Common use of Collateral Clause in Contracts

Collateral. (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower and agrees that: all Capital Stock of each wholly owned Restricted Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Capital Stock) At all times, and the Collateral Agent shall have received all certificates, if any, (except as permitted by Section 9.17) representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking transfer and undated stock powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $5,000,000 (individually) that is owing to Holdings, the Article 12 CollateralBorrower or any Subsidiary Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral AgentAgent shall have received all such promissory notes, together with undated instruments of transfer with respect thereto endorsed in blank. (Bii) All Article 12 Collateral Indebtedness of Holdings, the Borrower and Staking Consideration issued, earned, received or receivable by each Restricted Subsidiary on the Closing Date that is owing to any Grantor in connection with the Staking of the Article 12 Collateral Credit Party shall be held in a Blocked Custodial Account that is subject evidenced by the Intercompany Note, which shall be executed and delivered by Holdings, the Borrower and each Restricted Subsidiary on the Closing Date and shall have been pledged pursuant to (1) the Pledge Agreement, and the Collateral AgentAgent shall have received such Intercompany Note, together with undated instruments of transfer with respect thereto endorsed in blank; provided, however, that, if the Intercompany Note cannot be delivered to the Collateral Agent on or prior to the Closing Date notwithstanding the Borrower’s perfected first priority lien use of commercially reasonable efforts to do so, delivery thereof shall not be a condition to closing, and in such case the Borrower agrees to deliver same to the Collateral Agent not later than 90 days following the Closing Date (2) a Custodian Control Agreementor such later date as the Collateral Agent shall agree in its discretion). (Cc) If any validator engaged All documents and instruments, including UCC or used other applicable personal property security financing statements and Intellectual Property Security Agreements (as defined in the Security Agreement), required by any Grantor Applicable Law or reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Documents on the Collateral owned by the Borrower and the Guarantors and perfect such Liens in connection the United States to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral Security Documents shall have been filed, registered or re-delegate a validator satisfactory recorded or delivered to the Collateral Agent in appropriate form for filing, registration or recording under the UCC and with the United States Patent and Trademark Office or the United States Copyright Office, as applicable. (d) The Collateral Agent’s sole discretion for continued Staking Agent shall have received a completed Perfection Certificate, dated as of the Article 12 CollateralClosing Date and signed by an Authorized Officer of the Borrower, together with all attachments contemplated thereby. Notwithstanding anything to the contrary contained in this Agreement or the other Credit Documents, to the extent any security interest in any Collateral is not or cannot be provided and/or perfected on the Closing Date (other than the pledge and perfection of the security interests (i) in the certificated Capital Stock, if any, of the Borrower and any wholly owned Domestic Restricted Subsidiary that is not an Immaterial Subsidiary (to the extent required by Section 6.2(a)) and (ii) in other assets pursuant to which a security interest may be perfected by the filing of a financing statement under the UCC) after the Borrower’s use of commercially reasonable efforts to do so or without undue burden or expense, then the provision and/or perfection of a security interest in such Collateral shall not constitute a condition to the initial Credit Event to occur on the Closing Date and the Borrower agrees to deliver or cause to be delivered such documents and instruments, and take or cause to be taken such other actions as may be required to provide and/or perfect such security interests, with respect to any certificated Capital Stock of the Target or Amplify or any wholly owned material U.S. restricted subsidiary of the Target or Amplify not delivered on the Closing Date, on or prior to the date that is 5 Business Days after the Closing Date, and with respect to any other such Collateral not actually received from the Target or Amplify on or prior to the Closing Date after use of commercially reasonably efforts to procure delivery thereof, on or prior to the date that is 90 days after the Closing Date or, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent such longer period of time as may direct such Article 12 Collateral to be held mutually agreed by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 CollateralBorrower, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansacting reasonably. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants Subject to the Limited Conditionality Provision with respect to this Section 6.02(a), all Capital Stock of each directly owned Subsidiary of each Credit Party shall have been pledged (other than Capital Stock of any Excluded Subsidiary, in which case, the maximum amount of Capital Stock of such Excluded Subsidiary permitted to be pledged pursuant to this Agreement shall be pledged) pursuant to, and agrees that: (A) At all timessubject to the limitations set forth in the Security Pledge Agreement, and the Collateral Agent shall have received all certificates representing such securities pledged under the right to direct the commencementSecurity Pledge Agreement, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent.blank; and (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1b) the Collateral Agent’s perfected first priority lien Borrower shall have executed and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory delivered to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collaterala collateral assignment, in each case, at Grantors’ sole cost form and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably substance satisfactory to the Collateral Agent, of the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable Acquisition Documents; provided that, to the extent any security interest in any Collateral Agent is not or cannot be provided and/or perfected on the Closing Date (other than the pledge (and delivery in the applicable Grantor case of the immediately following clause (1)) and such Grantor shall obtain a Custodian Control Agreement perfection of the security interests (1) in the certificated equity securities of the Target, any Domestic Subsidiaries of Holdings (other than the Target and its Subsidiaries) and (2) in other assets of any Domestic Subsidiaries of Holdings (other than the Target and its Subsidiaries) with respect to which a Lien may be perfected solely by the filing of a financing statement under the UCC) after the Borrower’s use of commercially reasonable efforts to do so, then the provision and/or perfection of a security interest in such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes constitute a condition precedent to the authorized signatories ofavailability of the Credit Facility on the Closing Date, but instead shall be required to be delivered, or persons authorized to make changes toa security interest therein perfected, any Custodial Account holding or controlling any Article 12 Collateral without not more than 90 days after the prior written consent of Closing Date (as such period may be extended by the Collateral Agent, Administrative Agent in its sole discretion. Collateral Agent may) (collectively, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D“Limited Conditionality Provision”). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation All outstanding Stock of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent each Subsidiary of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received Borrower directly owned by the Borrower or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 CollateralSubsidiary Guarantor, in each case, at Grantors’ sole cost as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Stock and expenseStock Equivalents) and the Collateral Representative shall have received all certificates, if any, representing such securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank. (Db) If All Indebtedness of the Borrower and each Subsidiary of the Borrower that is owing to the Borrower or a Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Representative shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (c) All documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the Collateral Agent (at the direction of the Administrative Agent acting reasonably) to be filed, registered or recorded to create the Liens intended to be created by any Custodian holding Security Document to be executed on the Article 12 Closing Date and to perfect such Liens to the extent required by, and with the priority required by, such Security Document, unless otherwise agreed by the Collateral is not reasonably satisfactory Agent (acting at the direction of the Administrative Agent), shall have been delivered to the Collateral AgentRepresentative in proper form for filing, registration or recording and none of the Collateral Agent may direct such Article 12 Collateral shall be subject to be held by a new Custodian reasonably acceptable any other pledges, security interests or mortgages, except for ▇▇▇▇▇ permitted hereunder. (d) The Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an Authorized Officer of the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement Borrower, together with all attachments contemplated thereby. Notwithstanding anything to the contrary herein, with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes security documents relating to real property to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 extent constituting Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is Borrower agrees to deliver or cause to be established delivered such documents and Article 12 Collateral is instruments, and take or cause to be maintained taken such other actions as may be required to grant and perfect such security interests, on or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable prior to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which that is ten (10) Business Days following 120 days after the end Closing Date or such longer period of each calendar quarter, Grantors shall deliver time as may be agreed to Collateral by the Administrative Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12in its reasonable discretion.

Collateral. (ia) Each Grantor covenants All outstanding Stock of the Borrower directly owned by US Holdings and agrees that: all Stock of each Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case, as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Stock and Stock Equivalents) At all times, and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentblank. (Bb) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking Indebtedness of the Article 12 Collateral shall be held in a Blocked Custodial Account Borrower and each Subsidiary of the Borrower that is subject owing to (1) the Borrower or a Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent’s perfected first priority lien and (2) a Custodian Control AgreementAgent shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (Cc) If any validator engaged All documents and instruments, including Uniform Commercial Code or used other applicable personal property and financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Grantor in connection Security Document to be executed on the Closing Date and perfect such Liens to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory Security Document shall have been delivered to the Collateral Agent in proper form for filing, registration or recording and none of the Collateral Agent’s sole discretion shall be subject to any other pledges, security interests or mortgages, except for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseLiens permitted hereunder. (Dd) If any Custodian holding US Holdings and the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an Authorized Officer of US Holdings and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement Borrower, together with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansall attachments contemplated thereby. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (iie) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained Guarantee shall be acceptable to Collateral Agent in full force and (C) such account shall be subject to a Custodian Control Agreementeffect. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. 3.1 The Client agrees to provide Evergrande Securities (iHong Kong) Each Grantor covenants and agrees that: with cash and/or securities and/or other assets (A“Collateral”) At all timesas may be agreed from time to time, as security for the Collateral Agent shall have the right Client obligations to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. Evergrande Securities (BHong Kong) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 under this Stock Options Trading Agreement. Such Collateral shall be held paid or delivered to Evergrande Securities (Hong Kong) as demanded by the Evergrande Securities (Hong Kong) from time to time. The amounts required by way of Collateral shall not be less than, but may exceed, the amounts as may be required by the Rules in a Blocked Custodial Account that is subject respect of the Client’s open positions and delivery obligations, and further Collateral may be required by Evergrande Securities (Hong Kong) to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreementreflect changes in market value. 3.2 The Client hereby authorizes Evergrande Securities (CHong Kong) If to withdraw funds/stocks from Client’s Securities/Futures account(s) opened and maintained with Evergrande Securities (Hong Kong) and transfer the same to Client’s Stock Options Trading Account or from Client’s Stock Options Trading Account to Client’s Securities/Futures account(s) for the purpose of settling or partially settling any validator engaged of Clients debts or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes relevant financial obligations owed to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent Evergrande Securities (Hong Kong) in respect of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, Client’s Stock Options/Securities/Futures Account(s) maintained with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(DEvergrande Securities (Hong Kong). 3.3 The Client shall on request provide Evergrande Securities (iiHong Kong) The Grantors shall notwith such authority as Evergrande Securities (Hong Kong) may require under the Rules to authorize Evergrande Securities (Hong Kong) to deliver such securities, directly or indirectlythrough an Stock Options Exchange Participant, after to SEOCH as SEOCH Collateral in respect of Exchange Traded Stock Options Business resulting from the date hereof, establish a Custodial Account Client’s instructions to Evergrande Securities (Hong Kong); and Evergrande Securities (Hong Kong) does not have any further authority from the Client to borrow or lend the Client’s securities or otherwise maintain part with possession (except to the Client or on the Client’s instructions) of any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementClient’s securities for any other purpose. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent All outstanding Stock of the Collateral Agent. (B) All Article 12 Collateral Borrower directly owned by Holdings and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking all Stock of each Subsidiary of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) Borrower directly owned by the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If Borrower or any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 CollateralSubsidiary Guarantor, in each case, at Grantors’ sole cost as of the Conversion Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Stock and expenseStock Equivalents) and the Collateral Representative shall have received all certificates, if any, representing such securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank. (Db) If All Indebtedness of the Borrower and each Subsidiary of the Borrower that is owing to the Borrower or a Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Representative shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (c) All documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Custodian holding Security Document to be executed on the Article 12 Collateral is not reasonably satisfactory Conversion Date and to perfect such Liens to the extent required by, and with the priority required by, such Security Document shall have been delivered to the Collateral AgentRepresentative in proper form for filing, registration or recording and none of the Collateral Agent may direct such Article 12 Collateral shall be subject to be held by a new Custodian reasonably acceptable any other pledges, security interests or mortgages, except for ▇▇▇▇▇ permitted hereunder. (d) Holdings and the Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an Authorized Officer of Holdings and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement Borrower, together with all attachments contemplated thereby. Notwithstanding anything to the contrary herein, with respect to such Custodian and Article 12 any security documents relating to real property to the extent constituting Collateral, in to the extent that any such security interest is not so granted and/or perfected on or prior to the Conversion Date, then Holdings and the Borrower each case, at Grantors’ sole cost agrees to deliver or cause to be delivered such documents and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notinstruments, and shall not permit any take or cause to be taken such other Person toactions as may be required to grant and perfect such security interests, amend on or make any changes prior to the authorized signatories of, date that is 120 days (or persons authorized 180 days in the case of Collateral consisting of mining properties) after the Conversion Date or such longer period of time as may be agreed to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without by the prior written consent of the Collateral Agent, Administrative Agent in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. The Administrative Agent (or its counsel) shall have received (i) Each Grantor covenants certificates evidencing Equity Interests of wholly-owned Domestic Subsidiaries that are Material Subsidiaries of Holdings (to the extent available to Holdings) and agrees that: the Target and its Domestic Subsidiaries (Ain the case of the Target and its Domestic Subsidiaries, to the extent delivered to Holdings by the Target prior to the Closing Date), to the extent certificated and required to be pledged as set out in the Loan Documents, and (ii) At all timescopies of UCC financing statements for entities organized in the United States. Notwithstanding anything in this Agreement to the contrary, it is understood that only Holdings, the Borrowers and the other Loan Parties organized under the laws of the United States shall be required to provide guarantees and Collateral Agent shall have (subject to the right terms set forth in this paragraph) on the Closing Date and the other Loan Parties may instead provide guarantees and Collateral within forty-five (45) Business Days after the Closing Date (subject to direct extensions to be reasonably agreed upon by the commencementAdministrative Agent), continuation and to the extent any Collateral (including the grant or cessation perfection of any Staking with respect security interest, other than (x) the delivery of certificates evidencing Equity Interests of wholly-owned Domestic Subsidiaries that are Material Subsidiaries of Holdings (to the Article 12 Collateralextent available to Holdings) and the Target and its Domestic Subsidiaries (in the case of the Target and its Domestic Subsidiaries, to the extent delivered to Holdings by the Target prior to the Closing Date), to the extent certificated and required to be pledged as set out in the Loan Documents, and no Grantor (y) any Collateral the security interest in which may be perfected by the filing of a UCC financing statement for entities organized in the United States) is not or cannot reasonably be provided on the Closing Date after Holdings’ use of commercially reasonable efforts to do so or without undue burden or expense, then the provision of such collateral and perfection therein shall engage in any Staking of Article 12 Collateral without not constitute a condition precedent to the prior written consent availability of the Collateral Agent. Loans on the Closing Date, but may instead be provided or perfected within ninety (B90) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with days after the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to Closing Date (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding subject to extensions to be reasonably agreed upon by the Article 12 Collateral is not reasonably Administrative Agent). Without limiting the generality of the provisions of Section 9.03(b), for purposes of determining compliance with the conditions specified in this Section 4.01, each Lender that has signed this Agreement shall be deemed to have consented to, approved or accepted or the be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Administrative Agent shall have received not less than five (5) Business Days’ notice from such Lender prior written notice of to the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementproposed Closing Date specifying its objection thereto. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower and agrees that: all Capital Stock of each wholly owned Restricted Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Capital Stock) At all times, and the Collateral Agent shall have received all certificates, if any, (except as permitted by Section 9.17) representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking transfer and undated stock powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $10,000,000 (individually) that is owing to the Article 12 CollateralBorrower or any Subsidiary Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral AgentAgent shall have received all such promissory notes, together with undated instruments of transfer with respect thereto endorsed in blank. (Bii) All Article 12 Collateral Indebtedness of Holdings, the Borrower and Staking Consideration issued, earned, received or receivable by each Restricted Subsidiary on the Closing Date that is owing to any Grantor in connection with the Staking of the Article 12 Collateral Credit Party shall be held in a Blocked Custodial Account that is subject evidenced by the Intercompany Note, which shall be executed and delivered by Holdings, the Borrower and each Restricted Subsidiary on the Closing Date and shall have been pledged pursuant to (1) the Pledge Agreement, and the Collateral AgentAgent shall have received such Intercompany Note, together with undated instruments of transfer with respect thereto endorsed in blank; provided, however, that, if the Intercompany Note cannot be delivered to the Collateral Agent on or prior to the Closing Date notwithstanding the Borrower’s perfected first priority lien use of commercially reasonable efforts to do so, delivery thereof shall not be a condition to closing, and in such case the Borrower agrees to deliver same to the Collateral Agent not later than 90 days following the Closing Date (2) a Custodian Control Agreementor such later date as the Collateral Agent shall agree in its discretion). (Cc) If any validator engaged All documents and instruments, including UCC or used other applicable personal property security financing statements and Intellectual Property Security Agreements (as defined in the Security Agreement), required by any Grantor Applicable Law or reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Documents on the Collateral owned by the Borrower and the Guarantors and perfect such Liens in connection the United States to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral Security Documents shall have been filed, registered or re-delegate a validator satisfactory recorded or delivered to the Collateral Agent in appropriate form for filing, registration or recording under the UCC and with the United States Patent and Trademark Office or the United States Copyright Office, as applicable. (d) The Collateral Agent’s sole discretion for continued Staking Agent shall have received a completed Perfection Certificate, dated as of the Article 12 Closing Date and signed by an Authorized Officer of the Borrower, together with all attachments contemplated thereby. Notwithstanding anything to the contrary contained in this Agreement or the other Credit Documents, to the extent any security interest in any Collateral is not or cannot be provided and/or perfected on the Closing Date (other than the pledge and perfection of the security interests (i) in the certificated Capital Stock, if any, of the Borrower and any wholly owned Domestic Restricted Subsidiary that is not an Immaterial Subsidiary (to the extent required by Section 6.2(a)) and (ii) in other assets pursuant to which a security interest may be perfected by the filing of a financing statement under the UCC) after the Borrower’s use of commercially reasonable efforts to do so or without undue burden or expense, then the provision and/or perfection of a security interest in such Collateral shall not constitute a condition to the initial Credit Event to occur on the Closing Date and the Borrower agrees to deliver or cause to be delivered such documents and instruments, and take or cause to be taken such other actions as may be required to provide and/or perfect such security interests, with respect to any certificated Capital Stock of the Target or any wholly owned material U.S. restricted subsidiary of the Target not delivered on the Closing Date, on or prior to the date that is 5 Business Days after the Closing date, and with respect to any other such Collateral, on or prior to the date that is 90 days after the Closing Date or, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent such longer period of time as may direct such Article 12 Collateral to be held mutually agreed by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 CollateralBorrower, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansacting reasonably. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants The New Second Lien Notes Trustee and agrees thatthe Stone Noteholders shall have received: (A) At all timesfrom the Issuers and the Subsidiary Guarantors, a counterpart of the Collateral Agent Agreement; (B) all documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the New Second Lien Notes Trustee to be filed, registered or recorded to create the liens intended to be created by any security document and perfect such liens to the extent required by, and with the priority required by, such security document shall have been delivered to the right New Second Lien Notes Trustee for filing, registration or recording and none of the collateral shall be subject to direct any other pledges, security interests or mortgages, except for liens permitted under the commencementNew Second Lien Notes Indenture; (C) all Equity Interests of the Co-Issuer and all Equity Interests of each Restricted Subsidiary directly owned by the Issuers or any Subsidiary Guarantor, continuation in each case as of the date hereof, and required to be delivered to the agent under the Credit Agreement pursuant to the terms thereof, shall have been pledged pursuant to the Collateral Agreement and the New Second Lien Notes Trustee (or cessation the agent under the Credit Agreement as bailee for the New Second Lien Notes Trustee pursuant to the Senior Lien Intercreditor Agreement) shall have received all certificates, if any, representing such securities pledged under the Collateral Agreement, accompanied by instruments of any Staking transfer and/or undated powers endorsed in blank; and (D) the results of a search of the Uniform Commercial Code filings made with respect to the Article 12 Collateral, Issuers and no Grantor shall engage the Subsidiary Guarantors in any Staking of Article 12 Collateral without the prior written consent jurisdictions reasonably requested by the New Second Lien Notes Trustee or the Stone Noteholders and the copies of the Collateral Agentfinancing statements disclosed by such search. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants The Notes and agrees that: (A) At all timesthe Note Guarantees are secured by the Note Liens on the Collateral, subject to Permitted Liens and the exclusion of Excluded Property, on the terms and conditions set forth in the Indenture, the Collateral Agent shall have Intercreditor Agreement (if a Revolving Credit Facility is entered into) and the right Security Documents. If the Issuer, the Co-Issuer, any Guarantor or Absaloka enters into a Revolving Credit Facility after the date of the Indenture on the terms permitted by the Indenture, the Revolving Lenders will be entitled, pursuant to direct an Intercreditor Agreement to be entered into on such terms set forth in Section 9.07 of the commencementIndenture, continuation or cessation of any Staking with respect to a Revolving Facility First-Priority Lien on the Article 12 Revolving Facility First-Priority Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent holders of the Notes would have a Note Second-Priority Lien on the Revolving Facility First-Priority Collateral. The Note Collateral Agent. (B) All Article 12 Agent holds the Note Lien on the Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with trust for the Staking benefit of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject Trustee and the Holders pursuant to the Indenture, the Security Documents and (1if applicable) the Collateral Agent’s perfected first priority lien Intercreditor Agreement. Each Holder, by accepting this Note, consents and agrees to the terms of the Security Documents (2including the provisions providing for the foreclosure and release of Collateral) a Custodian Control Agreement. (C) If any validator engaged and the Intercreditor Agreement on the terms set forth in Section 9.07 of the Indenture as the same may be in effect or used by any Grantor may be amended from time to time in connection accordance with their terms and the Staking of any Article 12 Collateral is not satisfactory to Indenture, and authorizes and directs the Note Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct to enter into the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent Security Documents and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notIntercreditor Agreement, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, perform its obligations and exercise its rights thereunder in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)accordance therewith. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants All Capital Stock, other than Excluded Property, of each Credit Party and agrees that:Subsidiary (other than Parent) shall have been pledged pursuant to the Security Documents and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the Security Documents, accompanied by customary instruments of transfer and undated stock powers endorsed in blank. (Aii) At all timesAll Capital Stock of the Opcos and the Miscellaneous Other Credit Parties owned by an Individual Guarantor and not pledged as of the Restatement Date shall have been pledged pursuant to an amendment of the Individual Pledge Agreement, in form an substance reasonably satisfactory to the Administrative Agent. (iii) Except as otherwise provided in Section 8.17, the Collateral Agent shall have received the right results of a search of the UCC and PPSA filings (or equivalent filings), in addition to direct the commencementtax Lien, continuation or cessation of any Staking judgment Lien, bankruptcy and litigation searches made with respect to each Credit Party, together with copies of the Article 12 Collateralfinancing statements and other filings (or similar documents) disclosed by such searches, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable accompanied by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator evidence reasonably satisfactory to the Collateral Agent that the Liens indicated in any such financing statement and other filings (or similar document) are Permitted Liens or have been released or will be released substantially simultaneously with the Collateral Agent’s sole discretion for continued Staking making of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseLoans hereunder. (Div) If any Custodian holding the Article 12 The Collateral is not Agent shall have received evidence, in form and substance reasonably satisfactory to the Collateral Agent, that appropriate UCC and PPSA (or equivalent) financing statements (including fixture filings) have been duly filed in such office or offices as may be necessary or, in the reasonable opinion of Collateral Agent, desirable, to perfect the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable Agent’s Liens in and to the Collateral Agent and certified searches reflecting the applicable Grantor and filing of all such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansfinancing statements. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants All Capital Stock of each Credit Party and agrees that: Subsidiary (Aother than Parent, Excluded Subsidiaries and minority interests in the Capital Stock of certain Credit Parties owned by non-Credit Parties on the date hereof, as previously disclosed to Administrative Agent prior to the date hereof) At all times, shall have been pledged pursuant to the Security Documents and Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementSecurity Documents, continuation accompanied by instruments of transfer and undated stock powers endorsed in blank, or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account evidence that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not arrangements for receipt reasonably satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)have been made. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain All Indebtedness owed to any Article 12 Collateral with any Custodian unless each of the following conditions Credit Parties (other than any Indebtedness of another Credit Party) which exceeds $100,000 individually or $250,000 in the aggregate that is satisfied: evidenced by one or more promissory notes shall have been pledged pursuant to the Security Documents, and Collateral Agent shall have received original executed versions of all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank, or evidence that arrangements for receipt reasonably satisfactory to Collateral Agent have been made. (Aiii) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice the results of a search of the intention UCC filings, PPSA registrations and equivalent filings, as applicable, in addition to tax Lien, judgment Lien, bankruptcy and litigation searches made with respect to each Credit Party, together with copies of the financing statements, PPSA registrations and other filings (or similar documents) disclosed by such Grantor to open or establish such Custodial Accountsearches, which notice shall specify in reasonable detail and specificity acceptable accompanied by evidence satisfactory to Collateral Agent that the typeLiens indicated in any such financing statement, nature PPSA registration and quantity other filings (or similar document) are Permitted Liens or have been released or will be released substantially simultaneously with the making of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementLoans hereunder. (iiiiv) On or before the date which is ten (10) Business Days following the end of each calendar quarterCollateral Agent shall have received evidence, Grantors shall deliver in form and substance satisfactory to Collateral Agent an updated Schedule IV listing Agent, that appropriate UCC financing statements (including fixture filings), PPSA registrations or equivalent filings, as applicable, have been duly filed in such office or offices as may be necessary or, in the opinion of Collateral Agent, desirable, to perfect Collateral Agent’s Liens in and to the Collateral and certified searches reflecting the filing of all of Grantors’ Custodial Accounts holding any Article 12such financing statements and PPSA registrations.

