Committee Certification. No Participant shall receive any payment under the Plan that is subject to this Section 9 unless the Committee has certified, by resolution or other appropriate action in writing, that the performance criteria and any other material terms previously established by the Committee or set forth in the Plan, have been satisfied to the extent necessary to qualify as “performance based compensation” under Section 162(m) of the Code.

Committee Certification. The Committee shall certify the level of average annual Return on Invested Capital for the Performance Period and the percentage of Award Units that Vest as provided in Section 2.2 above no later than March 1, 2023.

Tenant Certification. By execution of this Amendment, Tenant hereby certifies that as of the date hereof, neither Tenant nor Landlord is in default of the performance of its obligations pursuant to the Lease, and Tenant has no claim, defense, or offset with respect to the Lease.

Upon separation from employment with the Company, upon the request of the Company, I agree to promptly sign and deliver to the Company the “Termination Certification” attached hereto as Exhibit B. I also agree to keep LogicBio advised of my home and business address as well as the names of my new employers for a period of three (3) years after termination of my employment with the Company, so that the Company can contact me regarding my continuing obligations provided by this Agreement.

Certification Procedures. Within three (3) Business Days after the date of this Agreement, a Certification Form as specified by Parent prior to the date hereof shall be delivered by the Company to each Company Stockholder (other than the Company Stockholders that signed the Certification Forms on or prior to the date hereof) (the date on which such mailing is commenced, the “Mailing Date”). The Certification Form shall provide that each Company Stockholder that executes the form is an Accredited Investor or is not a U.S. Person and that such Certification Form must be executed and delivered to the Company within ten (10) days of receipt. Such Certification Form shall require each such holder to specify and prove to Parent, in its reasonable belief, that such holder is an Accredited Investor or is not a

RWC Certification. The partial rent roll for Reliance Worldwide Corporation attached hereto as [Schedule 5.1(g)] is true and correct.

Payment, Certification. Unless the Committee determines otherwise, no Performance Bonus will vest with respect to any Participant until the Committee certifies in writing the level at which each applicable Performance Measure has been attained for the Performance Cycle. In determining the level of attainment of each applicable Performance Measure, the Committee may, in its discretion, include or exclude any event listed in Section 4(c) and the cumulative effect of changes in the law, regulations or accounting rules, and may determine to include or exclude, among other items, one or more of the following items: # asset impairments or write-downs; # litigation expenses, judgments, verdicts and settlements; # accruals for reorganization and restructuring programs; # the income, gain or loss attributable to the operations of any business acquired by the Company or its Affiliates; # the income, gain or loss attributable to one or more business operations or the assets thereof that are the subject of divestiture during the applicable Performance Cycle; # the effect of foreign currency fluctuations or changes in exchange rates; # expenses incurred in connection with a refinancing of the Company’s or its Affiliates’ debt; and # any event or transaction considered to be of an unusual nature or of an infrequent occurrence under GAAP.

Payment, Certification. Unless the Committee determines otherwise, no Long Term Performance Award will vest with respect to any Participant until the Committee certifies in writing the level at which each applicable Performance Measure has been attained for the Performance Cycle. In determining the level of attainment of each such Performance Measure, the Committee may, in its discretion, include or exclude any event listed in Section 4(c) and the cumulative effect of changes in the law, regulations or accounting rules), and may determine to include or exclude, among other items, one or more of the following items: # asset impairments or write-downs; # litigation expenses, judgments, verdicts and settlements; # accruals for reorganization and restructuring programs; # the income, gain or loss attributable to the operations of any business acquired by the Company or its Affiliates; # the income, gain or loss attributable to one or more business operations or the assets thereof that are the subject of divestiture during the applicable Performance Cycle; # the effect of foreign currency fluctuations or changes in exchange rates; # expenses incurred in connection with a refinancing of the Company’s or its Affiliates’ debt; and # any event or transaction considered to be of an unusual nature or of an infrequent occurrence under GAAP.

Committee Certification. The Committee shall certify the level of average annual Return on Invested Capital for the Performance Period and the percentage of Award Units that Vest as provided in [Section 2.2] above no later than March 1, [●].

Committee Certification. No Participant shall receive any payment under the Plan that is subject to this Section 9 unless the Committee has certified, by resolution or other appropriate action in writing, that the performance criteria and any other material terms previously established by the Committee or set forth in the Plan, have been satisfied to the extent necessary to qualify as “performance based compensation” under Section 162(m) of the Code.