Negative Covenant. Except as otherwise expressly permitted by this Agreement, between the date of this Agreement and the Closing Date, KYTX will not # make any modifications to any material contract or any governmental authorization or # remove any Equipment, except for Equipment that becomes obsolete or unusable which may be disposed of or replaced in the ordinary course of business, # attempt to generate revenue from any production.

Financial Covenant. The Borrower shall ensure that the Consolidated Net Interest Coverage Ratio as at the last day of any fiscal quarter of the Borrower for each fiscal quarter ended after the Effective Date is not less than 3.0 to 1.0; provided that at any time after the definitive agreement for any Qualified Acquisition shall have been executed (or, in the case of a Qualified Acquisition in the form of a tender offer or similar transaction, after the offer shall have been launched) and prior to the consummation of such Qualified Acquisition (or termination of the definitive documentation in respect thereof (or such later date as such Debt ceases to constitute Acquisition Debt)), any Acquisition Debt (and the proceeds of such Acquisition Debt and including, for the avoidance of doubt, any Consolidated Interest Income and Consolidated Interest Expense arising from such Acquisition Debt) shall be excluded from the determination of the Consolidated Net Interest Coverage Ratio).

Financial Covenant. As long as any Commitment or Obligations are outstanding, as of the last day of each Fiscal Quarter, Sponsor, Holdings, Borrower, Pledgor, InventoryCo Parent, FinCo Parent and Developer (on a consolidated basis) shall have Unencumbered Liquidity of ​.

Performance Covenant. If the aggregate principal amount of the outstanding Term Loan Advances exceeds Forty Million Dollars ($40,000,000) at any time, Borrower shall, from the later to occur of # the initial date on which the aggregate principal amount of the

In support of the Executive Chairperson’s commitment to maintain the confidentiality of the Company’s Confidential Information, and except for her continued

During the Term, the Executive Chairperson agrees to promptly disclose in confidence to the Company all inventions, improvements, designs, original works of authorship, formulae, processes, algorithms, compositions of matter, computer software programs, databases, mask works, and trade secrets (“Inventions”) that the Executive Chairperson makes or conceives or first reduces to practice or creates, either

Negative Covenant. Each Party covenants that it will not knowingly use or practice any of the other Party’s intellectual property rights licensed to it under this Article 7 except for the purposes expressly permitted in the applicable license grant.

Exclusivity Covenant. Subject to [Section 2.6.2] (Effect of Change of Control on Exclusivity) and [Section 2.6.3] (Acquisition of Competing Product), during the Term neither Party nor its Affiliates will, directly or indirectly, # Exploit a Competing Product in the Territory or # license, sell, assign or otherwise provide rights to, or jointly develop with, a Third Party to enable such Third Party to Exploit a Competing Product in the Territory.

Negative Covenant. Licensee hereby covenants on behalf of itself and its Affiliates not to practice, and not to permit or cause any Affiliate, Sublicensee, Distributor or other Third Party to practice, any Verrica Technology for any purpose other than as expressly authorized in this Agreement. Licensee shall not perform any activity that Verrica reasonably believes in good faith, and following consultation with Licensee, could materially adversely affect the development or commercialization of Product outside the Territory. Verrica hereby covenants on behalf of itself and its Affiliates not to grant any Third Party any right or license to research, develop, or commercialize the Product as a Combination Product in the Field in the Territory during the Term.

Liquidity Covenant. [Section 7.07] of the Credit Agreement is hereby amended to add the following: