such notice shall be delivered in person or by pre-paid post/mail shall be enclosed in a properly sealed... envelope addressed as aforesaid. Any such notice shall be given only when received, but if the Grantee is no longer employed by or in service to the Corporation, shall be deemed to have been duly given five business days after the date posted/mailed in accordance with the foregoing provisions of this Section 11. 6 12. Plan. The Option and all rights of the Grantee under this Option Agreement are subject to the terms and conditions of the Plan, incorporated herein by this reference. The Grantee agrees to be bound by the terms of the Plan and this Option Agreement. The Grantee acknowledges having read and understanding the Plan and this Option Agreement. Unless otherwise expressly provided in other sections of this Option Agreement, provisions of the Plan that confer discretionary authority on the Board or the Administrator do not and shall not be deemed to create any rights in the Grantee unless such rights are expressly set forth herein or are otherwise in the sole discretion of the Board or the Administrator so conferred by appropriate action of the Board or the Administrator under the Plan after the date hereof. View More

Notices. All notices and other communications under this Agreement and any Terms Agreement shall be in writing and shall be deemed to have been duly given if mailed or transmitted and confirmed by any standard form of communication, and, if to JPMS, shall be sufficient in all respects if delivered or sent to J.P. Morgan Securities LLC, 383 Madison Avenue, 5th Floor, New York, New York 10179, to the attention Stephanie Little (email stephanie.y.little@jpmorgan.com) and Brett Chalmers (email... brett.chalmers@jpmorgan.com) and, if to the Company, shall be sufficient in all respects if delivered or sent to the Company at the offices of the Company at American Campus Communities, Inc., 12700 Hill Country Blvd., Suite T-200, Austin, Texas 78738 to the attention of Daniel Perry, Executive Vice President (facsimile number (512) 494-0603; e-mail dperry@americancampus.com), with a copy to Dentons US LLP, 2000 McKinney Avenue, Suite 1900, Dallas, Texas 75201, to the attention of Toni Weinstein, Esq. (facsimile number (214) 259-0910; e-mail toni.weinstein@dentons.com). Notwithstanding the foregoing, Transaction Notices shall be delivered to the Company via e-mail to Ryan Dennison ((512) 494-0603; email rdennison@americancampus.com, and receipt confirmed by telephone at (512) 732-1053, and an acceptance of a Transaction Notice shall be delivered to JPMS via e-mail to Stephanie Little (email stephanie.y.little@jpmorgan.com) and Brett Chalmers (email brett.chalmers@jpmorgan.com). View More

Notices. Any notice hereunder by either party to the other shall be given in writing by personal delivery or by registered mail, return receipt requested, addressed, if to the Company, to the attention of the Company's Chief Executive Officer at the Company's principal offices or to such other address as the Company may designate in writing to Executive, and if to Executive, to her most recent home address on file with the Company. Notice shall be deemed given, if by personal delivery, on the date of... such delivery or, if by registered mail, on the date shown on the applicable return receipt. View More