New York Uses in Notices Clause

Notices from Loan and Security Agreement

SECURITIES PURCHASE, LOAN AND SECURITY AGREEMENT (this "Agreement"), dated as of July 14, 2017, by and between Capstone Therapeutics Corp., a Delaware corporation located at 1275 West Washington Street, Suite 104, Tempe, Arizona 85281 (the "Company"), and BP Peptides, LLC, a Delaware limited liability company located at 122 East 42nd Street, Suite 4305, New York, New York 10168 (the "Buyer").

Notices. Any notices, consents, waivers or other communications required or permitted to be given under the terms of this Agreement must be in writing and will be deemed to have been delivered: (i) upon receipt, when delivered personally; (ii) upon receipt, when sent by e-mail (provided confirmation of transmission is electronically generated); or (iii) one (1) Business Day after deposit with an overnight courier service, in each case properly addressed to the party to receive the same. The addresses and e-mail addresses for such communications shall be: If to the Company: Capstone Therapeutics Corp. 1275 West Washington Street, Suite 104 Tempe, Arizona 85281 Telephone: (602) 286-5514 Attention: Leslie M. Taeger E-mail: [email protected] With a copy to: Quarles & Brady LLP 2 North Central Avenue Phoenix, Arizona 85004 Telephone: (602) 230-5517 Attention: Steven P. Emerick, Esq. E-mail: [email protected] If to the Buyer: BP Peptides, LLC 122 East 42nd Street, Suite 4305 New York, New York 10168 Telephone: 212-302-0699 Attention: Matthew Lipman E-mail: [email protected] With a copy to: Olshan Frome Wolosky LLP 1325 Avenue of the New York (location) values">Americas New York, New York 10019 Telephone: 212-451-2307 Attention: Jeffrey Spindler, Esq. E-mail: [email protected] or to such other address and/or e-mail address and/or to the attention of such other Person as the recipient party has specified by written notice given to each other party five (5) days prior to the effectiveness of such change. Written confirmation of receipt (A) given by the recipient of such notice, consent, waiver or other communication, (B) electronically generated by the sender's e-mail or (C) provided by an overnight courier service shall be rebuttable evidence of personal service, receipt by e-mail or receipt from an overnight courier service in accordance with clause (i), (ii) or (iii) above, respectively.

Notices from Common Stock Purchase Warrant

THIS COMMON STOCK PURCHASE WARRANT (this "Warrant") certifies that, for value received, or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the six month anniversary of the date hereof (the "Initial Exercise Date") and on or prior to the close of business on the fifth year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Pareteum Corporation, a Delaware corporation (the "Company"), up to shares (as subject to adjustment hereunder, the "Warrant Shares") of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

Notices. Any notices, consents, waivers or other document or communications required or permitted to be given or delivered under the terms of this Warrant must be in writing and will be deemed to have been delivered: (i) upon receipt, if delivered personally; (ii) when sent, if sent by facsimile (provided confirmation of transmission is mechanically or electronically generated and kept on file by the sending party); (iii) when sent, if sent by 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) and (iv) if sent by overnight courier service, one (1) Trading Day after deposit with an overnight courier service with next day delivery specified, in each case, properly addressed to the party to receive the same. If notice is given by facsimile or email, a copy of such notice shall be dispatched no later than the next business day by first class mail, postage prepaid. The addresses, facsimile numbers and e-mail addresses for such communications shall be: If to the Company: Pareteum Corporation 100 Park Avenue New York, NY 10017 Attention: Hal Turner Fax No: 856-803-7669 If to a Holder, to its address, facsimile number or e-mail address set forth herein or on the books and records of the Company. Or, in each of the above instances, to such other address, facsimile number or e-mail address and/or to the attention of such other Person as the recipient party has specified by written notice given to each other party at least five (5) days prior to the effectiveness of such change. Written confirmation of receipt (A) given by the recipient of such notice, consent, waiver or other communication, (B) mechanically or electronically generated by the sender's facsimile machine containing the time, date and recipient facsimile number or (C) provided by an overnight courier service shall be rebuttable evidence of personal service, receipt by facsimile or receipt from an overnight courier service in accordance with clause (i), (ii) or (iv) above, respectively. A copy of the e-mail transmission containing the time, date and recipient e mail address shall be rebuttable evidence of receipt by e-mail in accordance with clause (iii) above.

