Notice Deliveries Sample Clauses

Notice Deliveries. Whenever under the provisions of this Contract it will be necessary or desirable for one party to serve any approval, notice, request, demand, report or other communication on another party, the same will be in writing and will not be effective for any purpose unless and until actually received by the addressee or unless served (i) personally, (ii) by independent, reputable, overnight commercial courier, (iii) by facsimile transmission, where the transmitting party includes a cover sheet identifying the name, location and identity of the transmitting party, the phone number of the transmitting device, the date and time of transmission and the number of pages transmitted (including the cover page), where the transmitting device or receiving device records verification of receipt and the date and time of transmission receipt and the phone number of the other device, and where the facsimile transmission is immediately followed by service of the original of the subject item in another manner permitted herein or (iv) by deposit in the United States mail, postage and fees fully prepaid, registered or certified mail, with return receipt requested, addressed as follows: The Concessionaire Xxxxx Xxxxx Plenary Roads Denver LLC 000 Xxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxx, XX X0X 0X0 Attention: Xxxxx Xxxxx/Xxx Xxx Facsimile: (000) 000-0000 HPTE US 36 Coordinator Colorado Department of Transportation High Performance Transportation Enterprise 0000 Xxxx Xxxxxxxx Xxxxxx Xxxxxx, Xxxxxxxx 00000 Facsimile Number: (000) 000-0000 Plenary Roads Xxxxx XX 0000 Xxxxxxx Xxxxxx, Xxxxx 0000 Xxxxxx, XX 00000 Facsimile Number: (000) 000-0000
Sample 1
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Notice Deliveries. Not less than 15 Business Days prior to any proposed Transfer pursuant to Section 2.1, the Selling Banks shall deliver to each other Stockholder written notice of the proposed Transfer (the "Tag-Along Notice"), which notice shall set forth the consideration to be paid by the Tag-along Purchaser and the other terms and conditions of such transaction. Any Stockholder electing to Transfer some or all of the Tag-Along Shares pursuant to Section 2.1, shall so notify the Selling Banks within 10 Business Days after the date of the Tag-Along Notice and, at the Selling Banks request not less than two Business Days prior to the proposed Transfer, such Stockholder shall deliver to the Selling Banks the certificates representing such Tag-Along Shares, duly endorsed, in proper form for Transfer, together with a limited power-of-attorney authorizing the Selling Banks to transfer the Tag-Along Shares to the Tag-Along Purchaser for the consideration and upon the terms and conditions specified in the Tag-Along Notice, including authorization to execute all documents required to be executed by a transferor of New Ordinary Shares in connection with such transaction. Failure of any such other Stockholder to comply fully with the provisions of this Section 2.2 shall constitute the election of such other Stockholder to not participate in the Transfer which is the subject of the Tag-Along Notice.
Sample 1

Related to Notice Deliveries

  • Closing Date Deliveries On the Closing Date, the Company shall have delivered to the Representative executed copies of the Representative’s Purchase Option.

  • Closing Deliveries (a) On or prior to the Closing, the Company shall issue, deliver or cause to be delivered to each Purchaser the following (the “Company Deliverables”):

  • Other Deliveries At or prior to Closing, Parent shall have delivered to the Company (i) copies of resolutions and actions taken by Parent’s board of directors and stockholders in connection with the approval of this Agreement and the transactions contemplated hereunder, and (ii) such other documents or certificates as shall reasonably be required by the Company and its counsel in order to consummate the transactions contemplated hereunder.

  • Buyer’s Deliveries At the Closing, Buyer shall deliver the following to Seller:

  • Effective Date Deliveries On the Effective Date, the Company shall have delivered to the Representative executed copies of the Trust Agreement, the Warrant Agreement, the Registration Rights Agreement, all of the Insider Letters and the Subscription Agreement.

  • Seller’s Deliveries At the Closing, Seller shall deliver to Buyer:

  • Post-Closing Deliveries (a) The Borrower hereby agrees to deliver, or cause to be delivered, to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, the items described on Schedule 5.15 hereof on or before the dates specified with respect to such items, or such later dates as may be agreed to by, or as may be waived by, the Administrative Agent in its sole discretion.

  • Buyer Deliveries At the Closing the Buyer shall deliver to the Company the Purchase Price.

  • Pre-Closing Deliveries (i) At least ten Business Days prior to the Closing, the Seller will furnish to the Buyer a certificate (the “Estimated Purchase Price Certificate”) setting forth (i) a good faith estimate of the Closing Net Working Capital; (ii) the Estimated Indebtedness (including Paid Indebtedness); (iii) the estimated Seller’s Expenses that remain unpaid as of the Closing; (iv) a good faith estimate of the Company Cash; and (v) a reasonably detailed calculation of the Purchase Price using the Company’s good faith calculation of the foregoing estimates and other amounts (the “Estimated Purchase Price”). The Estimated Purchase Price Certificate will be prepared in accordance with the Calculation Principles, and will not include any changes in assets or liabilities as a result of purchase accounting adjustments arising from, or resulting as a consequence of, the Transactions. The Seller shall (x) provide supporting documentation as may be reasonably requested by the Buyer in order to allow it to review the calculations set forth in the Estimated Purchase Price Certificate, and (y) make appropriate revisions to the Estimated Purchase Price Certificate as are mutually agreed upon by the Seller and the Buyer acting in good faith; provided that if the parties cannot mutually agree upon any proposed revisions to the Estimated Purchase Price Certificate, then, the parties shall use estimates set forth in the Estimated Purchase Price Certificate as prepared by the Seller for Closing, and the Buyer may thereafter seek adjustments pursuant to the remaining provisions of this Section 1.8; and

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