The SPV and Arrow Germany hereto hereby agree that the German RSA is amended as follows:

On the Effective Date, and immediately following receipt of the items specified in Clause 3.1 above, the amendments and modifications to the German RSA shall be, and shall be deemed to be, effective, modified and amended in accordance herewith and, in each case, the respective rights, limitations, obligations, duties, liabilities and immunities of the respective parties thereto and hereto shall hereafter be determined, exercised and enforced subject in all respects to the modifications and amendments, and all the terms and conditions of this Amendment shall be deemed to be a part of the respective terms and conditions of the German RSA for any and all purposes. Except as modified and expressly amended by this Amendment, the German RSA is in all respects ratified and confirmed, and all the terms, provisions and conditions thereof shall be and remain in full force and effect.

1.1Clause 6.2(n) of the German RSA is hereby amended and restated in its entirety to read as follows:

1.1The definition of “Discount” in Clause 1.2 of the German RSA is hereby amended and restated in its entirety to read as follows:

Subject to Clause 3.3 below, this Amendment shall become effective on the date hereof (the “Effective Date”), provided that the SPV shall have received a counterpart (or counterparts) of this Amendment executed and delivered by each of the parties hereto. All covenants, agreements, representations and warranties made herein and in the German RSA shall survive the execution and delivery of this Amendment and shall continue in full force and effect.

#​ RSAs and ​ RSAs. Each holder of a ​ RSA award shall receive, as of the Distribution Date, a ​ RSA for such number of shares as determined by applying the Distribution Ratio, rounded down to the nearest whole share, in the same way as if the outstanding ​ RSAs were comprised of fully vested shares of ​ Common Stock as of the Distribution Date. Except as set forth in this [Section 3.2(a)(ii)], the ​ RSA and the ​ RSA both shall be subject to substantially the same terms and conditions immediately following the Distribution Date as applicable to the ​ RSA immediately prior to the Distribution Date.

RSA NO. ​ 2

Successors and Assigns. The Company may assign any of its rights under this RSA Agreement. This RSA Agreement shall be binding upon and inure to the benefit of the successors and assigns of the Company. Subject to the restrictions on transfer set forth herein, this RSA Agreement will be binding upon Participant and Participant’s heirs, executors, administrators, legal representatives, successors and assigns.

make and receive all declarations and statements which are necessary or desirable in connection with the German Security or any of the German Security Documents;

The Finance Parties, acting through the Security Trustee, agree not to demand payment from a Guarantor incorporated in Germany and constituted in the form of a GmbH (a "German GmbH Guarantor") or GmbH & Co. KG with a GmbH as general partner ((a "German GmbH & Co. KG Guarantor", and together with any German GmbH Guarantor hereinafter referred to as a "German Guarantor") under the guarantee and indemnity contained in this Clause 19 if and to the extent that: