Notice Rights Clause Samples
The Notice Rights clause defines the procedures and requirements for providing formal notifications between parties under a contract. It typically specifies acceptable methods of delivery, such as email, mail, or courier, and may set out the addresses to which notices must be sent and the timeframes within which notices are considered effective. This clause ensures that all parties are properly informed of important developments, such as breaches, terminations, or changes, thereby reducing the risk of misunderstandings and disputes.
Notice Rights. The Party applying for any Intellectual Property Rights (the “Applying Party”) shall inform the other Party (the “Non-Applying Party”) immediately after applying, filing or registration of such rights so as to give the other Party the opportunity to have its business interests addressed by having the Applying Party add any issues to the application that the Non-Applying Party may request to have its business interests sufficiently covered. An Applying Party shall also notify the Non-Applying Party if it intends to disregard, diminish or otherwise restrict the scope of any claims to Intellectual Property Rights in an application, filing or registration process for any Intellectual Property Rights. The Applying Party shall notify the Non-Applying Party for any such action in the course of a grant, appeal or complaint process, if the interests of the other Non-Applying Party may be, or are affected by, such action.
Notice Rights. Unless otherwise set forth below, the Company agrees to give Holder at least twenty (20) days prior written notice (or such shorter period of prior notice as the Company shall provide to the other holders of the Series C-2 Preferred Stock or Common Stock consistent with the Company’s Charter) of the events set forth below. All notices in this Section must set forth details of the event, how the event adjusts either the Shares or the Exercise Price and the method used for such adjustment.
Notice Rights. The Corporation shall provide the Holder, at its request, with copies of proxy materials and other information sent to shareholders. If the Corporation takes a record of its shareholders for the purpose of determining shareholders entitled to (a) receive payment of any dividend or other distribution, any right to subscribe for, purchase or otherwise acquire (including by way of merger, consolidation or recapitalization) any share of any class or any other securities or property, or to receive any other right, or (b) to vote in connection with any proposed sale, lease or conveyance of all or substantially all of the assets of the Corporation, or any proposed merger, consolidation, liquidation, dissolution or winding up of the Corporation, the Corporation shall mail a notice to the Holder, on or before the record date specified therein (or ten (10) days prior to the consummation of the transaction or event, whichever is earlier, but in no event earlier than public announcement of such proposed transaction), of the date on which any such record is to be taken for the purpose of such vote, dividend, distribution, right or other event, and a brief statement regarding the amount and character of such vote, dividend, distribution, right or other event to the extent known at such time.
Notice Rights. Reappointment, Non-Reappointment and Separation of Tenure-Track Probationary Faculty.
Notice Rights. In each instance that Landlord delivers a notice of default to the Tenant (or any Leasehold Mortgagee) hereunder, Landlord shall promptly deliver a duplicate copy of such notice of default to Public Service, and such delivery shall be a precondition to any exercise by Landlord of any of its rights or remedies for any real or alleged default of the Tenant hereunder. Upon receipt of any notice of default hereunder, Tenant shall promptly provide a copy thereof to Public Service. Landlord shall give written notice to Tenant and Public Service within five (5) Business Days after its receipt from any of Landlord’s mortgagees or lienholders of, or otherwise becoming aware of, (a) notice of any initiation of, or intent to initiate, any foreclosure or similar process, or (b) any written offer for transfer or workout in lieu of foreclosure or similar process, in each case with respect to the Site and/or Easement Lands.
Notice Rights. The Company agrees to provide the ODX Offices not less than ten business days' prior notice and documentation of each of the following events:
Notice Rights. From the Closing until the date on which the Investor ceases to Beneficially Own 10% or more of the Total Voting Power of the Company, the Company shall keep the Investor informed, on a current basis, of any events, discussions, notices or changes with respect to any tax (other than ordinary course communications which could not reasonably be expected to be material to the Company and its Subsidiaries), criminal or regulatory investigation or action involving the Company or any of its Subsidiaries (in the case of regulatory investigations or actions, other than ordinary course communications which could not reasonably be expected to be material to the Company, its Subsidiaries or the Investor), and shall reasonably cooperate with the Investor, its members and partners, Affiliates and Representatives in an effort to avoid or mitigate (with no adverse effect to the Company) any cost or regulatory consequences to the Investor, its members and partners and Affiliates that might arise from such investigation or action (including by reviewing written submissions in advance, attending meetings with authorities and coordinating and providing assistance in meeting with regulators); provided that, the Investor shall reimburse the Company for any costs incurred in connection with such efforts.
Notice Rights. Payor will provide Holder with the full details of the terms of any equity financing or Acquisition (including without limitation, the number, classes, terms and issuance price of any securities issued or the consideration payable in connection therewith and the proposed closing date and any record date in relation thereto), to the extent known to Payor, at least twenty days prior to the anticipated closing date of such financing or Acquisition or record date fixed for the purposes of determining rights to participate in such financing or Acquisition. Additionally, Payor shall provide such other information concerning Payor and its business as Holder shall reasonably request.
Notice Rights. The SCP Entities shall give the Class B Common Limited Partners and the Series B Preferred Limited Partners not less than 90 Days notice prior to the commencement of activities intended to result in a Liquidity Event.
Notice Rights. (a) Notwithstanding anything contained herein to the contrary, but subject to the provisions of this Section 2.4, Collateral Agent shall not commence the exercise of any Secured Creditor Remedy without giving written notice (a “Collateral Notice”) to each Investor at least five (5) Business Days prior to the date on which Collateral Agent commences the exercise of such Secured Creditor Remedy (such period, the “Notice Period”). Each Collateral Notice shall contain a description of the Secured Creditor Remedy that Collateral Agent intends to commence.
(b) Notwithstanding the provisions of Section 2.4(a), in the event that Collateral Agent reasonably determines that the delay in the commencement of a Secured Creditor Remedy occasioned by the Notice Period will either (i) prejudice the rights of the Investors and/or (ii) adversely affect the exercise of any Secured Creditor Remedy, then the Notice Period shall be deemed to be shortened to such time period Collateral Agent determines, in its sole discretion, to be the longest allowable delay in the commencement of such Secured Creditor Remedy without prejudicing the rights of the Investor or otherwise adversely affecting the exercise of such Secured Creditor Remedy. For the avoidance of doubt, it is understood and agreed that the Notice Period may be reduced or eliminated entirely pursuant to the preceding sentence with respect to the commencement of the exercise of a Secured Creditor Remedy and (ii) Collateral Agent shall not have any liability of any kind or nature to any Investor on account of the reduction or elimination of the Notice Period, including, without limitation, if such reduction or elimination is caused by the negligence of Collateral Agent.
(c) During the Notice Period, each Investor shall have the right to review any document, agreement or pleading proposed to be delivered by Collateral Agent in connection with a proposed Secured Creditor Remedy. Notwithstanding the foregoing, Collateral Agent shall not have any obligation to take any action or incorporate any change to any such document, agreement or pleading as may be requested by an Investor.
