Common use of Notices to Rights Agent and Parent Clause in Contracts

Notices to Rights Agent and Parent. All notices, requests and other communications to any party hereunder shall be in writing (including electronic mail (“e-mail”) transmission, so long as a receipt of such e-mail is requested and received or otherwise with acknowledgement of receipt) and shall be given: if to the Rights Agent, to it at: [Name of Rights Agent] [address] [address] Attention: [name] E-mail: [e-mail] with a copy (which shall not constitute notice) to: [name of counsel] [address] [address] Attention: [name] E-mail: [e-mail] if to Parent, to it at: AstraZeneca Finance and Holdings Inc. ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ Wilmington, Delaware 19850 Attention: Executive Director, Transactions, Vaccines & Immune Therapies Email: [***] with a copy to (which shall not constitute notice): Attn: Deputy General Counsel, Corporate Email: ▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with a copy (which shall not constitute notice) to: Freshfields Bruckhaus ▇▇▇▇▇▇▇▇ US LLP ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 31st Floor New York, NY 10022 Attention: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇; ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇; ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ E-mail: ▇▇▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ or to such other address, facsimile number or e-mail address as such party may hereafter specify for the purpose by notice to the other parties hereto pursuant to this Section 6.1. All such notices, requests and other communications shall be deemed received on the date of receipt by the recipient thereof if received prior to 6:00 p.m. on a business day in the place of receipt. Otherwise, any such notice, request or communication shall be deemed to have been received on the next succeeding business day in the place of receipt.

Appears in 1 contract

Sources: Merger Agreement (Icosavax, Inc.)

Notices to Rights Agent and Parent. All notices, requests and other communications to any party hereunder shall be in writing (including electronic mail (“e-mail”) transmission, so long as a receipt of such e-mail is requested and received or otherwise with acknowledgement acknowledgment of receipt) and shall be given: if to the Rights Agent, to it at: [Name of Rights Agent] [address] [address] Attention: [name] E-mail: [e-mail] with a copy (which shall not constitute notice) to: [name of counsel] [address] [address] Attention: [name] E-mail: [e-mail] if to Parent, to it at: AstraZeneca Finance and Holdings Inc. UCB ▇.▇. ▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇-▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ Wilmington, Delaware 19850 Attention: Executive Director, Transactions, Vaccines & Immune Therapies Email: [***] with a copy to (which shall not constitute notice): Attn: Deputy General Counsel, Corporate Email: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, Executive Vice President – General Counsel E-mail: ▇▇▇▇.▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ with a copy (which shall not constitute notice) to: Freshfields Bruckhaus ▇▇▇▇▇▇▇▇ US & ▇▇▇▇▇▇▇ LLP The New York Times Building ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇. ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 31st Floor New York, NY 10022 Attention: ▇▇▇▇▇▇▇▇▇. ▇▇▇▇; ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇; ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ E-mail: ▇▇▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ or to such other address, facsimile number or e-mail address as such party may hereafter specify for the purpose by notice to the other parties hereto pursuant to this Section 6.1. All such notices, requests and other communications shall be deemed received on the date of receipt by the recipient thereof if received prior to 6:00 5:00 p.m. on a business day in the place of receipt. Otherwise, any such notice, request or communication shall be deemed to have been received on the next succeeding business day in the place of receipt.

Appears in 1 contract

Sources: Merger Agreement (Zogenix, Inc.)

Notices to Rights Agent and Parent. All notices, requests notices and other communications to any party the Rights Agent or Parent required or permitted hereunder shall be in writing (including electronic mail (“e-mail”) transmission, so long as a receipt of such e-mail is requested and received or otherwise with acknowledgement of receipt) and shall be given: deemed to have been duly delivered and received hereunder (a) one Business Day after being sent for next business day delivery, fees prepaid, via a reputable international overnight courier service, (b) upon delivery in the case of delivery by hand, (c) if sent by email transmission prior to 6:00 p.m. recipient’s local time, upon transmission (provided that no “bounce back” or similar message of non-delivery is received with respect thereto) or (d) if sent by email transmission after 6:00 p.m. recipient’s local time (provided that no “bounce back” or similar message of non-delivery is received with respect thereto), the Business Day following the date of transmission; provided that in each case the notice or other communication is sent to the physical address or email address set forth beneath the name of such party below (or to such other physical address or email address as such party shall have specified in a written notice given to the other party): if to the Rights Agent, to it at: [Name of Rights Agent] [address] [address] Attention: [name] E-mailEmail: [e-mail] with a copy (which shall not constitute notice) to: [name of counsel] [address] [address] Attention: [name] E-mailEmail: [e-mail] if to Parent, to it at: AstraZeneca Finance and Holdings Inc. ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ Wilmington, Delaware 19850 Attention: Executive Director, Transactions, Vaccines & Immune Therapies Email: [***] with a copy to (which shall not constitute notice): Attn: Deputy General Counsel, Corporate Email: ▇▇▇▇▇▇▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇▇▇▇.▇ Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇ Email: [***] with a copy (which shall not constitute notice) to: Freshfields Bruckhaus ▇▇▇▇▇▇▇▇ US & ▇▇▇▇▇▇▇ LLP One CityCenter ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 31st Floor New York, NY 10022 Attention▇ Email: ▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇; ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇; ▇▇▇▇▇▇ ▇. ▇▇▇▇▇ E-mail: ▇▇▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ or to such other address, facsimile number or e-mail address as such party may hereafter specify for the purpose by notice to the other parties hereto pursuant to this Section 6.1. All such notices, requests and other communications shall be deemed received on the date of receipt by the recipient thereof if received prior to 6:00 p.m. on a business day in the place of receipt. Otherwise, any such notice, request or communication shall be deemed to have been received on the next succeeding business day in the place of receipt.[***]

Appears in 1 contract

Sources: Merger Agreement (CinCor Pharma, Inc.)

Notices to Rights Agent and Parent. All notices, requests requests, claims, demands and other communications to any party hereunder shall be in writing (including electronic mail (“e-mail”) transmission, so long as a receipt of such e-mail is requested and received or otherwise with acknowledgement of receipt) and shall be given: given when delivered in person or sent by courier or sent by registered post or sent by electronic mail to the intended recipient thereof at its address or at its email address set out below (or to such other address or email address as a party may from time to time notify the other parties). Any such notice, request, claim, demand and other communication shall be deemed to have been duly served (a) if given personally or sent by courier, upon delivery during normal business hours at the location of delivery or, if later, then on the next Business Day after the day of delivery; (b) if sent by electronic mail during normal business hours at the location of delivery, immediately, or, if later, then on the next Business Day after the day of delivery (provided that no “bounce back” or similar message of non-delivery is received with respect thereto); (c) the third Business Day following the day sent by reputable international overnight courier (with written confirmation of receipt), and (d) if sent by registered post, five days after posting; provided that in each case the notice or other communication is sent to the physical address or email address set forth beneath the name of such party below (or to such other physical address or email address as such party shall have specified in a written notice given to the other party): if to the Rights Agent, to it at: [Name of Rights Agent] [address] [addressAddress] Attention: [name] E-mailEmail: [e-mail] with a copy (which shall not constitute notice) to: [name of counsel] [address] [addressAddress] Attention: [name] E-mailEmail: [e-mail] if to Parent, to it at: AstraZeneca Finance and Holdings Inc. ▇Treasury Limited 1▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ Wilmington, Delaware 19850 Attention: Executive Director, Transactions, Vaccines & Immune Therapies Email: [***] with a copy to (which shall not constitute notice): Attn: Deputy General Counsel, Corporate Email: ▇▇▇▇▇▇▇▇▇▇▇▇@, ▇▇▇▇▇▇▇▇ 19850 Attention: K▇▇▇▇ ▇▇▇▇.▇▇▇, North America CFO Email: [*****] with a copy (which shall not constitute notice) to: Attention: Deputy General Counsel, Corporate Email: [*****] with a copy (which shall not constitute notice) to: Freshfields Bruckhaus D▇▇▇▇▇▇▇ US LLP 6▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 31st Floor New York▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, NY 10022 ▇▇ ▇▇▇▇▇ Attention: S▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇; ▇▇▇ Z▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇; ▇▇▇▇▇▇. ▇▇▇▇▇ E-mailEmail: s▇▇▇▇▇▇▇▇.▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇ z▇▇▇▇.▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇; ▇▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ or to such other address, facsimile number or e-mail address as such party may hereafter specify for the purpose by notice to the other parties hereto pursuant to this Section 6.1. All such notices, requests and other communications shall be deemed received on the date of receipt by the recipient thereof if received prior to 6:00 p.m. on a business day in the place of receipt. Otherwise, any such notice, request or communication shall be deemed to have been received on the next succeeding business day in the place of receipt.

Appears in 1 contract

Sources: Merger Agreement (Gracell Biotechnologies Inc.)