The Parties executed an Amendment Agreement dated October 13, 2022 (the “First Amendment Agreement”, and together with the ​ Notes, the ​ Warrants, the Purchase Agreement, the Accommodation Agreement, the Transaction Documents (as defined in the Purchase Agreement) and the Reload Offer Letters, collectively, the “Documents”), pursuant to which, among other things, the Maturity Date (under and as defined in the ​ Notes) was reset to November 18, 2022 and certain terms of the ​ Notes and ​ Warrants were amended.

The Borrower requesting such Letter of Credit Accommodation shall give Administrative Agent two (2) Business Days’ prior written notice of such Borrower’s request for the issuance of a Letter of Credit Accommodation. Such notice shall be irrevocable and shall specify the original face amount of the Letter of Credit Accommodation requested, the effective date (which date shall be a Business Day and in no event shall be a date less than ten (10) days prior to the end of the then current term of this Agreement) of issuance of such requested Letter of Credit Accommodation, whether such Letter of Credit Accommodations may be drawn in a single or in partial draws, the date on which such requested Letter of Credit Accommodation is to expire (which date shall be a Business Day), the purpose for which such Letter of Credit Accommodation is to be issued, and the beneficiary of the requested Letter of Credit Accommodation. In no event shall the expiration or termination date of any Letter of Credit Accommodation be on or after five (5) Business Days prior to the Maturity Date. The Borrower requesting the Letter of Credit Accommodation shall attach to such notice the proposed terms of the Letter of Credit Accommodation.

Any rights, remedies, duties or obligations granted or undertaken by any Borrower or Guarantor to any issuer or correspondent in any application for any Letter of Credit Accommodation, or any other agreement in favor of any issuer or correspondent relating to any Letter of Credit Accommodation, shall be deemed to have been granted or undertaken by such Borrower or Guarantor to Administrative Agent for the ratable benefit of Lenders. Any duties or obligations undertaken by Administrative Agent to any issuer or correspondent in any application for any Letter of Credit Accommodation, or any other agreement by Administrative

Definition of Travel and Housing Accommodation Monthly Allowance. [Section 1(u)] of the Employment Agreement is hereby amended in its entirety to read as follows:

Credit Accommodation - Not Applicable.

To accept this offer of employment, please sign this letter in the space provided below and return it to me along with the signed Employee Agreement. This offer will remain open for two business days from the date of this letter. This offer of employment is contingent on a satisfactory background check, satisfactory reference checks and your ability to provide documentation that you are fully vaccinated against COVID-19 or, if not, you are legally entitled to an accommodation due to a medical condition or a sincerely held religious belief. Requests for accommodation will be considered on a case-by-case basis, and Sage will consider, among other things, whether the proposed accommodation would create an undue hardship.

financial accommodation which in accordance with Agreement Accounting Principles would be shown as a liability on the consolidated balance sheet of such Person and # amounts outstanding under a Permitted Receivables Securitization.

after giving effect to the requested Tranche A Revolving Loan or Letter of Credit Accommodation, the outstanding Tranche A Revolving Loans and Letter of Credit Accommodation will not exceed the lesser of the Tranche A Maximum Credit or the Tranche A Borrowing Base as then in effect,

One hundred percent (100%) of the Travel and Housing Accommodation Monthly Allowance (“Housing Allowance Percentage”).

Guarantor. The word “Guarantor” means any guarantor, surety, or accommodation party of any or all of the Loan.