New York Uses in Notices Clause

Notices from Securities Purchase Agreement

This SECURITIES PURCHASE AGREEMENT (this "Agreement"), dated as of April 27, 2017, is entered into by and between REALBIZ MEDIA GROUP, INC., Delaware corporation (the "Company"), and EMA Financial, LLC, a Delaware limited liability company (the "Purchaser").

Notices. All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (i) personally served, (ii) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (iii) delivered by reputable air courier service with charges prepaid, or (iv) transmitted by hand delivery, telegram, email or facsimile, addressed as set forth below or to such other address as such party shall have specified most recently by written notice. Any notice or other communication required or permitted to be given hereunder shall be deemed effective (a) upon hand delivery or delivery by facsimile or email, with accurate confirmation generated by the transmitting facsimile machine or computer, at the address, email or number designated below (if delivered on a business day during normal business hours where such notice is to be received), or the first business day following such delivery (if delivered other than on a business day during normal business hours where such notice is to be received) or (b) on the second business day following the date of mailing by express courier service, fully prepaid, addressed to such address, or upon actual receipt of such mailing, whichever shall first occur. The addresses for such communications shall be: Purchaser: EMA Financial, LLC 40 Wall Street, Suite 1700 New York, NY 10005 Attn: Felicia Preston admin@emafin.com Company: RealBiz Media Group, Inc. 9711 Washington Blvd #550 Gaithersburg, MD 20878 Attn: Anshu Batnagar, CEO Email: anshub@realbizmedia.com Fax: (202) 872-0060 Each party shall provide notice to the other party of any change in address.

Notices from Indenture

This Indenture, dated as of June 28, 2017 (this Indenture), is between the Nissan Auto Lease Trust 2017-A, a Delaware statutory trust (the Issuing Entity), and U.S. Bank National Association, a national banking association (U.S. Bank), as trustee (the Indenture Trustee).

Notices. All demands, notices and communications hereunder shall be in writing and shall be delivered or mailed by registered or certified first-class United States mail, postage prepaid, hand delivery, prepaid courier service, by telecopier or electronically by email (if an email address is provided), and addressed in each case as follows: (i) if to the Issuing Entity c/o the Owner Trustee, at Rodney Square North, 1100 N. Market Street, Wilmington, Delaware 19890 (telecopier no. (302) 636-4140), Attention: Corporate Trust Administration with a copy to the Administrative Agent, at One Nissan Way, Franklin, Tennessee 37067 (telecopier no. (615) 725-8530) (email: doug.gwin@nissan-usa.com), Attention: Treasurer; (ii) if to the Indenture Trustee, at 190 South LaSalle Street, 7th Floor, Chicago, IL 60603 (telecopier no. (312) 332-7493) (email: jessica.elliott1@usbank.com), Attention: Nissan Auto Lease Trust 2017-A; (iii) if to Moodys, to Moodys Investors Services, Inc., 7 World Trade Center, 250 Greenwich Street, New York, New York 10007 (telecopier no. (212) 553-7820), Attention: ABS Monitoring Department; (iv) if to Fitch, to Fitch Ratings, Inc., 33 Whitehall Street, New York, New York 10004 (email: abs.surveillance@fitchratings.com), Attention: ABS Surveillance; or (v) at such other address as shall be designated by any of the foregoing in a written notice to the other parties hereto. Delivery shall occur only when delivered by hand or, in the case of mail, email or facsimile notice, upon actual receipt or reported tender of such communication by an officer of the intended recipient entitled to receive such notices located at the address of such recipient for notices hereunder; provided, however, any demand, notice or communication to be delivered pursuant to this Indenture to any Rating Agency shall be deemed to be delivered if a copy of such demand, notice or communication has been posted on any web site maintained by NMAC pursuant to a commitment to any Rating Agency relating to the Notes in accordance with 17 C.F.R. 240 17g-5(a)(3).

