Payment of Funded Indebtedness. The Company shall have delivered to Parent documentation reasonably satisfactory to Parent evidencing the Company’s compliance in full with Section 6.19.

Funded Indebtedness to EBITDA Ratio. The Borrower will not permit its Funded Indebtedness to EBITDA Ratio, on the last day of any fiscal quarter, to exceed 3.5 to 1.0. The Funded Indebtedness to EBITDA Ratio shall be calculated on a trailing twelve (12) month basis and tested on the last day of each fiscal quarter commencing with the calendar quarter ending December 31, 2020.

Funded Indebtedness to EBITDA Ratio. The Borrower will not permit the Funded Indebtedness to EBITDA Ratio on the last day of any fiscal quarter to be greater than two to one (2.00:1).

The New Subsidiary and the Administrative Agent, for the benefit of the Secured Parties, hereby agree as follows:

Funded Indebtedness to EBITDA Ratio. The Borrower will not permit the Funded Indebtedness to EBITDA Ratio on the last day of any fiscal quarter to be greater than two to one (2.00:1).

Consolidated EBITDA for four consecutive fiscal quarters ending on above date (“Subject Period”) (from [Schedule 2]):$

In accordance with Section 6.2.1 of the Agreement [[Merus:Organization]] hereby agrees to make available to Ono an additional ​ FTE over the following ​ months (​ – ​) at the rate of €​ per FTE per year. This will allow [[Merus:Organization]] to support Ono with productions, a swift technology transfer and cover the project management costs. [[Merus:Organization]] aims to transfer the Research Program by the end of ​.

Funded Debt. Create, incur, assume or permit any Funded Debt to remain outstanding, other than Permitted Funded Debt, without Lender’s prior written consent.

Consolidated EBITDA for four consecutive fiscal quarters ending on the Statement Date (“Subject Period”) (from [Schedule 2]):$

Consolidated EBITDA for four consecutive fiscal quarters ending on the Financial Statement Date (“Subject Period”) (from above)$