[Section 6.4(a)] of the Loan Agreement is hereby amended by deleting the following section in its entirety and substituting the following therefore (changes are in italics):

[Section 6.2(a)(vii)] of the Loan Agreement is hereby amended and restated in its entirety as follows:

[Section 6.06(g)] of the Credit Agreement is hereby amended by replacing “the Borrower may make cash distributions to Holdco in an amount” with “the Borrower may make cash distributions to Holdco and any other Person that is a holder of Equity Interests of the MLP immediately prior to giving effect to the IPO in an aggregate amount”.

[Section 6.7] Financial Covenant. [Section 6.7] of the Loan Agreement hereby is amended and restated in its entirety to read as follows:

[Section 6.7] (Liquidity Ratio). [Section 6.7] of the Loan Agreement hereby is amended and restated in its entirety to read as follows:

[Section 6.6] of the Collateral Agreement is amended to # replace the phrase “such Grantor’s” appearing therein with the word “the” and # delete the words “applicable Grantor’s” appearing therein.

Subject to [Section 6.2(a)(iv)], during the Late Clinical Development Term, SGI will be responsible for ​ of all Development Costs for each Development Candidate and associated Product incurred in the Licensed Territory pursuant to the Late Clinical Development Plan. In the event that Unum performs any Development activities for which SGI is solely responsible for the costs and expenses hereunder, Unum will invoice SGI for such expenses and SGI will reimburse Unum for such costs and expenses in accordance with Section 11.5.

Amendment to [Section 6.1.1]. [Section 6.1.1] of the Agreement is hereby amended by deleting it in its entirety and replacing it with the following:

Amendment to [Section 6.2]. The following sentence shall be added at the end of [Section 6.2] of the Agreement:

"6.2.14 Own FAL. The Borrower shall not permit the Own FAL of the Corporate Member to be less than # on the Amendment No. 1 Effective Date, 30% of Total FAL, # on the Amendment No. 2 Effective Date, 50% of Total FAL, and # thereafter, the applicable requirements of Lloyd's from time to time."