Notices from Securities Purchase Agreement

This Securities Purchase Agreement (this Agreement) is dated as of July 14, 2017 by and between Strongbridge Biopharma plc, an Irish public limited company (the Company), and CRG Partners III L.P., CRG Partners III Parallel Fund A L.P., CRG Partners III - Parallel Fund B (Cayman) L.P., CRG Partners III (Cayman) Lev AIV I L.P., and CRG Partners III (Cayman) Unlev AIV I L.P. (collectively, the Purchaser).

Notices. Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of (a) the date of transmission, if such notice or communication is delivered via electronic mail or facsimile (provided the sender receives a machine-generated confirmation of successful transmission) at the e-mail address or facsimile number specified in this Section 6.3 prior to 5:00 P.M., New York City time, on a Trading Day, (b) the next Trading Day after the date of transmission, if such notice or communication is delivered via electronic mail or facsimile at the email address or facsimile number specified in this Section 6.3 on a day that is not a Trading Day or later than 5:00 P.M., New York City time, on any Trading Day, (c) the Trading Day following the date of mailing, if sent by U.S. nationally recognized overnight courier service with next day delivery specified, or (d) upon actual receipt by the party to whom such notice is required to be given. The address for such notices and communications shall be as follows: If to the Company: Strongbridge Biopharma plc 900 Northbrook Drive Trevose, PA 19053 Telephone No.: (610) 254-9200 Attention: A. Brian Davis E-mail: [email protected] Strongbridge Biopharma plc With a copy to: Reed Smith LLP 599 Lexington Avenue 22nd Floor New York, NY 10022 Telephone No.: (212) 521-5400 Facsimile No.: (212) 521-5450 Attention: Aron Izower E-mail: [email protected] If to the Purchaser: To the address set forth under the Purchasers name on the signature page hereof; or such other address as may be designated in writing hereafter, in the same manner, by such Person.

Notices from Stock Purchase Agreement by and Among

THIS STOCK PURCHASE AGREEMENT (this Agreement), dated as of July 17, 2017 is made by and among PIK Holdings, Inc., a Delaware corporation (the Company), Church & Dwight Co., Inc., a Delaware corporation (Parent), the stockholders listed on the signature pages hereto (each individually, a Company Stockholder and collectively, the Company Stockholders) and MidOcean Partners III, L.P., a limited partnership organized under the Exempted Limited Partnership Law (2003 Revision) of the Cayman Islands, a Company Stockholder and in its capacity as the representative of the Company Stockholders (the Representative). Each of Parent, the Company, the Company Stockholders and the Representative are referred to herein as a Party and collectively as the Parties. Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in Article 1.

Notices. All notices, requests, claims, demands, consents and other communications hereunder shall be in writing and shall be given (and shall be deemed to have been duly given upon receipt) by delivery in person, by facsimile (transmission confirmed) or E mail (having obtained electronic delivery confirmation thereof), or by registered or certified mail (postage prepaid, return receipt requested) to the other Parties as follows: To Parent: Church & Dwight Co., Inc. Princeton South Corporate Center 500 Charles Ewing Blvd. Ewing, NJ 08628 Attention: Executive Vice President and General Counsel Facsimile: (609) 403-7238 with a copy (which shall not constitute notice to Parent) to: Proskauer Rose LLP Eleven Times Square New York, NY 10036 Attention: Ronald R. Papa Facsimile: (212) 969-2900 To the Representative: c/o MidOcean Partners 320 Park Avenue, Suite 1600 New York, NY 10022 Attention: Jonathan Marlow Facsimile: (212) 497-1374 E-mail: [email protected] with a copy (which shall not constitute notice to the Representative) to: Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Attention: George Stamas Mark Director Andrew Herman Facsimile: (212) 446-4900 E-mail: [email protected], [email protected] and [email protected] To the Company (prior to the Closing): 1730 East Prospect Road Fort Collins, CO 80553 Attention: Richard Bisson Facsimile: (970) 407-7116 E-mail: [email protected] with a copy (which shall not constitute notice to the Company) to: c/o MidOcean Partners 320 Park Avenue, Suite 1600 New York, NY 10022 Attention: Jonathan Marlow Facsimile: (212) 497-1374 E-mail: [email protected] with a copy (which shall not constitute notice to the Representative) to: Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Attention: George Stamas Mark Director Andrew Herman Facsimile: (212) 446-4900 E-mail: [email protected], [email protected] and [email protected] To the Company (after the Closing): Church & Dwight Co., Inc. Princeton South Corporate Center 500 Charles Ewing Blvd. Ewing, NJ 08628 Attention: Executive Vice President and General Counsel Facsimile: (609) 403-7238 E-mail: [email protected] with a copy (which shall not constitute notice to the Company) to: Proskauer Rose LLP Eleven Times Square New York, NY 10036 Attention: Ronald R. Papa Facsimile: (212) 969-2900 E-mail: [email protected] or to such other address as the person to whom notice is given may have previously furnished to the others in writing in the manner set forth above.

Notices from Agreement and Plan of Merger

THIS AGREEMENT AND PLAN OF MERGER is made and entered into as of July 11, 2017 (this "Agreement"), by and among GCA Holding Corp., a Delaware corporation (the "Company"), ABM Industries Incorporated, a Delaware corporation ("Parent"), Grade Sub One, Inc., a Delaware corporation ("Merger Sub One"), Grade Sub Two, LLC, a Delaware limited liability company ("Merger Sub Two" and together with Merger Sub One, the "Merger Subs"), and solely in its capacity as the Securityholder Representative, Thomas H. Lee Equity Fund VII, L.P., a Delaware limited partnership and Broad Street Principal Investments Holdings, L.P., a Delaware limited partnership (collectively and acting together, the "Securityholder Representative").

Notices. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given (a) when received if delivered personally, (b) when sent by facsimile or e-mail (provided the relevant transmission report indicates a successful transmission to the intended recipient), (c) on the next Business Day when sent by overnight courier service, and (d) when received if mailed by certified or registered mail, return receipt requested, with postage prepaid, in each case, to the parties at the following addresses (or at such other address for a party as shall be specified by like notice): If to the Company (prior to the Effective Time), to: GCA Services Group, Inc. 1350 Euclid Avenue, Suite 1500 Cleveland, Ohio 44115 Attn: William P. Dunn, Vice President & General Counsel E-mail: [email protected] and to: c/o Thomas H. Lee Partners, L.P. 100 Federal St., 35th Floor Boston, Massachusetts 02110 Attn: Josh Bresler, Jeff Swenson & Shari Wolkon Fax: (617) 227-3514 E-Mail: [email protected] [email protected] [email protected] c/o Goldman Sachs & Co. 200 West Street New York, NY 10282 Attn: Chris Crampton

Notices from Agreement

This Agreement (this "Agreement") is entered into on July 13, 2017 (the "Effective Date"), by and between Vince, LLC, a Delaware limited liability company, with a principal place of business at 500 fifth Avenue, 20th Floor, New York, NY 10110 ("Buyer") and Rebecca Taylor, Inc., a New York corporation with a principal place of business at 307 W. 36th Street, New York, NY 10018 ("Supplier"). Buyer and Supplier are each referred to as a "Party" and collectively, the "Parties."

Notices. Any notice, request or other communication required or permitted by this Agreement to be given by either party to the other shall be in writing and delivered personally, mailed by registered or certified mail, return receipt requested, by recognized overnight courier or by facsimile transmission addressed as follows: If to Buyer: VINCE, LLC 500 Fifth Avenue, 20th Fl New York, NY 10110 Attn: General Counsel Email: [email protected] If to Supplier: Rebecca Taylor, Inc. 307 W. 36th Street New York, NY 10018 Attn: COO or to such other address as any party shall have specified by notice to the other in accordance with this Article. Notice will be deemed received the same day when delivered personally or when sent by facsimile transmission with evidence of delivery, five (5) days after mailing when sent by registered or certified mail, return receipt requested, and the next business day when delivered by overnight courier. Purchase orders, forecasts and routine business correspondence not involving the specific terms of this Agreement shall not be subject to this Article and shall be effective only upon receipt.