Collateral. The Administrative Agent is hereby authorized by each Lender to hold all Collateral pledged pursuant to any Loan Document and to act on behalf of the Lender Group, in its own capacity and through other agents appointed by it, under the Security Documents; provided, that the Administrative Agent shall not agree to the release of any Collateral except in accordance with the terms of this Agreement. The Lender Group acknowledges that the Loan and all interest, fees and expenses hereunder constitute one Funded Debt, secured by all of the Collateral. The Administrative Agent hereby appoints each Lender as its agent (iand each Lender hereby accepts such appointment) for the purpose of perfecting the Administrative Agent’s Liens in assets which, in accordance with the UCC, can be perfected by possession. Should any Lender obtain possession of any such Collateral, subject to the limitations set forth in the Blocked Account Agreements, such Lender shall, promptly upon the Administrative Agent’s request therefore, deliver such Collateral to the Administrative Agent or in accordance with the Administrative Agent’s instructions. The Administrative Agent may purchase, in any public or private sale conducted under the provisions of the UCC (including pursuant to sections 9-610 and 9-620 of the UCC), the provisions of the Bankruptcy Code (including pursuant to section 363 of the Bankruptcy Code) or at any sale or foreclosure conducted by the Administrative Agent (whether by judicial action or otherwise) in accordance with Applicable Law, all or any portion of the Collateral. Each Grantor covenants member of the Lender Group hereby irrevocably authorizes the Administrative Agent to Credit Bid (in an amount and on such terms as the Administrative Agent may determine) and purchase at any such sale (either directly or through one or more acquisition vehicles) all or any portion of the Collateral on behalf of and for the benefit of the Lender Group (but not as agent for any individual Lender or Lenders, unless the Majority Lenders shall otherwise agree in writing). Each Lender hereby agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking except with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Administrative Agent, the Collateral Agent may direct such Article 12 Collateral it will not exercise any right that it might otherwise have to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, Credit Bid at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend sales of all or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent portion of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with conducted under the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each provisions of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice UCC or the Bankruptcy Code, foreclosure sales or other similar dispositions of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All outstanding Stock of the Borrower and agrees that: all Stock of each Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case, as of the Closing Date, shall have been pledged pursuant to the Security Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Stock and Stock Equivalents) At all times, and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementSecurity Agreement, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentblank. (Bb) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking Indebtedness of the Article 12 Collateral shall be held in a Blocked Custodial Account Borrower and each Subsidiary of the Borrower that is subject owing to (1) the Borrower or a Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Security Agreement, and the Collateral Agent’s perfected first priority lien and (2) a Custodian Control AgreementAgent shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (Cc) If any validator engaged All documents and instruments, including Uniform Commercial Code or used other applicable personal property financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Grantor in connection Security Document to be executed on the Closing Date and to perfect such Liens to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory Security Document shall have been delivered to the Collateral Agent in proper form for filing, registration or recording and none of the Collateral Agent’s sole discretion shall be subject to any other pledges, security interests or mortgages, except for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseLiens permitted hereunder. (Dd) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable The Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an Authorized Officer of the Borrower, together with all attachments contemplated thereby. Notwithstanding anything set forth above, to the extent any security interest (other than to the extent that a lien on the Collateral may be perfected by the filing of a financing statement under the Uniform Commercial Code or by the delivery of stock or other equity certificates of the Borrower or a Material Subsidiary of the Borrower constituting a Wholly Owned Domestic Subsidiary that is part of the Collateral and such stock or other equity certificates have been received from the Borrower) is not or cannot be provided or perfected on the Closing Date after the Borrower’s use of commercially reasonable efforts to do so, or without undue burden or expense, the creation or perfection of such security interest shall not constitute a condition precedent to the availability of the Initial Term Loans on the Closing Date but shall instead be required to be delivered or provided within 90 days after the Closing Date (or such later date as may be reasonably agreed by the Borrower and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement Administrative Agent (with respect to such Custodian and Article 12 Term Priority Collateral, in each case, at Grantors’ sole cost and expense. The Collateral ) or the ABL Administrative Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (Ewith respect to ABL Priority Collateral)) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes pursuant to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is arrangements to be established and Article 12 Collateral is to be maintained or held, mutually agreed by the individual at such Custodian with whom such Grantor is dealing Borrower and the purpose of Administrative Agent or the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementABL Administrative Agent. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants The New Second Lien Notes Trustee and agrees thatthe Bridge Loan Lenders shall have received: (A) At all timesfrom the Issuers and the Subsidiary Guarantors (as defined below), a counterpart of the Collateral Agent shall have collateral agreement and ancillary security documents (in each case in form and substance consistent with the right to direct the commencement, continuation or cessation of any Staking collateral agreement and ancillary security documents with respect to the Article 12 CollateralBridge Loans and the New Second Lien Notes Indenture attached hereto as Exhibit A, and no Grantor shall engage in any Staking of Article 12 otherwise reasonably acceptable to the Stone Noteholders and the Bridge Loan Lenders) to be entered into among the Issuers, the Subsidiary Guarantors and the New Second Lien Notes Trustee, as collateral agent (the “Collateral without the prior written consent of the Collateral Agent.Agreement”); (B) All Article 12 Collateral all documents and Staking Consideration issuedinstruments, earnedincluding Uniform Commercial Code or other applicable personal property and financing statements, received reasonably requested by the New Second Lien Notes Trustee to be filed, registered or receivable recorded to create the liens intended to be created by any Grantor in connection security document and perfect such liens to the extent required by, and with the Staking priority required by, such security document shall have been delivered to the New Second Lien Notes Trustee for filing, registration or recording and none of the Article 12 Collateral collateral shall be held in a Blocked Custodial Account that is subject to (1) any other pledges, security interests or mortgages, except for liens permitted under the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement.New Second Lien Notes Indenture; (C) If all Equity Interests (as defined in the Bridge Loan Agreement) of the Co-Issuer and all Equity Interests of each Restricted Subsidiary (as defined in the Bridge Loan Agreement) directly owned by the Issuers or any validator engaged Subsidiary Guarantor, in each case as of the date hereof, and required to be delivered to the agent under the new reserve-based revolving credit agreement dated on or used by any Grantor in connection with about the Staking of any Article 12 Collateral is not satisfactory Closing Date (the “Credit Agreement”) pursuant to Collateral Agent in Collateral Agent’s sole discretionthe terms thereof, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory shall have been pledged pursuant to the Collateral Agent in Agreement and the New Second Lien Notes Trustee (or the agent under the Credit Agreement as bailee for the New Second Lien Notes Trustee pursuant to the Senior Lien Intercreditor Agreement (as defined below)) shall have received all certificates, if any, representing such securities pledged under the Collateral Agent’s sole discretion for continued Staking Agreement, accompanied by instruments of the Article 12 Collateral, transfer and/or undated powers endorsed in each case, at Grantors’ sole cost and expense.blank; and (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to results of a search of the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement Uniform Commercial Code filings made with respect to such Custodian the Issuers and Article 12 Collateral, the Subsidiary Guarantors in each case, at Grantors’ sole cost the jurisdictions reasonably requested by the New Second Lien Notes Trustee or the Institutional Bridge Loan Lenders and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent copies of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)financing statements disclosed by such search. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) The power to effect the sale of the Collateral pursuant to Section 6.3 hereof shall continue unimpaired until all the Collateral shall have been sold or all amounts payable on the Notes shall have been paid or losses allocated thereto and borne thereby. The Indenture Trustee may from time to time, upon directions in accordance with Section 6.12 hereof, postpone any public sale by public announcement made at the time and place of such sale. (b) Unless required by applicable law, the Indenture Trustee shall not sell to a third party the Collateral, or any portion thereof except as permitted under Section 6.3(d) hereof. (c) In connection with a sale of the Collateral: (i) Each Grantor covenants any one or more Noteholders (other than Silverleaf or any Affiliates thereof) may bid for and agrees that: (A) At all times, purchase the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateralproperty offered for sale, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection upon compliance with the Staking terms of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien sale may hold, retain, and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking possess and dispose of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateralproperty, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notwithout further accountability, and shall not permit any Noteholder (other Person to, amend than Silverleaf or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent Affiliates thereof) may, in its sole discretionpaying the purchase money therefor, with prior deliver in lieu of cash any Outstanding Notes or concurrent written notice claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and the Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory the Noteholders after being appropriately stamped to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D).show such partial payment; (ii) The Grantors the Indenture Trustee shall notexecute and deliver an appropriate instrument of conveyance prepared by the Servicer transferring the Indenture Trustee’s interest in the Collateral without recourse, directly representation or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain warranty in any Article 12 Collateral with any Custodian unless each portion of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian connection with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement.sale thereof; (iii) On the Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey the Issuer’s interest in any portion of the Collateral in connection with a sale thereof, and to take all action necessary to effect such sale; (iv) no purchaser or before transferee at such a sale shall be bound to ascertain the date which is ten Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys; and (10v) Business Days following The method, manner, time, place and terms of any sale of the end Collateral shall be commercially reasonable. (vi) Except as set forth in Section 5.3(b)(iv) hereof, none of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12Silverleaf or its Affiliates may bid for and purchase the Timeshare Loans offered for sale by the Indenture Trustee in Section 6.16(c)(i) above.

Collateral. (a) The Borrower shall, and shall cause each Domestic Subsidiary (other than an Excluded Subsidiary) to, guarantee the Obligations as set forth in Section 6.12(a). (b) [Reserved]. (c) The Borrower shall and shall cause each Domestic Subsidiary (other than any Excluded Subsidiaries) to (i) Each Grantor covenants grant to the Administrative Agent for the benefit of the Secured Parties a Lien on all assets (other than Excluded Collateral), of all Loan Parties which shall be perfected (to the extent required by the Loan Documents) on all Collateral and agrees that:(ii) take such action (other than any Excluded Perfection Action) as is necessary from time to time to cause all Liens in the Collateral granted to the Administrative Agent for the benefit of the Secured Parties to be first priority Liens subject to Permitted Liens. For the avoidance of doubt, all Equity Interests owned by the Borrower of any Loan Party (other than Excluded Collateral) will be fully pledged as Collateral. (Ad) At The Borrower shall and shall cause each Restricted Subsidiary (other than an Excluded Subsidiary) to do all timesthings necessary or reasonably requested by the Administrative Agent to preserve and perfect the Liens of the Administrative Agent for the benefit of the Secured Parties, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect arising pursuant hereto and pursuant to the Article 12 CollateralSecurity Agreements and the other Collateral Documents as first priority Liens, subject to Permitted Liens, and no Grantor shall engage in any Staking to insure that the Administrative Agent, for the benefit of Article 12 Collateral without the prior written consent Secured Parties, has a perfected first priority Lien, subject to Permitted Liens, on all of the Collateral Agentof the Loan Parties; provided that no Restricted Subsidiary shall be required to take any Excluded Perfection Action. (Be) All Article 12 Collateral The Borrower shall and Staking Consideration issuedshall cause each Loan Party to, earned, received or receivable by any Grantor in connection with the Staking within ninety (90) days of the Article 12 Collateral shall acquisition of Material Real Property (or such longer period as may be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 CollateralAdministrative Agent), in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes deliver to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Administrative Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12following:

Collateral. (ia) Each Grantor covenants From and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each the due and punctual payment of the following conditions is satisfied: principal of, premium, if any, and interest on the Notes (Aother than any Additional Notes) when and as the same shall be due and payable, whether on an Interest Payment Date, at maturity, by acceleration, repurchase, redemption or otherwise, interest on the overdue principal of and interest (to the extent permitted by law), if any, on the Notes (other than any Additional Notes) and performance of all other obligations under this Indenture, including the obligations of the Company set forth in Section 7.06, and the Notes (other than any Additional Notes) and the Collateral Documents, shall be secured by Liens on the Collateral as provided in this Indenture and the Collateral Documents to which the Company shall become a party to on the date hereof and will be secured by all of the Collateral pledged pursuant to the Collateral Documents hereafter delivered as required or permitted by this Indenture and the Collateral Documents. The Company, for the benefit of the holders, hereby appoints Anchorage Digital Bank, N.A., as the initial Collateral Agent, and the Collateral Agent shall have received not less than five (5) Business Days’ prior written notice is hereby authorized and directed to execute and deliver the Collateral Documents. Each Holder by its acceptance of the intention of any Notes irrevocably consents and agrees to such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementappointment. (iiib) On Each Holder, by its acceptance of any Notes, consents and agrees to the terms of the Collateral Documents (including the provisions providing for foreclosure and release of Collateral and the automatic amendments, supplements, consents, waivers and other modifications thereto without the consent of the holders) as the same may be in effect or before may be amended from time to time in accordance with their terms and this Indenture and authorizes and directs the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing to perform its obligations and exercise its rights under the Collateral Documents in accordance therewith, binding such holder to the terms thereof. (c) The Trustee and each holder, by accepting the Notes, acknowledge that, as more fully set forth in the Collateral Documents, the Collateral as hereafter constituted shall be held by the Collateral Agent for the benefit of all the Holders (other than the Holders of Grantors’ Custodial Accounts holding any Article 12Additional Notes) and the Trustee, and that the Lien of this Indenture and the Collateral Documents in respect of the Trustee and the Holders is subject to and qualified and limited in all respects by the Collateral Documents and actions that may be taken thereunder.

Collateral. (ia) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent The Trustee shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent hold such of the Collateral Agentas consists of instruments, deposit accounts, negotiable documents, money, goods, letters of credit and advices of credit in the State of New York. The Trustee shall hold such of the Collateral as constitutes investment property through a securities intermediary, which securities intermediary shall agree with the Trustee (which agreement shall be governed by the laws of the State of New York) that (a) such investment property shall at all times be credited to a securities account of the Trustee, (b) such securities intermediary shall treat the Trustee as entitled to exercise the rights that comprise each financial asset credited to such securities account, (c) all property credited to such securities account shall be treated as a financial asset, (d) such securities intermediary shall comply with entitlement orders originated by the Trustee without the further consent of any other Person, (e) such securities intermediary will not agree with any Person other than the Trustee to comply with entitlement orders originated by such other Person and (f) such securities account and the property credited thereto shall not be subject to any lien, security interest or right of set-off in favor of such securities intermediary or anyone claiming through it (other than the Trustee). Except as permitted by this Section 6.11 or as otherwise permitted by any Transaction Document, the Trustee shall not hold any part of the Collateral through an agent or a nominee. (Bb) All Article 12 Collateral and Staking Consideration issuedThe Trustee shall not be responsible for the existence, earned, received genuineness or receivable by value of any Grantor in connection with the Staking of the Article 12 Collateral shall be held or for the validity, perfection, priority or enforceability of the liens in a Blocked Custodial Account that is subject any of the Collateral, for the validity or sufficiency of the Collateral, for the validity of the title of the Issuer or the Equityholder to (1) the Collateral, for insuring the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor for the payment of Taxes, charges, assessments or liens upon the Collateral. Notwithstanding anything to the contrary in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionTransaction Documents, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral Trustee shall have no responsibility for recording, filing, re-recording or re-delegate a validator satisfactory filing any financing statement, continuation statement, document, instrument or other notice in any public office at any time or times or to otherwise take any action to perfect or maintain the Collateral Agent in perfection of any security interest granted to it under the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseTransaction Documents. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of Effective upon any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in Subsidiary becoming a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, Guarantor after the date hereof, establish the Borrower shall cause such Guarantor within fifteen Business Days after becoming a Custodial Account Guarantor (or otherwise maintain any Article 12 such later date as the Administrative Agent may agree) to grant to the Collateral with any Custodian unless Agent for the benefit of the Secured Parties a first (subject to Permitted Liens) priority security interest in all assets (including real property and the Capital Stock of its Subsidiaries) of such Guarantor pursuant to documentation (including related certificates and opinions) reasonably acceptable to the Administrative Agent. The Borrower will, and will cause each of the following conditions Guarantors to, at the expense of the Borrower, make, execute, endorse, acknowledge, file and/or deliver to the Administrative Agent from time to time such schedules, confirmatory assignments, conveyances, financing statements, transfer endorsements, powers of attorney, certificates, reports and other assurances or instruments and take such further steps relating to the Collateral as the Administrative Agent may reasonably require. Notwithstanding any of the foregoing, (i) neither the Borrower nor any Guarantor shall be obligated hereby to grant a security interest in any asset if the granting of such security interest would result in the violation of any applicable law or regulation, (ii) the Collateral shall not include a security interest in any asset if the granting of such security interest would be prohibited by enforceable anti-assignment provisions of contracts or applicable law (after giving effect to relevant provisions of the Uniform Commercial Code), (iii) fee-owned real property having an individual fair market value of less than $2,500,000 or aggregate fair market value of less than $10,000,000 shall be excluded from the Collateral, (iv) the Collateral shall not include cash and cash equivalents, accounts receivable or Portfolio Securities, or deposit or security accounts (except to the extent that the foregoing are proceeds of Collateral; provided, that in no event shall any control agreements be required) containing any of the foregoing, other assets requiring perfection through control agreements, letter-of-credit rights, leasehold real property, motor vehicles and other assets subject to certificates of title (other than any corporate aircraft), interests in certain joint ventures and non-Wholly-Owned Subsidiaries which cannot be pledged without the consent of one or more third parties and obligations the interest on which is satisfied: wholly exempt from the taxes imposed by subtitle A of the Code, (Av) Collateral the pledge of the Capital Stock of Foreign Subsidiaries shall be limited to 65% of the Capital Stock of material first-tier Foreign Subsidiaries, (vi) the Administrative Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor discretion to open or establish such Custodial Accountexclude from the Collateral immaterial assets, assets as to which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing it and the purpose Borrower determine that the cost of obtaining such security interest would outweigh the Custodial Account benefit to the Lenders and related Article 12 Collateralother assets in which it may determine that the taking of a security interest would not be advisable, and (Bvii) the Custodian where such account is opened no foreign law security or maintained pledge agreements shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementrequired. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all timesEffective upon any Subsidiary becoming a Guarantor after the Amendment Effective Date, the Borrower shall cause such Guarantor within fifteen Business Days after becoming a Guarantor (or such later date as the Administrative Agent may agree) to grant to the Collateral Agent for the benefit of the Secured Parties a first (subject to Permitted Liens) priority security interest in all assets (including real property and the Capital Stock of its Subsidiaries) of such Guarantor pursuant to documentation (including related certificates and opinions) reasonably acceptable to the Administrative Agent. The Borrower will, and will cause the Borrower and each of the Guarantors to, at the expense of the Borrower, make, execute, endorse, acknowledge, file and/or deliver to the Administrative Agent from time to time such schedules, confirmatory assignments, conveyances, financing statements, transfer endorsements, powers of attorney, certificates, reports and other assurances or instruments and take such further steps relating to the Collateral as the Administrative Agent may reasonably require. Notwithstanding any of the foregoing, (a) neither the Borrower nor any other Guarantor shall be obligated hereby to grant a security interest in any asset if the granting of such security interest would result in the violation of any applicable law or regulation, (b) the Collateral shall not include a security interest in any asset if the granting of such security interest would be prohibited by enforceable anti-assignment provisions of contracts or applicable law (after giving effect to relevant provisions of the Uniform Commercial Code), (c) fee-owned real property having an individual fair market value of less than $2,500,000 or aggregate fair market value of less than $10,000,000 shall be excluded from the Collateral, (d) the Collateral shall not include cash and cash equivalents, accounts receivable or Portfolio Securities, or deposit or security accounts (except to the extent that the foregoing are proceeds of Collateral; provided that in no event shall any control agreements be required) containing any of the foregoing, other assets requiring perfection through control agreements, letter-of-credit rights, leasehold real property, motor vehicles and other assets subject to certificates of title (other than any corporate aircraft), interests in certain joint ventures and non-Wholly-Owned Subsidiaries which cannot be pledged without the consent of one or more third parties and obligations the interest on which is wholly exempt from the taxes imposed by subtitle A of the Code, (e) the pledge of the Capital Stock of Foreign Subsidiaries shall be limited to 65% of the Capital Stock of material first-tier Foreign Subsidiaries, (f) the Administrative Agent shall have the right discretion to direct exclude from the commencementCollateral immaterial assets, continuation or cessation assets as to which it and the Borrower determine that the cost of any Staking with respect obtaining such security interest would outweigh the benefit to the Article 12 CollateralLenders and other assets in which it may determine that the taking of a security interest would not be advisable, and (g) no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received foreign law security or receivable by any Grantor in connection with the Staking of the Article 12 Collateral pledge agreements shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreementrequired. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants and agrees that:All outstanding Capital Stock in each Guarantor required to be pledged pursuant to the Security Documents shall have been pledged pursuant thereto; (Ab) At all times, the Collateral Administrative Agent shall have received the right certificates representing the Capital Stock in each Guarantor to direct the commencementextent required to be delivered under the Security Documents and pledged under the Security Documents to the extent certificated, continuation accompanied by undated stock powers, allonges or cessation other appropriate instruments of transfer endorsed in blank; (c) all Uniform Commercial Code financing statements required to be filed, registered or recorded to create the Liens intended to be created by any Staking Security Document and perfect such Liens to the extent required by such Security Document shall have been delivered to the Administrative Agent, and shall be in proper form, for filing, registration or recording; (d) the Administrative Agent shall have received the results of a search of the Uniform Commercial Code filings made with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, Credit Parties in each casesuch Credit Party’s jurisdiction of incorporation, at Grantors’ sole cost formation or organization, as applicable and expense. (D) If any Custodian holding the Article 12 Collateral is not evidence reasonably satisfactory to the Collateral AgentAdministrative Agent that the Liens indicated by any such effective financing statements disclosed thereby are permitted by Section 10.2, have been released or will be released substantially concurrently with the Collateral Closing Date or arrangements for such release have been made; (e) the Administrative Agent may direct such Article 12 Collateral shall have received a completed perfection certificate dated as of the Closing Date (the “Perfection Certificate”) and signed by an Authorized Officer of the Borrower; provided that in the event any deliverables pursuant to this Section 6.2 or referred to in Section 8.21 or Section 6.2, cannot be held by a new Custodian reasonably acceptable delivered on or prior to the Collateral Closing Date after commercially reasonable efforts to do so, they shall instead be required promptly after the Closing Date (and in any event within 45 days after the Closing Date plus any extensions granted by the Administrative Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice ) pursuant to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is arrangements to be established and Article 12 Collateral is to be maintained or held, mutually agreed between the individual at such Custodian with whom such Grantor is dealing Administrative Agent and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementBorrower. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants and agrees that: (A) At all timesAs a condition for receiving ISOC-IL’s accreditation approval, the Collateral Agent Registrar shall have the right to direct the commencementdeposit an autonomous bank guarantee, continuation or cessation of any Staking with respect linked to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent representative rate of the Collateral Agentdollar (US), in the wording specified in appendix “L”: bank guarantee (hereinafter referred to as “the guarantee”). The guarantee will be in the amount of 20,000 NIS or 40,000 NIS, as ISOC-IL, in its discretion, determines, according to the information that the Registrar presented in its offer. (Bb) All Article 12 Collateral The guarantee shall be valid for at least one year and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking Registrar shall be liable to extend its validity so long as this agreement is valid and for not more than one year on each occasion. If the validity of the Article 12 Collateral shall be held in a Blocked Custodial Account that guarantee is subject not extended and ISOC-IL is not furnished with an extended bank guarantee at least seven days prior to (1) the Collateral Agentdate of the guarantee’s perfected first priority lien expiry, ISOC-IL may realize the guarantee and (2) a Custodian Control Agreementretain the amount thereof until an alternative guarantee is furnished as provided herein. (Cc) If the Registrar does not pay any validator engaged financial debt to ISOC-IL, ISOC-IL may, on 10 days’ written warning, obtain payment of all or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking part of the Article 12 Collateral, in each case, at Grantors’ sole cost and expensedebt from the guarantee. (Dd) If ISOC-IL directly or indirectly incurs any Custodian holding extra expenses in consequence of acts or omissions of the Article 12 Collateral is not reasonably satisfactory Registrar that are in contravention of this agreement, inter alia, but without limitation, legal or collection expenses, ISOC-IL may, after giving 10 days’ written warning, obtain payment from all or part of the guarantee, up to the Collateral Agent, amount of the Collateral Agent may direct such Article 12 Collateral expenses actually occasioned to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansit. (Ee) Such Grantor If ISOC-IL exercises its aforesaid powers, the Registrar shall notarrange, within 14 days of ISOC-IL collecting amounts from the guarantee, for a new guarantee to be issued in accordance with the terms and shall not permit any other Person toconditions hereof, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent instead of the Collateral Agentguarantee from which payment was obtained, in as a condition for its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)continued activity as accredited registrar pursuant hereto. (iif) The Grantors Upon the agreement’s termination, ISOC-IL shall notreturn the guarantee to the Registrar, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain less any Article 12 Collateral with any Custodian unless each unpaid debt of the following conditions is satisfied: (A) Collateral Agent shall have received not Registrar and less than five (5) Business Days’ prior written notice the costs of transferring the intention of such Grantor holders to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementother registrars. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. 6. The Obligor(s) represent(s) that it is his/their intention to pledge and hereby pledges the deposits as specified in the Schedule of pledged deposits hereto (ihereinafter referred to as “Deposits”) Each Grantor covenants in favor of the Bank to secure repayment by the Obligor(s), to the Bank, of the Overdraft Facility outstanding from time to time and agrees that:payment of interest and all other amount payable by the Obligor(s) hereunder. 7. The amount of the Overdraft Facility shall depend on the value of the Deposits which are the subject matter of the pledge this Agreement (Aas mentioned in the Schedule or the Supplementary Schedules hereto) At all timesat the time of the grant of the Overdraft Facility, margin requirements and other internal Bank policies.. 8. The overdraft facility is the maximum limit beyond which, the Collateral Agent obligor (s) cannot draw. The Overdraft Facility so sanctioned/ granted / agreed to be granted by the Bank shall depend on the value of the Deposits under pledge The margin requirements applicable may be applied at an account level or at an individual security level, and may be different across accounts and across deposits. 9. The Obligor(s) undertake(s) that being the present beneficial owner(s) of the Deposits held in the deposit account, the Obligor(s) shall follow the Regulations/ Law for creating pledge of the Deposits in favour of the Bank. 10. This deposit shall be held by you as security for the Facility and shall be applied against any other indebtedness or liability of the undersigned which is existing or hereafter arises; which may be direct or contingent, due or may become due, to you or to any of your affiliates or subsidiaries, or to any of your or their offices, branches, or agents. 11. The Obligor(s) acknowledge(s) and confirm(s) that the Bank shall hold the pledge over the Deposits in accordance with the terms of this agreement, The Obligor(s) undertake(s) that being the present owner(s) of the other deposits not held in the Deposit account, the procedure prescribed by the respective issuers / other intermediaries or agencies appointed by him/them on his/their behalf shall be followed to create the pledge in favor of the Bank.. 12. The Deposits that are pledged / charged / assigned shall be valued at regular intervals. The interval may be intraday / daily / weekly / fortnightly or such other frequency as the Bank may decide from time to time. The Facility shall accordingly be revised upwards or downwards based on the valuation and the margin requirements as may be applicable from time to time. The Bank‟s decision on the valuation of the Deposits shall be binding on the Obligor(s) and the Obligor hereby undertakes not to raise any claims/demands/disputes in this regard. 13. The Obligor(s) agree(s) that any accretion to the said deposits by way of, interest credit, and other benefits from time to time accruing in respect of the said Deposits or any part thereof shall be deemed to be pledged with the Bank and that the parties agree that there is no need for signing any additional supplementary pledge in this respect. However, the Borrower and the Third Party Pledgor(s) agree to execute/sign all such other documents / forms / letters as may be deemed necessary by the Bank for this purpose. 14. If any of the Deposits are to be withdrawn from the pledge created in favor of the Bank or in case any fresh deposits are pledged in addition to existing Deposits or in substitution of any Deposits withdrawn, the procedure under Regulations shall be followed. 15. The list of Deposits accepted as collateral, valuation of the deposits, margin requirements and the amount of the Overdraft Facility may change from time to time and that the same shall be the exclusive decision of the Bank and shall be binding on the Obligor(s). The amount of the Overdraft Facility disbursed is repayable unconditionally on demand without any demur or protest at the Bank‟s absolute discretion. The Bank may, at its sole discretion, permit the Obligor(s) to provide new deposits at the same, or at different “loan to value” (hereinafter referred to as “LTV”) ratios, from time to time. 16. Notwithstanding anything contained in this Agreement, the Borrower(s) hereby pledges and shall be deemed to have pledged forthwith upon issue of the Deposits (in the case of those deposits which have not so far been issued) as security for repayment of the Overdraft Facility along with interest and other amounts payable hereunder. The Borrower(s) hereby records that the evidences, passbooks or any other document evidencing the right, title and interest of the Borrower(s) as the holder of the Deposits shall be deposited and shall be deemed to have been deposited by the Borrower(s) as having been given upon the occasion of the deposit of the Deposits as marketable deposits as and by way of security by way of pledge for repayment of the Overdraft Facility and this instrument accordingly. 17. It is hereby agreed that the Obligor(s) shall always maintain such a margin of Security as prescribed by the Bank from time to time, however, that at no time the aggregate outstanding amount of the Overdraft Facility, interest and other amounts payable shall exceed the value of the Deposits and such margin. In the event the aggregate outstanding amount of the Overdraft Facility and other amounts payable by the Obligor(s) exceed the value of the Deposits and the margin, the Obligor(s) shall jointly and severally provide additional or further deposits so as to ensure that the minimum margin of security is as required by the Bank and/or the regulations prescribed by the Reserve Bank of India and/or any other law(s). If such additional or further deposit is not provided, the Obligor(s) shall repay such amount that exceeds such margin and in the event of any of them failing to do so, whether or not any notice has been issued by the Bank, the Bank shall have the right to direct liquidate the commencement, continuation or cessation deposits as aforesaid and adjust the proceeds towards the outstanding overdraft amount in the account. And further that in the event of any Staking with respect default of any of the terms and conditions of the Overdraft Facility including failure to maintain the Article 12 Collateralminimum margin of Deposits, and no Grantor as aforesaid, the Bank shall engage in have the right to liquidate the Deposits without any Staking of Article 12 Collateral without the prior written consent of the Collateral AgentObligor(s), but with a notice to the Primary Borrower to liquidate the deposit Such demand for the replenishment of the margin may be made by the Bank or any third party appointed by the Bank either by phone, fax, email, SMS, telegram or by letter in writing to any of the Borrowers/Obligor(s)/Guarantors and irrespective as to whether or not it may have been signed on behalf of the Bank, and the notice so given shall be binding upon and valid against all the Obligor(s). (B18. The pledged Deposits would be a continuing security to the Bank for all monies which are due from the Obligor(s). It is declared by the Obligor(s) All Article 12 Collateral that the said Deposits are free from any charge and Staking Consideration issued, earned, received or receivable by any Grantor in connection that the Obligor(s) hereby undertake(s) to keep them and ensure that the same remains as such during the time said Deposits are pledged with the Staking Bank. 19. Any change in the Deposits hereby pledged may be effected by the execution of the Article 12 Collateral one or more Supplementary Schedule(s). Such Supplementary Schedule(s) shall be held in form a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien part and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking parcel of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control this Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit require execution of a fresh agreement amongst the Parties hereto. Such change in the Supplementary Schedule(s) shall, inter alia, include withdrawal of existing Deposits, substitution or lodgement of fresh or other deposits, addition of further Deposits, etc. Such withdrawal may be of any other Person toof the Deposits pledged, amend whether belonging to or make held in the name of the Borrower(s) or Third Party Pledgor(s) / Guarantor(s). Such withdrawal may be done by the Borrower(s) alone (by instructions given by the Borrower(s) in writing) even if any changes of such Deposits belong to the authorized signatories of, or persons authorized Third Party Pledgor(s) /Guarantor(s) and the Third Party Pledgor(s) / Guarantor(s) hereby agree(s) that a withdrawal as aforesaid shall be deemed to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection have been done with the preceding Sections 6(n)(i)(C)-(Dconsent and concurrence of such Third Party Pledgor(s) / Guarantor(s) and that the Bank shall be entitled to act in accordance with such instructions from the Borrower(s). (ii) The Grantors shall not20. Without prejudice to any provision/clauses mentioned above, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain occurrence of any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: events (A“Event of Default”) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice shall, without limitation and without prejudice to any other events described as Event of Default or otherwise specified under this Agreement, qualify as an Event of Default, and at the option of the intention Bank, the Bank shall be entitled to give notice to the Borrower(s) declaring that all sums of principal interest, costs, charges and expenses and other sums remaining outstanding hereunder are due and payable and upon such Grantor declaration, the same shall become due the payable forthwith, notwithstanding anything to open the contrary in this Agreement or establish such Custodial Accountin any other agreement(s) or instruments. Further, which notice the occurrence of an Event of Default shall specify in reasonable detail and specificity acceptable entitle the Bank forthwith to Collateral Agent enforce the type, nature and quantity security of pledge / hypothecation including the exercise of the Article 12 Collateral, right to liquidate/realize or otherwise encash the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12Deposits:-

