[Section 1.1] of the Loan Agreement is hereby amended by deleting the definitions of “Cerberus Term Agent”, “Cerberus Term Loan Refinancing Debt”, Cerberus Term Loan Refinancing Debt Documents”, “Cerberus Term Loan Agreement”, “Cerberus Term Loan Refinancing Conditions”, “Intercreditor Agreement”, “LIBOR Successor Rate”, “LIBOR Successor Rate Conforming Changes”, “Term Debt”, “Term Debt Documents”, and “Term Agent”.

[Section 1.1] of the Credit Agreement is hereby amended by amending and restating the definition of “Change in Control” in its entirety as follows:

[Section 1.1] of the Credit Agreement is hereby amended by adding the following new definitions in the appropriate alphabetical order:

[Schedule 1.58] sets forth a true, correct and complete list of all Patents Controlled by MTEM as of the Effective Date that, to MTEM’s Knowledge, are necessary to Develop, Manufacture and Commercialize ETBs Directed to the Initial Target as such activities are contemplated by this Agreement as of the Effective Date (such Patents, the “Existing Background Patents”);

[Section 1.01] of the Credit Agreement is amended by adding the following new definitions in appropriate alphabetical order:

[Section 1.05] (definition of “Term Expiration Date”);

[Section 1.06] (intending to exclude from this Sublease only the rent table, which has been redacted from the copy attached to this Sublease as Exhibit B);

[Section 1.12] (definition of “Letter of Credit”);

[Section 1.13] (definition of “Brokers”);

[Section 1.15] (definition of “Notice Addresses”);