2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mail), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows in the case of Holdings, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603Attention: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx with a copy to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxxxx, Esq.E-Mail: xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received. (b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient. (c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto. (d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
Appears in 2 contracts
Samples: Credit Agreement (Enfusion, Inc.), Credit Agreement (Enfusion, Inc.)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mail), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows in the case of Holdings, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603Attention: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBostonto:Xxxxxx, MA 02210AttentionXxxxx & Bockius LLP101 Park AvenueNew York, NY 10178Attention: Xxxx X. SmithEmailR. Alec DawsonEmail: xxxxxxxxx@xxxxxxxxxx.xxx xxxx.xxxxxx@xxxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx xxxxxxxx0@xxx.xxx with a copy to:Xxxxxxxx to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxxxx, Esq.E-Mail: xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party or Limited Recourse Pledgor 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient..
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto. .
(d) (i) Each Loan Party and Limited Recourse Pledgor agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
(ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to Borrower or the other Loan Parties, any Limited Recourse Pledgor, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of Borrower’s, any Loan Party’s, any Limited Recourse Pledgor’s or the Administrative Agent’s transmission of communications through the Platform unless such damages result from the gross negligence or willful misconduct of such Agent Party as determined by a final and nonappealable judgment of a court of competent jurisdiction. “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of any Loan Party or Limited Recourse Pledgor pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or the Issuing Lender by means of electronic communications pursuant to this Section, including through the Platform.
Appears in 1 contract
Samples: Credit Agreement (Enfusion, Inc.)
2Notices. (a) All notices, requests notices and demands other communications given or made pursuant to or upon the respective parties hereto to be effective this Agreement shall be in writing (including by facsimile or electronic mail), and, unless otherwise expressly provided herein, and shall be deemed to have been duly given or made when delivered, or (a) three (3) Business Days after being deposited in the date of mailing, if delivered by registered or certified mail, postage prepaid, orreturn receipt requested; (b) upon delivery, in if delivered personally; (c) upon delivery, if sent by prepaid courier, with a record of receipt; or (d) the case next day after the date of facsimile or electronic dispatch, if sent by e-mail noticeof a PDF document, when received, addressed as follows in the case of Holdings, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in Parties at the case of the Lendersfollowing addresses:
(a) if to Buyer, or to such other address as may be hereafter notified by the respective parties heretoto: BorrowerSymphony Clinic, LLC c/Holdings: Enfusion LTD. XXX000 Xxxxx Xxxxx o Cureatr Inc. 00 X. 00xx Xxxxxx, Suite 750Chicago0xx Xxxxx Xxx Xxxx, IL 60603Attention: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304AttentionXX 00000-0000 Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx with a copy to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxxxx, Esq.Chief Executive Officer E-Mail: xxxxxxxx@xxxx.xxx xxxxxxxxxxxxxx@xxxxxxx.xxx provided that any with a copy, which will not constitute notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.to: Xxxxxx Xxxxxxx Xxxxx & Xxxxxx LLP 0000 Xxxx Xxxxx Xxxxx, Suite 300 Raleigh, NC 27607 Attention: Xxx Xxxxxxxx; Xxxxx Xxxxxxx E-Mail: xxxxxxxxx@xxxxxx.xxx; xxxxxxxx@xxxxxx.xxx
(b) Notices if to Seller, to: Tabula Rasa HealthCare Group, Inc. c/o Tabula Rasa HealthCare, Inc. 000 Xxxxxxxxxxx Xxxxx Moorestown, NJ 08057 Attention: Xxxxx X. Xxxxx, President and other communications Interim CEO E-mail: xxxxxx@xxxx.xxx with a required copy, which will not constitute notice, to: O’Melveny & Xxxxx LLP 000 Xxxxxxx Xxxxxx Xxxxx, 00xx Xxxxx Xxxxxxx Xxxxx, XX 00000 Attention: Xxxx Xxxxxxxx Email: xxxxxxxxx@xxx.xxx O’Melveny & Xxxxx LLP Times Square Tower 7 Times Square, 26th Floor Xxx Xxxx, XX 00000 Attention: Xxx Xxxxxxx E-mail: xxxxxxxx@xxx.xxx A Party may change the address to the Lenders hereunder may be delivered which notice to it, or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party maycopies thereof, 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as addressed by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such giving notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice thereof to the other parties hereto.
(d) (i) Each Loan Party agrees that Parties in conformity with the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”)foregoing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Tabula Rasa HealthCare, Inc.)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mailtelecopy), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail telecopy notice, when received, addressed as follows in the case of Holdings, the Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings Borrower World Wrestling Entertainment, Inc. 0000 Xxxx Xxxx Xxxxxx Stamford, CT 06902 Attention: Enfusion LTD. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603AttentionChief Financial Officer Telecopy: LegalEmail000-000-0000 Telephone: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx 000-000-0000 with a copy to:: World Wrestling Entertainment, Inc. 0000 Xxxx Xxxx Xxxxxx Stamford, CT 06902 Attention: General Counsel Telecopy: 000-000-0000 Telephone: 000-000-0000 Administrative Agent: JPMorgan Chase Bank, N.A Loan Operations 00 Xxxxx Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxxXxxxxx Floor L2 Chicago, Xxxxxxxxxxxxx 02116AttentionIL 60603 Attention: Xxxxxx Xxxxxxx X. Xxxxxxx, Esq.E Telecopy: 000-Mail000-0000 Telephone: xxxxxxxx@xxxx.xxx 000-000-0000 Email: xxxxxx.xxxxxxx@xxxxx.xxx and xxx.xxxxxx.xxxxxxxxx.0@xxxxxxxx.xxx ; provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) . Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party the Borrower 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
Appears in 1 contract
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mail), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows in the case of Holdings, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 LLC 000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago750 Xxxxxxx, IL 60603AttentionXX 00000 Attention: LegalEmailLegal Email: xxxxx@xxxxxxxxxxxxxxx.xxx xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBostonto: Xxxxxx, MA 02210AttentionXxxxx & Bockius LLP 000 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: R. Xxxx X. SmithEmailXxxxxx Email: xxxxxxxxx@xxxxxxxxxx.xxx xxxx.xxxxxx@xxxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo AltoBank 0000 Xxxxxxx Xxxxxx Xxxx Xxxx, CA 94304AttentionXX 00000 Attention: Xxxxxxx WillardEmailXxxxxxx Email: xxxxxxxx0@xxx.xxx with a copy to:: Xxxxxxxx & Xxxxxxxx XXX000 LLP 000 Xxxxxxxxx XxxxxxXxxxxxXxxxxx Xxxxxx, Xxxxxxxxxxxxx 02116Attention00000 Attention: Xxxxxxx X. Xxxxxxx, Esq.. E-Mail: xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party or Limited Recourse Pledgor 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s 's receipt of an acknowledgment from the intended recipient (such as by the “"return receipt requested” " function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto. .
(d) (i) Each Loan Party and Limited Recourse Pledgor agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “"Platform”").
(ii) The Platform is provided "as is" and "as available." The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, express, implied or statutory, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the "Agent Parties") have any liability to Borrower or the other Loan Parties, any Limited Recourse Pledgor, any Lender or any other Person or entity for damages of any kind, including, without limitation, direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of Borrower's, any Loan Party's, any Limited Recourse Pledgor's or the Administrative Agent's transmission of communications through the Platform unless such damages result from the gross negligence or willful misconduct of such Agent Party as determined by a final and nonappealable judgment of a court of competent jurisdiction. "Communications" means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of any Loan Party or Limited Recourse Pledgor pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or the Issuing Lender by means of electronic communications pursuant to this Section, including through the Platform.
Appears in 1 contract
Samples: Credit Agreement (Enfusion, Inc.)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mail), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows in the case of Holdings, the Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 Axcelis Technologies, Inc.108 Cherry Hill DriveBeverly, MA 01915Attention: Xxxxx Xxxxx X. Xxxxxx, Suite 750Chicago, IL 60603AttentionCFOTelephone No.: LegalEmail978-787-9551E-Mail: xxxxx@xxxxxxxxxxxxxxx.xxx and xxxxx.xxxxxx@axcelis.comwith a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston(which shall not constitute notice) to:Mintz, MA 02210AttentionLevin, Cohn, Ferris, Glovsky and Popeo, P.C.Attention: Xxxx X. SmithEmailXxxxx Xxxxx, Xxx.Xxx Financial CenterBoston, Massachusetts 02111Telephone No.: xxxxxxxxx@xxxxxxxxxx.xxx (617) 348-444E-Mail: xxxxxxx@xxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo AltoBank275 Grove Street, CA 94304AttentionSuite 2-200Newton, MA 02466Attn: Xxxxxxx WillardEmailXxxxx GrocciaE-Mail: xxxxxxxx0@xxx.xxx with XXxxxxxx@xxx.xxxxxxx a copy (which shall not constitute notice) to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxxxx, Esq.E-Mail: xxxxxxxx@xxxx.xxx Xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(ba) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party 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 Administrative Agent otherwise prescribes, (ai) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (bii) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (ai) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (ai) and (bii), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient..
(cb) Any party hereto may change its address, email address, address or facsimile number for notices and other communications hereunder by notice to the other parties hereto. .
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domainthe Platform.
(ii) The Platform is provided “as is” and “as available.” The Agent Parties (as defined below) do not warrant the adequacy of the Platform and expressly disclaim liability for errors or omissions in the Communications. No warranty of any kind, Intralinksexpress, DebtXimplied or statutory, Syndtrak including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement of third-party rights or a substantially similar electronic transmission system freedom from viruses or other code defects, is made by any Agent Party in connection with the Communications or the Platform. In no event shall the Administrative Agent or any of its Related Parties (collectively, the “Agent Parties”) have any liability to the Borrower or the other Loan Parties, any Lender or any other Person for damages of any kind, including direct or indirect, special, incidental or consequential damages, losses or expenses (whether in tort, contract or otherwise) arising out of the Borrower’s, any Loan Party’s or the Administrative Agent’s transmission of communications through the Platform”). “Communications” means, collectively, any notice, demand, communication, information, document or other material provided by or on behalf of any Loan Party pursuant to any Loan Document or the transactions contemplated therein which is distributed to the Administrative Agent, any Lender or the Issuing Lender by means of electronic communications pursuant to this Section, including through the Platform.
Appears in 1 contract
2Notices. (a) All notices, requests deliveries and demands other communications pursuant to or upon the respective parties hereto to be effective shall this Agreement will be in writing (including and will be deemed given if delivered personally, by facsimile, by email or delivered by globally recognized express delivery service to the parties at the addresses or facsimile numbers set forth below or electronic mail)to such other address or facsimile number as the party to whom notice is to be given may have furnished to the other Parties in writing in accordance herewith. Any such notice, and, unless otherwise expressly provided herein, shall delivery or communication will be deemed to have been duly given or made when delivered, or three delivered and received (3i) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail noticepersonal delivery, when receivedon the date of such delivery, addressed as follows (ii) in the case of Holdingsfacsimile, Borrower and on the Administrative AgentBusiness Day that the party giving notice receives electronic confirmation of sending from the sending telecopy machine or, and as set forth in an administrative questionnaire delivered to if the Administrative Agent facsimile is not sent on a Business Day, the next Business Day after sending, (iii) in the case of email, on the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603Attention: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx with a copy to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxxxx, Esq.E-Mail: xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided day that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party may, in its discretion, agree to accept notices and other communications to it hereunder by party giving notice receives electronic communications pursuant to procedures approved by it; provided that approval confirmation of such procedures may be limited to particular notices or communications. Unless the Administrative Agent otherwise prescribes, (a) notices and other communications sent to an sending from their email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); provider and (biv) notices or communications posted to an Internet or intranet website shall be deemed received upon in the deemed case of a globally recognized express delivery service, on the Business Day that receipt by the intended recipient at its email addressee is confirmed pursuant to the service’s systems. If to Purchaser: uniQure N.V. Attention: [*] Xxxxxxxxxxxxx 00X 0000 XX Xxxxxxxxx Xxxxxxxxxxx Email: [*] with copies (which shall not constitute notice) to: uniQure, Inc. Attention: [*] 000 Xxxxxxxx Xxxxxx Lexington, MA 02421 Email: [*] Xxxxxx Xxxxx UK LLP Condor House, 0-00 Xx. Xxxx'x Xxxxxxxxxx Xxxxxx XX0X 0XX Xxxxxx Xxxxxxx Attention: Xxxxxxx Xxxxxxx Email: xxxxxxx.xxxxxxx@xxxxxxxxxxx.xxx If to the Holder Representative, to: Kurma Partners 00 Xxx Xxxxxx 00000 Xxxxx Xxxxxx Attn: [*] Email: [*] with copies (which shall not constitute notice) to: XxXxxxxxx Will & Xxxxx XXXXX 00 xxx xx x'Xxxxxxxxxx 00000 Xxxxx Xxxxxx Attention: Emmanuelle Trombe Fax +00 0 00 00 00 00 Email: xxxxxxx@xxx.xxx If to a Seller, to the address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business set forth on the next Business Day for the recipientsignature page of such Seller.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
Appears in 1 contract
2Notices.
(a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mail), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows in the case of Holdings, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 LLC 000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago750 Xxxxxxx, IL 60603AttentionXX 00000 Attention: LegalEmailLegal Email: xxxxx@xxxxxxxxxxxxxxx.xxx xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBostonto: Xxxxxx, MA 02210AttentionXxxxx & Bockius LLP 000 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: R. Xxxx X. SmithEmailXxxxxx Email: xxxxxxxxx@xxxxxxxxxx.xxx xxxx.xxxxxx@xxxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo AltoBank 0000 Xxxxxxx Xxxxxx Xxxx Xxxx, CA 94304AttentionXX 00000 Attention: Xxxxxxx WillardEmailXxxxxxx Email: xxxxxxxx0@xxx.xxx with a copy to:: Xxxxxxxx & Xxxxxxxx XXX000 LLP 000 Xxxxxxxxx XxxxxxXxxxxxXxxxxx Xxxxxx, Xxxxxxxxxxxxx 02116Attention00000 Attention: Xxxxxxx X. Xxxxxxx, Esq.. E-Mail: xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party or Limited Recourse Pledgor 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient..
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto. .
(d) (i) Each i)Each Loan Party and Limited Recourse Pledgor agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”)..
Appears in 1 contract
Samples: Credit Agreement (Enfusion, Inc.)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mailtelecopy), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail telecopy notice, when received, addressed as follows in the case of Holdings, the Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD000 Xxxxx Xxxxx Xxxx, X.X. Box 61558, King of Prussia, PA 19406-0958 Attention: Xxxxxx X. Xxxxxxxx Senior Vice President and Treasurer Telecopy: (000) 000-0000 Telephone: (000) 000-0000 Administrative Agent or Swingline Lender: JPMorgan Chase Bank, N.A. 500 Xxxxxxx Xxxxxxxxxx Rd. XXX000 Xxxxx 000 Xxxxxxx Xxxxxx, 00xxXXX0 / 0xx Xxxxx Xxxxxx, Suite 750ChicagoXX 00000 Attention: Loan & Agency Services Group Tel: +0-000-000-0000 Email: xxxxxx.xxxxxx@xxxxx.xxx Agency Withholding Tax Inquiries: Email: xxxxxx.xxx.xxxxxxxxx@xxxxxxxx.xxx Agency Compliance/Financials/Intralinks: Email: xxxxxxxx.xxxxxxxxxx@xxxxxxxx.xxx New York, IL 60603Attention: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210AttentionNY 10179 Attention: Xxxx X. SmithEmailXxx Xxx, Executive Director Telecopy: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent(000) 000-0000 Telephone: Silicon Valley Bank2400 Hanover StreetPalo Alto(000) 000-0000 JPMorgan Chase Bank, CA 94304AttentionN.A. as Issuing Lender JPMorgan Chase Bank, N.A. 00000 Xxxxxxxx Xxxxx Xx. 0xx Xxxxx Xxxxx, XX 00000 Attention: Xxxxxxx WillardEmailStandby LC Unit Tel: xxxxxxxx0@xxx.xxx with 000-000-0000 Fax: 000-000-0000 Email: XXX.Xxxxxx.Xxxxxxxx@xxxxxxxx.xxx Loan and Agency With a copy to:: JPMorgan Chase Bank, N.A. 000 Xxxxxxx Xxxxxxxxxx Xxxx, Rd. NCC5 / 1st Floor 1 Newark, DE 19713 Attention: Loan & Agency Services Group Tel: +0-000-000-0000 Email: xxxxxx.xxxxxx@xxxxx.xxx Collateral Agent Newark, DE 19713 JPMorgan Chase & Co. CIB DMO WLO Mail code NY1-C413 4 CMC, Brooklyn, NY, 11245-0001 United States Attention: Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116AttentionXxxxxxxXxxxx: Xxxxxxx X. Xxxxxxx, Esq.Exx.xxxxxxxxxx.xxxxxxxx@xxxxxxxx.xxx Telecopy: 000-Mail: xxxxxxxx@xxxx.xxx 000-0000 provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) received during the recipient’s normal business hours. Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party the Borrower 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
Appears in 1 contract
2Notices. (a) All notices, requests notices and demands to communications required or upon the respective parties hereto to be effective permitted under this Agreement shall be in writing (including by facsimile addressed as indicated below, and any communication or electronic mail), and, unless otherwise expressly provided herein, delivery hereunder shall be deemed to have been duly given or made when delivered, or three delivered upon the earliest of: (3a) Business Days after being deposited in actual receipt by the Party to be notified; (b) if sent by U.S. certified mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows in the case of Holdings, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603Attention: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx with a copy