Collateral. (ia) Each Grantor covenants The Borrower shall provide Collateral in Digital Assets with a value (expressed as a percentage) at least equal to the Initial Collateral Level of the Loan Assets as set out in the Loan Term Sheet. Collateral shall always be valued at the Blended Spot Price. For the avoidance of doubt, Collateral Level means the ratio of the value of the Collateral to the value of the Loan Assets. Reference to Collateral shall include any Additional Collateral (defined below) subsequently provided by the Borrower. All Collateral shall be deposited with the Custodian pursuant to, and agrees that: (A) At all timesin accordance with, the terms of the Custody Agreement. For the avoidance of doubt and notwithstanding that the Loan Term Sheet sets out the type and amount of Collateral Agent to be provided, if the Lender (in its sole and absolute discretion) determines that there is any regulatory or liquidity risk in relation to, or litigation against the issuer of, the Digital Asset provided as Collateral, or in the event that the value of the Collateral (based on the Blended Spot Rate) decreases by 25% or more within a twelve (12) hour rolling period, the Lender shall have the right to direct the commencementto, continuation or cessation of any Staking with respect by notice to the Article 12 CollateralBorrower, and no Grantor shall engage in any Staking of Article 12 Collateral without require the prior written consent Borrower to prepay all or a portion of the Collateral AgentLoan Balance upon three (3) days notice. (Bb) All Article 12 The Collateral and Staking Consideration issued, earned, received or receivable transferred by any Grantor in connection with the Staking Borrower to the Lender shall be for the account of the Article 12 Lender in respect of the relevant Loan obligations of the Borrower to the Lender hereunder and managed pursuant to the Custodial Agreement. Unless otherwise agreed by ▇▇▇▇▇▇, the Borrower hereby grants the Lender a continuing first-priority security interest in the Collateral held by the Custodian under the Custody Agreement , which shall attach upon the transfer of the Loan Assets by the Lender to the Borrower and which shall cease upon the unconditional and irrevocable repayment of all amounts owing by the Borrower to the Lender pursuant to the Loan Documents. The Collateral shall be held in a Blocked Custodial Account that is subject custody by the Custodian pursuant to (1) the Custody Agreement. The Custody Agreement must be executed by the Parties and the Custodian prior to any transfer of Loan Assets or Digital Assets. The Lender shall not lend, invest, re-pledge, rehypothecate, or otherwise use or encumber the Collateral, and shall have access to the Collateral Agent’s perfected first priority lien only in accordance with the terms of the Custody Agreement and (2) a Custodian Control this Agreement. (Cc) If the Lender transfers Loan Assets to the Borrower and the Borrower does not transfer Collateral sufficient to comply with any validator engaged or used by any Grantor Collateral Level set forth in connection with the Staking Loan Term Sheet within 12 hours of any Article receipt of the Loan Assets, the Lender shall (even where the Lender does not have a Call Option) have the right to demand that the Borrower repay the Loan Assets immediately. If the Borrower transfers Collateral to the Custodian pursuant to this Schedule 3 and the Lender does not transfer the Loan Assets to the Borrower within 12 Collateral is hours of receipt of the Collateral, the Borrower shall have the right (even where the Borrower does not satisfactory have a Prepayment Option) to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Custodian to return the Collateral or re-delegate a validator satisfactory to the Collateral Agent in Borrower. The Lender’s obligation to return the Collateral Agent’s sole discretion for continued Staking under this paragraph shall not be affected by an act, omission, matter or thing which would reduce, release or prejudice any of the Article 12 Collateralits obligations hereunder and neither Party shall be entitled to claim any cyber security issue, in each casetechnical malfunction, at Grantors’ sole cost and expensehacker activity, or other misappropriation of funds as a force majeure event to release or mitigate its obligations hereunder. (Dd) If any The Lender shall instruct the Custodian holding the Article 12 Collateral is not reasonably satisfactory to return to the Borrower the same amount and type of Collateral, including any Additional Collateral Agentor Margin Call adjustments, within 6 hours of the Lender’s confirmation that the Loan Assets have been unconditionally and irrevocably returned to the Lender (the “Collateral Return Date”). The returned Collateral should be transferred into an applicable Digital Asset Address designated by the Borrower and notified to the Lender. The Lender’s obligation to return the Collateral Agent may direct such Article 12 Collateral under this paragraph shall not be affected by an act, omission, matter or thing which would reduce, release or prejudice any of its obligations hereunder and neither Party shall be entitled to be held by claim any cyber security issue, technical malfunction, hacker activity, or other misappropriation of funds as a new Custodian reasonably acceptable force majeure event to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and release or mitigate its affiliates and subsidiaries are acceptable Custodiansobligations hereunder. (Ee) Such Grantor shall not, and shall For each calendar day after the Collateral Return Date in which ▇▇▇▇▇▇ has not permit any other Person to, amend or make any changes to returned the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent entirety of the Collateral AgentCollateral, in its sole discretionthe Lender shall incur an additional nominal fee of 5 per cent. Collateral Agent may(annualized, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with calculated daily) on the preceding Sections 6(n)(i)(C)-(D)value of all outstanding portions of the Collateral. Such fee shall be payable by the Lender [on demand]. (iif) The Grantors shall notBorrower understands that it is not entitled to receive any interest on any Collateral transferred to the Lender, directly or indirectly, after unless otherwise agreed between the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify Parties in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementwriting. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) The Parent and the Borrower shall, and shall cause each Restricted Subsidiary to, do all things necessary or reasonably requested by the Administrative Agent to preserve and (except as to Non-Perfected Collateral) perfect the Liens of the Administrative Agent for the benefit of the Secured Parties, arising pursuant hereto and pursuant to the Collateral Documents as first Liens (except as to Non-Perfected Collateral), and to insure that the Administrative Agent, for the benefit of the Secured Parties, has a perfected prior and first Lien on all of the Collateral (except as to Non-Perfected Collateral), including, without limitation, the Equity Interests of the Borrower and each of its direct and indirect Domestic Subsidiaries and the direct and indirect Domestic Subsidiaries of the Borrower and the Parent; provided however that only 65% of the Equity Interests of any Domestic Subsidiary substantially all of the assets of which consist of stock of one or more Subsidiaries that are not Domestic Subsidiaries shall be required to be pledged as collateral under this Section 6.14. (b) The Parent and the Borrower shall, and shall cause each Restricted Subsidiary to (i) Each Grantor covenants grant to the Administrative Agent for the benefit of the Secured Parties a Lien on all assets (other than Excluded Collateral, and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to FCC Licenses subject to the Article 12 terms of the Security Agreement) of all Loan Parties which shall be perfected on all Collateral other than Non-Perfected Collateral and (ii) take such action as is necessary from time to time to cause all such Liens in Collateral to be first and prior Liens (except as to Non-Perfected Collateral, and no Grantor shall engage subject to Liens permitted by Section 7.01). For the avoidance of doubt, all Equity Interests in the Borrower and all Equity Interests owned by the Borrower or any Restricted Subsidiary in any Staking Restricted Subsidiary will continue to be fully pledged as Collateral unless and until Disposed of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection accordance with the Staking terms of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control this Agreement. (Cc) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent The Parent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notBorrower shall, and shall not permit any other Person tocause each Restricted Subsidiary to do all things necessary or reasonably requested by the Administrative Agent to preserve and (except as to Non-Perfected Collateral) perfect the Liens of the Administrative Agent for the benefit of the Secured Parties, amend or make any changes arising pursuant hereto and pursuant to the authorized signatories ofPledge Agreements and Security Agreements as first Liens (except as to Non-Perfected Collateral), or persons authorized and to make changes toinsure that the Administrative Agent, any Custodial Account holding or controlling any Article 12 Collateral without for the benefit of the Secured Parties, has a perfected prior written consent and first Lien on all of the Collateral Agent, in its sole discretion. other than Non-Perfected Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators of the Borrower and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of its direct and indirect Domestic Subsidiaries and the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice direct and indirect Domestic Subsidiaries of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing Borrower and the purpose of the Custodial Account and related Article 12 CollateralParent; provided, (B) the Custodian where however, that no such account is opened or maintained action shall be acceptable required to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementperfect the Liens in Non-Perfected Collateral. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each For the purposes of this Agreement, all of the following property now owned by Grantor covenants and agrees thator in which Grantor now has any right, title or interests is collectively referred to as the "Collateral": (Aa) At all timesPledged Collateral; (b) all Deposit Accounts; (c) all books and records pertaining to the property described in clauses (a) and (b) of this Section 2.1; and (d) to the extent not otherwise included, all Proceeds and products of each of the Collateral Agent shall have the right to direct the commencementforegoing and all accessions to, continuation or cessation substitutions and replacements for, and any and all proceeds of any Staking insurance, indemnity, warranty or guaranty payable to Grantor from time to time with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with foregoing. Notwithstanding anything to the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to contrary contained above: (1) to the extent the security interest created by this Agreement is securing indebtedness for borrowed money or guarantees of indebtedness for borrowed money (collectively "Funded Debt"), such security interest shall not extend to, and the term "Collateral" shall not include, any Restricted Property (except to the extent the aggregate Funded Debt secured by Restricted Property hereunder does not exceed at any time outstanding 10% of Consolidated Net Tangible Assets); (2) so long as Grantor is bound by Section 5.5 of the Participation Agreement, the maximum principal amount of Debt Obligations secured hereunder shall not exceed at any time outstanding the sum of (x) $800,000,000 plus (y) the amount of Debt Obligations to the extent secured by Designated Joint Ventures; (3) any Pledged Collateral Agent’s perfected first priority lien if the grant of a security interest therein would constitute a violation or breach of any other agreement by which Grantor is bound; and (4) any Deposit Accounts for which the relevant depository bank's jurisdiction is not in the United States and acceptable arrangements cannot be made in the United States. The parties hereto agree that the amount of Debt Obligations that may be secured under this Agreement is limited under clauses (1) and (2) above, as required under the Indenture and the Participation Agreement, to only a Custodian Control Agreement. (C) If portion of the aggregate Debt Obligations owing or which may become owing by Grantor to Lender and that any validator engaged payments or used by any Grantor in connection with repayments of such Debt Obligations shall be and be deemed to be applied first to the Staking portion of any Article 12 Collateral such Debt Obligations that is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionsecured hereby, Collateral Agent may direct it being the cessation of Staking parties' intent that the portion of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained Debt Obligations last remaining unpaid shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementsecured hereby. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. The Borrower will cause, and will cause each other Credit Party to cause, all of its owned Property (other than Exempt Property) to be subject at all times to first priority (except in case of Liens permitted in Section 6.15.15 and cash deposited with General Electric Capital Corporation, or an agent or affiliate thereof, to secure Letter of Credit reimbursement obligations under the Existing Credit Agreement), perfected Liens in favor of the Administrative Agent for the benefit of the Holders of Secured Obligations to secure the Secured Obligations in accordance with the terms and conditions of the Collateral Documents, subject in any case to Liens permitted by Section 6.15 hereof. Without limiting the generality of the foregoing, the Borrower will (i) Each Grantor covenants cause the Applicable Pledge Percentage of the issued and agrees that: (Aoutstanding equity interests of each Pledge Subsidiary) At directly owned by the Borrower or any other Credit Party to be subject at all timestimes to a first priority, perfected Lien in favor of the Administrative Agent to secure the Secured Obligations in accordance with the terms and conditions of the Collateral Documents or such other security documents as the Administrative Agent shall have the right to direct the commencementreasonably request and (ii) will, continuation or cessation of any Staking and will cause each Guarantor to, deliver Mortgages and Mortgage Instruments with respect to the Article 12 CollateralMortgaged Properties owned by the Borrower or such Guarantor to the extent, and no Grantor shall engage in any Staking of Article 12 Collateral without within such time period as is, reasonably required by the prior written consent of Administrative Agent. Notwithstanding the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issuedforegoing, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) no pledge agreement in respect of the Collateral Agent’s perfected first priority lien equity interests of a Foreign Subsidiary shall be required hereunder to the extent such pledge thereunder is prohibited by applicable law or its counsel reasonably determines that such pledge would not provide material credit support for the benefit of the Holders of Secured Obligations pursuant to legally valid, binding and enforceable pledge agreements and (2) a Custodian Control Agreement. (C) If any validator engaged no such Mortgages, Mortgage Instruments and pledge agreements are required to be delivered hereunder until May 30, 2004 or used by any Grantor such later date as the Administrative Agent may agree in connection the exercise of its reasonable discretion after consultation with the Staking of any Article 12 Collateral is not satisfactory Lenders (it being understood and agreed that the failure to Collateral Agent in Collateral Agent’s sole discretiondeliver such Mortgages, Collateral Agent may direct the cessation of Staking of Mortgage Instruments and pledge agreements by May 30, 2004 or such Article 12 Collateral or re-delegate later date shall constitute a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (DDefault under Section 7.3) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian (a) the Mortgaged Properties on the Closing Date in the case of Mortgages and Article 12 Collateral, Mortgage Instruments and (b) the pledge of the equity interests in each caseForeign Subsidiary in the case of such pledge agreements; provided that the Borrower hereby agrees to use its reasonable efforts to cause the delivery of such Mortgages, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notMortgage Instruments, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, pledge agreements as soon as practicable after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementClosing Date. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) The Company shall procure that HK Holdco executes and delivers in favor of Purchaser (i) Each Grantor covenants the Account Charge by way of a first ranking security (the “Security”) in respect of the Cash Collateral, which amount shall be adjusted from time to time pursuant to Section 5.17(b), and agrees that(ii) the Option Deed. (b) Upon receipt of a Resale Notice (the date of such receipt the “Discharge Date”) by the Company from Purchaser pursuant to Section 5.12 notifying it of the resale of all or a portion of the Subject Shares, with respect to each Resale Tranche intended to be resold: (Ai) At all timesPurchaser shall promptly take or procure any action which may be necessary to release and discharge the Security in favor of Purchaser over a Resale Tranche Investment Amount, plus any interests accrued thereon until the Withdrawal Date (as defined below) (the “Released Cash Collateral Amount”), on deposit at the Collateral Agent Account, and the Released Cash Collateral Amount shall have the right to direct the commencementbe owned by HK Holdco, continuation or cessation free and clear of any Staking with respect Encumbrance. The Company shall procure HK Holdco to withdraw the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Released Cash Collateral without the prior written consent of Amount from the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than within five (5) Business Days’ prior written notice Days after the Discharge Date (such date on which the Released Cash Collateral Amount is withdrawn, the “Withdrawal Date”); and (ii) the Investment Amount for the purposes of calculating the Redemption Price pursuant to Section 5.13 and the Early Redemption Price pursuant to Section 5.14 shall be reduced by the Resale Tranche Investment Amount (which forms a portion of the intention Released Cash Collateral Amount) released from the Collateral Account pursuant to Section 5.17(b)(i). The portion of such Grantor to open or establish such Custodial AccountInvestment Amount that remains deposited at the Collateral Account as of a specified date, which notice shall specify in reasonable detail and specificity acceptable is equal to Collateral Agent (A) the typeInvestment Amount, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, minus (B) the Custodian where total and cumulative Resale Tranche Investment Amounts that have been released from the Collateral Account as of such account a date, is opened or maintained shall be acceptable referred to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementherein as the “Unreleased Investment Amount”. (iiic) On or before The Company shall procure that the Collateral Bank shall not permit any withdrawal from the Collateral Account unless such withdrawal is approved in writing by the Purchaser until the date on which the Company’s obligations to pay any Redemption Price pursuant to Section 5.13 and any Early Redemption Price pursuant to Section 5.14 or HK Holdco’s obligations under the Option Deed (together the “Secured Obligations”) have been fully performed and discharged in accordance with the terms and conditions of this Agreement or the Option Deed as appropriate; provided, however, that Purchaser shall be authorized to give unilateral instructions in the circumstances where permitted pursuant to the Account Charge, and subject thereto Purchaser shall approve any withdrawal that HK Holdco is ten entitled to make pursuant to Section 5.13(b), Section 5.13(c), Section 5.14(d) and Section 5.17(b). (10d) Business Days following Once all the end Secured Obligations have been paid in full or have been fully performed or lapsed pursuant to the terms and conditions of each calendar quarterthis Agreement, Grantors Purchaser Director shall deliver be removed from HK Holdco as a director and as a co-signatory to the Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12Account.

Collateral. (a) Payment of the Notes, all other obligations, fees, and expenses due pursuant to this Loan Agreement or the other Loan Documents, all obligations, fees, and expenses with respect to treasury and cash management services, and all other secured indebtedness under the Security Documents (collectively the “Secured Obligations”) will be MAALT, L.P., et al June 15, 2014 (i) Each Grantor covenants Security Agreements (the “Security Agreements”) of even date, executed by Borrowers, respectively, in favor of Lender, and agrees that: covering the property, plant, and equipment now or hereafter used or useful in the Facility, including, without limitation, sand silos, bucket elevator, railroad tract, pits, and transloading equipment, as well as substantially all other personal property of Borrowers (Athe “Collateral”); (ii) At all timesan Assignment of Deposit Account (the “Assignment of Deposit Account”) of even date, executed by ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ in favor of Lender, and covering a certificate of deposit maintained with Lender, in an amount not less than $3,666,000.00, which is equal to Borrowers’ required equity contribution on the Collateral Agent capital improvements contemplated under the Term Loan; provided, however, that the Assignment of Deposit Account shall be released by Lender, upon the following conditions: (x) Borrowers shall have completed the right to direct improvements contemplated under the commencementTerm Loan in substantial compliance with the Approved Plans and the Approved Budget, continuation or cessation of any Staking with respect to (y) Borrowers shall have operated the Article 12 CollateralFacility for not less than twelve (12) consecutive months, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent (z) as of the delivery of the compliance certificate for the period ending June 30, 2015, there is no existing Event of Default; (iii) a Collateral Agent. Assignment of Transloading and Storage Services (Bthe “Collateral Assignment”) All Article 12 Collateral of even date, executed by MAALT in favor of Lender, and Staking Consideration issuedcovering the Transloading and Storage Services Agreement dated effective June 9, earned2014, received between ▇▇▇▇▇▇▇▇ Prospects, Ltd. and MAALT (the “Transloading Agreement”); and (iv) any other security documents now or receivable by any Grantor hereafter executed in connection with the Staking of the Article 12 Collateral shall be held Secured Obligations. The term “Proper Form” means in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien form, substance, and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not detail satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, Lender in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of Effective upon any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in Subsidiary becoming a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, Guarantor after the date hereof, establish Holdco shall cause such Guarantor within fifteen Business Days after becoming a Custodial Account Guarantor (or otherwise maintain any Article 12 such later date as the Administrative Agent may agree) to grant to the Collateral with any Custodian unless Agent for the benefit of the Secured Parties a first (subject to Permitted Liens) priority security interest in all assets (including real property and the Capital Stock of its Subsidiaries) of such Guarantor pursuant to documentation (including related certificates and opinions) reasonably acceptable to the Administrative Agent. Holdco will, and will cause the Borrower and each of the following conditions Guarantors to, at the expense of the Borrower, make, execute, endorse, acknowledge, file and/or deliver to the Administrative Agent from time to time such schedules, confirmatory assignments, conveyances, financing statements, transfer endorsements, powers of attorney, certificates, reports and other assurances or instruments and take such further steps relating to the Collateral as the Administrative Agent may reasonably require. Notwithstanding any of the foregoing, (a) neither Holdco, the Borrower nor any other Guarantor shall be obligated hereby to grant a security interest in any asset if the granting of such security interest would result in the violation of any applicable law or regulation, (b) the Collateral shall not include a security interest in any asset if the granting of such security interest would be prohibited by enforceable anti-assignment provisions of contracts or applicable law (after giving effect to relevant provisions of the Uniform Commercial Code), (c) fee-owned real property having an individual fair market value of less than $2,500,000 or aggregate fair market value of less than $10,000,000 shall be excluded from the Collateral, (d) the Collateral shall not include cash and cash equivalents, accounts receivable or Portfolio Securities, or deposit or security accounts (except to the extent that the foregoing are proceeds of Collateral; provided, that in no event shall any control agreements be required) containing any of the foregoing, other assets requiring perfection through control agreements, letter-of-credit rights, leasehold real property, motor vehicles and other assets subject to certificates of title (other than any corporate aircraft), interests in certain joint ventures and non-Wholly-Owned Subsidiaries which cannot be pledged without the consent of one or more third parties and obligations the interest on which is satisfied: wholly exempt from the taxes imposed by subtitle A of the Code, (Ae) Collateral the pledge of the Capital Stock of Foreign Subsidiaries shall be limited to 65% of the Capital Stock of material first-tier Foreign Subsidiaries, (f) the Administrative Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor discretion to open or establish such Custodial Accountexclude from the Collateral immaterial assets, assets as to which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing it and the purpose Borrower determine that the cost of obtaining such security interest would outweigh the Custodial Account benefit to the Lenders and related Article 12 Collateralother assets in which it may determine that the taking of a security interest would not be advisable, and (Bg) the Custodian where such account is opened no foreign law security or maintained pledge agreements shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementrequired. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All outstanding equity interests in whatever form of the Borrower and agrees that: each Restricted Subsidiary owned by or on behalf of any Credit Party (Aother than a Restricted Foreign Subsidiary) At all times, the Collateral Agent shall have been pledged pursuant to the right Pledge Agreement (except that the Restricted Subsidiaries shall not be required to direct pledge more than 65% of the commencement, continuation or cessation outstanding equity interests of any Staking with respect Restricted Foreign Subsidiary) and all certificates representing securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (Bb) All Article 12 Collateral Indebtedness of Holdings, the Borrower and Staking Consideration issued, earned, received or receivable by each Subsidiary that is owing to any Grantor in connection with Credit Party party to the Staking of the Article 12 Collateral Pledge Agreement shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien evidenced by one or more global promissory notes and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory shall have been pledged pursuant to the Collateral Agent Pledge Agreement, and all such promissory notes, together with instruments of transfer with respect thereto endorsed in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateralblank, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory shall have been delivered to the Collateral Agent. (c) All documents and instruments, including Uniform Commercial Code financing statements, required by law or reasonably requested by the Administrative Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Agreement and to perfect such Liens to the extent required by, and with the priority required by, the Collateral Security Agreement shall have been delivered to the Administrative Agent for filing, registration or recording pending the Closing Date. (d) The Administrative Agent shall have received, in respect of each Mortgaged Property owned by the Borrower or a Guarantor (i) a policy or policies of title insurance issued by a nationally recognized title insurance company insuring the Lien of each Mortgage as a valid first Lien on the Mortgaged Property described therein, free of any other Liens except as expressly permitted by Section 10.2 (and subject to the consummation of the Refinancing), together with such endorsements, coinsurance and reinsurance as the Administrative Agent may direct such Article 12 Collateral to be held by reasonably request and (ii) (A) a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement completed Flood Certificate with respect to such Custodian and Article 12 Collateraleach Mortgaged Property, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. which Flood Certificate shall (Ei) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes be addressed to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Administrative Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after be completed by a company which has guaranteed the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each accuracy of the following conditions is satisfied: information contained therein, and (Aiii) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of otherwise comply with the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, Flood Program; (B) evidence describing whether the Custodian where such account community in which each Mortgaged Property is opened or maintained shall be acceptable to Collateral Agent and located participates in the Flood Program; (C) such account shall be subject if any Flood Certificate states that a Mortgaged Property is located in a Flood Zone, the applicable Borrower or Guarantor’s written acknowledgement of receipt of written notification from the Administrative Agent (i) as to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end existence of each calendar quartersuch Mortgaged Property, Grantors and (ii) as to whether the community in which each such Mortgaged Property is located is participating in the Flood Program; and (D) if any Mortgaged Property is located in a Flood Zone and is located in a community that participates in the Flood Program, evidence that the applicable Borrower or Guarantor has obtained a policy of flood insurance that is in compliance with all applicable regulations of the Flood Program. It is understood and agreed that the pledges described in clauses (a) through (d) inclusive of this Section 6.2 shall deliver become effective immediately and automatically upon the occurrence of the Closing Date, but that prior to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12the Closing Date, such pledges (and the Liens created thereby) shall not be effective.

