San Francisco Uses in Notices Clause

Notices from Rights Agreement

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of April 12, 2017, by and among Sienna Biopharmaceuticals, Inc., a Delaware corporation (the Company), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor, and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a Key Holder.

Notices. All notices and other communications given or made pursuant to this Agreement shall be in writing and shall be deemed effectively given upon the earlier of actual receipt or (i) personal delivery to the party to be notified; (ii) when sent, if sent by electronic mail or facsimile during the recipients normal business hours, and if not sent during normal business hours, then on the recipients next business day; (iii) five (5) days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (iv) one (1) business day after the business day of deposit with a nationally recognized overnight courier, freight prepaid, specifying next-day delivery, with written verification of receipt. All communications shall be sent to the respective parties at their addresses as set forth on Schedule A or Schedule B (as applicable) hereto, or, in the case of the Company, to the principal office of the Company, 30699 Russell Ranch Road, Suite 140, Westlake Village, CA 91362, Attention: General Counsel, or to such email address, facsimile number, or address as subsequently modified by written notice given in accordance with this Subsection 6.5. If notice is given to the Company, a copy (which shall not constitute notice) shall also be sent to Latham & Watkins LLP, 140 Scott Drive, Menlo Park, California 94025, Attention: Alan Mendelson and Brian Cuneo; email: [email protected] and [email protected]; facsimile: (650) 463-2600. If notice is given to the Investors, a copy shall also be given to (a) Proskauer Rose LLP, One International Place, Boston, MA 02110; Attn: Ori Solomon; Phone: (617) 526-9889; email: [email protected], and (b) Fenwick & West LLP, 555 California Street, 12th Floor, San Francisco, CA 94104, Attention: Michael Brown; Phone (415) 875-2432.

Notices from Rights Agreement

THIS AMENDED AND RESTATED INVESTORS RIGHTS AGREEMENT (this Agreement), is made as of April 12, 2017, by and among Sienna Biopharmaceuticals, Inc., a Delaware corporation (the Company), each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an Investor, and each of the stockholders listed on Schedule B hereto, each of whom is referred to herein as a Key Holder.

Notices. All notices and other communications given or made pursuant to this Agreement shall be in writing and shall be deemed effectively given upon the earlier of actual receipt or (i) personal delivery to the party to be notified; (ii) when sent, if sent by electronic mail or facsimile during the recipients normal business hours, and if not sent during normal business hours, then on the recipients next business day; (iii) five (5) days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (iv) one (1) business day after the business day of deposit with a nationally recognized overnight courier, freight prepaid, specifying next-day delivery, with written verification of receipt. All communications shall be sent to the respective parties at their addresses as set forth on Schedule A or Schedule B (as applicable) hereto, or, in the case of the Company, to the principal office of the Company, 30699 Russell Ranch Road, Suite 140, Westlake Village, CA 91362, Attention: General Counsel, or to such email address, facsimile number, or address as subsequently modified by written notice given in accordance with this Subsection 6.5. If notice is given to the Company, a copy (which shall not constitute notice) shall also be sent to Latham & Watkins LLP, 140 Scott Drive, Menlo Park, California 94025, Attention: Alan Mendelson and Brian Cuneo; email: [email protected] and [email protected]; facsimile: (650) 463-2600. If notice is given to the Investors, a copy shall also be given to (a) Proskauer Rose LLP, One International Place, Boston, MA 02110; Attn: Ori Solomon; Phone: (617) 526-9889; email: [email protected], and (b) Fenwick & West LLP, 555 California Street, 12th Floor, San Francisco, CA 94104, Attention: Michael Brown; Phone (415) 875-2432.

Notices from Warrant Agreement

THIS WARRANT AGREEMENT (this "Agreement"), dated as of February 27, 2017, is made by and among Prosper Marketplace, Inc., a Delaware corporation (the "Company"), PF WarrantCo Holdings, LP, a Delaware limited partnership (the "Warrant Holder"), and solely with respect to its rights, and the performance of its obligations, set forth in [***] hereof, New Residential Investment Corp., a Delaware corporation ("NRZ").

Notices. Any notices or other communications hereunder shall be in writing and shall be deemed given if delivered personally or by a nationally recognized overnight courier service, such as Federal Express, or mailed by registered or certified mail (return receipt requested and first-class postage prepaid) or sent via e-mail to the parties hereto at the following address (or at such other address for a party as shall be specified by like notice, provided that a notice of change in address shall not be deemed to have been given until received by the addressee):If to the Company: Prosper Marketplace, Inc. 221 Main Street #300San Francisco, CA 94105Attn: General CounselTelephone No.: [***]Email: [***] With a copy to: Orrick, Herrington & Sutcliffe LLP405 Howard Street(which shall not San Francisco, CA 94105 constitute notice Attn: [***] to the Company) Telephone No.: [***]Email: [***]If to the Holders: c/o [***][***]Attention: [***]E-mail: [***]and to such additional addresses as provided by any HolderWith a copy to: Willkie Farr & Gallagher LLP787 Seventh Avenue(which shall not New York, NY 10019 constitute notice Attn: [***] to any Holder) Telephone No.: [***]Email: [***]or such other address as shall have been furnished to the party giving or making such notice, demand or delivery.

Notices from Purchase and Sale Agreement

THIS PURCHASE AND SALE AGREEMENT (the "Agreement") is made and entered into as of the 21st day of November, 2016 (the "Contract Date"), by and between SUNSET TRIANGLE INVESTORS, LLC, a California limited liability company ("Seller"), and STRATEGIC REALTY OPERATING PARTNERSHIP, LP, a Delaware limited partnership ("Purchaser").

Notices. All notices and any other communications permitted or required under this Agreement must be in writing and will be effective (i) immediately upon delivery in person, provided delivery is made during regular business hours or receipt is acknowledged by a person reasonably believed by the delivering party to be employed by the recipient; (ii) immediately upon delivery if delivery is made by electronic mail transmission ("Email") (so long as any Email notice contains the following in the Subject line in all caps: "OFFICIAL NOTICE UNDER SILVERLAKE COLLECTION PSA") completed before 5:00 pm California time on a business day, as evidenced by the transmission confirmation generated by the sending Email system; and otherwise on the business day next following the date of completed transmission; provided, however, that any communication by Email to be effective must be confirmed two (2) business days after transmission by duplicate notice delivered as otherwise provided herein; (iii) the next business day after timely deposit with a commercial courier or delivery service for overnight delivery, provided delivery is made during regular business hours or receipt is acknowledged by a person reasonably believed by the delivering party to be employed by the recipient; or (iv) the date indicated on the return receipt if deposited with the United States Postal Service, certified mail, return receipt requested, postage prepaid. The inability to deliver because of a changed address of which no notice was given, or rejection or other refusal to accept any notice, shall be deemed to be the receipt of the notice as of the date of such inability to deliver or rejection or refusal to accept. Any notice to be given by any party hereto may be given by the counsel for such party. All notices must be properly addressed and delivered to the parties at the addresses set forth below, or at such other addresses as either party may subsequently designate by written notice given in the manner provided in this Section:If to Seller:Sunset Triangle Investors, LLC17351 W. Sunset Blvd #1APacific Palisades, CA 90272Attention: Jake MathewsTelephone: (310) 454-6593Email: [email protected] With a copy to:Farella Braun + Martel LLP235 Montgomery StreetSan Francisco, CA 94111 Attention: Gregory B. SheanTelephone: (415) 954-4957Email: [email protected] If to Purchaser:Strategic Realty Operating Partnership, LPc/o Glenborough, LLC66 Bovet Rd., Suite 100San Mateo, CA 94402Attention: Alan ShapiroFax No. 650-343-9690Email: [email protected] With a copy to:Strategic Realty Operating Partnership, LPc/o Glenborough LLC66 Bovet Rd., Suite 100San Mateo, CA 94402Attention: G. Lee Burns, Jr.Fax No. 650-343-9690Email: [email protected] With an additional Elkins Kalt Weintraub Reuben Gartside LLPcopy to:2049 Century Park East, Suite 2700Los Angeles, CA 90064Attention: Scott KaltFax No. 310-746-4499Email: [email protected]

Notices from Registration Rights Agreement

This REGISTRATION RIGHTS AGREEMENT (as the same may be amended, modified or supplemented from time to time, this Agreement), dated as of April 14, 2017, is made and entered into by and among SAFETY, INCOME AND GROWTH, INC., a Maryland corporation (the Company), SFTY VENTURE LLC, a Delaware limited liability company (GICRE and a Holder), and SFTY VII-B, LLC, a Delaware limited liability company (LA and a Holder, and together with GICRE, the Holders).

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 facsimile (provided confirmation of transmission is mechanically or electronically generated and kept on file by the sending party); or (iii) one Business Day after deposit with an overnight courier service, in each case properly addressed to the party to receive the same. The addresses and facsimile numbers for such communications shall be: If to the Company: Safety, Income and Growth, Inc. 1114 Avenue of the Americas 39th Floor New York, New York 10036 Attention: Geoffrey G. Jervis Facsimile: with a copy (for informational purposes only) to: Clifford Chance US LLP 31 W. 52nd Street New York, New York 10019 Attention: Kathleen L. Werner Facsimile: 212-878-8375 If to GIC: SFTY Venture LLC c/o GIC Real Estate, Inc. 280 Park Avenue, 9th Floor New York, NY 10017 Attention: Jesse Hom with copies to: GIC Real Estate, Inc. One Bush Street, Suite 1100 San Francisco, CA 94104 Attention: Finance Department Skadden, Arps, Slate, Meagher & Flom LLP 155 North Wacker Drive, Suite 2700 Chicago, Illinois 60606 Attention: Nancy M. Olson, Esq. If to LA: SFTY VII-B, LLC c/o Lubert-Adler, L.P. Cira Center 2929 Arch Street Philadelphia, PA 19104 Attention: Leonard Klehr and Gerry Ronon with a copy to: Kirkland & Ellis LLP 601 Lexington Avenue New York, New York 10022-4611 Attention: Jonathan A. Schechter

Notices from License and Collaboration Agreement

LES LABORATOIRES SERVIER, a company duly organized and existing under the laws of France, having offices and principal place of business at 50 Rue Carnot, 92284 Suresnes Cedex, France

Notices. Any notices, consents, waivers, requests, reports, approvals, designations, responses, or other communications provided for in this Agreement to be made by either of the Parties to the others shall be in writing to the other at its/their address set forth below. Any such notice or communication may be given by mail, hand, overnight courier, email or facsimile. Either Party may, by like notice, specify an address to which notices and communications shall thereafter be sent. Any such notice, instruction or communication shall be deemed to have been delivered when (i) received if delivered by hand or overnight courier (with written confirmation of receipt), (ii) received if delivered by an internationally recognized overnight delivery service (receipt requested), and (iii) sent by fax or by email (with written confirmation of receipt), provided that a copy is immediately sent by an internationally recognized overnight delivery service (receipt requested); in each case, if such transmission is on a Business Day, otherwise, on the next Business Day following such transmission, and if sent to the appropriate addresses and fax numbers set forth below (or to such other addresses and fax numbers as a Party may designate by notice).In the case of Servier:With required copies (which shall not constitute notice) to:LES LABORATOIRES SERVIERLES LABORATOIRES SERVIER50 Rue Carnot50 Rue Carnot92284 Suresnes Cedex92284 Suresnes CedexFranceFranceAttention: Alliance Management Director & US LicensesAttention: Director Contract DepartmentFacsimile: +33 1 55 72 54 66Facsimile: +33 1 57 72 39 00email: **email: **In the case of CTI:CTI BioPharma Corp.3101 Western Ave., Suite 600Seattle, WA 98121Telephone: (206) 272-4000Facsimile: (206) 272-4302Email: **Attention: Matthew J. Plunkett, Ph.D.,EVP & Chief Business OfficerWith required copies (which shall not constitute notice) to:O'Melveny & Myers LLPTwo Embarcadero CenterSan Francisco, CA 94111-3823Telephone: (415) 984-8700Facsimile: (415) 984-8701Email: **Attention: C. Brophy Christensen, Esq.andCTI Legal AffairsAttention: Vice President, Legal Affairs

Notices from Note Purchase Agreement

THIS NOTE PURCHASE AGREEMENT (this Agreement) is made as of March 1, 2017 (the Effective Date), by and among Napo Pharmaceuticals, Inc., a Delaware Corporation (Napo or the Company) and each party identified on the signature pages hereto as a purchaser of the Notes (as defined below) pursuant to this Agreement, collectively, the Purchasers and each, a Purchaser).

Notices. Any and all notices or other communications or consents required or permitted to be delivered hereunder shall be deemed properly delivered if (a) delivered personally, upon receipt thereof, (b) mailed by first class, registered or certified mail, return receipt requested, postage prepaid, on the fifth business day following deposit with the mail carrier, (c) sent by nationally recognized next-day or overnight mail or delivery service, on the next business day following deposit with such carrier, (d) sent by telecopy or telegram, upon receipt thereof, or (e) by email at the address set forth below, to the parties as set forth below: If to the Purchasers, to the addresses set forth on the signature pages to this Agreement. If to Napo: Napo Pharmaceuticals, Inc. 201 Mission Street Suite 2375 San Francisco, CA 94105 Attention: Chief Executive Officer Telephone: 415-371-8302 Telecopier: 415-371-8311 with a copy to: Reed Smith LLP. 101 Second Street, Suite 1800 San Francisco, California 94105 Attention: Donald Reinke, Esq. Telecopy: (415) 391-8269 Either party may change the name and address of the designee to whom notice shall be sent by giving written notice of such change to the other party.

Notices from Note Purchase Agreement

THIS AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this Agreement) is made as of March 31, 2017 (the Effective Date), by and among Napo Pharmaceuticals, Inc., a Delaware Corporation (Napo or the Company), Kingdon Associates (Kingdon Associates), M. Kingdon Offshore Master Fund L.P. (Kingdon Offshore Master Fund), Kingdon Family Partnership, L.P. (Kingdon Family Partnership), and Kingdon Credit Master Fund L.P. (Kingdon Credit Master Fund and, together with Kingdon Associates, Kingdon Offshore Master Fund, Kingdon Family Partnership and any other party purchasing Notes (as defined below) pursuant to this Agreement, collectively, the Purchasers and each, a Purchaser). This Agreement shall amend and restate that certain Note Purchase Agreement, dated December 30, 2016 (the Original Effective Date), by and among the Company and the Purchasers (the Original Agreement).

Notices. Any and all notices or other communications or consents required or permitted to be delivered hereunder shall be deemed properly delivered if (a) delivered personally, upon receipt thereof, (b) mailed by first class, registered or certified mail, return receipt requested, postage prepaid, on the fifth business day following deposit with the mail carrier, (c) sent by nationally recognized next-day or overnight mail or delivery service, on the next business day following deposit with such carrier, (d) sent by telecopy or telegram, upon receipt thereof, or (e) by email at the address set forth below, to the parties as set forth below: If to the Purchasers, to the addresses set forth on the signature pages to this Agreement. If to Napo: Napo Pharmaceuticals, Inc. 201 Mission Street Suite 2375 San Francisco, CA 94105 Attention: Chief Executive Officer Telephone: 415-371-8302 Telecopier: 415-371-8311 with a copy to: Reed Smith LLP. 101 Second Street, Suite 1800 San Francisco, CA 94105 Attention: Donald Reinke, Esq. Telecopier: (415) 391-8269 Either party may change the name and address of the designee to whom notice shall be sent by giving written notice of such change to the other party.

Notices from Security Agreement

This SECURITY AGREEMENT dated as of December 30, 2016 (this Security Agreement), is executed by and among Napo Pharmaceuticals, Inc., a Delaware corporation (Napo), Kingdon Capital Management, L.L.C. (Agent), as agent for each of the parties set forth on Exhibit A attached hereto (the Purchasers) and the Purchasers.

Notices. Except as otherwise provided herein, Napo waives all notices and demands in connection with the enforcement of Agents rights hereunder. All notices, requests, demands and other communications provided for hereunder shall be in writing and addressed as follows:

Notices from Underwriting Agreement

The undersigned, Atossa Genetics Inc., a corporation formed under the laws of the State of Delaware (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 Atossa Genetics 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 or sent by facsimile transmission and confirmed and shall be deemed given when so delivered 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: Ellenoff Grossman & Schole LLP 1345 Avenue of the Americas New York, NY 10105 Attn: Joseph Smith. Fax No.: 212-401-4741 If to the Company: Atossa Genetics Inc. 107 Spring Street Seattle, Washington 98104 Attention: Steven C. Quay with a copy (which shall not constitute notice) to: Gibson, Dunn & Crutcher, LLP 555 Mission Street, Suite 3000 San Francisco, California 94105 Attention: Ryan A. Murr