Notices from Support Agreement

This Support Agreement (this Agreement) is entered into as of July 14, 2017, by and among (a) H&E Equipment Services, Inc., a Delaware corporation (Parent), and (b)(i) Wayzata Opportunities Fund II, L.P. (Opportunities Fund) and (ii) Wayzata Opportunities Fund Offshore II, L.P. (Opportunities Fund Offshore and, together with Opportunities Fund, the Stockholders and each individually, a Stockholder). Defined terms used but not defined herein shall have the meanings set forth in the Agreement and Plan of Merger (the Merger Agreement), dated as of the date hereof, by and among Parent, Neff Corporation (the Company), and Yellow Iron Merger Co., a Delaware corporation and wholly owned subsidiary of Parent (Merger Sub), as the Merger Agreement is in effect on the date hereof.

Notices. All notices and other communications hereunder shall be in writing and shall be deemed duly given or received (i) when personally delivered, (ii) on the date sent by email of a portable document format (.pdf) document (so long as written notice of such transmission is sent within two (2) business days thereafter by another delivery method hereunder) or (iii) one (1) business day following the date sent if such notice is sent by FedEx or another nationally recognized overnight delivery service. All notices hereunder shall be delivered to the addresses set forth below, or pursuant to such other instructions as may be designated in writing by the party to receive such notice:

Notices from Asset Purchase Agreement

THIS ASSET PURCHASE AGREEMENT, dated as of July 13, 2017 (as may be amended from time to time, this "Agreement"), is made and entered into by and among Fifth Street Management LLC, a Delaware limited liability company ("Seller"), Oaktree Capital Management, L.P., a Delaware limited partnership ("Buyer"), Fifth Street Asset Management Inc., a Delaware corporation ("FSAM") (solely for purposes of Article III, Section 6.1(g), Section 6.2, Section 6.7(d), Section 6.8 and Section 6.9, Section 6.10, Section 6.18 and Article I, Article IX and Article X to the extent relating to any of the foregoing) and Fifth Street Holdings L.P., a Delaware limited partnership ("FSH") (solely for purposes of Section 2.6, Article III, Section 6.2, Section 6.8, Section 6.9, Section 6.10, Section 6.11, Section 6.18 and Section 6.21, and Article VIII, and Article I, Article IX and Article X to the extent relating to any of the foregoing).

Notices. Unless otherwise provided herein, all notices and other communications hereunder shall be in writing and be deemed given and received (a) if delivered in person, on the date delivered, (b) if transmitted by facsimile (provided receipt is confirmed by telephone), on the date sent, (c) if delivered by an express courier, on the second (2nd) Business Day after mailing and (d) if transmitted by email, on the date sent, in each case, to the parties at the following addresses (or at such other address for a party as is specified to the other parties hereto by like notice): if to Buyer, to: Oaktree Capital Management, L.P. 333 South Grand Avenue, 28th floor Los Angeles, CA 90071 Tel: (213) 830-6300 Fax: (213) 830-6293 Attention (email): Matt Pendo ([email protected]) with a copy (which shall not constitute notice hereunder and may be transmitted by email) to: Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 Fax: (212) 455-2502 Attention (email): Gary I. Horowitz ([email protected]) and Simpson Thacher & Bartlett LLP 900 G Street, NW Washington, DC 20001 Fax: (202) 636-5502 Attention (email): Rajib Chanda ([email protected]) if to Seller, to: 777 West Putnam Avenue, 3rd Floor Greenwich, CT 06830 Tel: (203) 681-6800 Fax: (203) 681-3879 Attention (email): Bernard D. Berman ([email protected]) with a copy (which shall not constitute notice hereunder and may be transmitted by email) to: Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, NY 10036 Fax: (212) 735-2000 Attention (email): Todd E. Freed ([email protected]) Jon A. Hlafter ([email protected]) if to FSAM or FSH, to (as applicable): Fifth Street Asset Management Inc. 777 West Putnam Avenue, 3rd Floor Greenwich, CT 06830 Tel: (203) 681-6800 Fax: (203) 681-3879 Attention (email): Bernard D. Berman ([email protected]) or Fifth Street Holdings L.P. 777 West Putnam Avenue, 3rd Floor Greenwich, CT 06830 Tel: (203) 681-6800 Fax: (203) 681-3879 Attention (email): Bernard D. Berman ([email protected]) with a copy (which shall not constitute notice hereunder and may be transmitted by email) to: Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, NY 10036 Fax: (212) 735-2000 Attention (email): Todd E. Freed ([email protected]) Jon A. Hlafter ([email protected])

