Additional Covenant Sample Clauses

Additional Covenant. Immediately after the effective date of this Note, Maker shall recall all units of Maker's Tangential Flow Filtration ("TFF") devices, and all specifications, diagrams, description or other information relating to such TFF devices, or any similar device, from all third parties who may currently have any of the foregoing. Maker will take all necessary steps to ensure that such recall is effective as quickly as possible, and in no event later than fifteen (15) days after the effective date hereof. Until the later of the expiration of the Standstill Period (as defined in Section 13 below) or the date on which this Note has been discharged in full, Maker shall not sell, license, loan or otherwise in any way transfer or distribute Maker's Tangential Flow Filtration ("TFF") devices or any similar device, or any specifications, diagrams, description or other information about the TFF devices, to any third party, or commit or promise or enter into any understanding of any kind, direct or indirect, contingent or otherwise, to do any of the foregoing in regard to Maker's TFF devices or any similar device, without the prior written consent of Holder in each case.

Additional Covenant. The following additional covenant shall apply with respect to the Notes so long as any of the Notes remain Outstanding:

Additional Covenant. Solely with respect to the Guarantees of the Notes by the Subsidiary Guarantors, clause (i) of Section 208 of the Indenture shall be deemed to read in its entirety as follows: (i) at substantially the same time as its Guarantee of the Securities is terminated, the relevant Guarantor is, or has been, released from its guarantee of the Senior Facility Agreement and the 2010 Senior Facility Agreement, or is no longer a guarantor under either the Senior Facility Agreement or the 2010 Senior Facility Agreement and”

Additional Covenant. The covenant contained in this Section 4.01 shall apply to the Notes only and not to any other series of Securities issued under the Indenture, and is being included solely for the benefit of the Notes and the Holders thereof. This covenant shall be effective only for so long as there remain Outstanding any Notes.

Additional Covenant. 8.1 Unless otherwise agreed by the Sellers in writing, the Purchaser shall procure that, prior to the Closing, (a) the Young Will SPA shall have been terminated, and (b) the transactions consummated under the Young Will SPA shall have been cancelled, withdrew, unwound or otherwise reversed in totality, including that all Class A Ordinary Shares issued to GETUP Holding Limited, being 644,148.00 Class A Ordinary Shares, and HappyHealth Holding Limited (together with GETUP Holding Limited, “Young Will”), being 276,064.00 Class A Ordinary Shares, pursuant to the Young Will SPA in connection with the Young Will Acquisition shall be cancelled without any ongoing liabilities or obligations of whatsoever nature owed by the Purchaser to Young Will (the Class A Ordinary Shares set forth in clause (b), the “Young Will Cancellation Shares”, and the actions set forth in clauses (a) and (b), collectively, the “Young Will Cancellation”). 8.2 In the event that the Young Will Cancellation has not been completed before the Closing, but should the Seller Representative waives the condition under Clause 5.2(d) relating to the Yong Will Cancellation, the Purchaser shall issue 884,125 shares of additional Class A Ordinary Shares (the “Additional Shares”) to the Sellers, collectively, on a pro rata basis, as part of the Consideration Shares issuable to the Sellers pursuant to Clause 3.1. The number of such Additional Shares to be issued to the Sellers, collectively, shall cause all the Consideration Shares issued to the Sellers on the Closing, collectively, to constitute 49% of the total issued and outstanding share capital of the Purchaser immediately after the Closing (for this purpose assuming all Young Will Cancellation Shares are issued and outstanding immediately after the Closing). 8.3 Without prejudice to any other rights and remedies of any Seller, each time the Purchaser issues any Class A Ordinary Shares (or other forms of equity interests) of the Purchaser in relation to the Young Will Acquisition (except for the Young Will Cancellation Shares) (the “Earnout Issuance”), the Purchaser shall promptly afterwards, issue at par value certain number of Class A Ordinary Shares (the “Adjustment Shares”), on a pro rata basis (based on the Total Hashrate of such Seller divided by the Total Hashrate of all Sellers), to the Sellers, collectively, equal to (a) the number of the Class A Ordinary Shares or other equity interests issued in such Earnout Issuance, multiplied by (b) th...

Additional Covenant. Until the later of the expiration of the Standstill Period (as defined in Section 13 below) or the date on which this Note has been discharged in full, Maker shall not sell, license, loan or otherwise in any way transfer or distribute Maker's Tangential Flow Filtration ("TFF") devices or any similar device, or any specifications, diagrams, description or other information about the TFF devices, to any third party, or commit or promise or enter into any understanding of any kind, direct or indirect, contingent or otherwise, to do any of the foregoing in regard to Maker's TFF devices or any similar device, without the prior written consent of Holder in each case.

Additional Covenant. No Investor or Affiliate thereof, nor ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or Affiliate of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, shall acquire beneficial ownership (within the meaning of Rules 13d-3 and 13d-5(b)(1) under the Exchange Act, without regard to the 60-day limit in Rule 13d-3(d)(1)(i), but in each case excluding any beneficial ownership solely by reason of the express terms of this Agreement) of any additional shares of Common Stock except: (i) if such acquisition is pursuant to a tender offer or exchange offer for outstanding shares of Common Stock, or a merger pursuant to a merger agreement with the Company, that in each case (A) is approved by not less than a majority of the members of the Board then in office (x) who have not recused themselves from the vote of the Board in respect of such approval, (y) who satisfy the criteria for “independent director” under the rules of the principal stock exchange on which the Common Stock is listed, and (z) who are not Investor Designees (such tender offer or exchange offer, an “Approved Offer”, and such merger, an “Approved Merger”), and (B) in such Approved Offer, not less than a majority of the Subject Shares (as defined below) are tendered into such Approved Offer and not withdrawn prior to the final expiration of such Approved Offer, or in such Approved Merger, not less than a majority of the Subject Shares that are affirmatively voted (in person or by proxy) on the related merger proposal (and not withdrawn) are voted for (i.e., in favor) of such proposal. As used in this Section 4.03, “Subject Shares” means, where such an offer or acquisition referred to in this clause (i) is made by or on behalf one or more Investors or ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or any of their respective Affiliates or any combination of the foregoing (each such Person making such offer or acquisition or on whose behalf such offer or acquisition is made, together with its Affiliates, a “Subject Person”), the then outstanding shares of Common Stock not owned by any such Subject Person or Affiliate thereof;

Additional Covenant. As soon as possible and in any event within five days after the incurrence of any Indebtedness by the Parent or any Subsidiary of the Parent other than the Obligations or any other Indebtedness permitted under the Credit Agreement, the Parent shall notify the Administrative Agent in writing of such incurrence.

Additional Covenant. Until the date on which this Note has been discharged in full, Maker shall not sell, license, loan or otherwise in any way transfer or distribute Maker’s Tangential Flow Filtration (“TFF”) devices or any similar device, or any specifications, diagrams, description or other information about the TFF devices, to any third party, or commit or promise or enter into any understanding of any kind, direct or indirect, contingent or otherwise, to do any of the foregoing in regard to Maker’s TFF devices or any similar device, without the prior written consent of Holder in each case.