Fee Letter. The Parent Borrower shall pay to BofA Securities and the Domestic Administrative Agent for their own respective accounts, in Dollars, fees in the amounts and at the times specified in the Fee Letter. Such fees shall be fully earned when paid and shall be non-refundable for any reason whatsoever.

Unused Fee. At all times during the Availability Period, including at any time during which one or more of the conditions in Article IV is not met, the Borrower shall pay to the Administrative Agent, for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, # prior to the Investment Grade Pricing Effective Date, an unused line fee (the “Unused Fee”) equal to the Applicable Fee Rate times the actual daily amount by which the Revolving Credit Facility exceeds the sum of # the Outstanding Amount of Revolving Credit Loans and # the Outstanding Amount of L/C Obligations, subject to adjustment as provided in [Section 2.17] and # at all times on and after the Investment Grade Pricing Effective Date, a facility fee (the “Facility Fee”) equal to the Ratings-Based Applicable Rate times the actual daily amount of the Revolving Credit Facility (or, if the Revolving Credit Facility has terminated, on the Total Revolving Credit Outstandings), regardless of usage, subject to adjustment as provided in [Section 2.17]. Accrued Unused Fees pursuant to [clause (i) above] and accrued Facility Fees pursuant to [clause (ii) above] shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Restatement Effective Date, and on the last day of the Availability Period. The Unused Fee and Facility Fee shall be calculated quarterly in arrears, and if there is any change in the IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" " DOCPROPERTY "SWDocID" US 172801506" "" US 172791558

Issuance Fee. In addition to the foregoing commission, the Borrower shall pay directly to the applicable Issuing Lender, for its own account, an issuance fee with respect to each Letter of Credit issued by such Issuing Lender as set forth in the Fee Letter executed by such Issuing Lender. Such issuance fee shall be payable quarterly in arrears on the last Business Day of each calendar quarter commencing with the first such date to occur after the issuance of such Letter of Credit, on the Revolving Credit Maturity Date and thereafter on demand of the applicable Issuing Lender.

Commitment Fee. Commencing on the Closing Date, subject to [Section 5.15(a)(iii)(A)], the Borrower shall pay to the Administrative Agent, for the account of the Revolving Credit ​, a non-refundable commitment fee (the “Commitment Fee”) at a rate per annum equal to the rate set forth in the definition of Applicable Margin under the column entitled “Commitment Facility Fee” on the average daily unused portion of the Revolving Credit Commitment of the Revolving Credit ​ (other than the Defaulting ​, if any); provided, that the amount of outstanding Swingline Loans shall not be considered usage of the Revolving Credit Commitment for the purpose of calculating the Commitment Fee but the amount of outstanding Letters of Credit shall be considered usage of the Revolving Credit Commitment for purpose of calculating the Commitment Fee. The Commitment Fee shall be payable in arrears on the last Business Day of each calendar quarter during the term of this Agreement commencing September 30, 2018 and ending on the date upon which all Obligations (other than contingent indemnification obligations not then due) arising under the Revolving Credit Facility shall have been indefeasibly and irrevocably Paid In Full and the Revolving Credit Commitment has been terminated. The Commitment Fee shall be distributed by the Administrative Agent to the Revolving Credit ​ (other than any Defaulting Lender) pro rata in accordance with such Revolving Credit ​’ respective Revolving Credit Commitment Percentages.

Commitment Fee. A fully earned, non-refundable commitment fee of Twenty-Five Thousand Dollars ($25,000), on the Effective Date; # Final Payment. The Final Payment, when due hereunder; # Prepayment Fee. The Prepayment Fee, if and when due hereunder;

Anniversary Fee. A non-refundable anniversary fee of Two Hundred Thousand Dollars ($200,000) (the “Anniversary Fee”) is earned as of the Effective Date and is due and payable on the earliest to occur of # one quarter payable on each of the 1st, 2nd, 3rd and 4th anniversaries of the Effective Date (for avoidance of doubt Fifty Thousand Dollars ($50,000) of such fee shall be due on each such anniversary), # the termination of this Agreement or # the occurrence and continuance of an Event of Default and an acceleration by Bank of the Obligations under this Agreement and the other Loan Documents.

Commitment Fee. At the Closing, Borrower shall pay to ​ (or Agent for the benefit of ​) a commitment fee in the amount of Two Hundred Twenty Four Thousand Nine Hundred Twenty Dollars ($224,920) (the “Initial Commitment Fee”) which Agent shall be permitted to deduct from the initial Loan. On Funding Date of the Loan made under an Additional Commitment, Borrower shall pay to ​ (or Agent for the benefit of ​) a commitment fee for such Loan in an amount equal to the principal amount of such Loan multiplied by 0.90% (the “Additional Commitment Fee”) which Agent shall be permitted to deduct from such Loan. The Initial Commitment Fee and the Additional Commitment Fee are fully earned upon payment.

License Fee. No later than ten (10) Business Days after the Effective Date, SGI will pay to Unum a license fee of Twenty Five Million Dollars ($25,000,000), which fee will be non-refundable, non-creditable and not subject to set-off.

Ticking Fee. The Borrower shall pay to the Administrative Agent for the account of each Lender (other than any Lender that is a Defaulting Lender in respect of any period during which such Lender is a Defaulting Lender) in accordance with its Percentage, a ticking fee (the “Ticking Fee”) in Dollars equal to 0.125% per annum on the aggregate principal amount of the undrawn aggregate Commitments outstanding from time to time (other than the Commitments of any Defaulting Lender), which fee shall accrue during the period # from December 19, 2018 and # ending on the earlier of the Closing Date and the Commitment Termination Date (such earlier date in this clause (ii), the “Ticking Fee Payment Date”). The Ticking Fee shall be due and payable on the Ticking Fee Payment Date.

Management Fee. As compensation for the Management Services provided by Manager to Provider pursuant to the terms and conditions of this Agreement, Provider shall pay Manager a management fee (the “Management Fee”) in an amount equal to the sum of: