Common use of Notices, Consents, Etc Clause in Contracts

Notices, Consents, Etc. Any notices, consents or other communications required to be sent or given hereunder by any of the Parties shall in every case be in writing and shall be deemed properly served if and when delivered by hand, transmitted by facsimile, e-mail or other means of electronic transmission, delivered by Federal Express or other express overnight delivery service, or sent by registered or certified mail, return receipt requested, to the Parties at the addresses as set forth below or at such other addresses as may be furnished in writing: If to the Seller or the Equity Holder: Mid Atlantic Insurance Services, Inc. 0000 X. Xxxxx Xxxxxx Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxx E-mail: with a copy (which shall not constitute notice) to: Xxxxxxxxx Xxxxxxxxx, PC The Edgeworth Building 0000 Xxxx Xxxx Xxxxxx P.O. Box 500 Richmond, Virginia 23223 (mail 23218-0500) Attn: Xxxxxx X. Xxxx, Esquire Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E-mail: xxxxx@xx-xxx.xxx If to the Buyer: Patriot Underwriters, Inc. 000 Xxxx Xxx Xxxx Xxxxxxxxx, Xxxxx 0000 Xxxx Xxxxxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxxxxxx X. Xxxxx E-mail: xxxxxx@xxxxxx.xxx Date of service of such notice shall be (a) the date such notice is delivered by hand, facsimile, e-mail or other form of electronic transmission, as long as a hard copy of such notice is also delivered by overnight delivery service no later than three (3) days following electronic transmission, (b) one (1) business day following the delivery by express overnight delivery service, or (c) three (3) business days after the date of mailing if sent by certified or registered mail.

Appears in 1 contract

Samples: Asset Purchase Agreement (Patriot National, Inc.)

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Notices, Consents, Etc. Any notices, consents consents, waivers, or other communications required or permitted to be sent or given hereunder by any under the terms of the Parties shall in every case this Agreement must be in writing and shall will be deemed properly served to have been delivered: (i) when sent, if and when delivered sent by hand, transmitted by facsimile, e-mail (provided that such sent e-mail is kept on file (whether electronically or otherwise) by the sending party and the sending party does not receive an automatically generated message from the recipient’s e-mail server that such e-mail could not be delivered to such recipient); or (ii) when delivered, if sent by overnight courier service, in each case, properly addressed to the party to receive the same. The addresses and/or e-mail addresses for such notices, consents, waivers, or other means of electronic transmission, delivered by Federal Express or other express overnight delivery service, or sent by registered or certified mail, return receipt requested, to the Parties at the addresses communications are as set forth below or at such other addresses as may be furnished in writingfollows: If to the Seller or Sellers and/or to the Equity HolderSellers’ Representative, to: Mid Atlantic Insurance ServicesAnheuser-Xxxxx, Inc. 0000 X. LLC Xxx Xxxxx Xxxxxx XxxxxxxxXxxxx, XX 00000 7th Floor Saint Louis, Missouri Attention: Xxxxxx Xxxx [***] E-mail: [***] with a copy to (which shall not constitute notice) to: Xxxxxxxxx Xxxxxxxxx, PC The Edgeworth Building 0000 Xxxx Xxxx Xxxxxx P.O. Box 500 Richmond, Virginia 23223 (mail 23218-0500) Attn: Xxxxxx X. ): Xxxxxxx Xxxx, Esquire TelephoneLLP 0 Xxxxx Xxxxxxxxx Xxxxxxxxx Saint Louis, Missouri Attention: (000) 000-0000 Facsimile: (000) 000-0000 [***] E-mail: xxxxx@xx-xxx.xxx [***] If to Parent or the Buyer, to: Patriot UnderwritersTilray Brands, Inc. 000 Xxxx Xxx Xxxx XxxxxxxxxXxxxxxx Xxxxxx New York, Xxxxx 0000 Xxxx Xxxxxxxxxx, Xxxxxxx 00000 New York 10065 Attention: Xxxxxxxxxxx X. Xxxxx [***] E-mail: xxxxxx@xxxxxx.xxx Date of service of [***] with a copy to (which shall not constitute notice): Xxxxxxxxx Xxxxxxx, LLP Xxx Xxxxxxxxxx Xxxxxx New York, New York 10017 Attention: [***] E-mail: [***] Xxxxxxxxx Xxxxxxx, LLP 00 Xxxx Xxxxxx Xxxxx, Suite 3100 Chicago, IL 60601 Attention: [***] E-mail: [***] A Party may change such notice shall be (a) the date such notice is delivered by hand, facsimile, address and/or e-mail or address by delivering written notice thereof to the other form Parties at least five (5) days prior to the effectiveness of electronic transmission, as long as a hard such change. Written confirmation of receipt provided by an overnight courier service shall be rebuttable evidence of delivery by an overnight courier service in accordance with clause (ii) above. A copy of such notice is also delivered the e-mail transmission containing the time, date, and recipient e-mail address shall be rebuttable evidence of receipt by overnight delivery service no later than three e-mail in accordance with clause (3i) days following electronic transmission, (b) one (1) business day following the delivery by express overnight delivery service, or (c) three (3) business days after the date of mailing if sent by certified or registered mailabove.

Appears in 1 contract

Samples: Securities and Asset Purchase Agreement (Tilray Brands, Inc.)

Notices, Consents, Etc. Any notices, consents or other communications required to be sent or given hereunder by any of the Parties shall in every case be in writing and shall be deemed properly served if and when (a) delivered by hand, (b) transmitted by facsimile, e-mail or other means facsimile with confirmation of electronic transmission, or (c) delivered by Federal Express or other express overnight delivery service, or sent by registered or certified mail, return receipt requested, in either such case, to the Parties at the addresses as set forth below or at such other addresses as may be furnished in writing: 37 (i) If to Axle (prior to the Seller or the Equity Holder: Mid Atlantic Closing): Insurance ServicesAuto Auctions, Inc. 0000 X. Xxxxx 0 Xxxxxxxxx Xxxxxx XxxxxxxxCorporate, XX 00000 Suite 500 Attention: Xxx X'Xxxxx Xxxxxx Xxxx E-mail: with a copy (which shall not constitute notice) to: Xxxxxxxxx Xxxxxxxxx, PC The Edgeworth Building 0000 Xxxx Xxxx Xxxxxx P.O. Box 500 Richmond, Virginia 23223 (mail 23218-0500) Attn: Xxxxxx X. Xxxx, Esquire TelephoneTel: (000) 000-0000 FacsimileFax: (000) 000-0000 E-mail: xxxxx@xx-xxx.xxx If with a copy to the Buyer: Patriot Underwriters, Inc. (which copy shall not constitute notice): Xxxxxx Xxxxxx Xxxxx Xxxxxxxx 000 Xxxx Xxx Xxxx XxxxxxxxxXxxxxx Xxxxxx, Xxxxx 0000 Xxxx XxxxxxxxxxXxxxxxx, Xxxxxxx Xxxxxxxx 00000 Attention: Xxxxxxxxxxx Xxxxxxx X. Xxxxxx, Esq. Tel: (000) 000-0000 Fax: (000) 000-0000 (ii) If to either the Buyer or the Buyer Parent: c/o Kelso & Company 000 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Xxxxx X. Xxxxxxx, XX Tel: (000) 000-0000 Fax: (000) 000-0000 with a copy to (which copy shall not constitute notice): Skadden, Arps, Slate, Xxxxxxx & Xxxx LLP Xxxx Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxx X. Xxxxx ETel: (000) 000-mail0000 Fax: xxxxxx@xxxxxx.xxx (000) 000-0000 Date of service of such notice shall be (aA) the date such notice is delivered by hand, facsimile, e-mail or other form of electronic transmission, as long as a hard copy of such notice is also delivered by overnight delivery service no later than three (3) days following electronic transmission, (bB) one (1) business day Business Day following the delivery by facsimile or by express overnight delivery service, or (cC) three (3) business days after the date of mailing if sent by certified or registered mail.

Appears in 1 contract

Samples: Merger Agreement (Insurance Auto Auctions, Inc)

Notices, Consents, Etc. Any notices, consents or other communications required to be sent or given hereunder by any of the Parties shall in every case be in writing and shall be deemed properly served if and when (a) delivered by hand, (b) transmitted by facsimile, e-mail E‑mail or other means of electronic transmission, or (c) delivered by Federal Express or other express overnight delivery service, or sent by registered or certified mail, return receipt requested, to the Parties at the addresses as set forth below or at such other addresses as may be furnished in writing: If to the Seller or the Equity HolderSeller: Mid Atlantic Insurance ServicesHearthside Food Solutions, Inc. 0000 LLC3250 Lacey Road; Suite 200Downers Grove IL 60515Attention: Rxxxxxx X. Xxxxx Xxxxxx Xxxxxxxx, XX 00000 AttentionScaliseTelephone: Xxxxxx Xxxx E(630) 967-3605Facsimile: (630) 967-3649E-mail: rxxxxxxx@xxxxxxxxxxxxxxx.xxx with a copy (which shall not constitute notice) to: Xxxxxxxxx XxxxxxxxxDLA Piper LLP203 N. XxXxxxx Street, PC The Edgeworth Building 0000 Xxxx Xxxx Xxxxxx P.O. Box 500 RichmondSuite 1900Chicago, Virginia 23223 (mail 23218-0500) AttnIllinois 60601Attention: Xxxxxx Txxxxx X. Xxxx, Esquire TelephoneHorenkampTelephone: (000312) 000368-0000 Facsimile3421Facsimile: (000312) 000251-0000 E2878E-mail: xxxxx@xx-xxx.xxx txxxxx.xxxxxxxxx@xxxxxxxx.xxx If to the Buyer: Patriot UnderwritersPost Holdings, Inc. 000 Xxxx Xxx Xxxx XxxxxxxxxInc.2503 S. Xxxxxx RoadSt. Louis, Xxxxx 0000 Xxxx Xxxxxxxxxx, Xxxxxxx 00000 AttentionMO 63144Attention: Xxxxxxxxxxx Rxxxxx X. Xxxxx EVitaleTelephone: 314-644-7601Facsimile: 314-646-3367E-mail: xxxxxx@xxxxxx.xxx rxx.xxxxxx@xxxxxxxxx.xxx with a copy to: Lxxxx, Rice & Fingersh, L.X.000 Xxxxxxxxxx Xxx., Xxxxx 0000Xx. Xxxxx, XX 63101Attention: Txx X. ZookTelephone: 314-444-7671Facsimile: 314-612-7671E-mail: txxxx@xxxxxxxxx.xxx Date of service of such notice shall be (ai) the date such notice is delivered by hand, facsimile, e-mail E‑mail or other form of electronic transmission, as long as a hard copy of such notice is also delivered by overnight delivery service no later than three (3) days following electronic transmission, (bii) one (1) business day Business Day following the delivery by express overnight delivery service, or (ciii) three (3) business days Business Days after the date of mailing if sent by certified or registered mail.

Appears in 1 contract

Samples: Asset Purchase Agreement (Post Holdings, Inc.)

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Notices, Consents, Etc. Any notices, consents or other communications required to be sent or given hereunder by any of the Parties shall in every case be in writing and shall be deemed properly served if and when (a) delivered by hand, (b) transmitted by facsimile, eE-mail or other means of electronic transmission, or (c) delivered by Federal Express or other express overnight delivery service, or sent by registered or certified mail, return receipt requested, to the Parties at the addresses as set forth below or at such other addresses as may be furnished in writing: If to the Seller or the Equity HolderSellers: Mid Atlantic Insurance ServicesX. X. Xxxxxxxxx & Sons Company and XX Xxxxxxxxx Logistics Services Worldwide, Inc. 0000 00 X. Xxxxx Xxxxxx XxxxxxxxDrive, XX 00000 Suite 3600 Chicago, IL 60601 Attention: Xxxxxx Xxxx E-mail: with a copy (which shall not constitute notice) to: Xxxxxxxxx Xxxxxxxxx, PC The Edgeworth Building 0000 Xxxx Xxxx Xxxxxx P.O. Box 500 Richmond, Virginia 23223 (mail 23218-0500) Attn: Xxxxxx X. Xxxx, Esquire Xxxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E-mail: xxxxx@xx-xxx.xxx If to the Buyerxxx.x.xxxxxxx@xxx.xxx with a copy to: Patriot UnderwritersXxxxx & Xxxxxxxxx LLP 0 Xxxxx Xxxxxx Xxxxx, Inc. 000 Xxxx Xxx Xxxx XxxxxxxxxSuite 4500 Chicago, Xxxxx 0000 Xxxx Xxxxxxxxxx, Xxxxxxx 00000 IL 60606 Attention: Xxxxxxxxxxx X. Xxxxx Xxxx Xxxxxxx Telephone: (000) 000-0000 E-mail: xxxxxx@xxxxxx.xxx xxxxxxxx@xxxxxxxx.xxx If to the Buyer or Parent: TForce Worldwide, Inc. and TForce Holdings USA, Inc. 0000 Xxxxx-Xxxxxx Xxxxxxx, Xxxxx 000 Xxxxx-Xxxxxxx, Xxxxxx X0X 0X0 Attention: Xxxxxxx Xxxxxxxx Telephone: 000-000-0000 E-mail: xxxxxxxxx@xxxxxxx.xxx with a copy to: TForce Holdings USA, Inc. 0000 Xxxxx-Xxxxxx Xxxxxxx, Xxxxx 000 Xxxxx-Xxxxxxx, Xxxxxx X0X 0X0 Attention: Xxxxxxx Xxxxxxxx Telephone: 000-000-0000 E-mail: xxxxxxxxx@xxxxxxx.xxx Date of service of such notice shall be (ai) the date such notice is delivered by hand, facsimile, eE-mail or other form of electronic transmission, as long as a hard copy of such notice is also delivered by overnight delivery service no later than three (3) days following electronic transmission, (bii) one (1) business day Business Day following the delivery by express overnight delivery service, or (ciii) three (3) business days Business Days after the date of mailing if sent by certified or registered mail.

Appears in 1 contract

Samples: Asset Purchase Agreement (RR Donnelley & Sons Co)

Notices, Consents, Etc. Any notices, consents or other communications required or permitted to be sent or given hereunder by any of the Parties parties shall in every case be in writing and shall be deemed properly served if and when (a) delivered by handpersonally, transmitted by facsimile, e-mail or other means of electronic transmission, delivered by Federal Express or other express overnight delivery service, or (b) sent by registered or certified mail, in all such cases with first class postage prepaid, return receipt requested, (c) delivered by a recognized overnight courier service, or (d) sent by facsimile transmission with written confirmation of receipt to the Parties parties at the addresses as set forth below or at such other addresses as may be furnished in writing: . (a) If to the Seller QS or the Equity HolderSeller, to: Mid Atlantic Insurance ServicesQuiksilver, Inc. 00000 Xxxxxx Xxxxxx Huntington Beach, CA 92649 Attn: General Counsel Fax (000) 000-0000 X. Xxxxx Xxxxxx Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxx E-mail: with a copy (which shall not constitute notice) If to Buyer or Cherokee to: Cherokee Inc. 0000 Xxxxxxxxx XxxxxxxxxXxxx., PC The Edgeworth Building 0000 Xxxx Xxxx Xxxxxx P.O. Box 500 RichmondSuite 600 Xxxxxxx Oaks, Virginia 23223 (mail 23218-0500) CA 91411 Attn: Xxxxxx X. XxxxXxxxxx, Esquire TelephonePresident and COO Fax: (000) 000-0000 Facsimilewith a copy to: Jeffer, Mangels, Xxxxxx & Xxxxxxxx LLP 0000 Xxxxxx xx xxx Xxxxx, 0xx Xxxxx Xxx Xxxxxxx, XX 00000 Attention: Xxx X. Xxxxxx, Esq. Fax: (000) 000-0000 E-mail: xxxxx@xx-xxx.xxx If to the Buyer: Patriot Underwriters, Inc. 000 Xxxx Xxx Xxxx Xxxxxxxxx, Xxxxx 0000 Xxxx Xxxxxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxxxxxx X. Xxxxx E-mail: xxxxxx@xxxxxx.xxx Date of service of such notice shall be (aw) the date such notice is delivered by hand, facsimile, e-mail or other form of electronic transmission, as long as a hard copy of such notice is also delivered by overnight delivery service no later than three (3) days following electronic transmissionpersonally delivered, (bx) one five (15) business day following the delivery by express overnight delivery service, or (c) three (3) business days Business Days after the date of mailing if sent by certified or registered mail, (y) one (1) Business Day after date of receipt if sent by overnight courier or (z) the next succeeding Business Day after transmission by facsimile.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cherokee Inc)

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