to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxxxx, Esq.E-Mail: xxxxxxxx@xxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent or the Lenders shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, then the date shown as availablereceived on the return notice; (c) if by email, return then upon an affirmative reply by email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; email was received (provided that, for both clauses the avoidance of doubt, an automated response from the email account or server of the intended recipient shall not constitute an affirmative reply); or (ad) and if by Federal Express overnight delivery (bor other reputable overnight delivery service), if the date shown on the notice of delivery. Addresses for all such notice or other communication is not sent during the normal business hours of the recipient, such notice or notices and communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
as follows: To Buyer: Contango Oil & Gas Company 000 Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, Xxxxx 00000 Attention: Xxxx XxXxxxxxx Facsimile: (c000) Any party hereto may change its address000-0000 E-mail: Xxxx.XxXxxxxxx@xxxxxxxx.xxx with a copy (which shall not constitute notice) to: Xxxxxx, email addressXxxx & Xxxxxxxx LLP 000 Xxxx Xxxxxx, or facsimile number for notices and other communications hereunder by Xxxxx 0000 Xxxxxxx, Xxxxx 00000 Attention: Xxxx X. Xxxxxx Facsimile: (000) 000-0000 E-mail: XXxxxxx@xxxxxxxxxx.xxx To Seller: Mid-Con Energy Properties, LLC 0000 Xxxx 00xx Xxxxxx, Xxxxx 000 Xxxxx, Xxxxxxxx 00000 Attention: Xxxxxx X. Xxxxxx E-mail: xxxxxxx@xxxxxx.xxx with a copy (which shall not constitute notice) to: Pillsbury Xxxxxxxx Xxxx Xxxxxxx, LLP 0000 Xxxxxxxxxxx Xxxxxx XX Attention: Xxxxxx X. Xxxxxxx Facsimile: (000) 000-0000 E-mail: xxxxxx.xxxxxxx@xxxxxxxxxxxx.xxx Either Party may, upon written notice to the other parties hereto.
(dParty, change the address(es) (iand person(s) Each Loan Party agrees that the Administrative Agent may, but shall not to whom such communications are to be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”)directed.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Mid-Con Energy Partners, LP)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mailfacsimile), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail notice, when received, addressed as follows (a) in the case of HoldingsCo-Borrower or Borrower or Lender, Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent follows or (b) in the case of the Lendersany party, or to such other address as such party may be hereafter notified by notify to the respective other parties hereto: Co-Borrower or Borrower: Aquasition LLC and Aquasition II LLC c/Holdingso W&T Offshore, Inc. 0000 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxx, XX 00000 Attention: Enfusion LTD. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603AttentionXxxxxx Xxxxxx Email: LegalEmail: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx [Redacted] xxx.xxxxxxxxxx.xxx with a copy to:Xxxxxxxx to (which copy shall not constitute notice):Xxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxxXxxxxxx LLP 000 Xxxx Xxxxxx, Xxxxxxxxxxxxx 02116Attention: Xxxxxxx X. Xxxxx 0000 Xxxxxxx, EsqXxxxx 00000 Attention: Xxxxx Xxxxxx Xxxxxx Xxxxxx Email: [Redacted] [Redacted] Lender: Munich Re Reserve Risk Financing, Inc. c/o Munich Re Trading LLC 0000 Xxxxxx Xxxxxxx Blvd.E-Mail, Suite 275 The Woodlands, Texas 77380 Attention: xxxxxxxx@xxxx.xxx Xxxxxx Xxxxx Facsimile: [Redacted] Email: [Redacted] with a copy to (which copy shall not constitute notice):Munich Re Reserve Risk Financing, Inc. c/o Munich Re Trading LLC 0000 Xxxxxx Xxxxxxx Blvd., Suite 275 The Woodlands, Texas 77380 Attention: XxxxxXxx Xxxxx Facsimile: [Redacted] Email: [Redacted] provided that any notice, request or demand to or upon the Administrative Agent or the Lenders Lender shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered . Lender, Co-Borrower or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party Borrower 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 Administrative Agent otherwise prescribesLender, Borrower and Co-Borrower each hereby agrees to accept notices hereunder (aincluding notices pursuant to Section 2.2) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient by electronic mail in portable document format (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”.pdf).
Appears in 1 contract
Samples: Credit Agreement (W&t Offshore Inc)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by electronic transmission, facsimile transmission or electronic mailposting on a secured web site), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivereddelivered by hand, or three (3) Business Days days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail transmission notice, when sent during normal business hours with electronic confirmation or otherwise when received, or in the case of electronic transmission, when received and in the case of posting on a secured web site, upon receipt of (i) notice of such posting and (ii) rights to access such web site, addressed as follows in the case of Holdings, the Borrower and the Administrative Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent Schedule I in the case of the Lendersother parties hereto, or to such other address as may be hereafter notified by the respective parties heretohereto and any future holders of the Notes: Borrower/Holdings: Enfusion LTD. XXX000 Xxxxx Xxxxx XxxxxxAqua Pennsylvania, Suite 750ChicagoInc. 000 X. Xxxxxxxxx Avenue Bryn Mawr, IL 60603AttentionPA 19010-3489 Attention: LegalEmailXxxxxx X. Xxxxxxxx, Executive Vice President and Chief Financial Officer Email: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx xxxxxxxxxx@xxxxxxxxx.xx with a copy to:Xxxxxxxx & Xxxxxxxx XXX000 : Aqua Pennsylvania, Inc. 000 Xxxx Xxxxxxxxx XxxxxxXxxxxxXxxxxx Xxxx Xxxx, Xxxxxxxxxxxxx 02116AttentionXX 00000 Attention: Xxxxxxxxxxx X. Xxxxxx Senior Vice President and General Counsel (provided that failure to send a copy of any notice to said counsel shall in no way affect, limit or invalidate any notice sent to the Borrower or the exercise of any of the Banks’ or the Agent’s rights or remedies pursuant to a notice sent to the Borrower.) The Agent or the Swing Line Bank: PNC Bank, National Association 0000 Xxxxxxxxx Xxxxx, Xxxxx 000 Xxxxxx, XX 00000 Attention: Xxxxxxx X. XxxxxxxD’Ginto Facsimile: (000) 000-0000 and PNC Agency Services One PNC Plaza 000 Xxxxx Xxxxxx 00xx Xxxxx Xxxxxxxxxx, Esq.EXX 00000 Attention: Agency Services Facsimile: (000) 000-Mail: xxxxxxxx@xxxx.xxx 0000 provided that any notice, request or demand to or upon the Administrative Agent Agent, the Swing Line Bank or the Lenders Banks pursuant to Sections 2.1, 2.2, 2.8 or 2.9 shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
Appears in 1 contract
2Notices. (a) All notices, requests requests, and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mailtelecopy), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivereddelivered by hand, or three (3) Business Days days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail telecopy notice, when received, or, in the case of delivery by a nationally recognized overnight courier, when received, addressed as follows in the case of Holdingsthe Borrower, Borrower the Administrative Agent and the Administrative Collateral Agent, and as set forth in an administrative questionnaire delivered to the Administrative Agent Schedule A in the case of the Lendersother parties hereto, or to such other address as may be hereafter notified by the respective parties heretohereto and any future holders of the Loans: BorrowerThe Borrower WMG Acquisition Corp. c/Holdingso Warner Music Group Corp. 00 Xxxxxxxxxxx Xxxxx Xxx Xxxx, XX00000 Attention: Enfusion LTDGeneral Counsel Facsimile: (000) 000-0000 Website: xxx.xxx.xxx With copies (which shall not constitute notice) to: Debevoise & Xxxxxxxx LLP 000 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx X. Xxxxxxxxxx, Esq. XXX000 Xxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603AttentionFacsimile: LegalEmail(000) 000-0000 Telephone: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx (000) 000-0000 The Administrative Agent/the Collateral Agent: Silicon Valley Bank2400 Hanover StreetPalo AltoCredit Suisse AG, CA 94304AttentionCayman Islands Branch Xxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx Xxxxxxx WillardEmailFacsimile: xxxxxxxx0@xxx.xxx with a copy (000) 000-0000 Email: xxxxxx.xxxxxxx@xxxxxx-xxxxxx.xxx With copies (which shall not constitute notice) to:Xxxxxxxx : Xxxxx Xxxx & Xxxxxxxx XXX000 LLP 000 Xxxxxxxxx XxxxxxXxxxxxXxxxxx Xxx Xxxx, Xxxxxxxxxxxxx 02116AttentionXX 00000 Attention: Xxxxx Xxxxxxx X. Xxxxxxx, Esq.EFacsimile: (000) 000-Mail0000 Telephone: xxxxxxxx@xxxx.xxx (000) 000-0000 provided that any notice, request or demand to or upon the Administrative Agent or the Lenders pursuant to Section 4.2, 4.4 or 4.8 shall not be effective until received.
