Pennsylvania Uses in Notices Clause

Notices from Securities Purchase Agreement

THIS SECURITIES PURCHASE AGREEMENT (Agreement) is made as of the 20th day of June, 2017 by and among Madrigal Pharmaceuticals, Inc., a Delaware corporation (the Company), and the Investors set forth on the signature pages affixed hereto (each an Investor and collectively the Investors).

Notices. Unless otherwise provided, any notice required or permitted under this Agreement shall be given in writing and shall be deemed effectively given as hereinafter described (i) if given by personal delivery, then such notice shall be deemed given upon such delivery, (ii) if given by telex, telecopier or other electronic transmission, then such notice shall be deemed given upon receipt of confirmation of complete transmittal, (iii) if given by mail, then such notice shall be deemed given upon the earlier of (A) receipt of such notice by the recipient or (B) three days after such notice is deposited in first class mail, postage prepaid, and (iv) if given by an internationally recognized overnight air courier, then such notice shall be deemed given one Business Day after delivery to such carrier. All notices shall be addressed to the party to be notified at the address as follows, or at such other address as such party may designate by ten days advance written notice to the other party: If to the Company: Four Tower Bridge 200 Barr Harbor Drive, Suite 400 West Conshohocken, Pennsylvania 19428 Attention: Chief Executive Officer With a copy to: Stradling Yocca Carlson & Rauth, P.C. 660 Newport Center Drive, Suite 1600 Newport Beach, CA 92660 Attention: Michael Lawhead Fax: (949) 823-5277 Email: [email protected] If to the Investors: to the addresses set forth on the signature pages hereto.

Notices from Stock Purchase Agreement

This STOCK PURCHASE AGREEMENT (this "Agreement"), is entered into as of June 12, 2017 by and between ProPhase Labs, Inc., a Delaware corporation (the "Company"), and The Mark S. and Donna R. Family Foundation, Inc., a Massachusetts corporation ("Seller", and together with the Company, the "Parties" and each a "Party").

Notices. All notices, requests, demands, waivers and other communications required or permitted to be given under this Agreement and any other documents executed in connection herewith shall be in writing and shall be deemed to have been duly given if (i) delivered personally, (ii) mailed, certified or registered mail, with postage prepaid or (iii) sent by next-day or overnight mail or delivery or sent by facsimile (upon written confirmation of receipt) as follows: If to Company: ProPhase Labs, Inc. 621 N. Shady Retreat Road Doylestown, Pennsylvania 18901 Attention: Ted Karkus Fax: (215) 345-5920 with a copy (which shall not constitute notice) to: Reed Smith, LLP 599 Lexington Avenue New York, New York 10022 Attention: Herbert Kozlov, Esq. Fax: (212) 521-5450 If to Seller: The Mark and Donna Leventhal Foundation 800 Boylston Street, 16th Floor Boston, Massachusetts 02199 Attention: Rebecca Leventhal, Emily Leventhal and Sara Fleiss or to such other Person or address as either Party shall specify by notice in writing in accordance with this Section 5.3 to the other Party hereto. All such notices, requests, demands, waivers and other communications shall be deemed to have been received (i) if by personal delivery on the day after such delivery, (ii) if by certified or registered mail, on the fifth business day after the mailing thereof, (iii) if by next-day or overnight mail or delivery, on the day delivered and (iv) if by fax, on the next day following the day on which such fax was sent.

Notices from Stock Purchase Agreement

This STOCK PURCHASE AGREEMENT (this "Agreement"), is entered into as of June 12, 2017 by and between ProPhase Labs, Inc., a Delaware corporation (the "Company"), and Mark S. Leventhal and Donna R. Leventhal (each a "Seller" and collectively, "Sellers," and together with the Company, the "Parties" and each a "Party").

Notices. All notices, requests, demands, waivers and other communications required or permitted to be given under this Agreement and any other documents executed in connection herewith shall be in writing and shall be deemed to have been duly given if (i) delivered personally, (ii) mailed, certified or registered mail, with postage prepaid or (iii) sent by next-day or overnight mail or delivery or sent by facsimile (upon written confirmation of receipt) as follows: If to Company: ProPhase Labs, Inc. 621 N. Shady Retreat Road Doylestown, Pennsylvania 18901 Attention: Ted Karkus Fax: (215) 345-5920 with a copy (which shall not constitute notice) to: Reed Smith, LLP 599 Lexington Avenue New York, New York 10022 Attention: Herbert Kozlov, Esq. Fax: (212) 521-5450 If to Sellers: Mark Leventhal Donna Leventhal 800 Boylston Street, 16th Floor Boston, Massachusetts 02199

Notices from Stock Purchase Agreement

This STOCK PURCHASE AGREEMENT (this "Agreement"), is entered into as of June 12, 2017 by and between ProPhase Labs, Inc., a Delaware corporation (the "Company"), and The Bonnybrook Trust, a Massachusetts trust ("Seller", and together with the Company, the "Parties" and each a "Party").

Notices. All notices, requests, demands, waivers and other communications required or permitted to be given under this Agreement and any other documents executed in connection herewith shall be in writing and shall be deemed to have been duly given if (i) delivered personally, (ii) mailed, certified or registered mail, with postage prepaid or (iii) sent by next-day or overnight mail or delivery or sent by facsimile (upon written confirmation of receipt) as follows: If to Company: ProPhase Labs, Inc. 621 N. Shady Retreat Road Doylestown, Pennsylvania 18901 Attention: Ted Karkus Fax: (215) 345-5920 with a copy (which shall not constitute notice) to: Reed Smith, LLP 599 Lexington Avenue New York, New York 10022 Attention: Herbert Kozlov, Esq. Fax: (212) 521-5450 If to Seller: The Bonnybrook Trust 800 Boylston Street, 16th Floor Boston, Massachusetts 02199 Attention: Rebecca Leventhal, Emily Leventhal and Sara Fleiss with a copy (which shall not constitute notice) to: J. Robert Casey Goulston & Storrs 400 Atlantic Ave. Boston, MA 02110 Email: [email protected] or to such other Person or address as either Party shall specify by notice in writing in accordance with this Section 5.3 to the other Party hereto. All such notices, requests, demands, waivers and other communications shall be deemed to have been received (i) if by personal delivery on the day after such delivery, (ii) if by certified or registered mail, on the fifth business day after the mailing thereof, (iii) if by next-day or overnight mail or delivery, on the day delivered and (iv) if by fax, on the next day following the day on which such fax was sent.

Notices from Stock Purchase Agreement

This STOCK PURCHASE AGREEMENT (this "Agreement"), is entered into as of June 12, 2017 by and between ProPhase Labs, Inc., a Delaware corporation (the "Company"), and Mark S. Leventhal ("Seller", and together with the Company, the "Parties" and each a "Party").

Notices. All notices, requests, demands, waivers and other communications required or permitted to be given under this Agreement and any other documents executed in connection herewith shall be in writing and shall be deemed to have been duly given if (i) delivered personally, (ii) mailed, certified or registered mail, with postage prepaid or (iii) sent by next-day or overnight mail or delivery or sent by facsimile (upon written confirmation of receipt) as follows: If to Company: ProPhase Labs, Inc. 621 N. Shady Retreat Road Doylestown, Pennsylvania 18901 Attention: Ted Karkus Fax: (215) 345-5920 with a copy (which shall not constitute notice) to: Reed Smith, LLP 599 Lexington Avenue New York, New York 10022 Attention: Herbert Kozlov, Esq. Fax: (212) 521-5450 If to Seller: Mark Leventhal 800 Boylston Street, 16th Floor Boston, Massachusetts 02199 or to such other Person or address as either Party shall specify by notice in writing in accordance with this Section 5.3 to the other Party hereto. All such notices, requests, demands, waivers and other communications shall be deemed to have been received (i) if by personal delivery on the day after such delivery, (ii) if by certified or registered mail, on the fifth business day after the mailing thereof, (iii) if by next-day or overnight mail or delivery, on the day delivered and (iv) if by fax, on the next day following the day on which such fax was sent.

Notices from Loan Agreement

This LOAN AGREEMENT (this "Agreement"), dated as of June 1, 2017, by and between the COUNTY OF TRIMBLE, KENTUCKY (the "Issuer"), a public body corporate and politic duly created and existing as a county and political subdivision under the Constitution and laws of the Commonwealth of Kentucky, and LOUISVILLE GAS AND ELECTRIC COMPANY, a corporation organized and existing under the laws of Kentucky (the "Company");

Notices. All notices, certificates, or other communications hereunder shall be sufficiently given and shall be deemed given when delivered or mailed by registered or certified mail, postage prepaid, addressed as follows:To the Issuer:County of Trimble, Kentucky P. O. Box 251123 Church Street Bedford, Kentucky 40006 Attention: County Judge/ExecutiveTelephone: (502) 255 - 7196Facsimile: (502) 255 - 4618Email: [email protected] the Trustee:U.S. Bank National AssociationOne Financial SquareLouisville, Kentucky 40202Attention: Corporate Trust DepartmentTelephone: (502) 562-6259Facsimile: (502) 562-6371Email: [email protected] the Company:Louisville Gas and Electric Company220 West Main StreetLouisville, Kentucky 40202Attention: TreasurerTelephone: (502) 627-4956Facsimile: (502) 627-4742Email: [email protected] to the Remarketing Agent:J.P. Morgan Securities LLC 383 Madison Avenue, 8th Floor New York, New York 10179Attn: Municipal Short Term DeskTelephone: (212) 834-7224Facsimile: (917) 456-3541Email: [email protected] a Copy to:J.P. Morgan Securities LLC 383 Madison Avenue, 8th Floor New York, New York 10179Attn: Ivan NaguitTelephone: (212) 270-1584Facsimile: (212) 270-9665Email: [email protected] to First Mortgage Trustee:The Bank of New York Mellon500 Ross Street, 12th Floor Pittsburgh, Pennsylvania 15262 Attn: Corporate Trust AdministrationTelephone: (412) 236-1215Facsimile: (412) 234-8377Email: [email protected] to the Tender Agent:U.S. Bank National AssociationOne Financial SquareLouisville, Kentucky 40202Attention: Corporate Trust DepartmentTelephone: (502) 562-6259Facsimile: (502) 562-6371Email: [email protected] to the Paying Agent:U.S. Bank National AssociationOne Financial SquareLouisville, Kentucky 40202Attention: Corporate Trust DepartmentTelephone: (502) 562-6259Facsimile: (502) 562-6371 Email: [email protected] to the Bond Registrar:U.S. Bank National AssociationOne Financial SquareLouisville, Kentucky 40202Attention: Corporate Trust DepartmentTelephone: (502) 562-6259Facsimile: (502) 562-6371 Email: [email protected] duplicate copy of each notice, certificate, or other communication given hereunder by either the Issuer or the Company to the other shall also be given to the Trustee. The Issuer, the Company, and the Trustee may by notice given hereunder designate any further or different addresses to which subsequent notices, certificates, or other communications shall be sent.

Notices from Senior Note

INDENTURE dated as of May 24, 2017 among SunCoke Energy Partners, L.P., a Delaware limited partnership (the Partnership), SunCoke Energy Partners Finance Corp., a Delaware corporation (Finance Corp. and, together with the Partnership, the Issuers), the Guarantors (as defined) and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the Trustee).

Notices. Any notice or communication by the Issuers, any Guarantor or the Trustee to the others is duly sent if in writing in the English language and delivered in Person or by first class mail (registered or certified, return receipt requested), facsimile or electronic transmission or overnight air courier guaranteeing next day delivery, to the others address: If to any of the Issuers and the Guarantors: SunCoke Energy Partners, L.P. 1011 Warrenville Road, Suite 600 Lisle, Illinois 60532 Facsimile No.: (630) 824-1001 Attention: Chief Financial Officer If to the Trustee: The Bank of New York Mellon Trust Company, N.A. 500 Ross Street, 12th Floor Pittsburgh, Pennsylvania 15262 Facsimile No.: (412) 234-8377 Attention: Corporate Trust Administration The Issuers, any Guarantor or the Trustee, by notice to the others, may designate additional or different addresses for subsequent notices or communications. All notices and communications (other than those sent to Holders) will be deemed to have been duly sent: at the time delivered by hand, if personally delivered; five Business Days after being deposited in the mail, postage prepaid, if mailed; when receipt acknowledged, if transmitted by facsimile or electronic transmission; and the next Business Day after timely delivery to the courier, if sent by overnight air courier guaranteeing next day delivery. The Trustee agrees to accept and act upon instructions or directions pursuant to this Indenture sent by unsecured e-mail, pdf, facsimile transmission or other similar unsecured electronic methods, provided, however, that the Trustee shall have received an incumbency certificate listing persons designated to give such instructions or directions and containing specimen signatures of such designated persons, which such incumbency certificate shall be amended and replaced whenever a person is to be added or deleted from the listing. If the Issuers elect to give the Trustee e-mail or facsimile instructions (or instructions by a similar electronic method) and the Trustee in its discretion elects to act upon such instructions, the Trustees understanding of such instructions shall be deemed controlling. The Trustee shall not be liable for any losses, costs or expenses arising directly or indirectly from the Trustees reliance upon and compliance with such instructions notwithstanding such instructions conflict or are inconsistent with a subsequent written instruction. The Issuers agree to assume all risks arising out of the use of such electronic methods to submit instructions and directions to the Trustee, including without limitation the risk of the Trustee acting on unauthorized instructions, and the risk or interception and misuse by third parties. Any notice or communication to a Holder will be (i) mailed by first class mail, certified or registered, return receipt requested, to its address shown on the register kept by the Registrar, (ii) sent by overnight air courier guaranteeing next day delivery to such address or (iii) if the Holder is the Depositary, sent by such other means as the Depositary may specify. Any notice or communication will also be sent in the same manner to any Person described in TIA SS313(c), to the extent required by the TIA. Failure to send a notice or communication to a Holder or any defect in it will not affect its sufficiency with respect to other Holders. If a notice or communication is sent in the manner provided above within the time prescribed, it is duly given, whether or not the addressee receives it. If the Issuers send a notice or communication to Holders, they will send a copy to the Trustee and each Agent at the same time.

Notices

THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE COMPANY, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.

Notices. All notices and other communications hereunder from the Company to the Holder, or vice versa, shall be deemed delivered and effective (i) when given personally, (ii) on the third (3rd) Business Day after being mailed by first-class registered or certified mail, postage prepaid, (iii) upon actual receipt if given by facsimile or electronic mail and such receipt is confirmed in writing by the recipient, or (iv) on the first Business Day following delivery to a reliable overnight courier service, courier fee prepaid, in any case at such address as may have been furnished to the Company or Holder, as the case may be, in writing by the Company or such Holder from time to time in accordance with the provisions of this Section 5.6. All notices to Holder shall be addressed as follows until the Company receives notice of a change of address in connection with a transfer or otherwise: _________________ _________________ _________________ _________________ Attn: Telephone: Facsimile: Email: Notice to the Company shall be addressed as follows until Holder receives notice of a change in address STRONGBRIDGE BIOPHARMA PUBLIC LIMITED COMPANY 900 Northbrook Drive Suite 200 Trevose, Pennsylvania 19053 Attn: Chief Legal Officer Fax: 215-355-7389 Email: [email protected] With a copy (which shall not constitute notice) to: Reed Smith LLP 599 Lexington Avenue New York, New York 10022 Attn: Lee Ann Dillon Fax: 212-521-5450 Email: [email protected]

Notices from Common Stock Purchase Warrant

THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, RedPath Equityholder Representative, LLC, a Delaware limited liability company, 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 September 22, 2017 (the "Initial Exercise Date") and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the "Termination Date") but not thereafter, to subscribe for and purchase from Interpace Diagnostics Group, Inc., a Delaware corporation (the "Company"), up to _______________ shares (as subject to adjustment hereunder, the "Warrant Shares") of common stock of the Company, par value $.01 per share (the "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 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 facsimile at the facsimile number set forth below (or to such other facsimile number as a party may have specified by notice given to the other party pursuant to this provision) or via email at such email address as a party may hereafter specify (or to such other email address as a party may have specified by notice given to the other party pursuant to this provision), in each case at or prior to 5:30 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 facsimile at the facsimile number set forth below (or to such other facsimile number as a party may have specified by notice given to the other party pursuant to this provision) or via email at such email address as a party may hereafter specify (or to such other email address as a party may have specified by notice given to the other party pursuant to this provision), in each case on a day that is not a Trading Day or later than 5:30 p.m. (New York City time) on any Trading Day, (c) the first (1st) Trading Day following the date of mailing, if sent by U.S. nationally recognized overnight courier service to the address set forth below (or to such other address as a party may have specified by notice given to the other party pursuant to this provision) or (d) upon actual receipt by the party to whom such notice is required to be given: If to RedPath Equityholder Representative, LLC, to:Radnor Financial Center555 E. Lancaster Avenue, Suite 520Radnor, Pennsylvania 19087Facsimile: 610.567.2388Attention: Brian Murphy

Notices from Securities Purchase Agreement

This SECURITIES PURCHASE AGREEMENT (the Agreement) is dated as of the 10th day of March, 2017 (the Effective Date), by and among IFMI, LLC, a Delaware limited liability company (the Company), DGC Family Fintech Trust, a trust established by Daniel G. Cohen (Buyer), and solely for purposes of Article VI and Sections 7.3, 7.4, 7.5, and 7.6, Institutional Financial Markets, Inc., a Maryland corporation (the Parent).

Notices. All notices of request, demand and other communications hereunder shall be addressed to the parties as follows: If to the Company: IFMI, LLC Cira Centre 2929 Arch Street, 17th Floor Philadelphia, Pennsylvania 19104