ADDITIONAL COVENANTS OF THE. Parties 8.1 Seller's Covenants 8.2 Seller's and Company's Covenants 8.3 Buyer's Covenants
ADDITIONAL COVENANTS OF THE. PARTIES 9.1
ADDITIONAL COVENANTS OF THE. PARTIES 7.1 Filings; Other Action................................................21 7.2
ADDITIONAL COVENANTS OF THE. Parties 5.1 Company Recommendation (a) Until the Specified Time, neither the Company Board nor any committee thereof shall (1) (A) withhold, withdraw, qualify or modify in a manner adverse to Parent, or resolve to or publicly propose to withhold, withdraw, qualify, or modify in a manner adverse to Parent, the Company Board Recommendation, (B) remove the Company Board Recommendation from or fail to include the Company Board Recommendation in the Schedule 14D-9 or (C) approve, recommend or declare advisable, or publicly propose to approve, recommend or declare advisable, any Acquisition Proposal (any action described in this clause (1) being referred to as a “Company Adverse Change in Recommendation”) or (2) adopt, approve, recommend, submit to stockholders or declare advisable, or propose to adopt, approve, recommend, submit to stockholders or declare advisable, or allow any Tetraphase Company to execute or enter into any letter of intent (whether or not binding), term sheet, merger agreement, acquisition agreement, option agreement, agreement in principle or similar agreement providing for any Acquisition Proposal, or requiring the Company to abandon, terminate, delay or fail to consummate the Contemplated Transactions (other than an Acceptable Confidentiality Agreement) (any such Contract, an “Alternative Acquisition Agreement”).
ADDITIONAL COVENANTS OF THE. STOCKHOLDERS Each Stockholder hereby covenants and agrees that until the Termination Date: 4.
ADDITIONAL COVENANTS OF THE. PARTIES 6.1
ADDITIONAL COVENANTS OF THE. ISSUER WITH RESPECT TO THE 2010 NOTES
ADDITIONAL COVENANTS OF THE. Grantor with respect to the Collateral. The Grantor shall:
(a) Cause the Collateral to be maintained and preserved in the same condition, repair and working order as exists on the date of this Agreement, ordinary wear and tear excepted, and shall forthwith (or in the case of any loss or damage to any of the Collateral, as quickly as practicable after the occurrence thereof) make or cause to be made all repairs, replacements, and other improvements in connection therewith that are commercially reasonable. The Grantor shall promptly furnish to the Secured Party a statement respecting any material loss or damage to any of the Collateral and shall notify the Secured Party of any decisions not to make or cause to be made any repair, replacement, or improvement related thereto.
(b) Cause the Collateral to be kept in jurisdictions where all action required by Secured Party to perfect its security interest in the Collateral has been taken with respect to the Collateral. Without limiting the generality of the foregoing, the Grantor agrees that no material item of tangible Collateral, other than vehicles or inventory in transit in the ordinary course of business, shall be moved or removed from the place it is currently located without the prior written consent of the Secured Party.
(c) Pay promptly when due all taxes, fees, assessments, and governmental charges or levies imposed upon or in respect of the Collateral or this Agreement and all claims against the Collateral.
(d) Perform in a timely manner all obligations of the Grantor under any agreement relating to any of the Collateral the failure to perform which would materially adversely affect the rights of the Grantor thereunder.
(e) Comply with all laws, orders, regulations and ordinances of all governmental authorities relating to the business operations and assets of the Grantor, except for laws, orders, regulations and ordinances, the violation of which would not have an adverse effect on the value of, or the Secured Party's interest in, any of the Collateral or, in the aggregate, would not have a material adverse effect on any Grantor's financial condition, results of operations or business.
ADDITIONAL COVENANTS OF THE. VC SHAREHOLDERS Each VC Shareholder hereby covenants and agrees, severally and not jointly, that, until the termination of this Agreement in accordance with its terms:
ADDITIONAL COVENANTS OF THE. Purchaser Parties
