Common use of Notices; Transfer of Funds Clause in Contracts

Notices; Transfer of Funds. Unless otherwise provided herein, any notice, request, instruction or other document or communication to be given hereunder by any party to any other party shall be in writing and shall be deemed to have been given (a) if mailed, at the time when mailed in any general or branch office of the United States Postal Service, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmission, when so sent and receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by notice: If to Seller or the Stockholder, addressed to: X. X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx, Xxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxxx With a copy to: Xxxxxx & Xxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. Xxxxxxxxx, Esq. Facsimile: (000) 000-0000

Notices; Transfer of Funds. Unless otherwise provided herein, any notice, request, instruction or other document or communication to be given hereunder by any party to any other party shall be in writing and shall be deemed to have been given (a) if mailed, at the time when mailed in any general or branch office of the United States Postal Service, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmission, when so sent and receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by notice: If to Seller or the StockholderSellers, addressed to: X. X. Xxxxxxxx & SonsMr. Xxxxxxx Xxxxx, Inc. 0000 0xx Xxxxxxas Seller's Representative x/x Xxxxxxx, Xxxxx & Partners 0000 Xxx Xxxx Xxxx, Xxxxx 000 Xxxxxxx, Xxxxxxx Xxxxx 00000 AttentionFacsimile: Xxxxxxx X. Xxxxxxxx (000) 000-0000 With a copy to: Xxxxxx Xxxxxxx Xxxxxxxx & XxxxxXxxxxx 0000 Xxxx Xxx Xxxxxxxxx, P.C. Xxxxx 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx Xxxxx 00000 Attention: Xxxxxx XxxxxXxxxxxxx X. Xxxxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GAXxxx/USA Inc. 00 Xxxx 00xx Xxxxxx Xxx Xxxx, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxx Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Xxxxxxxx Veru Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 00000 Attention: Xxxx Xxxxxx X. XxxxxxxxxXxxxxxx, Esq. Facsimile: (000) 000-00000000 Payments to be made to Sellers hereunder shall be made by wire transferred funds to be delivered to such account or place as Sellers may designate by written notice as provided herein; provided, however, that certificates evidencing any Shares issued to Seller shall be delivered to Sellers' counsel named above.

Notices; Transfer of Funds. Unless otherwise provided hereinAll notices, any noticerequests, request, instruction demands and other -------------------------- communications which are required or other document or communication to may be given hereunder by any party to any other party under this Agreement shall be in writing and shall be deemed to have been duly given when received if personally delivered; when transmitted if transmitted by telecopy, electronic or digital transmission method; the day after it is sent, if sent for next day delivery to a domestic address by recognized overnight delivery service (a) if mailede.g., at ---- Federal Express); and five days after deposit in the time when mailed in any general or branch office of the United States Postal Servicemail, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmissioncertified or registered mail, when so sent and return receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in requested. In each case notice shall be sent to the appropriate parties at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by noticefollowing addresses: If to Seller or the StockholderSeller, addressed to: X. Xxxxxxxxx Corporation 0000 X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx Xxxx Xxxxxx, Xxxxx Xxxxxxx, Xxxxxxx Xxxxxxxxxx 00000 Telecopy: (000) 000-0000 Attention: Xxxxxxx X. Xxxxxxxx Xxxxx M.O. Xxxxxxxx, General Counsel With a copy to: Xxxxxx & XxxxxXxxxxxx 000 X. Xxxxx Xxxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxx 0000 Xxx Xxxxxxx, Xxxxxxx Xxxxxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. FacsimileTelecopy: (000) 000-0000 Attention: Xxxx X. Light, Esq. If to Buyer, addressed to: GeoWaste of GACondor Systems, Inc. x/x XxxXxxxx Xxxxxxxxxxxx 0000 Xxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx XxxxxxxxxxxxXxxx, Xxxxxxx Xxxxxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx FacsimileTelecopy: (000) 000-0000 Attention: Xxxxxx X. Xxxxx XX, President With a copy to: Stroock Seyfarth, Shaw, Xxxxxxxxxxx & Stroock & Xxxxxxxxx 00 Xxxx Xxxxxx Xxxxxx, Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx0000 Xxxxxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. Xxxxxxxxx, Esq. FacsimileXxxxxxxx 00000 Telecopy: (000) 000-00000000 Attention: Xxxxxxxx X. Xxxxxxx III, Esq. or to such other place and with such other copies as either party may designate as to itself by written notice to the others. Payments to be made to Seller hereunder shall be made by wire transferred funds to be delivered to Seller's account at Bank of America, N.A. or to such other account or place as Seller may designate by written notice as provided herein.

Notices; Transfer of Funds. Unless otherwise provided herein, any notice, request, instruction or other document or communication to be given hereunder by any party to any other party shall be in writing and shall be deemed to have been given (a) if mailed, at the time when mailed in any general or branch office of the United States Postal Service, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmission, when so sent and receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by notice: If to Seller or the StockholderSellers, addressed to: X. X. Xxxxxxxx Sellers' Representative Dean Laws and Dennis Coe Eisaxxx, Xxxxs & SonsLxxx Xxxxxxising, Inc. 0000 0xx XxxxxxWilshire Boulevard Los Axxxxxx, Xxxxx XxxxxxxXxxxxxxxxx 00000 Xxxx x xxxx xx: Brobeck, Xxxxxxx 00000 AttentionPhleger & Harrison 500 Xxxxh Xxxx Xxreex Los Angxxxx, Xxxxxxxxxx 00000-0000 Xxxxxxxxx: Xxxxxxx X. Xxxxxxxx With a copy to: Xxxxxx & Xxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx XxxxxXxxxxx, Esq. FacsimileFax: (000210) 000-0000 If to Buyer, addressed toxx: GeoWaste of GALois/USA Inc. 40 West 57th Stxxxx New York, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxx Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 AttentionXxxxxxxxx: Xxx X. MacF. Xxxxxxx FacsimileXxxxxxxx Xxxx Fax: (000212) 000-0000 With a copy to: Stroock & Stroock & Lavan Seven Hanover Square New York, New Xxxx 00000 Xxxxxxxxx: Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. XxxxxxxxxXxxxxxxum, Esq. FacsimileFax: (000) 000-00000006 Payments to be made to Sellers xxxxxxxxx xxxll be made by wire transferred funds to be delivered to such account or place as Sellers' Representative may designate by written notice as provided herein; PROVIDED, HOWEVER, that certificates evidencing any Shares issued to Seller shall be delivered to Sellers' Representative.

Notices; Transfer of Funds. Unless otherwise provided herein(a) The Guarantor shall provide the Guaranteed Party, any noticeno later than forty-five (45) days after the end of each fiscal quarter of the Guarantor, requestan Officer's Certificate of the Guarantor certifying as to the determination of whether or not the Southern Credit Standard has been satisfied as of the end of such fiscal quarter. (b) All notices, instruction requests, demands and other communications that are required or other document or communication to may be given hereunder by any party to any other party under this Agreement shall be in writing and shall be deemed to have been duly given (a) when received, if mailedpersonally delivered; when transmitted, at if transmitted by telecopy, electronic or digital transmission method, subject to the time when mailed in any general or branch office sender's facsimile machine receiving the correct answerback of the United States Postal Serviceaddressee and confirmation of uninterrupted transmission by a transmission report or the recipient confirming by telephone to sender that such recipient has received the facsimile message and subject to a copy being sent the same day for next day delivery by a reputable overnight delivery service; the day after it is sent, enclosed in if sent for next day delivery to a registered or certified postage-paid envelopedomestic address by a reputable overnight delivery service; and upon receipt, (b) if sent by facsimile transmissioncertified or registered mail, when so return receipt requested. In each case notice shall be sent (i) if to the Guaranteed Party, to its address set forth in Section 12.4 of the Indenture and receipt acknowledged (ii) if to the Guarantor, to: The Southern Company 64 Perimeter Center East Atlanta, Georgia 30364 Xxxxxxxxx: Xxxxxxxxx Xxxxxxxx: 404-668-3559 with a copy of any demand for paymenx xx xxxxxx of breach or default to: Troutman Sanders 600 Peachtree Street, N.E. Xxxxe 5200 Xxxxxxx, Xxxxxxx 00000-0000 Xxxxxxxxx: Xxxx X.X. Xxxxxx, Xxx. Telecopy: 404-885-3525 or xx sxxx xxxxx xlace and with such other copies as txx Xxxxxxxxxd Party or the Guarantor may designate as to itself by an appropriate telephone or facsimile receipt or written notice to the other pursuant to this Section 7(b). (c) if sent Payments to be made to the Guaranteed Party hereunder shall be made by other meanswire transfer of funds to the Guaranteed Party, when actually received by c/o Bankers Trust Company, for deposit into the party to Debt Service Reserve Account in which such notice has been directedthis Agreement is deposited established and created under the Indenture (ABA No.: 053000219; Account No. 3076231393), in each case at the respective addresses or numbers set forth below Bankers Trust Company, Four Axxxxx Xxxeet, New York, New York 10006 or such other address or number account as such party may have fixed by notice: If to Seller or the Stockholder, addressed to: X. X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx, Xxxxxxxxxx Xxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxxx With a copy to: Xxxxxx & Xxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. Xxxxxxxxx, Esq. Facsimile: (000) 000-0000xxx xxxxxxxxx xx xxxxce hereunder.

Notices; Transfer of Funds. Unless otherwise provided herein(a) The Guarantor shall provide the Guaranteed Party, any noticeno later than forty-five (45) days after the end of each fiscal quarter of the Guarantor, requestan Officer's Certificate of the Guarantor certifying as to the determination of whether or not the Southern Credit Standard has been satisfied as of the end of such fiscal quarter. (b) All notices, instruction requests, demands and other communications that are required or other document or communication to may be given hereunder by any party to any other party under this Agreement shall be in writing and shall be deemed to have been duly given (a) when received, if mailedpersonally delivered; when transmitted, at if transmitted by telecopy, electronic or digital transmission method, subject to the time when mailed in any general or branch office sender's facsimile machine receiving the correct answerback of the United States Postal Serviceaddressee and confirmation of uninterrupted transmission by a transmission report or the recipient confirming by telephone to sender that such recipient has received the facsimile message and subject to a copy being sent the same day for next day delivery by a reputable overnight delivery service; the day after it is sent, enclosed in if sent for next day delivery to a registered or certified postage-paid envelopedomestic address by a reputable overnight delivery service; and upon receipt, (b) if sent by facsimile transmissioncertified or registered mail, when so return receipt requested. In each case notice shall be sent (i) if to the Guaranteed Party, to its address set forth in Section 12.4 of the Intercreditor Agreement and receipt acknowledged (ii) if to the Guarantor, to: The Southern Company 64 Perimeter Center East Atlanta, Georgia 30300 Xxxxxxxxx: Xxxxxxxxx Xxxxcopy: 404-668-3559 with a copy of any demand for pxxxxxx xx xxtice of breach or default to: Troutman Sanders 600 Peachtree Street, N.E. Suite 5200 Xxxxxxx, Xxxxxxx 00000-0000 Xxxxxxxxx: Xxxx X.X. Xxxxxx, Xxx. Telecopy: 404-885-3520 xr xx xxxx xxher place and with such other copies xx xxx Xxxxanteed Party or the Guarantor may designate as to itself by an appropriate telephone or facsimile receipt or written notice to the other pursuant to this Section 7(b). (c) if sent Payments to be made to the Guaranteed Party hereunder shall be made by other meanswire transfer of funds to the Guaranteed Party, when actually received by c/o Bankers Trust Company, for deposit into the party to which such notice has been directedDistribution Account established and created under the Intercreditor Agreement (ABA No.: 021001033; Account No. 15346), in each case at the respective addresses or numbers set forth below Bankers Trust Company, Four Axxxxx Xxxeet, New York, New York 10006 or such other address or number as such party may have fixed by notice: If to Seller or the Stockholder, addressed to: X. X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx, account ax xxx Xxxxxxxxxx Xxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxxx With a copy to: Xxxxxx & Xxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. Xxxxxxxxx, Esq. Facsimile: (000) 000-0000xxx xxxxxxxxx xx notice hereunder.

Notices; Transfer of Funds. Unless otherwise provided herein, any notice, request, instruction or other document or communication to be given hereunder by any party to any other party shall be in writing and shall be deemed to have been given (a) if mailed, at the time when mailed in any general or branch office of the United States Postal Service, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmission, when so sent and receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by notice: If to Seller or the StockholderSellers, addressed to: X. X. Xxxxxxxx Mr. Richard Klein, as Seller's Representative x/x Xxxarty, Klein & SonsPartners 7155 Oxx Xxxx Xxxx, Inc. 0000 0xx XxxxxxXxxxe 100 Houstox, Xxxxx Xxxxxxx, Xxxxxxx 00000 AttentionXxxxxxxxx: Xxxxxxx X. Xxxxxxxx (000) 000-0000 With a copy to: Xxxxxx Stumpf Falgout Craddock & XxxxxMassey 1400 Xxxx Xxx Xxxxxxxxx, P.C. Xuitx 000 Xxxx 00xx Xxxxxx Hxxxxxx, Xxxxx 00000 Xxxxxxxxx: Xxxxxxxx X. Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, EsqXxq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GALois/USA Inc. 40 West 57th Street New York, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 New Yoxx 00000 Xxxxxxxxx: Xxxxxxxx Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000212) 000373-0000 With a copy to: Stroock & Stroock & Xxxxx Lavan LLP 000 180 Maiden Lane New York, New York 00000 Xxxxxxxxx: Xxxxxx Xxxx Xxx XxxxX. Xxxxxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. Xxxxxxxxx, EsqXxx. Facsimile: (000) 000-00000000 Payments to be made to Sellers hereunxxx xxxxx xx xade by wire transferred funds to be delivered to such account or place as Sellers may designate by written notice as provided herein; provided, however, that certificates evidencing any Shares issued to Seller shall be delivered to Sellers' counsel named above.

Notices; Transfer of Funds. Unless otherwise provided herein, -------------------------- any notice, request, instruction or other document or communication to be given hereunder by any either party to any the other party shall be in writing and shall be deemed to have been given (a) if mailed, at the time when mailed in any general or branch office of the United States Postal Service, enclosed in a registered or certified postage-paid envelopedelivered personally, (b) if sent mailed by facsimile transmissioncertified mail, when so sent and postage prepaid, return receipt requested (such mailed notice to be effective on the date such receipt is acknowledged by an appropriate telephone or facsimile receipt refused) or (c) if sent by other means, when actually received by the party to which reputable overnight courier service prepaid (such notice has been directedto be effective on the date of receipt), in each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by noticefollows: If to a Seller or Xxxxxx, addressed to such Seller or Xxxxxx at the Stockholderfollowing address: c/x Xxxxx Laundry Services Limited Partnership 000 Xxxxxxxx Xxxxx Wheeling, Illinois 60090 Attention: Xxxxxx X. Xxxxxxx, Xx. With a copy to: Xxxx, Gerber & Xxxxxxxxx Xxx Xxxxx XxXxxxx Xxxxxx Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxxx X. Xxxxxxxxx, Esq. If to Buyer, addressed to: X. X. Xxxxxxxx & SonsCoinmach Corporation 000 Xxxx Xxxxxxxx, Inc. 0000 0xx XxxxxxSuite 590 Charlotte, Xxxxx Xxxxxxx, Xxxxxxx 00000 North Carolina 28202 Attention: Xxxxxxx X. Xxxxxxxx With a copy to: Xxxxxx Xxxxxxxx Kill & XxxxxOlick, P.C. 000 Xxxx 00xx 0000 Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx xx xxx Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx Xxxxxx X. XxxxxxxxxXxxxx, Esq. Facsimile: (000) 000-0000or to such other place and with such other copies as either party may designate as to itself by written notice to the others. Payments to be made to Sellers hereunder shall be made by wire transfer of immediately available funds to be delivered to Sellers in accordance with the instructions set forth in Schedule 2.1 or to such other account or place as Sellers may designate by written notice as provided herein. Payments to be made to Buyer hereunder shall be made by wire transfer of immediately available funds to be delivered to Buyer in accordance with the instructions set forth in Schedule 2.1 or to such other account or place as Buyer may designate by written notice as provided herein.

Notices; Transfer of Funds. Unless otherwise provided herein, -------------------------- any notice, request, instruction or other document or communication to be given hereunder by any either party to any the other party shall be in writing and shall be deemed to have been given (a) if maileddelivered personally or mailed by certified mail, at the time when mailed in any general postage prepaid, return receipt requested or branch office of the United States Postal Serviceby a nationally recognized overnight courier or by facsimile, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmission, when so sent and receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by noticefollows: If to Seller or the StockholderSeller, addressed to: X. X. Xxxxxxxx & Sons000 Xxxx Xxxxx Xxxxxx Xxxxxxxx, Inc. 0000 0xx Xxxxxx, Xxxxx Xxxxxxx, Xxxxxxx Xxxx 00000 Attention: Xx. Xxxxxxxx X. Close Xx. Xxxxxxx X. Xxxxxxxx Close Telephone: (000) 000-0000 Facsimile: (000) 000-0000 With a copy to: Xxxxxxxx & Onda 000 Xxxxx Xxxxxx & XxxxxXxxxxx Xxxxxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx XxxxxXxxx, Esq. Telephone: (000) 000-0000 Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 Coinmach Corporation 000 Xxxx Xxx Xxxxxx XxxxxxxxxxxxXxxxxxxx Suite 590 Charlotte, Xxxxxxx 00000 North Carolina 28202 Attention: Xxx Xx. Xxxxxxx X. MacF. Xxxxxxx Kerrigan Telephone: (000) 000-0000 Facsimile: (000) 000-0000 With a copy copies to: Stroock & Stroock & Xxxxx LLP 000 Coinmach Corporation 00 Xxxxxx Xxxx Xxxxxx, Xxx Xxxx 00000 Attention: Xx. Xxxxxx X. Doyle Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Xxxxxxxx Kill & Olick, P.C. 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx Xxxxxx X. XxxxxxxxxXxxxx, Esq. Telephone: (000) 000-0000 Facsimile: (000) 000-00000000 or to such other place and with such other copies as either party may designate as to itself by written notice to the others. All such notices, requests, instructions, documents and other communications will (i) if delivered personally to the address as provided in this Section, be deemed given upon delivery, (ii) if delivered by facsimile transmission to the facsimile number as provided in this Section, be deemed given upon receipt, (iii) if delivered by mail in the manner described above to the address as provided in this Section, be deemed given upon receipt, and (iv) if delivered by nationally recognized overnight courier, be deemed given the next day after delivery, (in each case regardless of whether such notice is received by any other Person to whom a copy of such communication is to be delivered pursuant to this Section). Payments to be made to Seller hereunder shall be made by wire transferred funds to be delivered to Seller in accordance with the instructions set forth in Exhibit F or to such other account or place as Seller may designate --------- by written notice as provided herein. Payments to be made to Buyer hereunder shall be made by wire transferred funds to be delivered to Buyer in accordance with the instructions set forth in Exhibit F or to such other account or place --------- as Buyer may designate by written notice as provided herein.

