Notice to Counterparty. To: [Counterparty] Copy: JPMorgan Chase Bank, N.A., as UK Security Trustee [10 Soutx Xxxxxxxx, Xxxxx 00 Xxxxxxx, Xxxxxxxx 00000-0000 Xxxention of Cherxx Xxxxx Xxxecopy No. 312-000-0000] [Date] Dear Sirs, Security agreement dated [__] February 2016 between, amongst others, Enodis Holdings Limited and JPMorgan Chase Bank, N.A. as UK Security Trustee (the Security Agreement) This letter constitutes notice to you that under the Security Agreement, [ ] (the Chargor) has assigned in favour of JPMorgan Chase Bank, N.A. as agent and trustee for the Secured Creditors referred to in the Security Agreement (the UK Security Trustee) as first priority assignee all its rights in respect of [insert details of Relevant Contract(s)] (the Relevant Contract[s]). We confirm that:
(a) we will remain liable under [the] [each] Relevant Contract to perform all the obligations assumed by us under [the] [that] Relevant Contract; and
(b) none of the UK Security Trustee, its agents, any receiver or any other person will at any time be under any obligation or liability to you under or in respect of [the] [any] Relevant Contract. All the rights, powers and discretions in relation to [the] [each] Relevant Contract will be exercisable by, and notices must be given to, the UK Security Trustee or as it directs. Please note that the Chargor has agreed that it will not amend or waive any provision of or cancel or terminate [any of] the Relevant Contract[s] without the prior consent of the UK Security Trustee. The instructions in this letter may not be revoked or amended without the prior written consent of the UK Security Trustee. Please send to the UK Security Trustee at the address set forth above with a copy to ourselves the attached acknowledgement confirming your agreement to the above and such information relating to [the][those] Relevant Contract[s] as the UK Security Trustee may at any time request. We acknowledge that you may comply with the instructions in this letter without any further permission from us or any other Chargor and without any enquiry by you as to the justification for or validity of any request, notice or instruction. This letter is governed by English law. Yours faithfully, __________________________________________________ (Authorised signatory) [CHARGOR]
Notice to Counterparty. Priveterra Acquisition Corp. 300 XX 0xx Xxxxxx, Xxxxx 000 Fort Lauderdale, FL 33301 With a copy to: Dxxxx Xxxx & Wxxxxxxx LLP 400 Xxxxxxxxx Xxxxxx New York, NY 10017 Attn: Lxx Xxxxxxxx, Dxxxx Xxxxxx and W. Xxxxx Xxxxxxx IV E-mail: lxx.xxxxxxxx@xxxxxxxxx.xxx dxxxx.xxxxxx@xxxxxxxxx.xxx w.xxxxx.xxxxxxx@xxxxxxxxx.xxx AEON Biopharma, Inc. 4000 XxxXxxxxx Xxxx., Xxxxx 000 Newport Beach, California 92660 With a copy to: Lxxxxx & Wxxxxxx LLP 600 Xxxx Xxxxxx Xxxxx, 20th Floor, Costa Mesa, California 92626 Attention: Sxxxxx Xxxxxxx, Dxxxxx Xxxx and Bxxxx Xxxx Email: Sxxxxx.Xxxxxxx@xx.xxx Dxxxxx.Xxxx@xx.xxx Bxxxx.Xxxx@xx.xxx
Notice to Counterparty. First Light Acquisition Group, Inc. 00000 Xxxxxx Xxxxx Xxxx #0000 Reston, VA 20190 Attn: Xxxxxx Xxxxxxxxxx Telephone No.: (000) 000-0000 Email: xxx.xxxxxxxxxx@xxxxxxxxxxxxxxxxxxxxx.xxx with a copy (which shall not constitute notice) to: Xxxx, Gotshal & Xxxxxx LLP 000 Xxxxx Xxxxxx Xxx Xxxx, XX 00000 Attn: Xxxxxxx X. Xxxxx, Xxxxxxxxx X. Xxxxx Telephone No.: (000) 000-0000 Email: xxxxxxx.xxxxx@xxxx.xxx; Xxxxxxxxx.xxxxx@xxxx.xxx Calidi Biotherapeutics, Inc. 00000 Xxxxx Xxxxxx Xxxxx Road, Suite 200 La Jolla, CA 92037 Attn: Xxxxx Xxxxxxx, Chairman and CEO Facsimile No.: (000) 000-0000 Telephone No.: (000) 000-0000 Email: xxxxxxxx@xxxxxxxxx.xxx with a copy (which shall not constitute notice) to: Xxxxx Xxxxxxxx Xxxxxxxx & Xxxxx LLP 000 Xxxx 0xx Xxxxxx, Xxxxx 0000 Los Angeles, CA 90071 Attn: Xxxxx X. Xxxxxx Facsimile No.: (000) 000-0000 Telephone No.: (000) 000-0000 Email: xxxxx.xxxxxx@XxxxxXxxxxxxx.xxx
Notice to Counterparty. Monterey Capital Acquisition Corporation 000 Xxxxxxx Xxxxxx Monterey, California Attention: Xxxx Xxxxxxxxxx E-mail: xxxx@xxxxxxxxxx.xxx With a copy to: Xxxxx, Xxxxx, Xxxx, Xxxxxx, Xxxxxxx and Xxxxx, P.C. Xxx Xxxxxxxxx Xxxxxx Xxxxxx, XX 00000 Attention: Xxx Xxxxxx Email: xxxxxxxx@xxxxx.xxx Notice to Target: ConnectM Technology Solutions, Inc. 0 Xx. Xxxxx Xxx., Xxxxx 000 Xxxxxxxxxxx, XX 00000 Attention: Xxxxxxx Xxxxxxxxx Email: Xxxxxxx@xxxxxxxx.xxx With a copy to: Xxxxx & Xxxxxxxx LLP 000 Xxxx Xxxxxx Xxxxxx, XX 00000 Attention: Xxxxxx X. Xxxxxx, Esq. Email: xxxxxxx@xxxxxxxx.xxx
Notice to Counterparty. HNR Acquisition Corp 0000 Xxxxx Xxxxx, Suite 1200 Houston, Texas 77098 Attention: Xxxxxxxx X. Xxxxxxx, CFO Email: xxxxxxxxx@xxxxxxx.xxx With a copy to: Xxxxx Xxxxxxx LLP 0 Xxxxx Xxxxxx New York, New York 10036 Attention Xxxxxxx Xxxxxxx Email: xxxxxxxx@xxxxxxxxxxxx.xxx HNR Acquisition Corp 0000 Xxxxx Xxxxx, Suite 1200 Houston, Texas 77098 Attention: Xxxxx X. Xxxxx, General Counsel Email: xxxxxxx@xxxx-xxxx.xxx
Notice to Counterparty. At or prior to the Closing: Following the Closing:
Notice to Counterparty. To: [Contract party] Dear Sirs, Security Document dated [ ] between Seamap Pte Ltd and The Hongkong and Shanghai Banking Corporation Limited (the Security Document) This letter constitutes notice to you that under the Security Document we have assigned by way of security to The Hongkong and Shanghai Banking Corporation Limited (the Lender) all our rights in respect of [insert details of Contract] (the Contract). We confirm that:
(a) we will remain liable under the Contract to perform all the obligations assumed by us under the Contract; and
(b) none of the Lender, its agents, any receiver or any other person will at any time be under any obligation or liability to you under or in respect of the Contract. We will also remain entitled to exercise all our rights, powers and discretions under the Contract, and you should continue to give notices under the Contract to us, unless and until you receive notice from the Lender to the contrary stating that the security has become enforceable. In this event, all the rights, powers and discretions will be exercisable by, and notices must be given to, the Lender or as it directs. This letter is governed by Singapore law. Please acknowledge receipt of this letter by sending the attached acknowledgement to the Lender at 20 Xxxxxxx Xxxx #00-00, XXXX Xxxxxxxx, Xxxxxxxxx 000000. Yours faithfully, Seamap Pte Ltd (Authorised signatory)
Notice to Counterparty. Party A is solely responsible for its contractual obligations and commitments; none of Sumitomo Mitsui Banking Corporation, SMBC Capital Markets, Inc., SMBC Nikko Capital Markets Limited, nor any other affiliate of Party A shall be responsible for the contractual obligations or commitments of Party A. Party A is not a bank and is separate from any affiliated bank, and the obligations of Party A are not deposits, are not insured by the United States of America or any agency thereof, are not guaranteed by an affiliated bank, and are not otherwise an obligation of an affiliated bank. Party A is regulated by Financial Services Authority. The time of execution of the transaction is available upon request.
Notice to Counterparty. To: [Counterparty] Copy: […] (as Lender) [Date] Dear Sirs, Security Agreement dated [ ] between [ ] and [ ] (the “Security Agreement”) This letter constitutes notice to you that under the Security Agreement we have assigned by way of security to [ ] (the “Lender”) all our rights in respect of [insert details of Contract] (the “Contract”). We confirm that:
Notice to Counterparty. To: [Contract party] [Date] Dear Sir/Madam, Debenture dated [ ] between [ ● ] and [ ● ] (the Debenture) This letter constitutes notice to you that under the Debenture we have assigned by way of security to [●] (the UK Security Trustee) all our rights in respect of [insert details of Contract] (the Contract). We confirm that:
(a) we will remain liable under the Contract to perform all the obligations assumed by us under the Contract; and
(b) none of the UK Security Trustee, its agents, any receiver or any other person will at any time be under any obligation or liability to you under or in respect of the Contract. We will also remain entitled to exercise all our rights, powers and discretions under the Contract, and you should continue to give notices under the Contract to us, unless and until you receive notice from the UK Security Trustee to the contrary stating that the security has become enforceable. In this event, all the rights, powers and discretions will be exercisable by, and notices must be given to, the UK Security Trustee or as it directs. This letter and any non-contractual obligations arising out of or in connection with it are governed by English law. Please acknowledge receipt of this letter by sending the attached acknowledgement to the UK Security Trustee at [●], with a copy to ourselves. Yours faithfully, (Authorised signatory) [●]
