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Common use of 02Notices Clause in Contracts

02Notices. All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and shall be deemed to have been given (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next business day if sent after normal business hours of the recipient; or (d) on the [third] day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section VII.02): If to Seller: Seller {STREET ADDRESS} {CITY} State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {NAME OF OFFICER TO RECEIVE NOTICES}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {SELLER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME} If to Buyer: Buyer {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {EMAIL} Attention: {NAME OF OFFICER TO RECEIVE NOTICE}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {BUYER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME}

Appears in 1 contract

Samples: Asset Purchase Agreement

02Notices. All notices, requests, consents, claims, demands, waivers and other communications (a) Any notice or communication required or permitted hereunder shall be in writing and shall be deemed delivered in person, via facsimile or mailed by first-class mail addressed as follows: if to have been given the Issuers or a Subsidiary Guarantor: c/o Exela Technologies, Inc. 0000 Xxxx Xxxxxxxxx Xxxx Xxxxxx, Xxxxx 00000 Attention: President Email: xxxxxxxxxxxx@xxxxxxxxx.xxx with copies to: Xxxx, Weiss, Rifkind, Xxxxxxx & Xxxxxxxx LLP 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxx, Xxxxxxxxx Xxxxxxx Fax: (a000) when delivered 000-0000 if to the Trustee: U.S. Bank National Association West Side Flats ​ 00 Xxxxxxxxxx Xxx. St. Xxxx, Minnesota 55107 Attention: Administrator—Exela Intermediate LLC Fax: (000) 000-0000 The Issuers or the Trustee by hand (with written confirmation of receipt); notice to the other may designate additional or different addresses for subsequent notices or communications. (b) when received by Any notice or communication mailed to a holder shall be mailed, first class mail, to the addressee holder at the holder’s address as it appears on the registration books of the Registrar and shall be sufficiently given if sent by a nationally recognized overnight courier (receipt requested); so mailed within the time prescribed. (c) on Failure to mail a notice or communication to a holder or any defect in it shall not affect its sufficiency with respect to other holders. If a notice or communication is mailed in the date manner provided above, it is duly given, whether or not the addressee receives it, except that notices to the Trustee are effective only if received. The Trustee may, in its sole discretion, agree to accept and act upon instructions or directions pursuant to this Indenture sent by e-mail, facsimile transmission or other similar electronic methods. Electronic signatures believed by the Trustee to comply with the ESIGN Act of 2000 or other applicable law (including electronic images of handwritten signatures and digital signatures provided by DocuSign, Orbit, Adobe Sign or any other digital signature provider acceptable to the Trustee) shall be deemed original signatures for all purposes. If the party elects to give the Trustee e-mail or facsimile instructions (or instructions by a similar electronic method) and the Trustee in its discretion elects to act upon such instructions, the Trustee’s understanding of such instructions shall be deemed controlling. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from the Trustee’s reliance upon and compliance with such instructions notwithstanding such instructions conflict or are inconsistent with a subsequent written instruction. The party providing electronic instructions agrees to assume all risks arising out of the use of such electronic methods to submit instructions and directions to the Trustee, including without limitation the risk of the Trustee acting on unauthorized instructions, and the risk or interception and misuse by third parties. Notwithstanding the foregoing, the Trustee may in any instance and in its sole discretion require that an original document bearing a manual signature be delivered to the Trustee in lieu of, or in addition to, any such electronic instructions. Notwithstanding anything to the contrary contained herein, as long as the Notes are in the form of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipientGlobal Note, and on the next business day if sent after normal business hours of the recipient; or (d) on the [third] day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent notice to the respective parties at the following addresses holders may be made electronically (or at such other address for a party as shall be specified in a notice given otherwise) in accordance with this Section VII.02): If to Seller: Seller {STREET ADDRESS} {CITY} State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {NAME OF OFFICER TO RECEIVE NOTICES}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {SELLER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME} If to Buyer: Buyer {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {EMAIL} Attention: {NAME OF OFFICER TO RECEIVE NOTICE}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {BUYER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME}procedures of the Depository.

Appears in 1 contract

Samples: Indenture (Exela Technologies, Inc.)

02Notices. All notices, requests, consents, claims, demands, waivers demands and other communications hereunder shall be in writing and shall be deemed to have been duly given or made as follows: (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on registered or certified mail in the date sent by e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next business day if sent after normal business hours of the recipient; or (d) on the [third] day after the date mailed, by certified or registered mail, U.S. return receipt requested, postage prepaid. Such upon receipt, (b) if sent by nationally recognized overnight air courier, one (1) Business Day after mailing, (c) if sent by email transmission if receipt is confirmed, and (d) if otherwise actually personally delivered, when delivered; provided that such notices, requests, claims, demands and other communications must be sent are delivered to the respective parties hereto at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section VII.02): If 12.02): (a) if to SellerTransferor, EOC or, prior to the Closing, the Company: Seller {STREET ADDRESS} {CITY} State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} WME IMG, LLC 00 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 ​ Attention: {NAME OF OFFICER TO RECEIVE NOTICES}, {TITLE OF OFFICER TO RECEIVE NOTICES} Xxxxx Xxxxxx ​ Xxxx Xxxxxx ​ Xxxxxxxx Xxxxx ​ Xxxxxx Xxxxxx Email: [###] ​ [###] ​ [###] ​ [###] ​ with a copy (which shall not constitute notice) to: {SELLER LAW FIRM} {STREET ADDRESS} {CITY}​ Xxxxxx & Xxxxxxx LLP 0000 Xxxxxx xx xxx Xxxxxxxx New York, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} NY 10020 Attention: {ATTORNEY NAME} If Xxxxxx Xxxxxx ​ Xxxxxxx Xxxxxxxxx ​ Xxxx Xxxxxx Email: [###] ​ [###] ​ [###] ​ (b) if to BuyerAcquiror or, from and after the Closing, the Company: Buyer {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {EMAIL} Sportradar Group AG Attention: {NAME OF OFFICER TO RECEIVE NOTICE}, {TITLE OF OFFICER TO RECEIVE NOTICES} Xxxxxxx Xxxxxx ​ Xxxxx Xxxx Email: [###] ​ [###] ​ with a copy (which shall not constitute notice) to: {BUYER LAW FIRM} {STREET ADDRESS} {CITY}​ BRANDL TALOS Rechtsanwält:innen GmbH VIO PLAZA Tower, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Rechte Xxxxxxxxx 000/00xx xxxxx, X-0000 Xxxxxx Attention: {ATTORNEY NAME}Xx. Xxxxxx Xxxxx ​ Xxxxx Xxxxxxx ​ Xxxxxxx Xxxxxx Email: [###] ​ [###] ​ [###] ​ (c) if to OB Party or, prior to the Closing, the Company: OB Global Arena Holdings LLC Attention: Xxxxxx Xxxxx Email: [###] ​ ​ with a copy (which shall not constitute notice) to: ​ Akin Gump Xxxxxxx Xxxxxx & Xxxx LLP One Bryant Park New York, NY 10036-6745 Attention: Xxxxxxxx Xxxxxxx Email: [###] ​

Appears in 1 contract

Samples: Transaction Agreement (Sportradar Group AG)

02Notices. All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and shall be deemed to have been given (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by facsimile or e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next business day if sent after normal business hours of the recipient; or (d) on the [third] day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section VII.027.02): If to Seller: Seller {STREET [SELLER ADDRESS} {CITY} State code {ZIP CODE} ] Facsimile:[FAX NUMBER] E-mail: {[E-MAIL ADDRESS} Attention: {NAME ] Attention:[TITLE OF OFFICER TO RECEIVE NOTICES}, {TITLE OF OFFICER TO RECEIVE NOTICES} ] with a copy to: {[SELLER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} ] Facsimile:[FAX NUMBER] E-mail: {[E-MAIL ADDRESS} Attention: {ATTORNEY ] Attention:[ATTORNEY NAME} ] If to Buyer: Buyer {STREET ADDRESS} {CITY}Newbridge Global Ventures, State code {ZIP CODE} Inc. 1 Xxxxxxxxx Xxxx Xxxxx 00X Xxx Xxxxxxxxx, XX 00000 Facsimile:[FAX NUMBER] E-mail: {EMAIL} lxxxx@xxxxxxxxxxx.xxx Attention: {NAME OF OFFICER TO RECEIVE NOTICE}:Lxxxx Xxxxxx, {TITLE OF OFFICER TO RECEIVE NOTICES} President with a copy to: {BUYER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} Sichenzia Rxxx Xxxxxxx LLP Facsimile:212 930-9725 E-mail: {E-MAIL ADDRESS} mxxxx@xxx.xxx Attention: {ATTORNEY NAME}:Mxxx Xxxx, Esq.

Appears in 1 contract

Samples: Asset Purchase Agreement (NewBridge Global Ventures, Inc.)

02Notices. All notices(a) Except as provided in paragraph (b) below, requests, consents, claims, demands, waivers and other communications hereunder all notices shall be in writing and and, if delivered by hand or sent by overnight courier service, shall be deemed to have been given when delivered, if mailed, shall be deemed to have been given five (a5) days after the date when delivered sent by hand (with registered or certified mail, postage prepaid, and addressed to such party at its address shown below, or at such other address as any such party may, by written confirmation of receipt); notice to the other parties to this Agreement, have designated as its address for such purpose and if through electronic communications to the extent provided in paragraph (b) when received below, shall be deemed to have been given as provided in paragraph (b) below. The addresses referred to are as follows: If to a Borrower:X Energy, LLC X-Energy Reactor, LLC 000 Xxxxxxxx Xxx. Rockville, MD 20852 Attention: Xxxx Xxxxxxxxx E-mail: xxxxxxxxxx@x-xxxxxx.xxx ​ If to Lender:Live Oak Banking Company 0000 Xxxxxxx Xxxxx Wilmington, NC 28403 Attention: Xxxxxx. X. Xxxxxxx E-mail: xxx.xxxxxxx@xxxxxxx.xxxx ​ With copy to:Faegre Drinker Xxxxxx & Xxxxx LLP 000 Xxxx 00xx Xxxxxx, Xxxxx 000 Indianapolis, IN 46240 Attention: Xxxxx X. Xxxxxx E-mail: xxxxx.xxxxxx@xxxxxxxxxxxxx.xxx ​ (b) Each of the Lender and the Borrowers (on behalf of the Loan Parties) may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. Unless the addressee if Lender otherwise proscribes, all such notices and other communications (i) sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by to an e-mail address shall be deemed received upon the sender’s receipt of a PDF document an acknowledgement from the intended recipient (with confirmation of transmission) such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement), provided that if sent not given during the normal business hours of the recipient, and such notice or communication shall be deemed to have been given at the opening of business on the next business day Business Day for the recipient, and (ii) posted to an Internet or intranet website shall be ​ ​ deemed received upon the deemed receipt by the intended recipient, at its e-mail address as described in the foregoing clause (i), of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (i) and (ii) above, if such notice, e-mail or other communication is not sent after during the normal business hours of the recipient; , such notice or (d) communication shall be deemed to have been sent at the opening of business on the [third] day after next Business Day of the date mailed, recipient. (c) Any party hereto may change its address or e-mail address for notices and other communications hereunder by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent notice to the respective other parties at the following addresses (or at such other address for a party as shall be specified in a notice given in accordance with this Section VII.02): If to Seller: Seller {STREET ADDRESS} {CITY} State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {NAME OF OFFICER TO RECEIVE NOTICES}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {SELLER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME} If to Buyer: Buyer {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {EMAIL} Attention: {NAME OF OFFICER TO RECEIVE NOTICE}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {BUYER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME}hereto.

Appears in 1 contract

Samples: Credit Agreement (Ares Acquisition Corp)

02Notices. All notices(a) Any notice or communication by the Company or the Parent, requestson the one hand, consentsor the Warrant Agent, claimson the other hand, demandsto the other is duly given if in writing (i) when delivered in person, waivers and other communications hereunder (ii) when sent when mailed by first class mail, postage prepaid, (iii) when sent by overnight delivery by a nationally recognized courier service, or (iv) when receipt has been acknowledged when sent via email. In each case the notice or communication should be addressed as follows: if to the Company or the Parent: Transocean Ltd. c/o Transocean Offshore Deepwater Drilling Inc. 0000 Xxxxxxx Xxxxxxx Xxxxxxx, Xxxxx 00000 Attention: President With a copy to: White & Case LLP 000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxx, Xxxxx 00000 Attention: X.X. Xxxxxxxx; Xxxxxxxx Xxxxxxx; Xxxxxx Xxxxxxx Email: xx.xxxxxxxx@xxxxxxxxx.xxx; xxxxxxxx@xxxxxxxxx.xxx; xxxxxx.xxxxxxx@xxxxxxxxx.xxx if to the Warrant Agent: ​ ​ 32 ​ ​ ​ ​ ​ ​ ​ ​ ​ Computershare Inc. Computershare Trust Company, N.A. 000 Xxxxxx Xxxxxx Canton, MA 02021 Attention: Client Services Where this Agreement provides for notice to a Holder of any event or delivery of any information or documents to Holders, such notice or delivery shall be sufficiently given pursuant to the methods set forth in writing and this Section 8.02(a) at the address of such Holder as it appears in the Register. Where this Agreement provides for notice to the owners of a beneficial interest in a Warrant, such notice shall be distributed through the Depositary in accordance with the procedures of the Depositary. Communications to owners shall be deemed to have been be effective at the time of dispatch to the Depositary. Neither the failure to provide any such notice or delivery described in this Section 8.02(a), nor any defect in any notice or delivery so otherwise provided, to any particular Holder or owner of a beneficial interest in a Warrant shall affect the sufficiency of such notice or delivery with respect to other Holders. The Company or the Warrant Agent by notice to the other may designate additional or different addresses for subsequent notices or communications. Except as otherwise expressly provided with respect to published notices, any notice or communication to a Holder will be deemed given (ai) five days after mailing when delivered mailed to the Holder at its address as it appears on the Register by hand first class mail or (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (cii) on the date sent by e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next business day Business Day if sent after normal business hours of the recipient; provided that if the Company has been made aware of a different address pursuant to an applicable Warrant, the Company shall provide such notice to such address instead. Copies of any notice or (d) on communication to a Holder, if given by the [third] day after the date mailedCompany, by certified or registered mail, return receipt requested, postage prepaid. Such communications must will be sent mailed to the respective parties Warrant Agent at the following addresses (or at such other address for a party as shall be specified same time. Defect in mailing a notice given in accordance or communication to any particular Holder will not affect its sufficiency with this Section VII.02): If respect to Seller: Seller {STREET ADDRESS} {CITY} State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {NAME OF OFFICER TO RECEIVE NOTICES}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {SELLER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME} If to Buyer: Buyer {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {EMAIL} Attention: {NAME OF OFFICER TO RECEIVE NOTICE}, {TITLE OF OFFICER TO RECEIVE NOTICES} with a copy to: {BUYER LAW FIRM} {STREET ADDRESS} {CITY}, State code {ZIP CODE} E-mail: {E-MAIL ADDRESS} Attention: {ATTORNEY NAME}other Holders.

Appears in 1 contract

Samples: Warrant Agreement (Transocean Ltd.)