Common use of Covenants of Arch Clause in Contracts

Covenants of Arch. Arch hereby covenants that: 12.4.1 Arch shall use Codexis Enzyme(s), Codexis Process(es) and/or Codexis Improvements solely for the purpose of manufacture of the applicable Product(s) in India pursuant to this Agreement; 12.4.2 Arch shall not (i) reverse engineer, deconstruct or in any way determine, or attempt to reverse engineer, deconstruct or in any way determine, the structure or composition of any Codexis Enzyme; or (ii) modify or otherwise create any derivative of any such Codexis Enzyme; or (iii) supply and/or license any Codexis Enzyme to any Third Party; or (iv) do indirectly, either through a Third Party or an Affiliate, or permit a Third Party or an Affiliate to do any of the activities contained in (i) or (ii) above that Arch itself agrees not to do, unless Arch exercises its option pursuant to Section 4.1(a); 12.4.3 Arch shall protect and maintain the confidential and proprietary nature of Codexis Enzymes, Codexis Processes, Codexis Improvements and Codexis IP Rights and will take measures and precautions to secure the Codexis IP Rights, Codexis Improvements, Codexis Processes, and each Codexis Enzyme in its exclusive custody and control against any loss, damage, misuse and/or theft; 12.4.4 Arch shall implement the Codexis Process for the manufacture of Product at the Manufacturing Facility; 12.4.5 Arch shall keep all licenses, authorizations, and permissions necessary under Applicable Law for the meeting and performing of its obligations under this Agreement in full force and effect during the Term; 12.4.6 Arch shall at all times strictly comply with all Applicable Laws from time to time in force including, without prejudice to the generality of the foregoing, the provisions of the Drugs & Cosmetic Xxx 0000, prevailing Drugs Price Control Order, Central Excises Xxx 0000, The Industries (Development & Regulation) Act, 1951, labour welfare legislation and the rules, regulations and notifications made or issued thereunder, and import and/or export laws, rules and regulations relating to due and proper performance of its duties and obligations under this Agreement; 12.4.7 Each of the Products shall (a) conform to the applicable Product Specification therefor; (b) be free of defects in materials or workmanship under normal use and service and be fit for the purpose for which such Product is intended; (c) not be adulterated or misbranded within the meaning of the U.S. Food, Drug and Cosmetic Act; (d) be certified to be TSE/BSE free; and (e) be manufactured and supplied in accordance with Applicable Law, including, for example, cGMP, if applicable; 12.4.8 Arch shall not, on a Product-by-Product basis, sell any Product to any Codexis Customer and shall not make any acceptance or delivery commitments to any such Codexis Customer; 12.4.9 Arch shall use the Codexis Trademarks in strict compliance with the terms and conditions set forth in Section 8.1; 12.4.10 the packaging for all Product shipped by Arch shall bear the Codexis Trademarks in accordance with Section 8.1; 12.4.11 as long as Arch or its successor is manufacturing any Product, each Manufacturing Facility will be registered with the appropriate Government Authorities and in compliance with all applicable Government Authority standards and Applicable Law; 12.4.12 Arch shall use packaging for each of the Products, including without limitation, cartons, ship cases, and pallets, of industry standard strength in order to maintain the quality of such Product during normal transportation and storage; 12.4.13 Arch shall be solely responsible for its own taxes; and 12.4.14 Arch shall not during the Term enter into any understanding, agreement or amendment to any agreement or grant any right to any Third Party that would conflict with the terms of this Agreement or the rights granted to Codexis hereunder.

Covenants of Arch. Arch hereby covenants that: 12.4.1 7.3.1 All Product supplied by Arch shall use Codexis Enzyme(s), Codexis Process(es) and/or Codexis Improvements solely for the purpose of manufacture of the applicable Product(s) in India pursuant to this Agreement; 12.4.2 Arch shall not (i) reverse engineer, deconstruct or in any way determine, or attempt to reverse engineer, deconstruct or in any way determine, the structure or composition of any Codexis Enzyme; or (ii) modify or otherwise create any derivative of any such Codexis Enzyme; or (iii) supply and/or license any Codexis Enzyme to any Third Party; or (iv) do indirectly, either through a Third Party or an Affiliate, or permit a Third Party or an Affiliate to do any of the activities contained in (i) or (ii) above that Arch itself agrees not to do, unless Arch exercises its option pursuant to Section 4.1(a); 12.4.3 Arch shall protect and maintain the confidential and proprietary nature of Codexis Enzymes, Codexis Processes, Codexis Improvements and Codexis IP Rights and will take measures and precautions to secure the Codexis IP Rights, Codexis Improvements, Codexis Processes, and each Codexis Enzyme in its exclusive custody and control against any loss, damage, misuse and/or theft; 12.4.4 Arch shall implement the Codexis Process for the manufacture of Product at the Manufacturing Facility; 12.4.5 Arch shall keep all licenses, authorizations, and permissions necessary under Applicable Law for the meeting and performing of its obligations under this Agreement in full force and effect during the Term; 12.4.6 Arch shall at all times strictly comply with all Applicable Laws from time to time in force including, without prejudice to the generality of the foregoing, the provisions of the Drugs & Cosmetic Xxx 0000, prevailing Drugs Price Control Order, Central Excises Xxx 0000, The Industries (Development & Regulation) Act, 1951, labour welfare legislation and the rules, regulations and notifications made or issued thereunder, and import and/or export laws, rules and regulations relating to due and proper performance of its duties and obligations under this Agreement; 12.4.7 Each of the Products hereunder shall (a) conform to the applicable Product Specification thereforSpecification; (b) be free of defects in materials or workmanship under normal use and service and be fit for the purpose for which such Product is intended; (c) not be adulterated or misbranded within the meaning of the U.S. Food, Drug and Cosmetic Act; (d) be certified to be TSE/BSE freemanufactured and supplied in accordance with cGMP; and (e) be manufactured and supplied in accordance with Applicable Law, including, for example, cGMP, if applicablethe Quality Agreement; 12.4.8 7.3.2 Arch shall notundertakes to keep all licenses, on a Product-by-authorizations, and permissions necessary or requisite in law for the meeting and performing its obligations under this Agreement in full force and effect during the term of this Agreement; 7.3.3 Arch will use Material and Codexis Enzyme solely for the purpose of manufacture of Product basis, sell and will not supply Material or Codexis Enzyme to any Third Party; 7.3.4 Arch will not supply Product to any Third Party except as otherwise expressly designated in writing by Codexis Customer and shall not make any acceptance or delivery commitments to any such Codexis Customerits Affiliate; 12.4.9 Arch shall use the Codexis Trademarks in strict compliance with the terms and conditions set forth in Section 8.1; 12.4.10 the packaging for all Product shipped by Arch shall bear the Codexis Trademarks in accordance with Section 8.1; 12.4.11 as 7.3.5 As long as Arch or its successor is manufacturing any ProductProduct at the behest of Codexis or its Affiliate, each Manufacturing Facility Arch’s manufacturing facilities and all manufacturing facilities utilized by it will be registered with the appropriate Government Governmental Authorities and in compliance with all applicable Government Governmental Authority standards and Applicable Law; 12.4.12 7.3.6 Arch shall will not use packaging the Codexis Enzymes otherwise than as required in the manufacture of Product at the behest of Codexis or its Affiliate; 7.3.7 Arch will use packing for each of the ProductsProduct, including without limitation, limitation cartons, ship cases, and pallets, of industry standard strength in order to maintain the quality of such the Product during normal transportation and storage; 12.4.13 Arch shall be solely responsible for its own taxes; and 12.4.14 7.3.8 Arch shall not during at all times strictly comply with all applicable laws, rules, and regulations from time to time in force including, without prejudice to the Term enter into any understandinggenerality of the foregoing, agreement the provisions of the Drugs & Cosmetics Xxx 0000, prevailing Drugs Price Control Order, Central Excises Xxx 0000, The Industries (Development & Regulation) Act, 1951 and labour welfare legislation and the rules, regulations and notifications made or amendment issued thereunder, relating to any agreement or grant any right to any Third Party that would conflict with due and proper performance of its duties and obligations under this Agreement. In the terms event of Arch committing a breach of this Agreement clause, it shall indemnify and keep indemnified Codexis of, from and against all claims, demands, actions, proceedings, fines, penalties and expenses of whatsoever nature made or the rights granted to brought against, sustained or incurred by Codexis hereunderand paid for, arising out of or as a result of such breach by Arch.

Covenants of Arch. Arch hereby covenants that: 12.4.1 Arch shall use Codexis Enzyme(s), ) and/or Codexis Process(es) and/or Codexis Improvements solely for the purpose of manufacture of the applicable Product(s) in India pursuant to this Agreement; 12.4.2 Arch shall not (i) reverse engineer, deconstruct or in any way determine, or attempt to reverse engineer, deconstruct or in any way determine, the structure or composition of any Codexis Enzyme; or (ii) immobilize, modify or otherwise create any derivative of any such Codexis Enzyme; or (iii) supply and/or license any Codexis Enzyme to any Third Party; or (iv) do indirectly, either through a Third Party or an Affiliate, or permit a Third Party or an Affiliate to do any of the activities contained in (i) or (ii) above that Arch itself agrees not to do, unless Arch exercises its option pursuant to the right provided in Section 4.1(a)15.5 of this Agreement; 12.4.3 Arch shall protect and maintain the confidential and proprietary nature of Codexis Enzymes, Codexis Processes, Codexis Improvements Processes and Codexis IP Rights and will take measures and precautions to secure the Codexis IP Rights, Codexis Improvements, Codexis Processes, and each Codexis Enzyme in its exclusive custody and control against any loss, damage, misuse and/or theft; 12.4.4 Arch shall implement the Codexis Process for the manufacture of Product at the Manufacturing Facility; 12.4.5 Arch shall keep all licenses, authorizations, and permissions necessary under Applicable Law for the meeting and performing of its obligations under this Agreement in full force and effect during the Term; 12.4.6 12.4.5 Arch shall at all times strictly comply with all Applicable Laws from time to time in force including, without prejudice to the generality of the foregoing, the provisions of the Drugs & Cosmetic Xxx 0000, prevailing Drugs Price Control Order, Central Excises Xxx 0000, The Industries (Development & Regulation) Act, 1951, the Foreign Corrupt Practices Act of 1977, as amended, labour welfare legislation and the rules, regulations and notifications made or issued thereunder, and import and/or export laws, rules and regulations relating to due and proper performance of its duties and obligations under this Agreement; 12.4.7 Each of the Products shall (a) conform to the applicable Product Specification therefor; (b) be free of defects in materials or workmanship under normal use and service and be fit for the purpose for which such Product is intended; (c) not be adulterated or misbranded within the meaning of the U.S. Food, Drug and Cosmetic Act; (d) be certified to be TSE/BSE free; and (e) be manufactured and supplied in accordance with Applicable Law, including, for example, cGMP, if applicable; 12.4.8 Arch shall not, on a Product-by-Product basis, sell any Product to any Codexis Customer and shall not make any acceptance or delivery commitments to any such Codexis Customer; 12.4.9 Arch shall use the Codexis Trademarks in strict compliance with the terms and conditions set forth in Section 8.1; 12.4.10 the packaging for all Product shipped by Arch shall bear the Codexis Trademarks in accordance with Section 8.1; 12.4.11 as long as Arch or its successor is manufacturing any Product, each Manufacturing Facility will be registered with the appropriate Government Authorities and in compliance with all applicable Government Authority standards and Applicable Law; 12.4.12 Arch shall use packaging for each of the Products, including without limitation, cartons, ship cases, and pallets, of industry standard strength in order to maintain the quality of such Product during normal transportation and storage; 12.4.13 12.4.6 Arch shall be solely responsible for its own taxes; and 12.4.14 12.4.7 Arch shall not during the Term enter into any understanding, agreement or amendment to any agreement or grant any right to any Third Party that would conflict with the terms of this Agreement or the rights granted to Codexis hereunder.