Notices; Transfer of Funds. Unless otherwise provided herein(a) The Guarantor shall provide the Guaranteed Party, any noticeno later than forty-five (45) days after the end of each fiscal quarter of the Guarantor, requestan Officer's Certificate of the Guarantor certifying as to the determination of whether or not the Southern Credit Standard has been satisfied as of the end of such fiscal quarter. (b) All notices, instruction requests, demands and other communications that are required or other document or communication to may be given hereunder by any party to any other party under this Agreement shall be in writing and shall be deemed to have been duly given (a) when received, if mailedpersonally delivered; when transmitted, at if transmitted by telecopy, electronic or digital transmission method, subject to the time when mailed in any general or branch office sender's facsimile machine receiving the correct answerback of the United States Postal Serviceaddressee and confirmation of uninterrupted transmission by a transmission report or the recipient confirming by telephone to sender that such recipient has received the facsimile message and subject to a copy being sent the same day for next day delivery by a reputable overnight delivery service; the day after it is sent, enclosed in if sent for next day delivery to a registered or certified postage-paid envelopedomestic address by a reputable overnight delivery service; and upon receipt, (b) if sent by facsimile transmissioncertified or registered mail, when so return receipt requested. In each case notice shall be sent (i) if to the Guaranteed Party, to its address set forth in Section 12.4 of the Intercreditor Agreement and receipt acknowledged (ii) if to the Guarantor, to: The Southern Company 64 Perimeter Center East Atlanta, Georgia 30300 Xxxxxxxxx: Xxxxxxxxx Xxxxcopy: 404-668-3559 with a copy of any demand for pxxxxxx xx xxtice of breach or default to: Troutman Sanders 600 Peachtree Street, N.E. Suite 5200 Xxxxxxx, Xxxxxxx 00000-0000 Xxxxxxxxx: Xxxx X.X. Xxxxxx, Xxx. Telecopy: 404-885-3520 xr xx xxxx xxher place and with such other copies xx xxx Xxxxanteed Party or the Guarantor may designate as to itself by an appropriate telephone or facsimile receipt or written notice to the other pursuant to this Section 7(b). [Intercreditor Agreement] (c) if sent Payments to be made to the Guaranteed Party hereunder shall be made by other meanswire transfer of funds to the Guaranteed Party, when actually received by c/o Bankers Trust Company, for deposit into the party to which such notice has been directedMaintenance Plan Funding Subaccount established and created under the Intercreditor Agreement (ABA No.: 021001033; Account No. 15348), in each case at the respective addresses or numbers set forth below Bankers Trust Company, Four Axxxxx Xxxeet, New York, New York 10006 or such other address or number as such party may have fixed by notice: If to Seller or the Stockholder, addressed to: X. X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx, account ax xxx Xxxxxxxxxx Xxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxxx With a copy to: Xxxxxx & Xxxxx, P.C. 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx X. Xxxxxxxxx, Esq. Facsimile: (000) 000-0000xxx xxxxxxxxx xx notice hereunder.

Notices; Transfer of Funds. Unless otherwise provided hereinAll notices, any noticerequests, request, instruction demands and other -------------------- communications which are required or other document or communication to may be given hereunder by any party to any other party under this Agreement shall be in writing and shall be deemed to have been duly given when received if personally delivered; when transmitted if transmitted by telecopy, electronic or digital transmission method; the day after it is sent, if sent for next day delivery to a domestic address by recognized overnight delivery service (a) if mailede.g., at the time when mailed in any general or branch office of the United States Postal ServiceFederal Express); and upon receipt, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmissioncertified or registered mail, when so sent and return receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in requested. In each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by noticenotice shall be sent to: If to Seller Parent or the StockholderCompany, addressed to: Xxx'x Incorporated 0000 Xxxxx Xxxx Boulevard Liverpool, New York 13088 Attention: Xxxxxx X. X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx, Xxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxxx Esq. With a copy to: Xxxxxx & Xxxxx, P.C. Xxxxx Xxxx LLP 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx Xxxxxx X. XxxxxxxxxXxxxxx, Esq. FacsimileIf to Buyer, addressed to: Western Auto Supply Co. 0000 Xxxxx Xxxxxx Xxxxxx Xxxx, Xxxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxx, Esq. With a copy to: Sears, Xxxxxxx and Co. 0000 Xxxxxxx Xxxx Hoffman Estates, Illinois 60179 Attention: Xxxxx X. Xxxxxxx, Esq. With a copy to: Xxxxxx & Xxxxxxx Sears Tower, Suite 5800 Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx X. Xxxxx, Esq. or to such other place and with such other copies as either party may designate as to itself by written notice to the others. Payments to be made to Seller hereunder shall be made by wire transferred funds to be delivered to Seller's account number 550005544 at Chemical Bank, New York, New York (000ABA No. 000000000) 000-0000or to such other account or place as Seller may designate by written notice as provided herein. Payments to be made to Buyer hereunder shall be made by wire transferred funds to be delivered to Buyer's account number 341010100006106 at Boatmen's First National Bank of Kansas City (ABA No. 000000000) or to such other account or place as Buyer may designate by written notice as provided herein.

