The Company shall indemnify the Manager, its shareholders, officers, directors and employees, and all former shareholders, directors, officers and employees (the “Manager Indemnified Parties”) and hold the Manager Indemnified Parties harmless against all costs, charges, and expenses, including amounts paid to settle an action or satisfy a judgment, reasonably incurred by any of the Manager Indemnified Parties in respect of any civil, criminal or administrative action or proceeding to which any of the Manager Indemnified Parties is a party by reason of the Manager being or having been engaged by the Company under this Agreement, so long as:

No Improper Use of Materials. The Manager agrees not to bring to ReGenX or to use in the performance of services for ReGenX under this Agreement any materials or documents of a present or former employer of the Manager, or any materials or documents that the Manager obtained from a third party under a binder of confidentiality, unless such materials or documents are generally available to the public or the Manager has authorization from such present or former employer or third party for the possession and unrestricted use of such materials. The Manager understands that the Manager is not to breach any obligation of confidentiality that the Manager has to present or former employers or clients, and agrees to fulfill all such obligations during the term of the Manager’s service on the Board of Managers.

“Affiliated Manager” shall mean any Manager that is an Affiliate of ​, SPE Party, or any Guarantor.

JOINDER AGREEMENT dated as of July 28, 2015 by the undersigned, Lamar Alliance Airport Advertising Company, a Nevada corporation (the “Additional Subsidiary Guarantor”), in favor of JPMorgan Chase Bank, N.A., as administrative agent for the Lenders party to the Credit Agreement referred to below (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

Meetings. The JDC will meet at least ​, unless the Parties mutually agree in writing to a different frequency. No later than ​ Business Days prior to any meeting of the JDC (or such shorter time period as the Parties may agree), the Alliance Managers will prepare and circulate an agenda for such meeting; provided, however, that either Party will be free to propose additional topics to be included on such agenda, either prior to or in the course of such meeting. Either Party may also call a special meeting of the JDC (by videoconference, teleconference or in person) by providing at least ​ Business Days prior written notice to the other Party if such Party reasonably believes that a significant matter must be addressed prior to the next scheduled meeting, in which event such Party will work with the Alliance Manager to provide the members of the JDC no later than ​ Business Days prior to the special meeting with an agenda for the meeting and materials reasonably adequate to enable an informed decision. The JDC may meet in person, or at the request of either Party, by videoconference, or by teleconference. In-person JDC meetings will be held at locations in the United States alternately selected by Unum and by SGI or at any other location mutually agreed by the members of the JDC. Each Party will report to the JDC on all material issues relating to the Research and Development of Research Candidates, Development Candidates and Products for and in the Territory promptly after such issues arise. Each Party will bear the expense of its respective JDC members’ participation in JDC meetings. The JDC chairperson will be responsible for preparing reasonably detailed written minutes of JDC meetings that reflect all decisions made and action items identified at such meetings. The JDC chairperson will send meeting minutes to each member of the JDC for review and approval within ​ Business Days after each JDC meeting. Minutes will be deemed approved unless one or more members of the JDC objects to the accuracy of such minutes within ​ Business Days of receipt. Minutes will be officially endorsed by the JDC at the next JDC meeting, and will be signed by the Alliance Managers.

Assignment. Manager may assign this Agreement, and any duties or responsibilities under this Agreement, to any affiliate of Manager. Provider shall not assign this Agreement, nor any duties or responsibilities under this Agreement, without the written consent of Manager.

Company’s custodian of such reconciliations, and reporting investable cash to the Investment Manager, as directed by the Investment Manager.

Manager shall be authorized and directed to use any and all current bank accounts on behalf of BDCF for the payment of BDCF's operating expenses and, in connection therewith, to designate persons authorized to sign such checks, which persons may or may not be employees of Manager. Furthermore, Manager may borrow funds on behalf of BDCF from banks, lending institutions and other third parties on such terms and conditions as Manager may deem appropriate and, in connection therewith, Manager may grant security interests in BDCF's assets to secure repayment of such borrowed funds. Manager may also invest BDCF's funds as it deems proper and appropriate.

"Senior Manager" means a Participant who is a senior manager for compensation purposes as indicated on the records of AT&T.

Section # Status of the Investment Manager. The Investment Manager shall, for all purposes hereof, be an independent contractor and not an employee of the Company, and nothing in this Agreement shall be construed as making the Company a partner or co-venturer with the Investment Manager or any of its Affiliates or Other Accounts. The Investment Manager shall not have authority to act for, represent, bind or obligate the Company, except as specifically provided in this Agreement. The Investment Manager and any of its Affiliates may serve as directors, advisers, managers or consultants to others.