Notices from Underwriting Agreement

Constellation Alpha Capital Corp., a business company incorporated in the British Virgin Islands with limited liability (the "Company"), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the "Underwriters"), for whom Cowen and Company, LLC ("Cowen") is acting as representative (the "Representative"), an aggregate of 12,500,000 units (the "Firm Units"), each unit consisting of one ordinary share, no par value per share (the "Ordinary Shares"), of the Company, one right to receive one-tenth (1/10) of one Ordinary Share (the "Public Rights") and one warrant to purchase one-half of one Ordinary Share (the "Public Warrants"). In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 1,875,000 Units (the "Additional Units"). The Firm Units and the Additional Units are hereinafter collectively sometimes referred to as the "Public Units." The Pub

Notices. Except as otherwise herein provided, all statements, requests, notices and agreements shall be in writing or by telegram, facsimile or email and, if to the Underwriters, shall be sufficient in all respects if delivered or sent to Cowen and Company, LLC, 599 Lexington Ave., 27th floor, New York, New York 10022, Attention: General Counsel (facsimile: (646) 562-1124 ); if to the Company, shall be sufficient in all respects if delivered or sent to the Company at the offices of the Company at Emerald View, Suite 400, 2054 Vista Parkway, West Palm Beach, Florida 33411 (email: info@constellationalpha.com), Attention: Rajiv Shukla, Chairman and Chief Executive Officer.

Notices from Form of Subscription Agent Agreement

THIS SUBSCRIPTION AGENT AGREEMENT ("Agreement") between Trinity Capital Corporation, a New Mexico corporation (the "Company"), and Continental Stock Transfer & Trust Company, a New York corporation ("Continental"), is dated as of [ ], 2017.

Notices. All notices, demands, and other communications given pursuant to the terms and provisions hereof shall be in writing, shall (except as provided for in Section 18 hereof) be deemed effective on the date of receipt, and may be sent by facsimile, email, overnight delivery services, or by certified or registered mail, return receipt requested to: If to the Company: Trinity Capital Corporation 1200 Trinity Drive Los Alamos, New Mexico 87544 Telephone: (505) 622-5171 Attn: John S. Gulas with a copy to: Hunton & Williams LLP 1445 Ross Avenue, Suite 3700 Dallas, Texas 75202-2799 Telephone: (214) 979-3000 Attn: Beth A. Whitaker, Esq. If to Continental: Continental Stock Transfer & Trust Company 1 State Street Plaza- 30th Floor New York, NY 10004 Telephone: (212) 845-3287 Facsimile: (212) 616-7616 Attn: Reorganization Department

Notices from Exchange Agreement

This Exchange Agreement (this "Agreement") is made and entered into as of June 8, 2017 by and among DOF IV REIT Holdings, LLC, a Delaware limited liability company ("Lender"), Plymouth Industrial 20 LLC, a Delaware limited liability company ("Borrower"), Plymouth Industrial 20 Financial LLC, a Delaware limited liability company ("Plymouth Member"), and Plymouth Industrial REIT, Inc., a Maryland corporation ("Plymouth REIT").

Notices. All notices, demands, requests, consents, approvals or other communications (any of the foregoing, a "Notice") required, permitted or desired to be given hereunder shall be in writing (a) sent by electronic mail, (b) sent by registered or certified mail, postage prepaid, return receipt requested, (c) delivered by hand or (d) delivered by reputable overnight courier addressed to the party to be so notified at its address hereinafter set forth, or to such other address as such party may hereafter specify in accordance with the provisions of this Section 6. Any Notice shall be deemed to have been received: (i) if sent by electronic mail, on the date of sending the electronic mail if sent during business hours on a Business Day (otherwise on the next Business Day), provided that a copy of said Notice is also sent within one (1) Business Day by one of the methods provided in (b), (c) or (d) above, (ii) if sent by registered or certified mail, on the date of delivery or the date of the first attempted delivery, in either case on a Business Day (otherwise on the next Business Day), (iii) if delivered by hand, on the date of delivery if delivered during business hours on a Business Day (otherwise on the next Business Day) and (iv) if sent by an overnight commercial courier, on the next Business Day in each case addressed to the parties as follows: If to Lender: DOF IV REIT Holdings, LLC 475 Fifth Avenue New York, New York 10017 Attention: Abbey Kosakowski and Gianluca Montalti E-mail: akosakowski@torchlightinvestors.com gmontalti@torchlightinvestors.com With a copy to: Weil, Gotshal & Manges LLP 767 5th Avenue New York, NY 10153 Attention: W. Michael Bond Email: michael.bond@weil.com If to Borrower: Plymouth Industrial 20 LLC 260 Franklin Street, 6th Floor Boston, Massachusetts 02109 Attention: Jeffrey E. Witherell Email: jeff.witherell@plymouthrei.com With a copy to: Winston & Strawn LLP 2501 N. Harwood Street, 17th Floor Attention: Kenneth L. Betts Email: kbetts@winston.com If to Plymouth Member: Plymouth Industrial OP, LP 260 Franklin Street, 6th Floor Boston, Massachusetts 02109 Attention: Jeffrey E. Witherell Email: jeff.witherell@plymouthrei.com With a copy to: Winston & Strawn LLP 2501 N. Harwood Street, 17th Floor Attention: Kenneth L. Betts Email: kbetts@winston.com Any party may change the address to which any such Notice is to be delivered by furnishing ten (10) days' written notice of such change to the other parties in accordance with the provisions of this Section 6. Notices shall be deemed to have been given on the date set forth above, even if there is an inability to actually deliver any Notice because of a changed address of which no Notice was given or there is a rejection or refusal to accept any Notice offered for delivery. Notice for any party may be given by its respective counsel. Additionally, Notice from Lender may also be given by Servicer.

Notices from Administration Agreement

This Trust Administration Agreement, dated as of June 28, 2017 (this Agreement), is among Nissan Auto Lease Trust 2017-A, a Delaware statutory trust (the Issuing Entity), Nissan Motor Acceptance Corporation, a California corporation (NMAC), as administrative agent (in such capacity, the Administrative Agent), Nissan Auto Leasing LLC II, a Delaware limited liability company (NALL II), as depositor (the Depositor), and U.S. Bank National Association, a national banking association (U.S. Bank), as indenture trustee (the Indenture Trustee).

Notices. All demands, notices and communications hereunder shall be in writing and shall be delivered, sent electronically by telecopier or email (if an email address is provided), or mailed by registered or certified first-class United States mail, postage prepaid, hand delivery, prepaid courier service, and addressed in each case as follows: (i) if to the Issuing Entity or the Administrative Agent, at One Nissan Way, Franklin, Tennessee 37067 (telecopier no. (615) 725-8530) (email: doug.gwin@nissan-usa.com), Attention: Treasurer; (ii) if to the Owner Trustee, at Wilmington Trust, National Association, Rodney Square North, 1100 N. Market Street, Wilmington, Delaware 19890 (telecopier no. (302) 636-4140), Attention: Corporate Trust Administration; (iii) if to the Indenture Trustee, at U.S. Bank National Association, 190 South LaSalle Street, 7th Floor, Chicago, IL 60603 (telecopier no. (312) 332-7996) (email: jessica.elliott1@usbank.com), Attention: Nissan Auto Lease Trust 2017-A; (iv) if to Moodys, to Moodys Investors Service, 7 World Trade Center, 250 Greenwich Street, New York, New York 10007 (telecopier no. (212) 553-7820), Attention: ABS Monitoring Group; (v) if to Fitch, to Fitch Ratings, Inc., 33 Whitehall Street, New York, New York 10004 (email: abs.surveillance@fitchratings.com) Attention: ABS Surveillance; or (vi) if to the Depositor, at One Nissan Way, Franklin 37067 (telecopier no. (615) 725-8530) (email: doug.gwin@nissan-usa.com), Attention: Treasurer; or at such other address as shall be designated by any of the foregoing in a written notice to the other parties hereto. Delivery shall occur only when delivered by hand or, in the case of mail, email or facsimile notice, upon actual receipt or reported tender of such communication by an officer of the intended recipient entitled to receive such notices located at the address of such recipient for notices hereunder; provided, however, any demand, notice or communication to be delivered pursuant to this Trust Administration Agreement to any Rating Agency shall be deemed to be delivered if a copy of such demand, notice or communication has been posted on any web site maintained by NMAC pursuant to a commitment to any Rating Agency relating to the Notes in accordance with 17 C.F.R. 240 17g-5(a)(3).

Notices from Amended and Restated Trust Agreement

This Amended and Restated Trust Agreement (this Agreement), dated as of June 28, 2017, is between Nissan Auto Leasing LLC II, a Delaware limited liability company (NALL II), as depositor (the Depositor), and Wilmington Trust, National Association, a national banking association with trust powers (Wilmington Trust), as trustee (the Owner Trustee).

Notices. All demands, notices and communications hereunder shall be in writing and shall be delivered, sent electronically by email (if an email address is provided) or telecopier or mailed by registered or certified first-class United States mail, postage prepaid, hand delivery, prepaid courier service, and addressed in each case as follows: (i) if to the Owner Trustee, at Wilmington Trust, National Association, Rodney Square North, 1100 N. Market Street, Wilmington, Delaware 19890, (telecopier no. (302) 636-4140), Attention: Corporate Trust Administration, (ii) if to the Depositor, at One Nissan Way, Franklin, Tennessee 37067 (telecopier no. (615) 725-8530) (email: doug.gwin@nissan-usa.com), Attention: Treasurer, (iii) if to Moodys, at Moodys Investors Service, Inc., 7 World Trade Center, 250 Greenwich Street, New York, New York 10007, Attention: ABS Monitoring Group (telecopier no. (212) 553-7820), (iv) if to Fitch, to Fitch Ratings, Inc., 33 Whitehall Street, New York, New York 10004 (email: abs.surveillance@fitchratings.com.), Attention: ABS Surveillance; or (v) at such other address as shall be designated by any of the foregoing in a written notice to the other parties hereto. Delivery shall occur only when delivered by hand or, in the case of mail, email or facsimile notice, upon actual receipt or reported tender of such communication by an officer of the recipient entitled to receive such notices located at the address of such recipient for notices hereunder; provided, however, any demand, notice or communication to be delivered pursuant to this Agreement to any Rating Agency shall be deemed to be delivered if a copy of such demand, notice or communication has been posted on any web site maintained by NMAC pursuant to a commitment to any Rating Agency relating to the Notes in accordance with 17 C.F.R. 240 17g-5(a)(3). Any notice required or permitted to be given to a Trust Certificateholder shall be given by first-class mail, confirmed, facsimile or overnight courier, postage prepaid, at the address of such Trust Certificateholder as shown in the Certificate Register. Any notice so mailed within the time prescribed in this Agreement shall be conclusively presumed to have been duly given, whether or not such Trust Certificateholder receives such notice.

Notices from Employment Agreement

THIS EMPLOYMENT AGREEMENT (this "Agreement") with an effective date of June 4, 2017 (the "Effective Date") and dated June 4, 2017 (the "Execution Date"), is by and between Excel Corporation., a Delaware corporation (together with its subsidiaries, the "Company"), and Karl Power, an individual residing in Woodside, California (the "Employee").

Notices. All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if physically delivered, delivered by express mail or other expedited service or upon receipt if mailed, postage prepaid, via registered mail, return receipt requested, addressed as follows: (a) To the Company: (b) To the Employee: Excel Corporation 595 Madison Avenue Suite 1101 New York, NY 10022 Attn: Ruby Azrak Karl Power 50 Haciendas Drive Woodside, CA 94062 and to: Greenberg Traurig Attn: Jordan Cowman 2200 Ross Ave Suite 5200 Dallas, TX 75201 and/or to such other persons and addresses as any party shall have specified in writing to the other.

Notices from Senior Executive Employment Agreement

This EMPLOYMENT AGREEMENT (this "Agreement") is made as of the Effective Date (as hereinafter defined) by and between GADSDEN GROWTH PROPERTIES, iNC., a Maryland corporation, and John E. Hartman, an individual (the "Employee").

Notices. Wherever provision is made in this Agreement for the giving of any notice, such notice shall be in writing and shall be deemed to have been duly given if mailed by first class United States mail, postage prepaid, addressed to the party entitled to receive the same or if delivered personally or sent by overnight courier to such party at the address specified below: If to the Company Gadsden Growth Properties, Inc. 15150 N. Hayden Road Suite 225 Scottsdale, Arizona 85260 Attn: Chairman of the Board With a copy (which shall not constitute notice) to: Herrick, Feinstein LLP 2 Park Avenue New York, New York 10016 Attn: Richard M. Morris, Esq. Facsimile: (212) 545-3371 If to the Employee: to the address that is then on record with the Company for payroll purposes. or to such other address or by such other method of transmittal, in any such case, as any party hereto shall have last designated by notice to each other party. All such notices, requests 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 the completion of the facsimile transmission, if the receipt is confirmed by the telefax machine; (iii) if delivered by overnight courier, be deemed given upon the first business day after such notice, request or other communication is given to such courier with all charges and fees prepaid and any required signature of the deliveree is waived; and (iv) if delivered by mail in the manner described above to the address as provided in this Section, be deemed given upon receipt (in each case regardless of whether such notice, request or other communication is received by any other person to whom a copy of such notice, request or other communication is to be delivered pursuant to this Section).

NOTICES from Form of Indemnity Agreement

THIS INDEMNITY AGREEMENT (this Agreement) is made as of [*], 2017, by and between FEDERAL STREET ACQUISITION CORP., a Delaware corporation (the Company), and [*] (Indemnitee).

NOTICES. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given (i) if delivered by hand and receipted for by the party to whom said notice or other communication shall have been directed, or (ii) mailed by certified or registered mail with postage prepaid, on the third (3rd) business day after the date on which it is so mailed: