LIMITED GUARANTEELimited Guarantee • June 30th, 2023 • Paratek Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
THIS LIMITED GUARANTEE, dated as of June 6, 2023 (this “Limited Guarantee”), by GPC WH FUND LP, a Delaware limited partnership (the “Guarantor”), is in favor of Paratek Pharmaceuticals, Inc., a Delaware corporation (the “Guaranteed Party”).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 30th, 2023 • Paratek Pharmaceuticals, Inc. • Pharmaceutical preparations
This Subscription Agreement (this “Agreement”) is entered into as of June 6, 2023 by and among Resistance TopCo L.P., a Delaware limited partnership (“Topco LP”), Paratek Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the individual listed on the Schedule A attached hereto (“Subscriber”). Any capitalized term used herein without definition shall have the meaning ascribed to it in the Merger Agreement (as defined below).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 30th, 2023 • Paratek Pharmaceuticals, Inc. • Pharmaceutical preparations
This Subscription Agreement (this “Agreement”) is entered into as of June 6, 2023 by and among Resistance TopCo L.P., a Delaware limited partnership (“Topco LP”), Paratek Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the individual listed on the Schedule A attached hereto (“Subscriber”). Any capitalized term used herein without definition shall have the meaning ascribed to it in the Merger Agreement (as defined below).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 30th, 2023 • Paratek Pharmaceuticals, Inc. • Pharmaceutical preparations
This Subscription Agreement (this “Agreement”) is entered into as of June 6, 2023 by and among Resistance TopCo L.P., a Delaware limited partnership (“Topco LP”), Paratek Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the individual listed on the Schedule A attached hereto (“Subscriber”). Any capitalized term used herein without definition shall have the meaning ascribed to it in the Merger Agreement (as defined below).
Resistance Acquisition, Inc. c/o Gurnet Point Capital Cambridge, MA 02142 Ladies and Gentlemen:Commitment Agreement • June 30th, 2023 • Paratek Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This letter agreement (this “Agreement”) sets forth the commitment of GPC WH FUND LP, a Delaware limited partnership (the “Investor”), subject to the terms and conditions contained in this Agreement, to contribute or cause to be contributed to Resistance Acquisition, Inc., a Delaware corporation (“Parent”), directly or indirectly through one or more equityholders of Investor or otherwise, by way of equity, loans or other instruments or securities, an amount equal to $300,000,000 (such amount, the “GPC Commitment”). Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among Parent, Resistance Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Paratek Pharmaceuticals, Inc., a Delaware corporation (the “Company”), pursuant to which Merger Sub will merge with and into the Company, with the Compa
