Common use of Performance Covenant Clause in Contracts

Performance Covenant. Beginning on JulyJanuary 1, 20242026, tested on a quarterly basis from and after such date, Borrower’s T6M Net Product Revenue shall be no less than sixty-five percent (65%) of the projected T6M Net Product Revenue for the trailing six-month period most recently then ended as set forth in the financial projections delivered to the Agent prior to Closing Date or the most recent budget approved by Borrower’s Board of Directors delivered to Agent pursuant to Section 7.1(i) and that is reasonably acceptable to Agentthe “Covenant Level” set forth on Exhibit K hereto for the applicable trailing six (6) month period (such minimum T6M Net Product Revenue requirements set forth in this sentence, the “Performance Covenant”). Compliance with the Performance Covenant set forth in the preceding sentence of this Section 7.21(a) shall be waived for any particular quarter to the extent that Borrower maintains either (x) both (1) a minimum fully diluted Market Capitalization of at least $550,000,000 and (2) Unrestricted Cash in an amount not less than fiftyseventy-five percent (5075%) of the aggregate outstanding principal amount of the Term Loans or (y) Unrestricted Cash in an amount not less than eightyone hundred percent (80100%) of the aggregate outstanding principal amount of the Term Loans, in each case, at all times during the maintenance period beginning on the first day of such quarter through and including the date on which Borrower has delivered the financial statements and the Compliance Certificate for such quarter in accordance with Sections 7.1(b) (or 7.1(c) for the last quarter of any fiscal year) and (d) to Agent (for the avoidance of doubt, if ▇▇▇▇▇▇▇▇ fails to so maintain both a minimum Market Capitalization and/or Unrestricted Cash (as applicable and required pursuant to clause (x) or (y)) at all times during such maintenance period in the amounts required pursuant to this sentence, then Borrower shall be required to comply with the Performance Covenant for such quarter).

Performance Covenant. Beginning on JulyJanuary July 1, 202420262024, tested on a quarterly basis from and after such date, Borrower’s T6M Net Product Revenue shall be no less than sixty-five percent (65%) of the projected T6M Net Product Revenue for the trailing six-month period most recently then ended as set forth in the financial projections delivered to the Agent prior to Closing Date or the most recent budget approved by Borrower’s Board of Directors delivered to Agent pursuant to Section 7.1(i) and that is reasonably acceptable to Agentthe “Covenant Level” set forth on Exhibit K hereto for the applicable trailing six (6) month period Agent (such minimum T6M Net Product Revenue requirements set forth in this sentence, the “Performance Covenant”). Compliance with the Performance Covenant set forth in the preceding sentence of this Section 7.21(a) shall be waived for any particular quarter to the extent that Borrower maintains either (x) both (1) a minimum fully diluted Market Capitalization of at least $550,000,000 and (2) Unrestricted Cash in an amount not less than fiftyseventy-five fifty percent (507550%) of the aggregate outstanding principal amount of the Term Loans or (y) Unrestricted Cash in an amount not less than eightyone hundred eighty percent (8010080%) of the aggregate outstanding principal amount of the Term Loans, in each case, at all times during the maintenance period beginning on the first day of such quarter through and including the date on which Borrower has delivered the financial statements and the Compliance Certificate for such quarter in accordance with Sections 7.1(b) (or 7.1(c) for the last quarter of any fiscal year) and (d) to Agent (for the avoidance of doubt, if ▇▇▇▇▇▇▇▇ Borrower fails to so maintain both a minimum Market Capitalization and/or Unrestricted Cash (as applicable and required pursuant to clause (x) or (y)) at all times during such maintenance period in the amounts required pursuant to this sentence, then Borrower shall be required to comply with the Performance Covenant for such quarter).