Notices Contract Clauses (104,236)

Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or transmitted via facsimile and confirmed to the Representatives at: c/o BofA Securities, Inc., 50 Rockefeller Plaza, NY1-050-12-01, New York, New York 10020, Attention: High Grade Debt Capital Markets Transaction Management/Legal, Facsimile: (212) 901-7881; J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, Attention: Investment Grade Syndicate Desk; 3rd Floor,... Facsimile: (212) 834-6081; or, if sent to the Company, will be mailed, delivered or transmitted via facsimile and confirmed to it at Global Payments Inc., 3550 Lenox Road, Suite 3000, Atlanta, GA 30326, Attention: David L. Green, Facsimile: (770) 829-8265; provided, however, that any notice to an Underwriter pursuant to Section 8 will be mailed, delivered or transmitted via facsimile and confirmed to such Underwriter. View More

Notices. All notices and other communications under this 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 (including e-mail or facsimile), to the applicable party at the addresses indicated below and: (a) if to Underwriters: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 Attention: IBCM - Legal Facsimile: (212) 325-4296 J.P. Morgan Securities LLC 383 Madison Avenue New York,... New York 10179 Attention: Investment Grade Syndicate Desk – 3rd Floor Facsimile: (212) 834-6081 c/o Wells Fargo Securities, LLC 550 South Tryon Street, 5th Floor Charlotte, North Carolina 28202 Attention: Transaction Management Facsimile: (704) 410-0326 with a copy to (which shall not constitute notice): Cahill Gordon & Reindel LLP 80 Pine Street New York, New York 10005 Facsimile: (212) 269-5420 Attention: Daniel J. Zubkoff, Esq. and Darren Silver, Esq. (b) if to the Company: E*TRADE Financial Corporation 1271 Avenue of the Americas New York, New York 10020 Facsimile: (571) 227-7576 and (703) 236-7397 Attention: General Counsel and Chief Financial Officer with a copy to (which shall not constitute notice): Davis Polk & Wardwell LLP 1600 El Camino Real Menlo Park, California 94025 Facsimile: (650) 752-3611 Attention: Sarah K. Solum, Esq. View More

Notices. All communications hereunder shall be in writing and effective only upon receipt and if to the Underwriter shall be delivered, mailed or sent to the care of J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, 212-622-8358, Attention: Equity Syndicate Desk; if to the Company shall be delivered, mailed or sent to 8283 Greensboro Drive, McLean, Virginia 22102, Attention: Chief Financial Officer and with copies to 8283 Greensboro Drive, McLean, Virginia 22102, Attention:... Deputy General Counsel and Debevoise & Plimpton LLP, 919 Third Avenue, New York, New York 10022, Attention: Matthew Kaplan; and if to the Selling Shareholder shall be delivered, mailed or sent to The Carlyle Group, 1001 Pennsylvania Avenue, NW, Washington, DC 20004, Facsimile: (202) 347-9250, Attention: Ian Fujiyama, 1001 Pennsylvania Ave. NW, Washington, D.C., 20004, with copy to Debevoise & Plimpton LLP, 919 Third Avenue, New York, New York 10022, Attention: Matthew Kaplan. View More

Notices. All notices and other communications required or permitted under this Agreement shall be in writing and, if mailed by prepaid first-class mail or certified mail, return receipt requested, shall be deemed to have been received on the earlier of the date shown on the receipt or three (3) business days after the postmarked date thereof. In addition, notices hereunder may be delivered by hand, facsimile transmission or overnight courier, in which event the notice shall be deemed effective when... delivered or transmitted. All notices and other communications under this Agreement shall be given to the parties hereto at the following addresses: (a) If to the Employer, to the Employer at: State Bank Financial CorporationState Bank and Trust CompanyAttention: General Counsel4885 Riverside DriveMacon, Georgia 31210 (b) If to the Employee, addressed to the most recent address of Employee set forth in the personnel records of the Employer. View More

Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or telegraphed and confirmed to the Representative at: Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, N.Y. 10010-3629 Attention: IBCM-Legal; Facsimile: (212) 325-4296 with a copy to Underwriters' counsel at: Skadden, Arps, Slate, Meagher & Flom LLP 300 South Grand Avenue, Suite 3400 Los Angeles, CA 90071 Attention: Gregg A. Noel; or, if sent to the Company, will be... mailed, delivered or telegraphed and confirmed to it at 28 1845 Walnut Street, 10th Floor Philadelphia, PA 19103 Attention: David DiDomenico; with a copy to: Ledgewood PC 2001 Market Street, Suite 3400 Philadelphia, PA 19103 Attention: Mark Rosenstein; provided, however, that any notice to an Underwriter pursuant to Section 8 hereof will be mailed, delivered or telegraphed and confirmed to such Underwriter. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and, if sent to the Representatives, will be mailed, delivered or telefaxed to J.P. Morgan Securities LLC, 383 Madison Avenue, 27th Floor, New York, New York 10179, Attn: Ken Lang (fax no. : (212) 270-1063); RBC Capital Markets, LLC, Three World Financial Center, 200 Vesey Street, 9th Floor, New York, New York 10281, Attn: High Yield Capital Markets (fax: (212) 858-8337); Wells Fargo Securities, LLC, 550 South Tryon... Street, 7th Floor MAC D1086-070, Charlotte, NC 28202, Attn: Client Support (fax no. : (704) 410-0317); Citigroup Global Markets Inc., 388 Greenwich Street, New York, New York 10013, Attn: General Counsel (fax no. : (212) 816-7912); Merrill Lynch, Pierce, Fenner & Smith Incorporated, One Bryant Park, New York, New York 10036, Attn: HY Legal Department (fax no. : (917) 267-7085); Deutsche Bank Securities Inc., 60 Wall Street, New York, New York 10005, Attn: Debt Capital Markets Syndicate (fax no. : (212) 797-2202), with a copy to General Counsel (fax no. : (212) 797-4561); RBS Securities Inc., 600 Washington Boulevard, Stamford, CT 06901, Attn: High Yield Syndicate (fax no. : (203) 873-3539); BMO Capital Markets Corp., 3 Times Square, New York, New York 10036, Attn: Brian Perman (fax no. : (212) 702-1885); and UBS Securities LLC, 1285 Avenue of the Americas New York, NY 10019, Attn: Prospectus Specialist (phone no: (877) 827-6444, extension 561 3884); or, if sent to the Company or the Guarantors, will be mailed, delivered or telefaxed to Lennar Corporation, 700 N.W. 107th Avenue, Miami, Florida 33172, Attn: General Counsel, Mark Sustana (fax no. : (305) 229-6650). View More

Notices. Notices to a party under this Agreement must be personally delivered or sent by certified mail (return receipt requested) and will be deemed given upon post office delivery or attempted delivery to the recipient's last known address. Notices to the Company must be sent to the attention of the Company's Chief Executive Officer.

Notices. Any notices, requests, demands and other communications provided for by this Plan shall be sufficient if in writing and if sent by registered or certified mail to the executive at the last address he/she has filed in writing with the Company or, in the case of the Company, at its principal executive offices.

Notices. All notices, requests, and other communications to any party hereunder shall be in writing (including electronic mail ("e-mail") transmission) and shall be given: If to IEGC, to: Investment Evolution Global Corporation P.O. 30698 Las Vegas, Nevada 89173 (702)227-5626 or such other address as such party may hereafter specify for this purpose by notice to the other party hereto. All such notices, requests, and other communications shall be deemed effective on the date sent.

Notices. Any notice or demand required or desired to be given under this Agreement shall be in writing and shall be personally served or in lieu of personal service may be given at the addresses and/or fax numbers set forth herein or otherwise known to the parties. Any party may change its address or fax number by giving notice in accordance with the provisions of this section. Such notice shall be deemed as received on the third business day after mailing by certified mail; or on the day after being... sent next day delivery by a recognized overnight delivery service; or on the day sent by facsimile transmission provided that the sender can show proof of such transmission and provided that an original of such notice is mailed by first class or certified mail, proper postage prepaid, within two business days of such facsimile transmission. Notices may be sent as follows or as otherwise directed by either party: GRACE HOME HEALTH CARE, Inc. ACCELERA INNOVATIONS Inc. Attn: Angelito D. Cadiente Attn: Cindy Boerum 1739 Termino Ave. 20511 Abbey Drive Long Beach, CA 90804 Frankfort IL 6042 Phone: 562-498-0203 Phone: 866/866-0758 Fax: 562-498-0223 Fax: 708/478-5457 20. Miscellaneous. A. Entire Agreement/Venue. This Agreement, together with its Exhibits attached hereto and made a part hereof, constitutes the entire agreement between the parties and supersedes and takes precedence over any prior agreement(s) between the parties, whether written or oral. This Agreement may be modified or altered only by the prior written consent of all parties or their legal representatives. The failure of any party to enforce any provision of this Agreement shall not be construed as a modification or waiver of any of the terms of this Agreement, nor prevent that party from enforcing each and every term of this Agreement at a later time. This Agreement shall be construed according to the laws of the State of Illinois and any litigation relating to this Agreement shall be commenced in Will County, Illinois. 6 B. Survival. All the agreements, representations, warranties, indemnifications and undertakings herein contained shall survive the Closing of this transaction and shall be binding upon and inure to the benefit of the parties hereto and their respective representatives, heirs, executors, administrators, successors, and assigns, as though they were in all cases named. C. Prevailing Party Recovers Costs. In the event of litigation between the parties relating to this Agreement, the non-prevailing party shall reimburse the prevailing party for the prevailing party's costs of enforcing this Agreement through an appeals process, including reasonable attorneys' fees and expenses. D. Severability/Blue Pencil. In the event that any of the provisions or portions of this Agreement are held to unenforceable or invalid by any court of competent jurisdiction, the validity of the remaining portions and provisions shall not be affected, and thereby held to be enforceable and valid and the balance of the Agreement shall be construed to and any invalidated section may be rewritten by a court of law to achieve the intent of the invalidated portion as nearly as is legally possible. E. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute this Agreement. Multiple copies of this Agreement may be separately executed by the parties and shall together constitute one Agreement. The parties do not intend to confer any benefit hereunder on any person or party other than the parties hereto and their successors as described herein. View More