Notices Contract Clauses (104,236)

Notices. Any notice required or permitted under this Agreement shall be deemed given when delivered personally, or when deposited in a United States Post Office, postage prepaid, addressed, as appropriate, to the Grantee at the last address specified in Grantee's employment records, or such other address as the Grantee may designate in writing to the Company, Attention: Corporate Secretary, or such other address as the Company may designate in writing to the Grantee.

Notices. All communications hereunder shall be in writing and shall be deemed to have been duly given if mailed, hand delivered or transmitted by any standard form of telecommunication to the parties hereto as follows: If to the Representatives: Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 UBS Securities LLC 1285 Avenue of the Americas New York, New York 10019 Attention: Fixed Income Syndicate 28 Fax: (203) 719-0495 Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue, 4th Floor New York,... New York 10019 Attention: Capital Markets Fax: (212) 582-1592 with a copy (which shall not constitute notice) to: Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, New York 10036 Attention: David J. Goldschmidt Fax: (212) 735-2000 If to the Company: New York Mortgage Trust, Inc. 275 Madison Avenue, 32nd Floor New York, New York 10016 Attention: Steven R. Mumma, CEO Facsimile: (732) 559-8250 with a copy (which shall not constitute notice) to: Vinson & Elkins L.L.P. 2200 Pennsylvania Avenue NW Suite 500 West Washington, D.C. 20037-1701 Attention: Christopher C. Green, Esq. Facsimile: (202)879-8941 The Company shall be entitled to act and rely upon any request, consent, notice or agreement given or made on behalf of the Underwriters by the Representatives. View More

Notices. Any notice provided for in this Agreement will be in writing and will be either personally delivered, sent by reputable overnight courier service, sent by facsimile (with hard copy to follow by regular mail) or mailed by first class mail, return receipt requested, to the recipient at the address below indicated: Notices to the Executive: Executive's Name At such home address which is on record with Adtalem Notices to Adtalem: Adtalem Global Education Inc. Attn: President and Chief Executive... Officer 500 West Monroe Chicago, IL 60661 with copies to (which will not constitute notice to Adtalem): Douglas Beck, SVP & General Counsel Adtalem Global Education 500 West Monroe Chicago, IL 60661 or such other address or to the attention of such other person as the recipient Party will have specified by prior written notice to the sending Party. Any notice under this Agreement will be deemed to have been given when so delivered, sent or mailed. View More

Notices. Any notice or other communication required or permitted under the LTIP or this Agreement must be in writing and must be delivered personally, sent by certified, registered or express mail, or sent by overnight courier, at the sender's expense. Notice will be deemed given when delivered personally or, if mailed, three days after the date of deposit in the United States mail or, if sent by overnight courier, on the regular business day following the date sent. Notice to the Company should be sent... to PACCAR Inc, Attention: Corporate Secretary. Notice to the Recipient should be sent to his or her business address. View More

Notices. Any notice, consent, demand, invoice, statement or other communication required or permitted to be given hereunder shall be in writing and shall be given by personal delivery or by overnight delivery with a reputable nationwide overnight delivery service. If given by personal delivery, any such notice, consent, demand, invoice, statement or other communication shall be deemed delivered upon receipt; if given by overnight delivery, shall be deemed delivered one business (1) day after deposit... with a reputable nationwide overnight delivery service. Any notices given pursuant to this Lease shall be addressed to Tenant at the 44 Premises, or to Landlord or Tenant at the addresses shown in Sections 2.9 and 2.10 or 2.11, respectively. Either party may, by notice to the other given pursuant to this Section, specify additional or different addresses for notice purposes. View More

Notices. All notices or communications hereunder, except as herein otherwise specifically provided, shall be in writing and if sent to the Underwriters shall be mailed, delivered, sent by facsimile transmission, or telegraphed and confirmed to Wells Fargo Securities, LLC at 375 Park Avenue, New York, NY 10152, attention of Equity Syndicate Department, facsimile: (212) 622-8358, and BMO Capital Markets Corp. at 3 Times Square, 25th Floor, New York, NY 10036, attention: Syndicate Department (telephone... number (800) 414-3627), with a copy to Legal Department, and to Bryan Cave Leighton Paisner LLP, attention: J. Mark Klamer and William L. Cole, facsimile number (314) 552-8134 and (314) 552-8711, or if sent to the Company shall be mailed, delivered, sent by facsimile transmission, or telegraphed and confirmed to the Company at 3310 West End Avenue, Suite 700, Nashville, TN 37203, attention: General Counsel, facsimile number (615) 463-7739, with a copy to Waller Lansden Dortch & Davis, LLP, Attention: James H. Nixon III and David R. Clay, facsimile number (615) 244-6804. View More

Notices. All communications hereunder will be in writing and effective only on receipt, and, if sent to the Representatives, will be telefaxed to, or mailed or delivered to BNP Paribas Securities Corp., 787 Seventh Avenue, New York, New York 10019, Attention: Syndicate Desk, 212-841-2871; Citigroup Global Markets Inc., 388 Greenwich Street, New York, New York 10013, Attn: General Counsel, Fax: (646) 291-1469; J.P. Morgan Securities LLC, 383 Madison Avenue, New York, New York 10179, Attention: High Grade... Syndicate Desk, 3rd Floor, Phone: 212-834-4533/Facsimile: 212-834-6081; SMBC Nikko Securities America, Inc., 277 Park Avenue, New York, New York 10172, Attention: Debt Capital Markets: (888) 868-6856 or, if sent to the Company, will be mailed, delivered or telefaxed to (727) 803-3415 and confirmed to it at 10560 Dr. Martin Luther King, Jr. Street North, St. Petersburg, Florida 33716, attention of the General Counsel. View More

Notices. All notices or other communications required or permitted hereunder shall be in writing and shall be deemed to have been duly given (a) when delivered if delivered in person or sent if sent by email or facsimile transmission (provided that confirmation of receipt of the email or facsimile transmission is obtained, as applicable), (b) on the fifth (5th) Business Day after dispatch by registered or certified mail or (c) on the next Business Day if transmitted by national overnight courier, in... each case as follows (or at such other address for a party as shall be specified by like notice): If to Seller or Parent: Cabela's Incorporated One Cabela Drive Sidney, Nebraska 69160 Facsimile No. : (308) 254-8060 Attention: Legal Department With a copy to: World's Foremost Bank 4800 N.W. 1st Street, Suite 300 Lincoln, Nebraska 68521 Facsimile No. : (402) 323-4303 Attention: Legal Department With a copy to: Sidley Austin LLP One South Dearborn Street Chicago, Illinois 60603 Attention: Brian J. Fahrney Scott R. Williams Facsimile: (312) 853-7036 Email: bfahrney@sidley.com swilliams@sidley.com -3- With a copy to: Sidley Austin LLP 1501 K Street, N.W. Washington, D.C. 20005 Attention: William S. Eckland Facsimile: (202) 736-8711 Email: weckland@sidley.com If to Synovus: Synovus Bank 1111 Bay Avenue, Suite 501 Columbus, GA 31901 Attention: Allan Kamensky Facsimile: (706) 649-4699 Email: akamensky@synovus.com With a copy to: Alston & Bird LLP One Atlantic Center 1201 W. Peachtree St. Atlanta, Georgia 30309 Attention: Mark C. Kanaly Facsimile: (404) 253-8390 Email: mark.kanaly@alston.com 8. Assignment. This Agreement will be binding upon and inure to the benefit of and be enforceable by the respective successors and permitted assigns of the parties. Neither this Agreement nor any of the rights, interests or obligations under this Agreement shall be assigned or transferred, in whole or in part, by operation of Law or otherwise by any of the parties hereto without the prior written consent of the other parties to the Framework Agreement; except that no such consent shall be required for any assignment of this Agreement, by operation of Law or otherwise to the surviving corporation in the Merger, as a result of the consummation of the transactions contemplated by the Merger Agreement; provided that this Agreement and each of the Ancillary Agreements shall be assigned by operation of law by Parent to the surviving corporation in the Merger and shall be binding on such surviving corporation and its successors and assigns; provided, further that in the event that this Agreement is not assigned by operation of law upon the sale of Parent or all or substantially all of its assets to Retail Buyer though a series of one or more related transactions (whether pursuant to the Merger Agreement or otherwise), Parent shall assign this Agreement and all of its continuing rights and obligations hereunder to Retail Buyer and Retail Buyer shall expressly assume all of the obligations of Parent hereunder; provided, further, that Capital One may assign any or all rights and obligations under this Agreement to purchase any of the Capital One Acquired Assets or assume any of the Capital One Assumed Liabilities to any of its Affiliates upon prior written notice to Parent and Synovus if doing so will not require any approvals from any Governmental Authority or other Person to be obtained prior to the date that the Closing would otherwise occur and will not delay, impair or prevent the Closing or the Subsequent Closing from occurring on the date that the Closing and the Subsequent Closing would otherwise occur; provided, further, that no such assignment shall release Capital One from any liability under this Agreement. Any assignment or transfer in violation of the preceding sentence shall be void. -4- 9. Entire Agreement. This Agreement (together with the exhibits and schedules to this Agreement), the Ancillary Agreements, the Framework Agreement and the Securitization Transfer Agreement collectively, constitute the entire agreement between the parties and supersede the Original Agreement and any other agreement, whether written or oral, that may have been made or entered into by Seller, Synovus and Capital One (or by any officer or officers of any of such parties) relating to the matters contemplated hereby, including that certain letter agreement dated January 28, 2017 between Synovus and CONA (as amended by the Framework Agreement). View More

Notices. All notices to the Company or the Executive permitted or required hereunder shall be in writing and shall be delivered personally, by telecopier or by courier service providing for next-day delivery or sent by registered or certified mail, return receipt requested, to the following addresses: The Company: Sterling Jewelers Inc. 375 Ghent Road Akron, Ohio 44333 Fax: (330) 668-5191 Attn: Chief Financial Officer with a copy to: Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153 Fax:... (212) 310-8007 Attn: Amy Rubin The Executive: Ed Hrabak 8 Sterling Jewelers Inc. 375 Ghent Road Akron, Ohio 44333 Either party may change the address to which notices shall be sent by sending written notice of such change of address to the other party. Any such notice shall be deemed given, if delivered personally, upon receipt; if telecopied, when telecopied; if sent by courier service providing for next-day delivery, the next business day following deposit with such courier service; and if sent by certified or registered mail, three days after deposit (postage prepaid) with the U.S. mail service. View More

Notices. Except as otherwise provided herein, all communications hereunder shall be in writing and, if to the Underwriters, shall be mailed via overnight delivery service or hand delivered via courier, to the Representatives c/o Piper Sandler & Co., 800 Nicollet Mall, Minneapolis, Minnesota 55402, to the attention of Equity Capital Markets and separately, General Counsel (LegalCapMarkets@psc.com), and c/o Stifel, Nicolaus & Company, Incorporated, 787 7th Avenue, 11th Floor, New York, New York 10019,... Attention: Equity Capital Markets and separately, General Counsel; and (ii) if to the Company, shall be mailed or delivered to it at 2850 Frontier Drive, Warsaw, IN 46582, Attention: General Counsel, or in each case to such other address as the person to be notified may have requested in writing. Any 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. View More