Notices from Underwriting Agreement

The undersigned, Citius Pharmaceuticals, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Citius Pharmaceuticals, Inc. (the "Company"), hereby confirms its agreement (this "Agreement") with Aegis Capital Corp. (hereinafter referred to as "you" (including its correlatives) or the "Representative") and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

Notices. All communications hereunder, except as herein otherwise specifically provided, shall be in writing and shall be mailed (registered or certified mail, return receipt requested), personally delivered, electronically sent via email or sent by facsimile transmission and confirmed and shall be deemed given when so delivered, emailed or faxed and confirmed or if mailed, two (2) days after such mailing. If to the Representative: Aegis Capital Corp. 810 Seventh Avenue, 18th Floor New York, New York 10019 Attn: Mr. David Bocchi, Managing Director of Investment Banking Fax No.: (212) 813-1047 with a copy (which shall not constitute notice) to: Zysman, Aharoni, Gayer and Sullivan & Worcester LLP 1633 Broadway New York, New York 10019 Attn: Oded Har-Even, Esq. Fax No.: 212-660-3000 If to the Company: Citius Pharmaceuticals, Inc. 11 Commerce Drive, First Floor Cranford, New Jersey 07016 Attention: Myron Holubiak Fax No: [*] with a copy (which shall not constitute notice) to: Wyrick Robbins Yates & Ponton LLP 4101 Lake Boone Trail, Suite 300 Raleigh, NC 27607 Attention: David Mannheim Fax No: 919-781-4865

Notices from Deposit Agreement

AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of July 5, 2017 among IRSA PROPIEDADES COMERCIALES S.A. (formerly known as Alto Palermo S.A. (APSA)), a company incorporated with limited liability under the laws of the Argentine Republic (herein called the Issuer), THE BANK OF NEW YORK MELLON (formerly known as The Bank of New York), a New York banking corporation (herein called the Depositary), and all Owners (as hereinafter defined) and holders from time to time of American Depositary Shares issued hereunder.

Notices. Any and all notices to be given to the Issuer shall be deemed to have been duly given if personally delivered or sent by mail or cable, telex or facsimile transmission in each case confirmed by registered mail, addressed to IRSA Propiedades Comerciales S.A., Moreno 877, 22nd Floor, (1091) Buenos Aires, Argentina, telephone number 5411-4814-7875, facsimile number 5411-434-4678, with a copy to Zang Bergel & Vines Abogados, Florida 537, 18th Floor, (1005) Buenos Aires, Argentina, telephone number 5411-4323-4000, facsimile number 5411-4322-0297, or any other place to which the Issuer may have transferred its principal office or that the Issuer specifies in writing to the Depositary. Any and all notices to be given to the Depositary shall be deemed to have been duly given if in English and personally delivered or sent by mail or cable, telex or facsimile transmission in each case confirmed by registered mail, addressed to New York Mellon (organization) values">The Bank of New York Mellon, 101 Barclay Street, New York, New York 10286, telephone number (212) 815-2089, facsimile number (212) 571-3050, or any other place to which the Depositary may have transferred its Principal Corporate Trust Office. Any and all notices to be given to any Owner shall be deemed to have been duly given if personally delivered or sent by mail or cable, telex or facsimile transmission in each case confirmed by registered mail, addressed to such Owner at the address of such owner as it appears on the transfer books for Receipts of the Depositary, or, if such Owner shall have filed with the Depositary a written request that notices intended for such Owner be mailed to some other address, at the address designated in such request. Delivery of a notice sent by mail or cable, telex or facsimile transmission shall be deemed to be effected at the time when a duly addressed letter containing the same (or a confirmation thereof in the case of a cable, telex or facsimile transmission) is deposited, postage prepaid, in a post-office letter box. The Depositary or the Issuer may, however, act upon any cable, telex or facsimile transmission received by it from the other or from any Owner of a Receipt, notwithstanding that such cable, telex or facsimile transmission shall not subsequently be confirmed by letter as aforesaid.