(b) Without in any way limiting the obligation of any Loan Party and its Subsidiaries to confirm in writing any telephonic notice permitted to be given hereunder, the Administrative Agent may prior to receipt of written confirmation act without liability upon the basis of such telephonic notice, believed by the Administrative Agent in good faith to be from a Responsible Officer of a Loan Party. 10023685561003003016v52 #8894688589588927v75
(c) Loan Documents may be transmitted and/or signed by facsimile or other electronic means (e.g., a “pdf” or “tiff”). The effectiveness of any such documents and signatures shall, subject to applicable law, have the same force and effect as manually signed originals and shall be binding on each Loan Party, each Agent and each Lender. The Administrative Agent may also require that any such documents and signatures be confirmed by a manually signed original thereof; provided that the failure to request or deliver the same shall not limit the effectiveness of any facsimile or other electronic document or signature.
(d) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications communication (including email electronic mail and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by if such Lender, as applicable, has notified the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party may, in its discretion, agree to accept that it is incapable of receiving notices and other communications to it hereunder under such Section by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communicationscommunication. Unless the Administrative Agent otherwise prescribesprescribes (with the Borrower’s consent), (ai) notices and other communications sent to an email e-mail address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” functionto have been duly made or given when delivered, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification provided that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient, and (ii) notices or communications posted to an Internet or intranet website shall be deemed received upon the posting thereof.
(ci) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice The Borrower hereby acknowledges that (a) the Administrative Agent will make available to the other parties hereto.
Lenders materials and/or information provided by or on behalf of the Borrower hereunder (dcollectively, “Borrower Materials”) by posting the Borrower Materials on a Platform and (b) certain of the Lenders may be “public-side” Lenders (i.e., Lenders that do not wish to receive material non-public information with respect to the Borrower or its securities) (i) Each Loan Party each, a “Public Lender”). The Borrower hereby agrees to clearly and conspicuously mark all Borrower Materials that the Borrower intends to be made available to Public Lenders; provided that the Borrower agrees that the Administrative Agent may, but shall not Disqualified Institution List will be obligated to, make the Communications (as defined below) deemed to be “public-side” Borrower Materials and may be made available to the Issuing Public Lenders.
(ii) Each Public Lender and the other Lenders by posting the Communications agrees to cause at least one individual at or on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (behalf of such Public Lender to at all times have selected the “Platform”)Private Side Information” or similar designation on the content declaration screen of the Platform in order to enable such Public Lender or its delegate, in accordance with such Public Lender’s compliance procedures and applicable law, including United States federal and state securities laws, to make reference to communications that are not made available through the “Public Side Information” portion of the Platform and that may contain material non-public information with respect to the Borrower or its securities for purposes of United States federal or state securities laws.
Appears in 1 contract
Samples: Incremental Commitment Amendment (Warner Music Group Corp.)
2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mailtelecopy), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) 3 Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail telecopy notice or, subject to the last sentence of this Section, email notice, when received, addressed as follows in the case of Holdingsthe Parent Companies, Borrower and the Administrative AgentBorrower, the Agents, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: The Parent Companies and the FC-GEN Operations Investment, LLC Borrower/Holdings: Enfusion LTD. XXX000 000 Xxxx Xxxxx Xxxxx Xxxxxx Xxxxxxx Xxxxxx, Suite 750ChicagoXX 00000 XXX Attention: Xxxxxxx Xxxxxxx, IL 60603AttentionSenior Vice President and General Counsel Telephone: LegalEmail000-000-0000 Facsimile: xxxxx@xxxxxxxxxxxxxxx.xxx 000-000-0000 E-mail: xxxxxxx.xxxxxxx@xxxxxxxxxx.xxx Administrative Agent and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Collateral Welltower Inc. Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto0000 Xxxx Xxxxxx Toledo, CA 94304AttentionOhio 43615-4040 Attention: Xxxxxxx WillardEmailXxxxxx Xxxxx-Xxx, Risk Manager Telephone: xxxxxxxx0@xxx.xxx with a copy to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx, Xxxxxxxxxxxxx 02116Attention000-000-0000 Email: Xxxxxxx X. Xxxxxxx, Esq.E-Mail: xxxxxxxx@xxxx.xxx xxxxxx@xxxxxxxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent Agents, the Lenders, the Parent Companies or the Lenders Borrower shall not be effective until received.
(b) . Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative AgentAgents; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent Agents and the applicable Lender. The Administrative Agent or any Loan Party Each of the Agents may, in its their 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
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2Notices. (a) All notices, requests and demands to or upon the respective parties hereto to be effective shall be in writing (including by facsimile or electronic mailtransmission), and, unless otherwise expressly provided herein, shall be deemed to have been duly given or made when delivered, or three (3) Business Days after being deposited in the mail, postage prepaid, or, in the case of facsimile or electronic mail transmission notice, when upon the receiver’s acknowledgment such notice has been received, addressed as follows in the case of Holdingsthe Borrower, Borrower the Administrative Agent and the Administrative AgentSwing Line Lender, and as set forth in an administrative questionnaire delivered to the Administrative Agent in the case of the Lenders, or to such other address as may be hereafter notified by the respective parties hereto: Borrower/Holdings: Enfusion LTD. XXX000 PNG Companies LLC 000 Xxxxx Xxxxx Xxxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000 Attention: Xxx Xxxxxxxxxx, Vice President, Finance Email: xxx.xxxxxxxxxx@xxxxxxx-xxx.xxx With a copy to: Essential Utilities, Inc. 000 X. Xxxxxxxxx Avenue Bryn Mawr, PA 19010-3489 Attention: Xxxxxxxxxxx X. Xxxxxx, Executive Vice President and General Counsel Email: xxxxxxxx@xxxxxxxxx.xxx 81 With a copy to (which shall not constitute notice): O’Melveny & Xxxxx LLP Times Square Tower New York, NY 10036 Attention: Xxxxx xxx Xxxxxx Telephone: (000) 000-0000 Email: xxxxxxxxxx@xxx.xxx Administrative Agent and Swing Line Lender: PNC Bank, National Association Mail Stop: F4-F074-03-1 0000 Xxxxxxxxx Xxxxx Xxxxxx, Suite 750Chicago, IL 60603AttentionXX 00000 Attention: LegalEmailXxxxxxxx Xxxxxxx Telephone: xxxxx@xxxxxxxxxxxxxxx.xxx and a copy to:Xxxxxxx Procter LLP100 Northern AvenueBoston, MA 02210Attention(000) 000-0000 Email: Xxxx X. SmithEmail: xxxxxxxxx@xxxxxxxxxx.xxx Administrative Agent: Silicon Valley Bank2400 Hanover StreetPalo Alto, CA 94304Attention: Xxxxxxx WillardEmail: xxxxxxxx0@xxx.xxx with xxxxxxxx.xxxxxxx@xxx.xxx With a copy to:Xxxxxxxx & Xxxxxxxx XXX000 Xxxxxxxxx XxxxxxXxxxxx: Agency Services PNC Bank, Xxxxxxxxxxxxx 02116AttentionNational Association Mail Stop: P7-PFSC-05-W 000 Xxxxx Xxxxxx Xxxxxxxxxx, XX 00000 Attention: Agency Services Telecopy: (000) 000-0000 Telephone: (000) 000-0000 With a copy to (which shall not constitute notice): Xxxxxxx Xxxxx LLP 0000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, XX 00000 Attention: Xxxxxxx X. Xxxxxxx, Esq.EXxxxxxxx Xxxxxxxx: (000) 000-Mail0000 Telephone: xxxxxxxx@xxxx.xxx (000) 000-0000 Email: xxxxxxxx@xxxxxxxxxxxx.xxx provided that any notice, request or demand to or upon the Administrative Agent Agent, Swing Line Lender or the other Lenders shall not be effective until received.
(b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications (including email and Internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Section 2 unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or any Loan Party 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 Administrative Agent otherwise prescribes, (a) notices and other communications sent to an email address shall be deemed received upon the sender’s receipt of an acknowledgment from the intended recipient (such as by the “return receipt requested” function, as available, return email or other written acknowledgment); and (b) notices or communications posted to an Internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its email address as described in the foregoing clause (a) of notification that such notice or communication is available and identifying the website address therefor; provided that, for both clauses (a) and (b), if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next Business Day for the recipient.
(c) Any party hereto may change its address, email address, or facsimile number for notices and other communications hereunder by notice to the other parties hereto.
(d) (i) Each Loan Party agrees that the Administrative Agent may, but shall not be obligated to, make the Communications (as defined below) available to the Issuing Lender and the other Lenders by posting the Communications on Debt Domain, Intralinks, DebtX, Syndtrak or a substantially similar electronic transmission system (the “Platform”).
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