Notices; Transfer of Funds. Unless otherwise provided hereinAll notices, any noticerequests, request, instruction demands and -------------------------- other communications which are required or other document or communication to may be given hereunder by any party to any other party under this Agreement shall be in writing and shall be deemed to have been duly given when received if personally delivered; when transmitted if transmitted by telecopy, electronic or digital transmission method; the day after it is sent, if sent for next day delivery to a domestic address by recognized overnight delivery service (a) if mailede.g. ---- Federal Express); and upon receipt, at the time when mailed in any general or branch office of the United States Postal Service, enclosed in a registered or certified postage-paid envelope, (b) if sent by facsimile transmissioncertified or registered mail, when so sent and return receipt acknowledged by an appropriate telephone or facsimile receipt or (c) if sent by other means, when actually received by the party to which such notice has been directed, in requested. In each case at the respective addresses or numbers set forth below or such other address or number as such party may have fixed by noticenotice shall be sent to: If to Seller Parent or the StockholderCompany, addressed to: Xxx'x Incorporated 0000 Xxxxx Xxxx Boulevard Liverpool, New York 13088 Attention: Xxxxxx X. X. Xxxxxxxx & Sons, Inc. 0000 0xx Xxxxxx, Xxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxxx Esq. With a copy to: Xxxxxx & Xxxxx, P.C. Xxxxx Xxxx LLP 000 Xxxx 00xx Xxxxxx Xxxxxxx, Xxxxxxx 00000 Attention: Xxxxxx Xxxxx, Esq. Facsimile: (000) 000-0000 If to Buyer, addressed to: GeoWaste of GA, Inc. x/x XxxXxxxx Xxxxxxxxxxxx Xxxxx 000 000 Xxxx Xxx Xxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Xxx X. MacF. Xxxxxxx Facsimile: (000) 000-0000 With a copy to: Stroock & Stroock & Xxxxx LLP 000 Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000-0000 Attention: Xxxx Xxxxxx X. XxxxxxxxxXxxxxx, Esq. FacsimileIf to Buyer, addressed to: Western Auto Supply Co. 0000 Xxxxx Xxxxxx Xxxxxx Xxxx, Xxxxxxxx 00000 Attention: Xxxxxxx X. Xxxxxxx, Esq. With a copy to: Sears, Xxxxxxx and Co. 0000 Xxxxxxx Xxxx Hoffman Estates, Illinois 60179 Attention: Xxxxx X. Xxxxxxx, Esq. With a copy to: Xxxxxx & Xxxxxxx Sears Tower, Suite 5800 Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx X. Xxxxx, Esq. or to such other place and with such other copies as either party may designate as to itself by written notice to the others. Payments to be made to Seller hereunder shall be made by wire transferred funds to be delivered to Seller's account number 550005544 at Chemical Bank, New York, New York (000ABA No. 000000000) 000-0000or to such other account or place as Seller may designate by written notice as provided herein. Payments to be made to Buyer hereunder shall be made by wire transferred funds to be delivered to Buyer's account number 341010100006106 at Boatmen's First National Bank of Kansas City (ABA No. 000000000) or to such other account or place as Buyer may designate by written notice as provided herein.