State of Delaware Uses in Notices Clause

Notices from Executive Employment Agreement

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this "Agreement"), is entered into and effective January 4, 2017, by and between ALLIANCE MMA, INC., a Delaware corporation ("Alliance"), and Brian Butler-Au, an individual and resident of the Commonwealth of Virginia ("Executive").

Notices. For purposes of this Agreement, notices and all other communications provided for herein will be in writing and will be deemed to have been given when delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed as follows: If to Executive: Roundtable Creative, Inc. 3801 Barrington Branch Court Richmond, Virginia 23233 Attention: Brian Butler-Au Phone: (804) 833-6560 Email: bbutler@suckerpunchent.com If to Alliance: Alliance MMA, Inc. 590 Madison Avenue, 21st Floor New York, New York 10022 Attention: Paul K. Danner, III Phone: (212) 739-7825 Fax: (212) 658-9291 with copies to: Mazzeo Song P.C. 444 Madison Avenue, 4th Floor New York, NY 10022 Attention: Robert L. Mazzeo, Esq. Phone: (212) 599-0310 Fax: (212) 599-8400 or to such other address as either party hereto may have furnished to the other party in writing in accordance herewith, except that notices of change of address will be effective only upon receipt.

Notices

THE SECURITIES EVIDENCED BY THIS INSTRUMENT HAVE BEEN ISSUED AND SOLD WITHOUT REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), OR THE SECURITIES LAWS OF ANY OTHER FOREIGN, FEDERAL, STATE, LOCAL OR OTHER JURISDICTION (A FOREIGN OR STATE ACT). THE SECURITIES EVIDENCED BY THIS CERTIFICATE CANNOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS SUCH SALE, ASSIGNMENT OR OTHER TRANSFER IS (I) MADE PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND IN ACCORDANCE WITH EACH APPLICABLE FOREIGN OR STATE ACT OR (II) EXEMPT FROM, OR NOT SUBJECT TO, THE SECURITIES ACT (INCLUDING PURSUANT TO REGULATION S THEREUNDER) AND EACH APPLICABLE FOREIGN OR STATE ACT. IF THE PROPOSED SALE, ASSIGNMENT OR OTHER TRANSFER WILL BE MADE PURSUANT TO CLAUSE (II) ABOVE, THE HOLDER MUST, PRIOR TO SUCH SALE, ASSIGNMENT OR OTHER TRANSFER, FURNISH TO THE ISSUER SUCH CERTIFICATIONS, LEGAL OPINIONS AND OTHER INFORMATION AS THE ISSUER MAY REASONABLY REQUIR

Notices. Any notice, request, instruction or other document to be given hereunder by any party to the other will be in writing and will be deemed to have been duly given (a) on the date of delivery if delivered personally, or by facsimile, upon confirmation of receipt, or (b) on the second Business Day following the date of dispatch if delivered by a recognized next day courier service. All notices hereunder shall be delivered as set forth below, or pursuant to such other instructions as may be designated in writing by the party to receive such notice. If to the Corporation, to: Yum China Holdings, Inc. 16/F Two Grand Gateway 3 Hongqiao Road Shanghai 200030 The Peoples Republic of China Attention: Chief Legal Officer Fax: +86-21-2407-7898 with a copy to (which copy alone shall not constitute notice): Sidley Austin LLP One South Dearborn Street Chicago, Illinois 60603 Attention: Paul L. Choi Beth E. Peev Fax: (312) 853-7036 and Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, New York 10019 Attention: Benjamin Roth Fax: (212) 403-2000 If to a Warrantholder, to the address appearing in the Corporations records; provided that if the applicable Warrantholder is Pollos Investment L.P. or its Affiliates, then Pollos Investment L.P. 28th Floor, 28 Hennessy Road Hong Kong Attention: Ena Leung Fax: +852-3767-5001 with a copy to (which copy alone shall not constitute notice): Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017 Attention: Patrick J. Naughton Facsimile: +1-212-455-2502

Notices

THE SECURITIES EVIDENCED BY THIS INSTRUMENT HAVE BEEN ISSUED AND SOLD WITHOUT REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), OR THE SECURITIES LAWS OF ANY OTHER FOREIGN, FEDERAL, STATE, LOCAL OR OTHER JURISDICTION (A FOREIGN OR STATE ACT). THE SECURITIES EVIDENCED BY THIS CERTIFICATE CANNOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS SUCH SALE, ASSIGNMENT OR OTHER TRANSFER IS (I) MADE PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND IN ACCORDANCE WITH EACH APPLICABLE FOREIGN OR STATE ACT OR (II) EXEMPT FROM, OR NOT SUBJECT TO, THE SECURITIES ACT (INCLUDING PURSUANT TO REGULATION S THEREUNDER) AND EACH APPLICABLE FOREIGN OR STATE ACT. IF THE PROPOSED SALE, ASSIGNMENT OR OTHER TRANSFER WILL BE MADE PURSUANT TO CLAUSE (II) ABOVE, THE HOLDER MUST, PRIOR TO SUCH SALE, ASSIGNMENT OR OTHER TRANSFER, FURNISH TO THE ISSUER SUCH CERTIFICATIONS, LEGAL OPINIONS AND OTHER INFORMATION AS THE ISSUER MAY REASONABLY REQUIR

Notices. Any notice, request, instruction or other document to be given hereunder by any party to the other will be in writing and will be deemed to have been duly given (a) on the date of delivery if delivered personally, or by facsimile, upon confirmation of receipt, or (b) on the second Business Day following the date of dispatch if delivered by a recognized next day courier service. All notices hereunder shall be delivered as set forth below, or pursuant to such other instructions as may be designated in writing by the party to receive such notice. If to the Corporation, to: Yum China Holdings, Inc. 16/F Two Grand Gateway 3 Hongqiao Road Shanghai 200030 The Peoples Republic of China Attention: Chief Legal Officer Fax: +86-21-2407-7898 with a copy to (which copy alone shall not constitute notice): Sidley Austin LLP One South Dearborn Street Chicago, Illinois 60603 Attention: Paul L. Choi Beth E. Peev Fax: (312) 853-7036 and Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, New York 10019 Attention: Benjamin Roth Fax: (212) 403-2000 If to a Warrantholder, to the address appearing in the Corporations records; provided that if the applicable Warrantholder is Pollos Investment L.P. or its Affiliates, then Pollos Investment L.P. 28th Floor, 28 Hennessy Road Hong Kong Attention: Ena Leung Fax: +852-3767-5001 with a copy to (which copy alone shall not constitute notice): Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017 Attention: Patrick J. Naughton Facsimile: +1-212-455-2502

Notices

THE SECURITIES EVIDENCED BY THIS INSTRUMENT HAVE BEEN ISSUED AND SOLD WITHOUT REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), OR THE SECURITIES LAWS OF ANY OTHER FOREIGN, FEDERAL, STATE, LOCAL OR OTHER JURISDICTION (A FOREIGN OR STATE ACT). THE SECURITIES EVIDENCED BY THIS CERTIFICATE CANNOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS SUCH SALE, ASSIGNMENT OR OTHER TRANSFER IS (I) MADE PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND IN ACCORDANCE WITH EACH APPLICABLE FOREIGN OR STATE ACT OR (II) EXEMPT FROM, OR NOT SUBJECT TO, THE SECURITIES ACT (INCLUDING PURSUANT TO REGULATION S THEREUNDER) AND EACH APPLICABLE FOREIGN OR STATE ACT. IF THE PROPOSED SALE, ASSIGNMENT OR OTHER TRANSFER WILL BE MADE PURSUANT TO CLAUSE (II) ABOVE, THE HOLDER MUST, PRIOR TO SUCH SALE, ASSIGNMENT OR OTHER TRANSFER, FURNISH TO THE ISSUER SUCH CERTIFICATIONS, LEGAL OPINIONS AND OTHER INFORMATION AS THE ISSUER MAY REASONABLY REQUIR

Notices. Any notice, request, instruction or other document to be given hereunder by any party to the other will be in writing and will be deemed to have been duly given (a) on the date of delivery if delivered personally, or by facsimile, upon confirmation of receipt, or (b) on the second Business Day following the date of dispatch if delivered by a recognized next day courier service. All notices hereunder shall be delivered as set forth below, or pursuant to such other instructions as may be designated in writing by the party to receive such notice. If to the Corporation, to: Yum China Holdings, Inc. 16/F Two Grand Gateway 3 Hongqiao Road Shanghai 200030 The Peoples Republic of China Attention: Chief Legal Officer Fax: +86-21-2407-7898 with a copy to (which copy alone shall not constitute notice): Sidley Austin LLP One South Dearborn Street Chicago, Illinois 60603 Attention: Paul L. Choi Beth E. Peev Fax: (312) 853-7036 and Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, New York 10019 Attention: Benjamin Roth Fax: (212) 403-2000 If to a Warrantholder, to the address appearing in the Corporations records; provided that if the applicable Warrantholder is API (Hong Kong) Investment Limited or its Affiliates, then API (Hong Kong) Investment Limited c/o Zhejiang Ant Small and Micro Financial Services Group Co., Ltd. Block B, Dragon Times Plaza, 18 Wantang Road, Xihu District Hangzhou, China 310099 Attention: Jason Zhu Facsimile: +86-571-8163-5410 with a copy (which shall not constitute notice) to: Legal Department c/o Zhejiang Ant Small and Micro Financial Services Group Co., Ltd. Block B, Dragon Times Plaza, 18 Wantang Road, Xihu District Hangzhou, China 310099 Facsimile: +86-571-8163-5410 and Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017 Attention: Patrick J. Naughton Facsimile: +1-212-455-2502

Notices

THE SECURITIES EVIDENCED BY THIS INSTRUMENT HAVE BEEN ISSUED AND SOLD WITHOUT REGISTRATION UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE SECURITIES ACT), OR THE SECURITIES LAWS OF ANY OTHER FOREIGN, FEDERAL, STATE, LOCAL OR OTHER JURISDICTION (A FOREIGN OR STATE ACT). THE SECURITIES EVIDENCED BY THIS CERTIFICATE CANNOT BE SOLD, ASSIGNED OR OTHERWISE TRANSFERRED UNLESS SUCH SALE, ASSIGNMENT OR OTHER TRANSFER IS (I) MADE PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT AND IN ACCORDANCE WITH EACH APPLICABLE FOREIGN OR STATE ACT OR (II) EXEMPT FROM, OR NOT SUBJECT TO, THE SECURITIES ACT (INCLUDING PURSUANT TO REGULATION S THEREUNDER) AND EACH APPLICABLE FOREIGN OR STATE ACT. IF THE PROPOSED SALE, ASSIGNMENT OR OTHER TRANSFER WILL BE MADE PURSUANT TO CLAUSE (II) ABOVE, THE HOLDER MUST, PRIOR TO SUCH SALE, ASSIGNMENT OR OTHER TRANSFER, FURNISH TO THE ISSUER SUCH CERTIFICATIONS, LEGAL OPINIONS AND OTHER INFORMATION AS THE ISSUER MAY REASONABLY REQUIR

Notices. Any notice, request, instruction or other document to be given hereunder by any party to the other will be in writing and will be deemed to have been duly given (a) on the date of delivery if delivered personally, or by facsimile, upon confirmation of receipt, or (b) on the second Business Day following the date of dispatch if delivered by a recognized next day courier service. All notices hereunder shall be delivered as set forth below, or pursuant to such other instructions as may be designated in writing by the party to receive such notice. If to the Corporation, to: Yum China Holdings, Inc. 16/F Two Grand Gateway 3 Hongqiao Road Shanghai 200030 The Peoples Republic of China Attention: Chief Legal Officer Fax: +86-21-2407-7898 with a copy to (which copy alone shall not constitute notice): Sidley Austin LLP One South Dearborn Street Chicago, Illinois 60603 Attention: Paul L. Choi Beth E. Peev Fax: (312) 853-7036 and Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, New York 10019 Attention: Benjamin Roth Fax: (212) 403-2000 If to a Warrantholder, to the address appearing in the Corporations records; provided that if the applicable Warrantholder is API (Hong Kong) Investment Limited or its Affiliates, then API (Hong Kong) Investment Limited c/o Zhejiang Ant Small and Micro Financial Services Group Co., Ltd. Block B, Dragon Times Plaza, 18 Wantang Road, Xihu District Hangzhou, China 310099 Attention: Jason Zhu Facsimile: +86-571-8163-5410 with a copy (which shall not constitute notice) to: Legal Department c/o Zhejiang Ant Small and Micro Financial Services Group Co., Ltd. Block B, Dragon Times Plaza, 18 Wantang Road, Xihu District Hangzhou, China 310099 Facsimile: +86-571-8163-5410 and Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017 Attention: Patrick J. Naughton Facsimile: +1-212-455-2502

Notices from Contribution Agreement

THIS CONTRIBUTION AGREEMENT (this "Agreement"), dated as of November 29, 2016, among Allied Completions Holdings, LLC, a Delaware limited liability company ("Partner"), Baker Hughes Oilfield Operations, Inc., a California corporation ("Baker Hughes"), BJ Services, LLC, Delaware limited liability company (the "Company"), and, solely for the purposes of Sections 2.07, 2.12(b), 2.15, 2.17(a), 2.17(b), 4.18, 10.01 and 10.02 and Article 13, Allied Energy JV Contribution, LLC, a Delaware limited liability company ("Investor JV").

Notices. All notices, requests and other communications to any party hereunder shall be in writing (including facsimile transmission and electronic mail ("e-mail") transmission, so long as a receipt of such e-mail is requested and received) and shall be given, if to the Company, to: BJ Services, LLC 17021 Aldine Westfield Road Houston, Texas 77073 Attention: William D. Marsh Facsimile No.: (281) 275-7320 E-mail: Will.Marsh@bakerhughes.com if to Partner or Investor JV, to: c/o CSL Capital Management, LLC 1000 Louisiana, Suite 3850 Houston, Texas 77002 Attention: Kent Jamison Facsimile No.: 281-946-8967 E-mail: kent@cslenergy.com with a copy to: Kirkland & Ellis LLP 600 Travis, Suite 3300 Houston, Texas 77002 Attention: Andrew Calder, P.C. Rhett Van Syoc Facsimile No.: 713-835-3621 E-mail: andrew.calder@kirkland.com rhett.vansyoc@kirkland.com if to Baker Hughes, to: Baker Hughes Oilfield Operations, Inc. 17021 Aldine Westfield Road Houston, Texas 77073 Attention: William D. Marsh Facsimile No.: (281) 275-7320 E-mail: Will.Marsh@bakerhughes.com with a copy to: Davis Polk & Wardwell LLP 450 Lexington Avenue New York, New York 10017 Attention: George R. Bason, Jr. Michael Davis Facsimile No.: 212-450-5590 212-450-5745 E-mail: george.bason@davispolk.com michael.davis@davispolk.com or such other address or facsimile number as such party may hereafter specify for the purpose by notice to the other parties hereto. All such notices, requests and other communications shall be deemed received on the date of receipt by the recipient thereof if received prior to 5:00 p.m. in the place of receipt and such day is a Business Day in the place of receipt. Otherwise, any such notice, request or communication shall be deemed not to have been received until the next succeeding Business Day in the place of receipt.

Notices from Equity Incentive Plan

Pursuant to the Bluerock Residential Growth REIT, Inc. Amended and Restated 2014 Equity Incentive Plan for Entities, dated effective as of May 28, 2015 (the "Plan"), and the Second Amended and Restated Agreement of Limited Partnership, dated April 2, 2014, as amended (the "Partnership Agreement") of Bluerock Residential Holdings, L.P., a Delaware limited partnership (the "Partnership"), Bluerock Residential Growth REIT, Inc., a Maryland corporation and the general partner of the Partnership (the "Company"), and for the provision of services to or for the benefit of the Partnership in a partner capacity or in anticipation of being a partner, pursuant to that certain Management Agreement among the Company, the Partnership and the Grantee dated as of April 2, 2014 (the "Management Agreement"), hereby grants to the Grantee named above an Other Equity-Based Award (as defined in the Plan) (an "Award") in the form of, and by causing the Partnership to issue to the Grantee named above, the num

Notices. Notices hereunder shall be mailed or delivered to the Partnership at its principal place of business and shall be mailed or delivered to the Grantee at the address on file with the Partnership or, in either case, at such other address as one party may subsequently furnish to the other party in writing.

NOTICES from Notice

Rigel Pharmaceuticals, Inc. (the Company), pursuant to its Inducement Plan (the Plan), hereby grants to Optionholder an option to purchase the number of shares of the Companys Common Stock set forth below. This option is subject to all of the terms and conditions as set forth in this notice, in the Option Agreement, the Plan and the Notice of Exercise, all of which are attached hereto and incorporated herein in their entirety. Capitalized terms not explicitly defined herein but defined in the Plan or the Option Agreement will have the same definitions as in the Plan or the Option Agreement. If there is any conflict between the terms in this notice and the Plan, the terms of the Plan will control.

NOTICES. Any notices provided for in your option or the Plan will be given in writing (including electronically) and will be deemed effectively given upon receipt or, in the case of notices delivered by mail by the Company to you, five (5) days after deposit in the United States mail, postage prepaid, addressed to you at the last address you provided to the Company. The Company may, in its sole discretion, decide to deliver any documents related to participation in the Plan and this option by electronic means or to request your consent to participate in the Plan by electronic means. By accepting this option, you consent to receive such documents by electronic delivery and to participate in the Plan through an on-line or electronic system established and maintained by the Company or another third party designated by the Company.

Notices from Administration Agreement

AGREEMENT (this "Agreement") made as of this [ ] day of October, 2016, by and between Bain Capital Specialty Finance, Inc., a Delaware corporation (hereinafter referred to as the "Company"), and BCSF Advisors, LP, a Delaware limited partnership (the "Administrator").

Notices. Any notice under this Agreement shall be given in writing, addressed and delivered or mailed, postage prepaid, to the other party at its principal office.

Notices from Amended and Restated Securityholders Agreement

This Third Amended and Restated Securityholders Agreement (this Agreement) is entered into as of September 9, 2016 by and among (i) 21st Century Oncology Investments, LLC (f/k/a Radiation Therapy Investments, LLC), a Delaware limited liability company (the Company), (ii) 21st Century Oncology Holdings, Inc. (f/k/a Radiation Therapy Services Holding, Inc.), a Delaware corporation and a wholly-owned subsidiary of the Company (Holdings), (iii) Canada Pension Plan Investment Board, a Canadian federal crown corporation (CPPIB), (iv) Vestar Capital Partners V, L.P., a Cayman Islands exempted limited partnership (Vestar V), Vestar Capital Partners V-A, L.P., a Cayman Islands exempted limited partnership (Vestar V-A), Vestar Executive V, L.P., a Cayman Islands exempted limited partnership, Vestar Holdings V, L.P., a Cayman Islands exempted limited partnership, Vestar/Radiation Therapy Investments, LLC, a Delaware limited liability company (Vestar/RTI), and any investment fund affiliated with V

Notices. Any notice provided for in this Agreement shall be in writing and shall be either personally delivered, or mailed first class mail (postage prepaid) or sent by reputable overnight courier service (charges prepaid) to the Company at the address set forth below and to any other recipient at the address indicated on the Companys records, or at such address or to the attention of such other person as the recipient party has specified by prior written notice to the sending party. Notices will be deemed to have been given hereunder when sent by facsimile (receipt confirmed) delivered personally, five days after deposit in the U.S. mail and one day after deposit with a reputable overnight courier service. The Companys and Holdings address is: c/o Vestar Capital Partners 245 Park Avenue, 41st Floor, New York, NY 10167 Facsimile: (212) 880-4922 Attention: General Counsel and to: 21st Century Oncology, Inc. 2270 Colonial Boulevard Fort Myers, FL 33907 Facsimile: (516) 301-5778 Attention: General Counsel with a copy (with shall not constitute notice) to: Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Facsimile: (212) 446-6460 Attention: Michael Movsovich Constantine Skarvelis A copy of each notice given to the Company or Holdings shall be given to Vestar (and no notice to the Company or Holdings shall be effective until such copy is delivered to Vestar) at the following addresses: Vestar Capital Partners V, L.P. 245 Park Avenue, 41st Floor New York, New York 10167 Attention: General Counsel Facsimile: (212) 808-4922 With a copy (with shall not constitute notice) to: Kirkland & Ellis LLP 601 Lexington Avenue New York, New York 10022 Attention: Michael Movsovich Constantine Skarvelis Facsimile: (212) 446-4900 and 21st Century Oncology Inc. 2234 Colonial Boulevard Fort Myers, Florida 33907 Attention: General Counsel Facsimile: (239) 931-7380 A copy of each notice given to the Company or Holdings shall also be given (and no notice to the Company or Holdings shall be effective until such copy is so given) to (i) CPPIB as long as it holds Securities at the following addresses and (ii) if CPPIB ceases to be the Majority Preferred Stockholder, to one or more representatives of the Majority Preferred Stockholders that may be designated at the time of CPPIBs transfer to such party or parties: Canada Pension Plan Investment Board One Queen Street East Suite 2500 Toronto, ON Canada M5C 2W5 Facsimile: (416) 868-8690 Attention: Managing Director, Head of Relationship Investments and to: Canada Pension Plan Investment Board One Queen Street East Suite 2500 Toronto, ON Canada M5C 2W5 Facsimile: (416) 868-4760 Attention: General Counsel with a copy (which shall not constitute notice) to: Debevoise & Plimpton LLP 919 Third Avenue New York, NY 10022 Facsimile: (212) 909-6836 Attention: Kevin M. Schmidt A copy of each notice given to an Executive Holder, a TCW Holder or other Securityholder (other than Vestar) shall be delivered to the address as shown on the Unit or stockholder register of the Company or Holdings, as applicable.