Collateral. (a) Payment of the Notes will be secured by the first liens and first security interests created or described in the following (the “Security Documents”): (i) Each Grantor covenants Security Agreements (collectively the “Security Agreements”) of even date, executed by Borrowers, respectively, in favor of Lender, and agrees that: covering all assets of Borrowers (Acollectively the “Collateral”); and (ii) At all timesother security documents now or hereafter executed in connection with this Loan Agreement. If requested by Lender, Borrowers will execute in favor of Lender security agreements, financing statements, assignments, or amendments, in Proper Form (as defined below), necessary or desirable to evidence or perfect the liens and security interests of Lender in the Collateral. Borrowers further agree to deliver Landlord’s Waivers in Proper Form, as reasonably requested by Lender from time to time, signed by the landlords of any real property leased by Borrowers upon which the Collateral Agent shall have the right to direct the commencement, continuation is now or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agenthereafter located. (Bb) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking Payment of the Article 12 Collateral Notes owed by each of the Borrowers will be guaranteed by the other Borrower pursuant to Guaranties of even date herewith, executed by Borrowers, respectively, in favor of Lender; and payment of the Notes will also be contingently guaranteed by each of the Guarantors pursuant to Guaranties of even date herewith, executed by each of the Guarantors in favor of Lender. The Guaranties now or hereafter signed by Borrowers and Guarantors, and all replacements for those Guaranties, as amended, shall be held collectively called the “Guaranties.” The liability of the Guarantors under the Guaranties shall only be triggered if there is an Event of Default (as defined below), which is not cured on or before the end of any notice, cure, or grace period required under this Loan Agreement. Once triggered, the liability of each of the Guarantors shall be limited to the amounts stated in Schedule 1, and the Guaranties shall remain valid and subsisting, even if the Event of Default is later cured, until otherwise UROLOGY ASSOCIATES OF NORTH TEXAS, L.L.P., et al November 7, 2008 agreed in writing by Lender. So long as there is no existing Event of Default, Lender will consider Borrower’s written request to release one or more of the Guarantors, who have transferred their ownership interest in Borrower, so long as (1) Borrower proposes a Blocked Custodial Account replacement guarantor reasonably acceptable to Lender, and that replacement guarantor signs and delivers a limited guaranty in Proper Form, or (2) Borrower proposes the increase of the liability limits of one or more of the Guarantors to replace the released Guarantors, and the affected Guarantors sign and deliver an amendment in Proper Form evidencing such increase. Any release of a Guarantor, replacement of a Guarantor, or increase of the Guarantors’ liability limits is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreementappropriate credit approval by Lender. (Cc) If Unless a security interest would be prohibited by law or would render a nontaxable account taxable, Borrowers grant to Lender a contractual possessory security interest in, and hereby assigns and transfers to Lender all Borrowers’ rights in any validator engaged deposits or used accounts now or hereafter maintained with Lender (whether checking, savings, or any other account), excluding, however, accounts maintained by any Grantor in connection with the Staking Borrowers, or either of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each casethem, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and Lender for the purpose of revenue distribution to third parties entitled to those revenues and any other accounts held by Borrowers for the Custodial Account benefit of a third party. Borrowers authorize Lender, to the extent permitted by applicable law, to charge or setoff any sums owing on the Loans against any and related Article 12 Collateralall such deposits and accounts; provided, however, that Lender shall not exercise any setoff under this Subsection (Bc) the Custodian where such account unless there is opened or maintained an existing Event of Default; and Lender shall be acceptable entitled to Collateral Agent exercise the rights of offset and (C) banker’s lien against all such account shall be subject accounts and other property or assets of Borrowers with or in the possession of Lender to a Custodian Control Agreementthe extent of the full amount of the Loans. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower and agrees that: all Capital Stock of each Restricted Subsidiary of the Borrower directly owned by the Borrower or any Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Capital Stock) At all times, and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking transfer and undated stock powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $5,000,000 (individually) that is owing to Holdings, the Article 12 CollateralBorrower or any Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral AgentAgent shall have received all such promissory notes, together with undated instruments of transfer with respect thereto endorsed in blank. (Bii) All Article 12 Collateral Indebtedness of Holdings, the Borrower and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking each Restricted Subsidiary of the Article 12 Collateral Borrower on the Closing Date, that is owing to the Borrower or any Guarantor shall be held in a Blocked Custodial Account that is subject evidenced by the Intercompany Note, which shall be executed and delivered by Holdings, the Borrower and each Restricted Subsidiary owned by the Borrower on the Closing Date and shall have been pledged pursuant to (1) the Pledge Agreement, and the Collateral Agent’s perfected first priority lien and (2) a Custodian Control AgreementAgent shall have received such Intercompany Note, together with undated instruments of transfer with respect thereto endorsed in blank. (Cc) If any validator engaged or used All UCC personal property security financing statements and Intellectual Property Security Agreements (as defined in the Security Agreement) reasonably requested by any Grantor the Collateral Agent to be delivered to create and perfect the Liens intended to be created by the Security Documents on the Collateral owned by the Borrower and the Guarantors and perfect such Liens in connection the United States to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory Security Documents shall have been delivered to the Collateral Agent in appropriate form for filing, registration or recording under the Collateral Agent’s sole discretion for continued Staking of UCC, with the Article 12 Collateral, in each case, at Grantors’ sole cost United States Patent and expenseTrademark Office or the United States Copyright Office. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (iid) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Administrative Agent shall have received not less than five (5) Business Days’ prior written notice a completed Perfection Certificate, dated as of the intention Closing Date and signed by an Authorized Officer of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing Holdings and the purpose of the Custodial Account and related Article 12 CollateralBorrower, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementtogether with all attachments contemplated thereby. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants For the purposes of securing due compliance of each and agrees that: (A) At all timesof the obligations of Borrower under the terms hereof, no later than fifteen days from and after execution hereof, the Collateral Agent Borrower will form, on a separate document, a SALE AND PAYMENT TRUST whereby the Borrower will contribute such amount of CPO’s as it may be necessary to equal the amount of THREE HUNDRED AND FIFTY MILLION DOLLARS, LAWFUL CURRENCY OF THE UNITED STATES OF AMERICA, to maintain a collateral ratio of one point four to one, in respect to outstanding balance of the Loan. Such Trust shall have the right conditions which may be necessary for its operation and implementation. If the value of CPO’s contributed into the trust should fall below FIFTEEN PERCENT or more, the Borrower hereby agrees to direct contribute into the commencementtrust, continuation or cessation additional CPO’s to maintain at all times the above required coverage of any Staking one point four to one. The Borrower shall have five days to elect to create a deposit of money in the account designated to that end by the Lender, for an amount equal to such number CPO’s as required to maintain the referred coverage of one point four to one. Given the fact that the Trust is not created concurrently [with respect execution hereof] and until such time the Trust is formed, the Borrower hereby, to secure compliance of Borrower’s obligations hereunder, creates a first order and priority pledge upon the entirety of the shares of stock it holds in CONTROL ADMINISTRATIVE MEXICANO, SOCIEDAD ANONIMA DE CAPITAL VARIABLE, and indirectly, through its subsidiary, CEMEX MEXICO, SOCIEDAD ANONIMA DE CAPITAL VARIABLE, upon the entirety of the shares of stock it holds in CAMCEM, SOCIEDAD ANONIMA DE CAPITAL VARIABLE. The pledge created herein shall remain effective for fifteen calendar days from and after execution hereof, provide that the Trust referred to in the preceding paragraph shall have been formed at Lender’s satisfaction. If the Trust cannot be formed for whatever reason, this Agreement shall terminate and foreclosure efforts as to the Article 12 Collateral, and no Grantor Pledge created herein shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentcommence. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. To secure the prompt and complete payment and performance when due (iwhether at stated maturity, by acceleration or otherwise) Each Grantor covenants of the Obligations, each Obligor hereby pledges, assigns and agrees that:transfers to the Agent, and hereby grants to the Agent, for the ratable benefit of the Secured Parties, a continuing security interest in and Lien upon all of the following Property now owned or at any time hereafter acquired by it or in which such Obligor now has or at any time in the future may acquire any right, title or interest (collectively, the “Collateral”): (Aa) At all timesAccounts and Credit Card Receivables; (b) all Chattel Paper (whether Tangible Chattel Paper or Electronic Chattel Paper) and Payment Intangibles, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect in each case solely to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent.extent relating to or arising from Accounts or Credit Card Receivables; (Bc) All Article 12 all Collateral Accounts (and Staking Consideration issuedall cash, earnedchecks and other negotiable instruments, received funds, Automated Clearing House transfers, wired funds, Investment Property, credit balances and any other evidences of payment held therein or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to credited thereto) (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost other than cash, checks and expense.other negotiable instruments, funds, Automated Clearing House transfers, wired funds, Investment Property, credit balances and any other evidences of payment held therein or credited thereto to the extent constituting identifiable proceeds of the Term Priority Collateral (as defined in the Intercreditor Agreement) other than Inventory); (Dd) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory solely to the Collateral Agentextent related to Accounts and Credit Card Receivables, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable all Securities Accounts, Security Entitlements and Securities credited thereto (in each case except to the extent constituting identifiable proceeds of the Term Priority Collateral Agent (as defined in the Intercreditor Agreement) other than Inventory); (e) to the extent evidencing, governing, securing or otherwise reasonably related to any of the foregoing, all Documents, General Intangibles, Payment Intangibles, Instruments (including promissory notes), Commercial Tort Claims, Letters of Credit, Letter of Credit Rights, and Supporting Obligations; provided, however, that the applicable Grantor foregoing shall not include any Intellectual Property; (f) all books, records and such Grantor shall obtain a Custodian Control Agreement with respect documents related to such Custodian the foregoing (including databases, customer lists and Article 12 Collateralother records, whether tangible or electronic, which contain any information relating to any of the foregoing); (g) proceeds of business interruption insurance; and (h) to the extent not otherwise included, all Proceeds and products of any or all of the foregoing in whatever form received (including proceeds of credit insurance, refunds, rebates and any other insurance and claims against third parties (in each case, at Grantors’ sole cost and expense. The Collateral regardless of whether Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to is the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dloss payee thereof)). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. Payment of the Obligations will be secured by (i) Each Grantor covenants a first perfected security interest in 100% of the Capital Stock of the Borrower and agrees that: each of the Subsidiaries of the Parent and the Borrower, except Excluded Stock, (ii) Unlimited Guaranties of the Obligations by each Guarantor, (iii) a first perfected security interest (except for Permitted Liens) in accounts, inventory, non-fixture equipment of the Borrower, the Parent and each of the Restricted Subsidiaries, inter-company loans among the Parent, the Borrower, and the Subsidiaries (except loans between Unrestricted Subsidiaries), the Borrower Deposit Account and the Parent Deposit Account, but excluding (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation tangible and intangible assets of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent Mutual Signal and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent Subsidiaries of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 CollateralMutual Signal, (B) the Custodian where such account is opened or maintained shall be acceptable fiber and other related assets subject to Collateral Agent and an IRU, (C) such account shall be microwave assets of the Parent, the Borrower and the Restricted Subsidiaries, (D) intellectual property of the Parent, the Borrower and the Restricted Subsidiaries, (E) motor vehicles, and (F) assets subject to Liens permitted under Section 8.03(b) hereof, and (iv) certain real estate sites and contract rights of the Parent, the Borrower and the Restricted Subsidiaries (except Mutual Signal and its Subsidiaries) (collectively, together with all other Properties or assets of the Parent, the Borrower, Subsidiaries and other Persons securing the Obligations from time to time, the "Collateral"). The Borrower agrees that it will, and will cause the Parent and the Restricted Subsidiaries to execute and deliver, or cause to be executed and delivered, such documents as the Administrative Agent may from time to time reasonably request to create and perfect a Custodian Control Agreementfirst Lien (subject to Permitted Liens) for the benefit of the Administrative Agent and the Lenders in the Collateral, subject to the terms of Section 6.18 hereof. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants and agrees that:The Pledgor shall cause the Collateral to constitute at all times 100% of the total number of shares of each class of capital stock of the Issuer then outstanding owned by the Pledgor. (Ab) At all timesSo long as no Trigger Event shall have occurred and be continuing, the Collateral Agent Pledgor shall have the right to direct the commencementexercise all voting, continuation or cessation consensual and other powers of any Staking with respect ownership pertaining to the Article 12 CollateralCollateral for all purposes not inconsistent with the terms of this Agreement, any other Project Document or any other Financing Documents; and the Collateral Agent shall execute and deliver to the Pledgor or cause to be executed and delivered to the Pledgor all such proxies, powers of attorney, dividend and other orders, and no Grantor shall engage in any Staking all such instruments, without recourse, as the Pledgor may reasonably request for the purpose of Article 12 Collateral without enabling the prior written consent of Pledgor to exercise the Collateral Agentrights and powers which it is entitled to exercise pursuant to this Section 5.4(b). (Bc) All Article 12 Collateral Unless and Staking Consideration issueduntil a Trigger Event has occurred and is continuing, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral Pledgor shall be held in a Blocked Custodial Account that is subject entitled to (1) receive, retain and distribute as dividends or otherwise any dividends on the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreementpaid in cash out of earned surplus. (Cd) If any validator engaged Trigger Event shall have occurred and be continuing, and whether or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in or any other Secured Party exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement or any other Project Document, all dividends and other distributions on the Collateral Agent’s sole discretion for continued Staking of to which the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral Pledgor is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to entitled shall be held by a new Custodian reasonably acceptable paid directly to the Collateral Agent and retained by it as part of the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes subject to the authorized signatories ofterms of this Agreement, or persons authorized to make changes toand, any Custodial Account holding or controlling any Article 12 Collateral without if the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice so request, the Pledgor agrees to execute and deliver to the Collateral Agent appropriate additional dividend, distribution and other orders and documents to that end, provided that if such Trigger Event is waived or cured, any such dividend or distribution theretofore paid to the Collateral Agent shall, upon request of the intention of such Grantor Pledgor (except to open or establish such Custodial Accountthe extent theretofore applied to the Secured Obligations), which notice shall specify in reasonable detail and specificity acceptable to be returned by the Collateral Agent to the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementPledgor. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) To ratably secure full and complete payment ---------- and performance of the Obligations (and the Obligations under and as defined in the Tranche B Agreement), (i) Each Grantor covenants the Borrower shall grant and agrees that: (A) At all timesconvey to and create in favor of, the Collateral Administrative Agent shall have for the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent ratable benefit of the Collateral AgentLenders a continuing first priority perfected Lien and security interest in, to and on all of the Capital Stock of each direct or indirect Restricted Subsidiary of the Borrower and any other direct or indirect Restricted Subsidiary of the Borrower, now owned or hereafter acquired and/or designated by the Borrower; and (ii) the Restricted Subsidiaries shall grant and convey to and create in favor of, the Administrative Agent for the ratable benefit of the Lenders a continuing first priority perfected Lien and security interest in, to and on all of the Capital Stock of each Restricted Subsidiary owned by a Restricted Subsidiary, now owned or hereafter acquired. (Bb) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with With respect to such Custodian and Article 12 Collateralany new Restricted Subsidiary created, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend acquired or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, designated after the date hereof, establish the Borrower shall and shall cause each such new Restricted Subsidiary, as applicable, to promptly (but in no event later than 30 days after the creation, acquisition or designation of a Custodial Account Restricted Subsidiary) (i) execute and deliver to the Administrative Agent such new Pledge Agreements and/or amendments to existing Pledge Agreements as the Administrative Agent deems necessary or otherwise maintain any Article 12 Collateral with any Custodian unless each advisable in order to grant to the Administrative Agent, for the benefit of the following conditions is satisfied: Lenders, a perfected first priority security interest in the Capital Stock of such Restricted Subsidiary and any Restricted Subsidiaries of such Restricted Subsidiary, (Aii) Collateral deliver to the Administrative Agent shall have received not less than five (5) Business Days’ prior written notice the certificates representing the Capital Stock of such Restricted Subsidiary and any Restricted Subsidiary of such Restricted Subsidiary, together with undated stock powers, in blank, executed and delivered by a duly authorized officer of the intention Borrower or such Restricted Subsidiary, as applicable, (iii) take such other actions as shall be necessary or advisable to grant to the Administrative Agent for the benefit of the Lenders a perfected first priority security interest in such Capital Stock, including, without limitation, the filing of such Grantor Uniform Commercial Code financing statements as may be requested by the Administrative Agent, (iv) execute and deliver to open or establish such Custodial Accountthe Administrative Agent a Restricted Subsidiary Negative Pledge and (v) if requested by the Administrative Agent, deliver to the Administrative Agent legal opinions relating to the matters described in the preceding clauses (i), (ii), (iii) and (iv), which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained opinions shall be acceptable in form and substance, and from counsel, reasonably satisfactory to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementthe Administrative Agent. (iiic) On or before With respect to any assets (other than the Capital Stock of Subsidiaries) from time to time acquired by the Borrower which are not transferred to a Restricted Subsidiary in accordance with Section 8.16 (each, an ------------ "Acquired Asset" and collectively, the "Acquired Assets"), the Borrower shall, -------------- --------------- within 90 days after the date on which is ten the aggregate fair market value of all Acquired Assets owned by the Borrower exceeds $500,000, execute and deliver or cause to be delivered to the Administrative Agent in a form reasonably acceptable to the Administrative Agent (10i) Business Days following one or more mortgages and/or security agreements which grant to the end Administrative Agent a first priority perfected security interest in the assets of each calendar quarterthe Borrower, Grantors shall whether then owned or thereafter acquired (subject to any Liens permitted by Section 8.3) and ----------- (ii) such additional agreements and other documents as the Administrative Agent reasonably deems necessary to establish a valid, enforceable and perfected first priority security interest in such assets (subject to any Liens permitted by Section 8.3). ----------- (d) Upon request of the Administrative Agent, promptly execute and deliver or cause to Collateral be executed and delivered to the Administrative Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12in a form reasonably acceptable to the Administrative Agent such additional agreements and other documents as the Administrative Agent reasonably deems necessary to establish a valid, enforceable and perfected first priority security interest in the Collateral.

Collateral. (i) Each Grantor covenants and agrees that: (A) At all times, the The Collateral Agent shall have received a letter duly executed by each Credit Party authorizing the right Collateral Agent to direct file appropriate financing statements in such offices as may be necessary or, in the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent opinion of the Collateral Agent., desirable to perfect the security interests on the Collateral to be created by the Loan Documents; (ii) The Collateral Agent shall have received, on or before the Closing Date, (A) all of the certificated Securities then owned by each of the Company and its Subsidiaries that are to be pledged pursuant to the Security Agreement, together with executed and undated transfer powers in the case of such certificated Securities and (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with all other items required to be delivered pursuant to the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement.Security Documents; and (Ciii) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to The Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation shall have received certified copies of Staking of such Article 12 Collateral Uniform Commercial Code Requests for Information or re-delegate Copies (Form UCC-11) or similar search reports certified by a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory party acceptable to the Collateral Agent, dated a date reasonably near (but prior to) the Collateral Agent may direct Closing Date, listing all effective UCC financing statements, tax liens and judgment liens which name any Credit Party as the debtor, and which are filed in the jurisdictions in which the Credit Parties are organized, together with copies of such Article 12 Collateral to be held by a new Custodian reasonably acceptable financing statements, none of which (other than financing statements filed pursuant to the Collateral Agent and terms hereof in favor of the applicable Grantor and Administrative Agent, if such Grantor Form UCC-11 or search report, as the case may be, is current enough to list such financing statements) shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 cover any of the Collateral, in each case, at Grantors’ sole cost other than Liens existing on the date hereof and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians.listed on Schedule 8.01; (Eiv) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the The Collateral Agent, on behalf of the Secured Parties, shall be satisfied that, upon the making of Loans hereunder, it shall have a perfected first priority Lien and security interest in its sole discretion. Collateral Agent maythe Collateral, in its sole discretionsubject only to Permitted Liens and there shall be no other Liens on or against the assets or properties of the Credit Parties or their Subsidiaries (other than Permitted Liens); all filings, with prior recordations and searches necessary or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent desirable in connection with the preceding Sections 6(n)(i)(C)-(D). such liens and security interests (iiincluding UCC, tax lien and litigation searches) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open been duly made or establish such Custodial Accountarranged for, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose results of which shall have been reasonably satisfactory to the Custodial Account Lenders; and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained all filing and recording fees and taxes shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementhave been duly paid. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants The Pledgors will cause the Collateral to constitute at all times 100% of the total number of shares of each class of Capital Stock of each Issuer then outstanding and agrees 100% of all Intercompany Notes issued to any Pledgor at any time whatsoever (provided, that:, in addition to the pledge of non-Voting Stock of an Issuer, not more than 66% of the total combined voting power of the Voting Stock of any Issuer organized under the laws of any jurisdiction outside the United States of America or, on any Foreign Subsidiary Holdco Release Date for any Foreign Subsidiary Holdco, not more than 66% of the total combined voting power of the Voting Stock of such Foreign Subsidiary Holdco shall be required to be pledged hereunder). (Ab) At all timesSo long as no Event of Default shall have occurred and be continuing, the Collateral Agent Pledgors shall have the right to direct the commencementexercise all voting, continuation or cessation consensual and other powers of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory ownership pertaining to the Collateral Agent in for all purposes not inconsistent with the terms of this Agreement, the Credit Agreement, the Notes or any other instrument or agreement referred to herein or therein, provided that the Pledgors jointly and severally agree that they will not vote the Collateral Agent’s sole discretion for continued Staking in any manner that is inconsistent with the terms of this Agreement, the Article 12 CollateralCredit Agreement, in each case, at Grantors’ sole cost the Notes or any such other instrument or agreement; and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory Administrative Agent shall execute and deliver to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral Pledgors or cause to be held by a new Custodian reasonably acceptable executed and delivered to the Collateral Agent Pledgors all such proxies, powers of attorney, dividend and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notother orders, and shall not permit any other Person toall such instruments, amend or make any changes without recourse, as the Pledgors may reasonably request for the purpose of enabling the Pledgors to exercise the authorized signatories of, or persons authorized rights and powers that they are entitled to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice exercise pursuant to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dthis Section 5.4(b). (iic) The Grantors Pledgors shall not, directly or indirectly, after be entitled to receive and retain any dividends on the date hereof, establish a Custodial Account or otherwise maintain Collateral paid in cash out of earned surplus unless and until an Event of Default has occurred and is continuing. The Pledgors shall be entitled to receive any Article 12 dividends on the Collateral with any Custodian unless each paid in cash to the extent necessary to fund Restricted Payments permitted pursuant to the penultimate paragraph of Section 9.15 of the following conditions Credit Agreement (“Permitted Distributions”), whether or not an Event of Default has occurred and is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementcontinuing. (iiid) On If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or before not the date which is ten Administrative Agent, the Canadian Administrative Agent or any Lender exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement, the Credit Agreement, the Notes or any other agreement relating to such Secured Obligation, all dividends and other distributions on the Collateral (10other than Permitted Distributions) Business Days following shall be paid directly to the end Administrative Agent and retained by it in the Collateral Account as part of each calendar quarterthe Collateral subject to the terms of this Agreement, Grantors and, if the Administrative Agent shall so request in writing, the Pledgors jointly and severally agree to execute and deliver to Collateral the Administrative Agent an updated Schedule IV listing all appropriate additional dividend, distribution and other orders and documents to that end, provided that if such Event of Grantors’ Custodial Accounts holding Default is cured, any Article 12such dividend or distribution theretofore paid to the Administrative Agent shall, upon request of the Pledgors (except to the extent theretofore applied to the Secured Obligations), be returned by the Administrative Agent to the Pledgors.

Collateral. A. PRe’s obligations under this Agreement are to be fully funded by having PRe place sufficient assets in a Custody Account (“Custody Account”) at CitiBank, or such other institution or with a trustee (the “Custodian”) as is otherwise agreed to by the Parties, which Custody Account will be funded at all times as is necessary to ensure that the obligations of PRe under this Agreement remain fully collateralized. B. The Custody Account will be held by the Custodian for the sole benefit of PRe and will be used to collateralize Letters of Credit (“LOCs”) and/or set up a trust or trusts (the “Trust Arrangements”) required to secure PRe’s obligations pursuant to the Original Policy on the Business Covered under this Agreement. MSRE is expressly authorized to direct that the LOCs or the Trust Arrangements secured by the funds in the Custody Account be used to write the Business Covered in accordance with the terms set out in this Agreement. C. Notwithstanding any other provision of this Agreement, MSRE and PRe agree that any funding provided by PRe pursuant to the provisions of this Agreement may be drawn on at any time and that any such funding will be available to be utilized, by operation of law, by MSRE or any MSRE successor, including without limitation, any liquidator, rehabilitator, receiver, or conservator to: (i) Each Grantor covenants reimburse MSRE for PRe’s Loss obligations under the terms and agrees that:provisions of this Agreement and the Original Policies that are due and have not been otherwise paid by PRe; (Aii) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation make refunds of any Staking with respect sums that are in excess of the actual amount required to pay the PRe’s Loss obligations under the terms of this Agreement; and (iii) pay PRe’s share of any other amounts that are due under this Agreement. D. If the amount so drawn down by MSRE is in excess of the actual amount required to satisfy the requirements of Paragraph A of this Article, then MSRE will immediately return to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without Custody Account the prior written consent excess amount so drawn. All of the Collateral Agentforegoing provisions of this Article will be applied without diminution because of insolvency on the part of MSRE or PRe. (BE. The issuing bank(s) All Article 12 Collateral and Staking Consideration issued, earned, received of the LOCs or receivable by any Grantor the trustee in the Trust Arrangements will have no responsibility whatsoever in connection with the Staking propriety of withdrawals made by MSRE or the disposition of funds withdrawn, except to ensure that any and all withdrawals are made only on the order of properly authorized representatives of MSRE. F. PRe will be responsible for all costs, disbursements, and expenses that are directly associated with the LOCs, the Trust Arrangements, and the Custody Account. Upon termination of this Agreement, the amounts in the Custody Account will be adjusted quarterly for the business written under the terms of this Agreement until all of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If liabilities of PRe are extinguished, at which point any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent remaining amounts in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory Custody Account will be returned to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent PRe and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable CustodiansLOCs and/or the Trust Arrangements will be cancelled. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent The obligations of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor Borrower in connection with the Staking respect of the Article 12 Collateral Facility and at the Borrower’s option, in respect of Permitted Interest Rate ▇▇▇▇▇▇ (as defined below) shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateralsecured by, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agentextent owned by the Borrower (a) a perfected first priority security interest in all of the Investments, including Eligible Assets and Temporary Investments owned by the Borrower, (b) a pledge by the Borrower of 100% of the equity interests of the Financing Subsidiaries owned by the Borrower, (c) the Borrower’s rights under Permitted Interest Rate ▇▇▇▇▇▇, (d) all other existing and future assets and property of the Borrower, including the Custodial Account and the Interest Reserve Account (as such terms are defined below) and (e) any and all proceeds of the foregoing (collectively, the Collateral Agent may direct such Article 12 Collateral to be held by “Collateral”). Notwithstanding the foregoing, (i) if a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 CollateralHalf Turn Election is in effect, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). incurrence of permitted Third Party Debt by a Financing Subsidiary, Eligible Assets may be contributed to such Financing Subsidiary or may be acquired by such Financing Subsidiary and will not constitute or will cease to constitute, as the case may be, Collateral and will be available to secure such Third Party Debt and (ii) The Grantors shall notthe Borrower may elect to secure Permitted Interest Rate ▇▇▇▇▇▇ with cash collateral on customary terms, directly in which case such collateral will not constitute Collateral and will not be included in the calculation of the Asset Coverage Ratio (as defined below) or indirectly, after the date hereof, establish Leverage Ratio (as defined below). CUSTODIAL ACCOUNT Eligible Assets and Temporary Investments held by the Borrower will be maintained in a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of (the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such “Custodial Account, which notice ”). All Investment Proceeds in respect of Investments held by the Borrower (but not the Investment Proceeds from Investments held by any Financing Subsidiary unless and until such proceeds are distributed to the Borrower by such Financing Subsidiary) received during each Collection Period shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of deposited into the Custodial Account for allocation and distribution in accordance with the Priority of Payments on the related Article 12 CollateralLoan Payment Date, except in the instance of a withdrawal by the General Partner in accordance with the conditions specified therein. Amounts on deposit in the Custodial Account may be invested in Temporary Investments as determined by the General Partner. INTEREST RESERVE ACCOUNT The Borrower shall establish an interest reserve account (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12the

Collateral. (ia) Each Grantor covenants The due and agrees that:punctual payment of the principal of, premium, if any, and interest on the Notes and the Note Guarantees when and as the same shall be due and payable, whether on an interest payment date, at maturity, by acceleration, repurchase, redemption or otherwise, interest on the overdue principal of and interest (to the extent permitted by law), if any, on the Notes and the Note Guarantees and performance of all other obligations under this Indenture and the Notes and the Note Guarantees and the Collateral Documents, shall be secured by second-priority Liens and security interests, subject to Permitted Liens, as provided in the Collateral Documents and the Intercreditor Agreements. (Ab) At all times, The Company and the Guarantors hereby agree that the Collateral Agent shall have hold the right to direct Collateral in trust for the commencementbenefit of all of the Holders and the Trustee, continuation or cessation of any Staking with respect in each case pursuant to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent terms of the Collateral AgentDocuments and the Intercreditor Agreements, and the Collateral Agent is hereby authorized to execute and deliver the Collateral Documents and the Intercreditor Agreements. (Bc) All Article 12 Collateral Each Holder, by its acceptance of any Notes and Staking Consideration issuedthe Note Guarantees, earned, received or receivable by any Grantor in connection with consents and agrees to the Staking terms of the Article 12 Collateral Documents and the Intercreditor Agreements (including, without limitation, the provisions providing for foreclosure) as the same may be in effect or may be amended from time to time in accordance with their terms and authorizes and directs the Collateral Agent to perform its obligations and exercise its rights under the Collateral Documents and the Intercreditor Agreements in accordance therewith. (d) The Trustee and each Holder, by accepting the Notes and the Note Guarantees, acknowledges that, as more fully set forth in the Collateral Documents and the Intercreditor Agreements, the Collateral as now or hereafter constituted shall be held for the benefit of all the Holders and the Trustee, and that the Lien of this Indenture and the Collateral Documents in a Blocked Custodial Account that respect of the Trustee and the Holders is subject to (1) and qualified and limited in all respects by the Collateral Agent’s perfected first priority lien Documents and (2) a Custodian Control Agreementthe Intercreditor Agreements and actions that may be taken thereunder. (Ce) If any validator engaged or used by any Grantor Notwithstanding anything stated in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory this Indenture to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agentcontrary, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to Company, the Guarantors, the Trustee, the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and Holders agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and the Notes shall not permit be required to be secured by the Collateral until the Collateral Due Date and the Company and Guarantors shall not be required to execute any other Person to, amend documents evidencing the creation or make any changes to perfection of security interests in the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without for the prior written consent benefit of the Holders until the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)Due Date. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants All Capital Stock of each Credit Party and agrees that: Subsidiary (Aother than Parent) At all times, shall have been pledged pursuant to the Security Documents and Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementSecurity Documents, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)blank. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain All Indebtedness in an aggregate amount exceeding $500,000 that is owed to any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: Credit Parties (Aother than any Indebtedness of another Credit Party) and evidenced by one or more promissory notes shall have been pledged pursuant to the Security Documents, and Collateral Agent shall have received original executed versions of all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (iii) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice the results of a search of the intention UCC filings, PPSA registrations and equivalent filings, as applicable, in addition to tax Lien, judgment Lien, bankruptcy and litigation searches made with respect to each Credit Party, together with copies of the financing statements, PPSA registrations and other filings (or similar documents) disclosed by such Grantor to open or establish such Custodial Accountsearches, which notice shall specify in reasonable detail and specificity acceptable accompanied by evidence satisfactory to Collateral Agent that the typeLiens indicated in any such financing statement, nature PPSA registration and quantity other filings (or similar document) are Permitted Liens or have been released or will be released substantially simultaneously with the making of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementLoans hereunder. (iiiiv) On or before the date which is ten (10) Business Days following the end of each calendar quarterCollateral Agent shall have received evidence, Grantors shall deliver in form and substance satisfactory to Collateral Agent an updated Schedule IV listing Agent, that appropriate UCC financing statements (including fixture filings), PPSA registrations or equivalent filings, as applicable, have been duly filed in such office or offices as may be necessary or, in the opinion of Collateral Agent, desirable, to perfect Collateral Agent’s Liens in and to the Collateral and certified searches reflecting the filing of all of Grantors’ Custodial Accounts holding any Article 12such financing statements and PPSA registrations.

Collateral. (ia) Each Grantor covenants All outstanding Stock of each Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case, as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Stock and agrees that: (AStock Equivalents) At all times, and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentblank. (Bb) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking Indebtedness of the Article 12 Collateral shall be held in a Blocked Custodial Account Borrower and each Subsidiary of the Borrower that is subject owing to (1) the Borrower or a Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent’s perfected first priority lien and (2) a Custodian Control AgreementAgent shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (Cc) If any validator engaged All documents and instruments, including Uniform Commercial Code or used other applicable personal property and financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Grantor in connection Security Document to be executed on the Closing Date and to perfect such Liens to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory Security Document shall have been delivered to the Collateral Agent in proper form for filing, registration or recording and none of the Collateral shall be subject to any other pledges, security interests or mortgages, except for ▇▇▇▇▇ permitted hereunder. (d) Holdings and the Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an Authorized Officer of the Borrower, together with all attachments contemplated thereby. (e) The Administrative Agent shall have received (i) searches of Uniform Commercial Code filings or analogous public filings in the jurisdiction of incorporation or formation, as applicable, of each Credit Party and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Collateral Agent’s sole discretion for continued Staking security interest in the Collateral, copies of the Article 12 Collateralfinancing statements on file in such jurisdictions, (ii) tax lien, judgment and bankruptcy searches and (iii) searches of ownership of intellectual property in each case, at Grantors’ sole cost the appropriate governmental offices and expense. (D) If any Custodian holding such patent/trademark/copyright filings as requested by the Article 12 Collateral is not reasonably satisfactory Lenders in order to perfect the Collateral Agent’s security interest in the intellectual property. Notwithstanding anything to the contrary herein, with respect to any security documents relating to real property to the extent constituting Collateral, the Borrower agrees to deliver or cause to be delivered such documents and instruments, and take or cause to be taken such other actions as may be required to grant and perfect such security interests, on or prior to the date that is 120 days after the Closing Date or such longer period of time as may be agreed to by the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. Except as specified in Schedule 2.01(a) the Borrower's obligations hereunder, under the Notes and in respect of any Rate Hedging Obligations entered into with any Hedging Lenders shall be secured at all times by: (i) Each Grantor covenants the unconditional guaranty of each of the Subsidiaries (including the Finance Subsidiaries but excluding the Special Purpose Subsidiary, the Letter-of-Credit Subsidiary and agrees that:South Plains DBS (so long as South Plains DBS is not a Material Subsidiary)) and the Parent (provided that the Parent's guaranty shall be non-recourse, except to the extent of the Collateral required to be provided by the Parent under subparagraph (v) below); (ii) a first priority perfected security interest in and lien upon all presently owned and hereafter acquired tangible and intangible personal property and fixtures of each of the Borrower and the Subsidiaries (including the Finance Subsidiaries but excluding the Special Purpose Subsidiary, each Letter-of-Credit Subsidiary and South Plains DBS (so long as South Plains DBS is not a Material Subsidiary)), including without limitation any intercompany notes, obligations or agreements, subject only to (A) At any prior Permitted Liens and (B) the exclusion of any FCC License, except to the extent (if any) that such a security interest is permitted or not prohibited by the Communications Act of 1934, as amended, and the rules, regulations and policies of the FCC (but including, to the maximum extent permitted by law, all times, the Collateral Agent shall have rights incident or appurtenant to any such FCC License including without limitation the right to direct the commencement, continuation receive all proceeds derived or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received arising from or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged sale, assignment or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dtransfer thereof). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement.; (iii) On first mortgages on all presently owned and hereafter acquired real estate owned by each of the Borrower and the Subsidiaries, subject only to any prior Permitted Liens, together with mortgagee's title insurance policies acceptable to the Lenders; (iv) first priority perfected collateral assignments of or before leasehold mortgages on all real estate leases in which any of the date which is ten Borrower and the Subsidiaries now has or may in the future have an interest, subject only to any prior Permitted Liens, and such third party consents, lien waivers, non-disturbance agreements and estoppel certificates as the Agent shall reasonably require, together with mortgagee's title insurance policies acceptable to the Agent; (10v) Business Days following a first priority perfected collateral assignment and/or pledge of all of the end issued and outstanding ownership interests of each calendar quarterof the Borrower and the Subsidiaries and all warrants, Grantors options and other rights to purchase such ownership interests; (vi) without limiting the generality of Section 2.01(a)(i), first priority perfected collateral assignments of all NRTC Member Agreements and any other satellite broadcasting distribution agreements as the Agent shall deliver reasonably deem necessary to protect the interests of the Lenders, together with such third party consents, lien waivers and estoppel certificates as the Agent shall reasonably require; (vii) a first priority perfected security interest in the Borrower Collateral Account (as defined in the Parent Term Loan Documents as in effect on the Third Amendment Effective Date), which account shall contain all dividends, distributions, and interest and principal payments paid by the Borrower to the Parent at any time after the Agent an updated Schedule IV listing has notified the Parent of its election to exercise the Agent's rights under Section 3(b) of the Pledge Agreement, and which security interest shall rank prior to the second-priority security interest in such Borrower Collateral Account in favor of the agent and lenders under the Parent Term Loan Documents and any Replacement Parent Term Debt; and (viii) a second priority perfected security interest in all other assets of Grantors’ Custodial Accounts holding the Parent (other than those assets in which the Agent is required under this Agreement to have a first priority perfected security interest) that are subject from time to time to any Article 12security interest in favor of the agent and lenders under the Parent Term Loan Documents and any Replacement Parent Term Debt, which security interest (I) shall be junior to no liens other than the lien in favor of the agent and lenders under the Permitted Parent Term Debt and (II) shall, upon the release or termination of the lien in favor of such agent and lenders, be terminated and released, except that if the foregoing provision would otherwise cause the release of such security interest to occur during the continuance of a Default, such security interest in favor of the Agent for the benefit of the Lenders shall not terminate or be released and shall remain continuously perfected and become a first priority perfected security interest.

Collateral. (a) All obligations of Borrower under the Loan Papers to which it is a party shall be secured to the extent and in the manner provided in the appropriate Security Document by the following (the "COLLATERAL") (i) Each Grantor covenants a first Lien on all capital stock issued to VRI by its direct Restricted Subsidiaries, (ii) a first Lien on all capital stock issued to ▇▇▇▇▇▇▇ Resorts by its Restricted Subsidiaries and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking on its Rights with respect to Distributions from Keystone/Intrawest L.L.C., (iii) a second Lien on all capital stock issued to VHI by Borrower, (iv) a second Lien on all capital stock issued to Borrower or Borrower's Restricted Subsidiaries by all companies which were Restricted Subsidiaries of Borrower prior to the Article 12 Collateral▇▇▇▇▇▇▇ Acquisition, and no Grantor shall engage the Companies' 50% interest in ▇▇▇▇▇▇, ▇▇▇▇▇ & ▇▇▇▇▇▇▇▇/Vail Associates Real Estate, L.L.C., (v) a first Lien on all capital stock issued to Borrower or any Staking Restricted Subsidiary of Article 12 Collateral without Borrower by ▇▇▇▇▇▇▇ Resorts and any Restricted Subsidiaries of Borrower created or acquired after the prior written consent ▇▇▇▇▇▇▇ Acquisition; (vi) a second Lien on each of the Collateral AgentVail Forest Service Permits, and (vii) a first Lien on each of the ▇▇▇▇▇▇▇ Forest Service Permits. (Bb) All Article 12 Collateral Upon receipt by the Companies of Net Equity Proceeds of at least $65,000,000 and Staking Consideration issuedthe application of such proceeds in prepayment of Subordinated Debt and/or Principal Debt in accordance with SECTION 3.2(D)(III), earned, received or receivable Liens created by any Grantor the Security Documents shall terminate and Agent and Lenders shall release their interests in connection the Collateral. Upon compliance with the Staking provisions of the Article 12 immediately preceding sentence or in accordance with the provisions of SECTION 14.13, Agent will, at the expense of Borrower, deliver to Borrower any Collateral shall be held in a Blocked Custodial Account that is subject in its possession and execute and deliver such documents, certificates or other instruments as Borrower may reasonably request to (1) evidence the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking termination of such Article 12 Collateral or re-delegate a validator satisfactory to Liens and the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking release of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants The Parent will cause the Collateral to constitute at all times 100% of the total number of shares of each class of Capital Stock of each Issuer then outstanding and agrees 100% of all Intercompany Notes issued to the Parent at any time whatsoever (provided, that:, in addition to the pledge of non-Voting Stock of an Issuer, not more than 66% of the total combined voting power of the Voting Stock of any Issuer organized under the laws of any jurisdiction outside the United States of America or, on any Foreign Subsidiary Holdco Release Date for any Foreign Subsidiary Holdco, not more than 66% of the total combined voting power of the Voting Stock of such Foreign Subsidiary Holdco shall be required to be pledged hereunder). (Ab) At all timesSo long as no Event of Default shall have occurred and be continuing, the Collateral Agent Parent shall have the right to direct the commencementexercise all voting, continuation or cessation consensual and other powers of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory ownership pertaining to the Collateral Agent in for all purposes not inconsistent with the terms of this Agreement, the Credit Agreement, the Notes, the C$ Notes or any other instrument or agreement referred to herein or therein, provided that the Parent agrees that it will not vote the Collateral Agent’s sole discretion for continued Staking in any manner that is inconsistent with the terms of this Agreement, the Article 12 CollateralCredit Agreement, in each casethe Notes, at Grantors’ sole cost the C$ Notes or any such other instrument or agreement; and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory Administrative Agent shall execute and deliver to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral Parent or cause to be held by a new Custodian reasonably acceptable executed and delivered to the Collateral Agent Parent all such proxies, powers of attorney, dividend and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notother orders, and shall not permit any other Person toall such instruments, amend or make any changes without recourse, as the Parent may reasonably request for the purpose of enabling the Parent to exercise the authorized signatories of, or persons authorized rights and powers that it is entitled to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice exercise pursuant to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dthis Section 5.4(b). (iic) The Grantors Parent shall not, directly or indirectly, after be entitled to receive and retain any dividends on the date hereof, establish a Custodial Account or otherwise maintain Collateral paid in cash out of earned surplus unless and until an Event of Default has occurred and is continuing. The Parent shall be entitled to receive any Article 12 dividends on the Collateral with any Custodian unless each paid in cash to the extent necessary to fund Restricted Payments by the Parent permitted pursuant to the penultimate paragraph of Section 9.15 of the following conditions Credit Agreement (“Permitted Distributions”), whether or not an Event of Default has occurred and is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementcontinuing. (iiid) On If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or before not the date which is ten Administrative Agent, the Canadian Administrative Agent or any Lender exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement, the Credit Agreement, the Notes, the C$ Notes or any other agreement relating to such Secured Obligation, all dividends and other distributions on the Collateral (10other than Permitted Distributions) Business Days following shall be paid directly to the end Administrative Agent and retained by it in the Collateral Account as part of each calendar quarterthe Collateral subject to the terms of this Agreement, Grantors and, if the Administrative Agent shall so request in writing, the Parent agrees to execute and deliver to Collateral the Administrative Agent an updated Schedule IV listing all appropriate additional dividend, distribution and other orders and documents to that end, provided that if such Event of Grantors’ Custodial Accounts holding Default is cured, any Article 12such dividend or distribution theretofore paid to the Administrative Agent shall, upon request of the Parent (except to the extent theretofore applied to the Secured Obligations), be returned by the Administrative Agent to the Parent.

Collateral. (i) Each Grantor covenants and agrees that:Except for any items referred to on Schedule 9.13(b): (Aa) At All documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Security Document and perfect such Liens to the extent required by, and with the priority required by, such Security Document shall have been delivered to the Collateral Agent for filing, registration or recording and none of the Collateral shall be subject to any other pledges, security interests or mortgages, except for Liens permitted under Section 10.2. (b) All Stock of the Borrower and all timesStock of each Restricted Subsidiary of the Borrower directly or indirectly owned by the Borrower or any Subsidiary Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Stock) and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking transfer and/or undated powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $10,000,000 (individually) that is owing to the Article 12 CollateralBorrower or any Subsidiary Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five all such promissory notes, together with undated instruments of transfer with respect thereto endorsed in blank. 715000788 12406500715000788 12406500 (5ii) Business Days’ prior written notice All Indebtedness of the intention Borrower and each of such Grantor its Restricted Subsidiaries that is owing to open or establish such Custodial Accountany Credit Party shall be evidenced by the Intercompany Note, which notice shall specify in reasonable detail be executed and specificity acceptable delivered by the Borrower and each of the Restricted Subsidiaries and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent the typeshall have received such Intercompany Note, nature and quantity together with undated instruments of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian transfer with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementrespect thereto endorsed in blank. (iiid) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors The Guarantee shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12be in full force and effect.

Collateral. Cause (x) all present and future Equity Interests now or hereafter owned by the Parent Guarantor, the Borrower and each present and future Material Subsidiary and (y) all other material tangible and intangible property, other than Excluded Property, now or hereafter owned by the Parent, the Borrower and each present and future respective Material Subsidiary, to be subject at all times to perfected First Priority Liens in favor of the Administrative Agent to secure the Secured Obligations pursuant to the terms and conditions of Collateral Documents, provided, however, that the foregoing requirements in this paragraph shall not apply to any Specified Non-Wholly Owned Subsidiary unless and until it is a Wholly Owned Subsidiary, and provided further that (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right No mortgages or fixture filings in county records will be required to direct the commencement, continuation be executed or cessation of any Staking recorded on or with respect to the Article 12 Collateralpipelines, and no Grantor shall engage Pipeline Real Property or other owned or leased Real Property except as provided in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (BSection 6.11(c) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 CollateralMaterial Real Property as therein described, provided that transmitting utility Uniform Commercial Code financing statements may be filed in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D).state central filing offices; (ii) The Grantors shall notControl agreements will not be required with respect to deposit accounts, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail securities accounts and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement.commodities accounts; (iii) On A Lien on Equity Interests evidencing ownership of a Joint Venture will not be required for so long as and to the extent that the Joint Venture Organization Documents prohibit such pledge, and a Lien on Equity Interests evidencing ownership of an Unrestricted Subsidiary will not be required if and for so long as (i) such Unrestricted Subsidiary is not a Wholly Owned Subsidiary and the Organization Documents of such Unrestricted Subsidiary prohibit such pledge or before (ii) such Equity Interests are required to be pledged to secure debt of such Unrestricted Subsidiary (or its parent company that is an Unrestricted Subsidiary) and the date terms of such other pledge prohibit a lien to secure the Secured Obligations; (iv) with respect to owned vehicles, rail cars and similar collateral for which perfection of Liens would require taking possession of, or noting Liens on, a certificate of title, Liens on such assets need not be perfected; (v) Liens on assets will not be required, and/or perfection of Liens will not be required, in circumstances where the Administrative Agent and the Borrower agree that the cost of obtaining (or perfecting, as applicable) a Lien on such assets is ten (10) Business Days following materially disproportionate in relation to the end of each calendar quarter, Grantors shall deliver benefit to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12the Secured Parties afforded thereby.

Collateral. (ia) Each Grantor covenants Lender authorizes the Administrative Agent to enter into each of the Loan Documents to which it is a party and to take all action contemplated by such Loan Documents and to enter into the Intercreditor Agreement and to take all action contemplated by the Intercreditor Agreement. Each Lender agrees that: (A) At that no Holder of Secured Obligations, other than the Administrative Agent acting on behalf of all timesHolders of Secured Obligations, the Collateral Agent shall have the right individually to direct seek to realize upon the commencementsecurity granted by any Loan Document, continuation or cessation of any Staking with respect to it being understood and agreed that such rights and remedies may be exercised solely by the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without Administrative Agent for the prior written consent benefit of the Collateral AgentHolders of Secured Obligations, upon the terms of the Loan Documents. (Bb) All Article 12 In the event that any Collateral and Staking Consideration issued, earned, received or receivable is pledged by any Grantor in connection with Person as collateral security for the Staking Obligations, the Administrative Agent is hereby authorized to execute and deliver on behalf of the Article 12 Holders of Secured Obligations any Loan Documents necessary or appropriate to grant and perfect a Lien on such Collateral shall be held in a Blocked Custodial Account that is subject to (1) favor of the Collateral Agent’s perfected first priority lien and (2) a Custodian Control AgreementAdministrative Agent on behalf of the Holders of Secured Obligations. (Cc) If The Lenders hereby authorize the Administrative Agent, at its option and in its discretion, to release any validator engaged Lien granted to or used held by the Administrative Agent upon any Grantor Collateral (i) upon termination of the Commitments and payment and satisfaction of all of the Obligations or the transactions contemplated hereby; (ii) as permitted by, but only in connection with accordance with, the Staking terms of the applicable Loan Document; or (iii) if approved, authorized or ratified in writing by the Required Lenders, unless such release is required to be approved by all of the Lenders hereunder. Upon request by the Administrative Agent at any Article 12 Collateral is not satisfactory to Collateral Agent time, the Lenders will confirm in Collateral writing the Administrative Agent’s sole discretion, authority to release particular types or items of Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory pursuant to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dthis Section 10.13(c). (iid) The Grantors shall notUpon any sale or transfer of assets constituting Collateral which is expressly permitted pursuant to the terms of any Loan Documents, directly or indirectlyconsented to in writing by the Required Lenders, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: and upon at least ten (A) Collateral Agent shall have received not less than five (510) Business Days’ prior written notice request by the Borrower, the Administrative Agent shall (and is hereby irrevocably authorized by the Lenders to) execute such documents as may be necessary to evidence the release of the intention Liens granted to the Administrative Agent for the benefit of the Holders of Secured Obligations, upon the Collateral that was sold or transferred; provided, however, that (i) the Administrative Agent shall not be required to execute any such document on terms which, in the Administrative Agent’s opinion, would expose the Administrative Agent to liability or create any obligation or entail any consequence other than the release of such Grantor to open Liens without recourse or establish warranty, and (ii) such Custodial Accountrelease shall not in any manner discharge, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent affect or impair the type, nature and quantity Secured Obligations or any Liens upon (or obligations of the Article 12 Borrower or any other Loan Party) in respect of) all interests retained by the Borrower or any other Loan Party, including (without limitation) the proceeds of the sale, all of which shall continue to constitute part of the Collateral. Notwithstanding the foregoing, each of the Lenders hereby acknowledges and agrees that upon the consummation of any Permitted Disposition, the owner Administrative Agent, for itself and on behalf of the Article 12 CollateralLenders, shall release from its Guaranty any Loan Party whose stock is sold in such Permitted Disposition, and shall release such stock from the name and address applicable Pledge Agreement. No release of Collateral shall affect the obligations of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementBorrower under Section 2.06(b). (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. 4.10.1. The Debentures shall be guaranteed by fiduciary assignment (i) Each Grantor covenants and agrees that: (A) At of all timesreceivables, which shall be free from any lien or encumbrance after verification of the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect condition precedent pursuant to the Article 12 Collateralprovisions of the Fiduciary Assignment Agreement, as defined below, resulting from transactions conducted by holders of credit and/or debit cards of the brands VISA or AMERICAN EXPRESS, as means of payment for the acquisition of goods in business establishments of the Company; and of (ii) escrow account held with bank No. 237, Banco Bradesco S.A., which shall be opened in accordance with the terms and conditions set forth in the “Fiduciary Assignment Agreement of Credit Rights (Receivables) Under Condition Precedent and Other Covenants”, to be executed between Issuer, as Assignor and the Debentureholders represented by the Trustee, as assignees, (“Fiduciary Assignment” or “Guarantee” and “Fiduciary Assignment Agreement”, respectively). The Fiduciary Assignment Agreement shall contemplate that the portion of the assigned credit rights that exceeds the minimum amount, equivalent to fifty percent (50%) of the balance of the Unit Par Value of the Debentures plus the respective Conventional Interest and the Default Charges and Fine, as applicable, may be used and/or encumbered by Issuer in transactions with the Debentureholders and/or with the respective operator of the card(s), subject to the limits and procedures established in said Fiduciary Assignment Agreement and provided all obligations of this Issue are complied with and no Grantor shall engage in any Staking event of Article 12 Collateral without early maturity has occurred pursuant to the prior written consent provisions of this Debenture Deed and/or of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Fiduciary Assignment Agreement. 4.10.2. The Fiduciary Assignment Agreement shall be presented for registration, at the expenses of Issuer, in the competent Notary Publics, it being understood that proof of such registration shall occur within up to twenty-five (C25) days as from the date of execution of this Deed or until the Subscription Date, whichever is earlier. 4.10.3. If any validator engaged or used by any Grantor in connection Issuer fails to comply with the Staking obligation set forth in Section 4.10.2 above, the Trustee is hereby irreversibly and irrevocably authorized and granted all powers to promote said registration, in the name of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionIssuer, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or reas its attorney-delegate a validator satisfactory in-fact, it being understood that Issuer shall reimburse all expenses, pursuant to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking provisions of this Deed and of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseFiduciary Assignment Agreement. (D) If any Custodian holding 4.10.4. In case it is necessary to replace the Article 12 Collateral Guarantee, Issuer is not reasonably satisfactory authorized to replace it for other assets or rights owned by Issuer and/or third parties, as the Collateral Agent, the Collateral Agent case may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notbe, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agentsame or of a different nature than those offered as guarantee, provided this is previously approved by the Debentureholders in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Da Debentureholders Meeting (“Guarantee Replacement”). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each 4.10.5. For purposes of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice provisions of article 70 of the intention Corporation Law, Trustee hereby agrees with the Guarantee Replacement, provided it is previously approved by the Debentureholders in a Debentureholders Meeting pursuant to the provisions of such Grantor Section 4.10.4. 4.10.6. If the Guarantee Replacement is not made pursuant to open or establish such Custodial Accountthe provisions and within the terms determined in this Deed and in the Guarantee, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity early maturity of the Article 12 CollateralDebentures shall be declared, pursuant to the provisions of Section 5.3 (xiv) below. 4.10.7. Upon execution of the Guarantee, subject to the requirements for formalization and creation of the guarantees set forth in these instruments, the owner Guarantee shall be irrevocably and irreversibly formalized in favor of the Article 12 CollateralDebentureholders, represented by Trustee, to guarantee the name due, timely and address full payment of the Custodian at which such Custodial Account is principal and ancillary obligations of Issuer, pursuant to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose provisions of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementthis Deed. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees thatExcept for any items referred to on Schedule 9.20: (Aa) At all timesAll documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Security Document and perfect such Liens to the extent required by, and with the priority required by, such Security Document shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory been delivered to the Collateral Agent in for filing, registration or recording and none of the Collateral Agent’s sole discretion shall be subject to any other pledges, security interests or mortgages, except for continued Staking Liens permitted under Section 9.10. (b) All Stock of the Article 12 CollateralBorrower and all Stock of each Restricted Subsidiary of the Borrower directly or indirectly owned by the Borrower or any Subsidiary Guarantor, in each casecase as of the Closing Date, at Grantors’ sole cost shall have been pledged pursuant to the Pledge Agreement (except that such Loan Parties shall not be required to pledge any Excluded Stock) and expensethe Collateral Agent (or its agent, designee or bailee in accordance with the First Lien/Second Lien Intercreditor Agreement) shall have received all certificates, if any, representing such securities pledged under the Pledge Agreement, accompanied by instruments of transfer and/or undated powers endorsed in blank. (Di) If any Custodian holding the Article 12 Collateral Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $10,000,000 (individually) that is not reasonably satisfactory owing to the Collateral AgentBorrower or any Subsidiary Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent may direct (or its agent, designee or bailee in accordance with the First Lien/Second Lien Intercreditor Agreement) shall have received all such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement promissory notes, together with undated instruments of transfer with respect to such Custodian and Article 12 Collateral, thereto endorsed in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)blank. (ii) The Grantors All Indebtedness of the Borrower and each of its Restricted Subsidiaries that is owing to any Loan Party shall notbe evidenced by the Intercompany Note, directly or indirectly, after which shall be executed and delivered by the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless Borrower and each of the following conditions is satisfied: (A) Restricted Subsidiaries and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent (or its agent, designee or bailee in accordance with the First Lien/Second Lien Intercreditor Agreement) shall have received not less than five (5) Business Days’ prior written notice such Intercompany Note, together with undated instruments of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify transfer with respect thereto endorsed in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementblank. (iiid) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors The Guarantee shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12be in full force and effect.

Collateral. (a) Subject to the limitations on property or assets acquired after the Effective Date set forth in Section 5.13, the Borrower will, and will cause each other Credit Party to, (i) Each Grantor covenants cause all of its owned property (subject to the exceptions contained herein and agrees that: (Ain any Collateral Document and excluding the Excluded Assets) At to be subject at all timestimes to first priority, perfected Liens in favor of the Administrative Agent for the benefit of the Holders of Secured Obligations to secure the Obligations in accordance with the terms and conditions of the Collateral Documents, subject in all cases to Permitted Liens. Without limiting the generality of the foregoing, the Borrower will cause the Applicable Pledge Percentage of the issued and outstanding Capital Stock (other than Excluded Assets) of each Pledge Subsidiary directly owned by the Borrower or any other Credit Party to be subject at all times to a first priority, perfected Lien in favor of the Administrative Agent to secure the Obligations in accordance with the terms and conditions of the Collateral Documents to the extent, and within such time period as is, reasonably required by the Administrative Agent. Notwithstanding the foregoing: (1) no Pledge Agreement in respect of the Capital Stock of any Pledge Subsidiary shall be required hereunder to the extent such pledge thereunder would be prohibited by applicable law, or the Administrative Agent or its counsel reasonably determines that such pledge would not provide material credit support for the benefit of the Holders of Secured Obligations pursuant to legally valid, binding and enforceable Pledge Agreements; (2) no Mortgages covering real property other than Fee Owned Real Property shall be required hereunder, and no Mortgages shall be required hereunder to the extent such Mortgages are not readily obtainable under relevant applicable law or if the Administrative Agent or its counsel reasonably determines that such Mortgage would not provide material credit support for the benefit of the Holders of Secured Obligations pursuant to legally valid, binding and enforceable Mortgages; (3) no Mortgages are required to be delivered hereunder until December 31, 2009 or such later date as the Administrative Agent may agree in the exercise of its reasonable discretion (it being understood and agreed that the failure to deliver such Mortgages by the date ultimately required by the Administrative Agent shall have the right to direct the commencement, continuation or cessation constitute a Default under clause (d)(i) of any Staking Article VII hereof) with respect to the Article 12 Fee Owned Real Property owned by the Credit Parties on the Effective Date; provided that the Borrower hereby agrees to use its best efforts to cause the delivery of such Mortgages as soon as reasonably practicable after the Effective Date; (4) no vehicle titles for the motor vehicles owned by the Credit Parties and titled to reflect the Administrative Agent as the lienholder on the Effective Date need to be retitled to reflect the Administrative Agent as the lienholder; and (5) no Mortgages or vehicle titles shall be required hereunder to the extent the Borrower is in compliance with the Mortgage and Vehicle Title Requirement). (b) The Borrower will, and will cause each of its Subsidiaries to, keep all Collateral, other than inventory in transit, motor vehicles, residential tanks and no Grantor bulk storage tanks, at one or more of the locations set forth on Schedule 5.10 hereto and not remove any such Collateral therefrom except for, (i) inventory sold in the ordinary course of business; (ii) dispositions of obsolete or worn out equipment to the extent permitted under this Agreement and the other Credit Documents; and (iii) the storage of inventory or equipment at locations within the continental United States other than those described on Schedule 5.10 hereto; provided that (a) this Section 5.10 shall engage in any Staking of Article 12 Collateral without be deemed inapplicable during the prior written consent continuation of the Collateral Agent. Release Event (Bas defined below) All Article 12 that has not been followed by the Collateral Regrant Event (as defined below) and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1b) the Collateral Borrower shall take all actions necessary for the Administrative Agent’s Lien on such inventory and equipment to continue to be a perfected first priority lien and (2) a Custodian Control Agreement. (C) If Lien subject to no other Lien other than Permitted Liens. Notwithstanding the foregoing or anything else contained in this Agreement or any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory other Credit Document to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agentcontrary, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors parties hereto acknowledge and agree that BitGo in the event the Borrower receives, after the Effective Date, ratings for its senior unsecured long-term debt securities (without third-party credit enhancement) (the “Ratings”) that are investment grade from both S&P (at least BBB-) and its affiliates ▇▇▇▇▇’▇ (at least Baa3) (the “Collateral Release Event”), the security interests and subsidiaries are acceptable Custodians. Liens described in clause (Ea) Such Grantor shall not, of this Section 5.10 and shall not permit any other Person to, amend or make any changes granted pursuant to the authorized signatories ofCollateral Documents will be released; provided that (i) if either such Rating subsequently falls below BB+ or Ba1 respectively, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of Borrower and each other Credit Party will re-grant the security interests in the Collateral Agent, in its sole discretion. pursuant to comparable Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators Documents (the “Collateral Regrant Event”) and Custodians or remove validators no further Ratings-based collateral releases will be permissible and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall notnotwithstanding the foregoing clause (i), directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each no re-granting of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify security interests in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose Liens on the Collateral will be required if the Borrower receives Ratings of the Custodial Account BBB (stable or better outlook) or higher from S&P and related Article 12 Collateral, Baa2 (Bstable or better outlook) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementfrom ▇▇▇▇▇’▇. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants The Company will cause the Collateral to constitute at all times 100% of the total number of shares of each class of Capital Stock of each Issuer then outstanding and agrees 100% of all Intercompany Notes issued to the Company at any time whatsoever (provided, that:, in addition to the pledge of non-Voting Stock of an Issuer, not more than 66% of the total combined voting power of the Voting Stock of any Issuer organized under the laws of any jurisdiction outside the United States of America, or on any Foreign Subsidiary Holdco Release Date for any Foreign Subsidiary Holdco, not more than 66% of the total combined voting power of the Voting Stock of such Foreign Subsidiary Holdco shall be required to be pledged hereunder). (Ab) At all timesSo long as no Event of Default shall have occurred and be continuing, the Collateral Agent Company shall have the right to direct the commencementexercise all voting, continuation or cessation consensual and other powers of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory ownership pertaining to the Collateral Agent in for all purposes not inconsistent with the terms of this Agreement, the Credit Agreement, the Notes, the C$ Notes or any other instrument or agreement referred to herein or therein, provided that the Company agrees that it will not vote the Collateral Agent’s sole discretion for continued Staking in any manner that is inconsistent with the terms of this Agreement, the Article 12 CollateralCredit Agreement, in each casethe Notes, at Grantors’ sole cost the C$ Notes or any such other instrument or agreement; and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory Administrative Agent shall execute and deliver to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral Company or cause to be held by a new Custodian reasonably acceptable executed and delivered to the Collateral Agent Company all such proxies, powers of attorney, dividend and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notother orders, and shall not permit any other Person toall such instruments, amend or make any changes without recourse, as the Company may reasonably request for the purpose of enabling the Company to exercise the authorized signatories of, or persons authorized rights and powers that it is entitled to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice exercise pursuant to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dthis Section 5.4(b). (iic) The Grantors Company shall not, directly or indirectly, after be entitled to receive and retain any dividends on the date hereof, establish a Custodial Account or otherwise maintain Collateral paid in cash out of earned surplus unless and until an Event of Default has occurred and is continuing. The Company shall be entitled to receive any Article 12 dividends on the Collateral with any Custodian unless each paid in cash to the extent necessary to fund Restricted Payments permitted pursuant to the penultimate paragraph of Section 9.15 of the following conditions Credit Agreement (“Permitted Distributions”), whether or not an Event of Default has occurred and is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementcontinuing. (iiid) On If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or before not the date which is ten Administrative Agent, the Canadian Administrative Agent or any Lender exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement, the Credit Agreement, the Notes, the C$ Notes or any other agreement relating to such Secured Obligation, all dividends and other distributions on the Collateral (10other than Permitted Distributions) Business Days following shall be paid directly to the end Administrative Agent and retained by it in the Collateral Account as part of each calendar quarterthe Collateral subject to the terms of this Agreement, Grantors and, if the Administrative Agent shall so request in writing, the Company agrees to execute and deliver to Collateral the Administrative Agent an updated Schedule IV listing all appropriate additional dividend, distribution and other orders and documents to that end, provided that if such Event of Grantors’ Custodial Accounts holding Default is cured, any Article 12such dividend or distribution theretofore paid to the Administrative Agent shall, upon request of the Company (except to the extent theretofore applied to the Secured Obligations), be returned by the Administrative Agent to the Company.

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower and agrees that:all Capital Stock of each Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Capital Stock) and the collateral agent under the Term Loan Credit Documents shall have received all certificates, if any, representing such securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank. (Ab) At all timesAll Indebtedness of Holdings, the Borrower and each Subsidiary that is owing to any Credit Party that is a party to the Pledge Agreement as of the Closing Date shall, to the extent exceeding $2,500,000 (individually), be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (c) All documents and instruments, including Uniform Commercial Code or other applicable personal property security financing statements, required by law or reasonably requested by the right Collateral Agent to direct be filed, registered or recorded to create the commencementLiens intended to be created by the Security Documents and perfect such Liens to the extent required by, continuation and with the priority required by, the Security Documents shall have been filed, registered or cessation recorded or delivered to the Collateral Agent for filing, registration or recording. (d) The Administrative Agent shall have received a completed Perfection Certificate, dated the Closing Date and signed by an Authorized Officer of any Staking the Borrower, together with all attachments contemplated thereby. Notwithstanding anything to the contrary herein, with respect to any Collateral (other than Collateral consisting of the Article 12 CollateralCapital Stock of the Borrower and the Capital Stock of any Domestic Subsidiary required to be pledged pursuant to Section 6.2(a)), and no Grantor shall engage the security interest in any Staking which may not be perfected by the filing of Article 12 Collateral without a UCC financing statement, if the prior written consent perfection of the Collateral Agent. (B) All Article 12 ’s security interest in such Collateral may not be accomplished on or prior to the Closing Date without undue burden or expense and Staking Consideration issuedwithout the taking of any action that goes beyond commercial reasonableness, earnedthen the delivery of documents and instruments for perfection of such security interest shall not constitute a condition precedent to the initial Credit Event to occur on the Closing Date. To the extent that any such security interest is not so perfected on or prior to the Closing Date, received then Holdings and the Borrower agree to deliver or receivable by any Grantor in connection with cause to be delivered such documents and instruments, and take or cause to be taken such other actions as may be required to perfect such security interests, on or prior to the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account date that is subject 60 days after the Closing Date or such longer period of time as may be agreed to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) Contemporaneously with the execution and delivery of this Agreement by the Collateral Agent and the Lenders, (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall has or will have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in entered into a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to Security Agreement between the Collateral Agent and Debtor and between the Collateral Agent and the subsidiaries of the Debtor identified on Schedule B hereto (each a "Subsidiary") (each a "Security Agreement"), regarding the grant of a security interest in assets owned by Debtor and Subsidiary (such assets are referred to herein and in the Collateral Agent’s sole discretion for continued Staking of Security Agreement as the Article 12 "Collateral, in each case, at Grantors’ sole cost and expense. (D") If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, for the Collateral Agent may direct such Article 12 Collateral to benefit of the Lenders, (ii) Subsidiary will be held by delivering a new Custodian reasonably acceptable Guaranty Agreement (the "Guaranty") to the Collateral Agent with Subsidiary guaranteeing the obligations of Debtor under the Notes, Subscription Agreement, such Guaranty, this Agreement and all other agreements described in the applicable Grantor foregoing agreements (collectively, "Borrower Documents"), and such Grantor shall obtain a Custodian Control Agreement with respect (iii) Debtor is issuing the Notes and in the future may issue additional Notes to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansthe Lenders. (Eb) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes For purposes solely of perfection of the security interests granted to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in as agent on behalf of the Lenders, and on its sole discretion. own behalf under the Borrower Documents, the Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians hereby acknowledges that are no longer satisfactory to any Collateral held by the Collateral Agent is held for the benefit of the Lenders in connection accordance with this Agreement and the preceding Sections 6(n)(i)(C)-(D)Borrower Documents. No reference to the Borrower Documents or any other instrument or document shall be deemed to incorporate any term or provision thereof into this Agreement unless expressly so provided. (iic) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 distribute in accordance with the Borrower Documents any proceeds received from the Collateral is which are distributable to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and Lenders in proportion to their respective interests in the purpose of Obligations as defined in the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementBorrower Documents. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower and agrees that: all Capital Stock of each Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Capital Stock) At all times, and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentblank. (Bb) All Article 12 Collateral Indebtedness of Holdings, the Borrower and Staking Consideration issued, earned, received or receivable by each Subsidiary that is owing to any Grantor in connection with Credit Party that is a party to the Staking Pledge Agreement as of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionClosing Date shall, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateralextent exceeding $2,500,000 (individually), in each case, at Grantors’ sole cost be evidenced by one or more global promissory notes and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory shall have been pledged pursuant to the Collateral AgentPledge Agreement, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice all such promissory notes, together with instruments of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify transfer with respect thereto endorsed in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementblank. (iiic) On All documents and instruments, including Uniform Commercial Code or before other applicable personal property security financing statements, required by law or reasonably requested by the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Documents and perfect such Liens to the extent required by, and with the priority required by, the Security Documents shall have been filed, registered or recorded or delivered to the Collateral Agent for filing, registration or recording. (d) The Administrative Agent shall have received a completed Perfection Certificate, dated the Closing Date and signed by an updated Schedule IV listing Authorized Officer of the Borrower, together with all of Grantors’ Custodial Accounts holding any Article 12attachments contemplated thereby.

Collateral. (ia) Each Grantor covenants All outstanding Stock of the Parent Borrower and agrees that: all Stock of each Subsidiary of the Parent Borrower directly owned by the Parent Borrower or any U.S. Subsidiary Guarantor, in each case, as of the Closing Date, shall have been pledged pursuant to the U.S. Security Agreement (Aexcept that such Credit Parties shall not be required to pledge any U.S. Excluded Stock and Stock Equivalents) At all times, and the Collateral Agent (or the Term Loan Administrative Agent in accordance with the ABL Intercreditor Agreement) shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementU.S. Security Agreement, continuation or cessation accompanied by instruments of any Staking with respect to the Article 12 Collateral, transfer and no Grantor shall engage undated stock powers endorsed in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentblank. (Bb) All Article 12 Collateral certificates, if any, representing the shares charged under the Foreign Security Documents executed and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking delivered as of the Article 12 Collateral shall be held Closing Date, accompanied by executed stock transfers forms in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreementblank. (Cc) If any validator engaged All Indebtedness of the Parent Borrower and each Subsidiary of the Parent Borrower that is owing to the Parent Borrower or used a U.S. Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the U.S. Security Agreement, and the Collateral Agent (or the Term Loan Administrative Agent in accordance with the ABL Intercreditor Agreement) shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (d) All documents and instruments, including Uniform Commercial Code or other applicable personal property financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Grantor in connection U.S. Security Document to be executed on the Closing Date and to perfect such Liens to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory U.S. Security Document shall have been delivered to the Collateral Agent in the Collateral Agent’s sole discretion proper form for continued Staking filing, registration or recording and none of the Article 12 CollateralU.S. Collateral shall be subject to any other pledges, in each casesecurity interests or mortgages, at Grantors’ sole cost and expenseexcept for Liens permitted hereunder. (De) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable The Parent Borrower shall deliver to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement completed Perfection Certificates with respect to the applicable Borrowers party hereto on the Closing Date, executed and delivered by an Authorized Officer of the applicable Borrower, together with all attachments contemplated thereby. Notwithstanding anything set forth above, to the extent any security interest (other than to the extent that a lien on the U.S. Collateral may be perfected by the filing of a financing statement under the Uniform Commercial Code or by the delivery of stock or other equity certificates of the Parent Borrower or a Material Subsidiary of the Parent Borrower constituting a Wholly Owned Domestic Subsidiary that is part of the U.S. Collateral and such Custodian and Article 12 Collateralstock or other equity certificates have been received from the Parent Borrower) is not or cannot be provided or perfected on the Closing Date after the Parent Borrower’s use of commercially reasonable efforts to do so, in each caseor without undue burden or expense, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and the creation or perfection of such security interest shall not permit any other Person to, amend or make any changes constitute a condition precedent to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent availability of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior initial Credit Extension on the Closing Date but shall instead be required to be delivered or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, provided within 90 days after the Closing Date (or such later date hereof, establish a Custodial Account as may be reasonably agreed by the Parent Borrower and the Term Loan Administrative Agent (with respect to Term Priority Collateral) or otherwise maintain any Article 12 Collateral the Administrative Agent (with any Custodian unless each of the following conditions is satisfied: (Arespect to ABL Priority Collateral)) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor pursuant to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is arrangements to be established and Article 12 Collateral is to be maintained or held, mutually agreed by the individual at such Custodian with whom such Grantor is dealing Parent Borrower and the purpose of Term Loan Administrative Agent or the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementAdministrative Agent. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All outstanding equity interests in whatever form of the US Borrower and agrees that: each Restricted Subsidiary owned by or on behalf of any Credit Party (Aother than a Restricted Foreign Subsidiary) At shall have been pledged pursuant to the Pledge Agreement (except that the Restricted Subsidiaries shall not be required to pledge more than 65% of the outstanding equity interests of any Restricted Foreign Subsidiary) and all timescertificates representing securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject escrow pursuant to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control terms of the Financing Escrow Agreement. (Cb) If any validator engaged or used All outstanding equity interests in whatever form of the UK Borrower shall, except to the extent pledged pursuant to the Pledge Agreement, have been pledged pursuant to the UK Pledge Agreements and all certificates representing securities pledged under the UK Pledge Agreements, accompanied by any Grantor instruments of transfer and undated stock powers endorsed in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionblank, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the Collateral Agent’s sole discretion for continued Staking terms of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Financing Escrow Agreement. (iiic) On All outstanding equity interests in whatever form owned by or before the date which is ten (10) Business Days following the end on behalf of each calendar quarterpledgor under the German Pledge Agreement shall have been pledged pursuant to the German Pledge Agreement and all certificates representing securities pledged under the German Pledge Agreement, Grantors accompanied by instruments of transfer and undated stock powers endorsed in blank, shall deliver have been delivered to the Collateral Escrow Agent an updated Schedule IV listing and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (d) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Canadian Pledge Agreements shall have been pledged pursuant to the Canadian Pledge Agreements and all certificates representing securities pledged under the Canadian Pledge Agreements, accompanied by instruments of Grantors’ Custodial Accounts holding transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (e) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the French Pledge Agreements shall have been pledged pursuant to the French Pledge Agreements and all certificates representing securities pledged under the French Pledge Agreements, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (f) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Taiwan Pledge Agreements shall have been pledged pursuant to the Taiwan Pledge Agreements and all duly endorsed certificates representing securities pledged under the Taiwan Pledge Agreements, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (g) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Italian Share Pledge Agreements shall have been pledged pursuant to the Italian Share Pledge Agreements and all certificates representing securities pledged under the Italian Share Pledge Agreements, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (h) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Luxembourg Pledge Agreements shall have been pledged pursuant to the Luxembourg Pledge Agreements and all certificates representing securities pledged under the Luxembourg Pledge Agreements, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (i) All Indebtedness of Holdings, the US Borrower and each Subsidiary that is owing to any Article 12Credit Party party to the Pledge Agreement shall be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (j) All documents and instruments, including Uniform Commercial Code financing statements, required by law or reasonably requested by the Administrative Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Agreement and to perfect such Liens to the extent required by, and with the priority required by, the Security Agreement shall have been delivered to the Administrative Agent for filing, registration or recording pending the Closing Date. (k) All documents and instruments required by law or reasonably requested by the Administrative Agent to be filed, registered or recorded to create the Liens intended to be created by each of the Foreign Security Documents and to perfect such Liens to the extent required by, and with the priority required by, each of the Foreign Security Documents shall have been delivered to the Administrative Agent for filing, registration or recording pending the Closing Date. (l) The Administrative Agent shall have received, in respect of each Mortgaged Property owned by the US Borrower or a US Subsidiary Guarantor a policy or policies of title insurance issued by a nationally recognized title insurance company insuring the Lien of each Mortgage as a valid first Lien on the Mortgaged Property described therein, free of any other Liens except as expressly permitted by Section 10.2 (and subject to the release on the Closing Date of the liens thereon in respect of the Existing Credit Agreement), together with such endorsements, coinsurance and reinsurance as the Administrative Agent may reasonably request. It is understood and agreed that the pledges described in clauses (a) through (i) inclusive of this Section 6.2 shall become effective immediately and automatically upon the occurrence of the Closing Date, but that prior to the Closing Date, such pledges (and the Liens created thereby) shall not be effective.

Collateral. (i) Each Grantor covenants The due and agrees that: (A) At punctual payment of the principal of, premium, if any, and interest on the Notes and the Guarantees thereof when and as the same shall be due and payable, whether on an interest payment date, at maturity, by acceleration, repurchase, redemption or otherwise, and performance of all timesother obligations under this Indenture, including, without limitation, the Collateral Agent obligations of the Issuer and the Subsidiary Guarantors set forth in Section 7.07, Section 8.06 and Section 8.07 herein, and in the Notes and the Guarantees and the Security Documents, shall have the right be secured by first-priority Liens and security interests, subject to direct the commencementPermitted Liens, continuation or cessation of any Staking with respect as and to the Article 12 Collateralextent provided in the Security Documents which the Issuer and the Subsidiary Guarantors, as the case may be, have entered into simultaneously with the execution of this Indenture and no Grantor shall engage in any Staking of Article 12 Collateral without be secured by all Security Documents hereafter delivered as required or permitted by this Indenture, the prior written consent of Security Documents and the Intercreditor Agreements, as applicable; provided that the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issuedshall exclude certain items of property, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent as provided in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. Security Documents (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agentcollectively, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 “Excluded Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D”). (ii) The Grantors shall not, directly or indirectly, after Issuer and the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of Subsidiary Guarantors hereby agree that the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice hold the Collateral in trust for the benefit of all of the intention of such Grantor Holders and the Trustee, in each case pursuant to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity terms of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing Security Documents and the purpose of the Custodial Account and related Article 12 CollateralIntercreditor Agreements, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementas applicable. (iii) On Each Holder, by its acceptance of any Notes and the Guarantees thereof, consents and agrees to the terms of the Security Documents and the Intercreditor Agreements (including, without limitation, the provisions providing for foreclosure) as the same may be in effect or before as may be amended, amended and restated, supplemented or otherwise modified from time to time in accordance with their terms, agrees that the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing is hereby authorized to execute and deliver the Security Documents and the Intercreditor Agreements and authorizes and directs the Collateral Agent to perform its obligations and exercise its rights under the Security Documents and the Intercreditor Agreements in accordance therewith. (iv) The Trustee and each Holder, by accepting the Notes and the Guarantees thereof, acknowledges that, as more fully set forth in the Security Documents and the Intercreditor Agreements, the Collateral as now or hereafter constituted shall be held for the benefit of all the Holders and the Trustee, and that the Lien of Grantors’ Custodial Accounts holding any Article 12the Security Documents in respect of the Trustee and the Holders contemplated by this Indenture is subject to and qualified and limited in all respects by the Security Documents and the Intercreditor Agreements and actions that may be taken thereunder.

Collateral. (i) Each Grantor covenants and agrees that: (A) At all timesAs continuing security for the Loan Obligation, the Collateral Agent shall have the right Client hereby assigns, grants and conveys to direct the commencementCGMI a first priority Lien and security interest in all cash, continuation or cessation of any Staking with respect to the Article 12 Collateralstocks, bonds, and no Grantor shall engage other securities and instruments now or hereafter in the Account, and all dividends, interest and proceeds of such property, and any Staking property substituted by the Client in accordance with this Agreement (collectively, the “Collateral”). No substitution of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held permitted without CGMI’s approval, upon such terms and conditions as may be prescribed by CGMI. The Client agrees to take any action reasonably requested by CGMI to maintain and preserve CGMI’s first priority Lien and security interest in the Collateral. Client hereby authorizes CGMI to prepare and file Uniform Commercial Code financial statements without the signature of Client in respect of the Transaction Documents and Collateral. Except for withdrawals of interest pursuant to the following two sentences or as provided in Section 2(f) or Section 9(c), no withdrawals from the Account shall be permitted until the Loan Obligation is paid in full and CGMI has no further obligations under this Agreement. At any time prior to the Client first requesting an Advance hereunder, Client shall be entitled to withdraw from the Account any interest that has been paid on the Collateral and remains as cash in the Account. From the date of the first Advance until the Loan Obligation has been repaid in full and CGMI has no further obligations under this Agreement, all interest paid on the Collateral shall be applied immediately to payment of accrued but unpaid interest on the Loan Obligation (including the amount of any interest added to principal pursuant to Section 3) and any other portion of the Loan Obligation then due, and Client authorizes CGMI to make such applications without any further approval or consent of Client required; provided, that, upon request made to CGMI, Client shall be entitled to withdraw from the Account on or after the 15th day of each month (except to the extent that a Blocked Custodial Account that is subject to (1Shortfall would result from such withdrawal) the amount of such interest paid on the Collateral Agent’s perfected prior to the first priority lien and day of such month exceeding (2x) a Custodian Control Agreement. any accrued but unpaid interest on the Loan Obligation (C) If any validator engaged or used by any Grantor in connection with including the Staking amount of any Article 12 Collateral is not satisfactory interest added to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct principal pursuant to Section 3) plus (y) the cessation amount of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to interest on the Collateral Agent in the Collateral Agent’s sole discretion Loan Obligation payable for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)month. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants The Collateral will secure, on an equal and agrees that:ratable basis as described herein, the Secured Obligations and will be pledged by the Company and the Subsidiary Guarantors to the Collateral Agent for the benefit of the Secured Parties. The Collateral pledged by the Company will secure, on an equal and ratable basis as so specified, the Securities issued under each of the Indentures and the Company’s Obligations under the Transaction Documents; and the Collateral pledged by any Subsidiary Guarantor will secure, on an equal and ratable basis as so specified, the Senior Note Guarantee and Exchangeable Note Guarantee of such Subsidiary Guarantor and such Subsidiary Guarantor’s Obligations under the Transaction Documents. Only the Collateral Agent will be entitled to enforce the Liens granted under the Security Documents. (Ab) At all timesNo Indebtedness (other than the Secured Obligations) incurred by the Company or any Subsidiary Guarantor may share in Liens in the Collateral. (c) Subject to the terms of the Secured Documents, the aggregate principal amount of Indebtedness outstanding at any time that is secured by the Collateral will be limited to $[705,000,000]. (d) Subject to the terms of the Transaction Documents, the Company and the Subsidiary Guarantors will have the right to remain in possession and retain exclusive control of the Collateral securing the Secured Obligations (other than any cash, securities, obligations and Cash Equivalents constituting part of the Collateral that may be deposited with the Collateral Agent in accordance with the provisions of the Transaction Documents and other than as set forth in the Transaction Documents), to freely operate or otherwise use the Collateral and to collect, invest and dispose of any income therefrom unless an Actionable Event of Default has occurred. Upon such Actionable Event of Default, the Collateral Agent shall have the right will be entitled to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, foreclose upon and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of sell the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent part thereof as provided in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseTransaction Documents. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that:Except for any items referred to on Schedule 9.13(b): (Aa) At all timesAll documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by any Security Document and perfect such Liens to the extent required by, and with the priority required by, such Security Document shall have been delivered to the Collateral Agent for filing, registration or recording and none of the Collateral shall be subject to any other pledges, security interests or mortgages, except for Liens permitted under Section 10.2. (b) All Stock of each Subsidiary of the Borrower directly or indirectly owned by the Borrower or any Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Stock) and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking transfer and/or undated powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $993,000 (individually) that is owing to the Article 12 CollateralBorrower or any Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking shall have received all such promissory notes, together with undated instruments of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement transfer with respect to such Custodian and Article 12 Collateral, thereto endorsed in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)blank. (ii) The Grantors All Indebtedness of the Borrower and each of its Restricted Subsidiaries that is owing to any Credit Party shall notbe evidenced by the Intercompany Note, directly or indirectly, after which shall be executed and delivered by the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless Borrower and each of the following conditions is satisfied: (A) Restricted Subsidiaries and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Agent shall have received not less than five (5) Business Days’ prior written notice such Intercompany Note, together with undated instruments of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify transfer with respect thereto endorsed in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementblank. (iiid) On or before The Collateral provided on the date which is ten Closing Date shall satisfy the Collateral Coverage Minimum. (10e) Business Days following the end of each calendar quarter, Grantors The Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an updated Schedule IV listing Authorized Officer of the Borrower, together with all attachments contemplated thereby. (f) The Guarantee shall be in full force and effect. (g) The Administrative Agent shall have received the results of Grantors’ Custodial Accounts holding a recent UCC lien search with respect to each Credit Party, which searches shall reveal no Liens on any Article 12of the assets of the Credit Parties, other than those being assigned or released on or prior to the Closing Date or Liens permitted by Section 10.2.

Collateral. (ia) Each Grantor covenants All Capital Stock of each Credit Party (other than Parent) shall have been pledged pursuant to the Security Documents and agrees that: (A) At all times, the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right Security Documents, accompanied by instruments of transfer and undated stock powers endorsed in blank. (b) All Indebtedness owed to direct any of the commencementCredit Parties (other than any Indebtedness of another Credit Party) which, continuation in the aggregate, exceeds $50,000 that is evidenced by one or cessation more promissory notes shall have been pledged pursuant to the Security Documents, and the Collateral Agent shall have received all such promissory notes, together with instruments of any Staking transfer with respect thereto endorsed in blank. (c) The Collateral Agent shall have received the results of a search of the UCC filings (or equivalent filings), in addition to tax Lien, judgment Lien, bankruptcy and litigation searches made with respect to each Credit Party, together with copies of the Article 12 Collateralfinancing statements and other filings (or similar documents) disclosed by such searches, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable accompanied by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator evidence satisfactory to the Collateral Agent that the Liens indicated in any such financing statement and other filings (or similar document) are Permitted Liens or have been released or will be released substantially simultaneously with the Collateral Agent’s sole discretion for continued Staking making of the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseTerm Loans hereunder. (Dd) If any Custodian holding the Article 12 The Collateral is not reasonably Agent shall have received evidence, in form and substance satisfactory to the Collateral Agent, that appropriate UCC (or equivalent) financing statements (including fixture filings) have been duly filed in such office or offices as may be necessary or, in the opinion of Collateral Agent, desirable, to perfect the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable Agent’s Liens in and to the Collateral Agent and certified searches reflecting the applicable Grantor and filing of all such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. financing statements. (e) The Collateral Agent shall have received, in form and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes substance satisfactory to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, such landlord waivers, bailee letters or other acknowledgement agreements of any lessor, warehouseman, processor, consignee, or other Person in possession of, having a Lien upon, or having rights or interests in any Credit Party’s or its sole discretionSubsidiaries’ books and records or assets as may be reasonably requested by the Collateral Agent. All such landlord waivers, bailee letters and acknowledgment agreements shall have been received by Collateral Agent may, in its sole discretion, with on or prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)Closing Date. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants and agrees that:Iridium LLC will cause to be pledged hereunder at all times 100% of the aggregate ownership interests of the Company then outstanding. (Ab) At all timesSo long as no Event of Default shall have occurred and be continuing, the Collateral Agent Iridium LLC shall have the right to direct the commencementexercise all voting, continuation or cessation consensual and other powers of any Staking with respect ownership pertaining to the Article 12 Member Collateral, and no Grantor shall engage provided that Iridium LLC agrees that it will not vote the Collateral in any Staking manner that is inconsistent with the terms of Article 12 Collateral without this Agreement, the prior written consent of Credit Agreement or any other instrument or agreement referred to herein or therein; and the Collateral AgentAgent shall execute and deliver to Iridium LLC or cause to be executed and delivered to Iridium LLC all such proxies, powers of attorney, dividend and other orders, and all such instruments, without recourse, as Iridium LLC may reasonably request for the purpose of enabling Iridium LLC to exercise the rights and powers that they are entitled to exercise pursuant to this paragraph (b). (Bc) All Article 12 Collateral Except as permitted under, and Staking Consideration issuedsubject to any conditions set forth in, earned, received or receivable by any Grantor in connection with the Staking Section 7.07 of the Article 12 Collateral Credit Agreement, no distributions, dividends or other payments shall be held paid by the Company to Iridium LLC in its capacity as a Blocked Custodial Account member of the Company, and Iridium LLC shall not be entitled to receive and retain any such distribution, dividends or other payments, in respect of the Collateral; provided that is subject nothing herein shall be construed to (1) limit the payment by the Company to Iridium LLC of the Iridium Management Expenses under, and as defined in, the Management Services Agreement. In the event that, notwithstanding the foregoing, Iridium LLC shall receive any such distribution, dividend or other payment, Iridium LLC shall hold the same in trust for the Collateral Agent’s perfected first priority lien Agent and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking other Secured Parties, segregated from other funds of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct Iridium LLC and forthwith turn over the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory same to the Collateral Agent in the Collateral Agent’s sole discretion exact form received by Iridium LLC for continued Staking of deposit into the Article 12 Collateral, in each case, at Grantors’ sole cost and expenseappropriate Account pursuant to the Depositary Agreement. (Dd) If Without limiting any Custodian holding other rights of the Article 12 Collateral is not reasonably satisfactory Agent under this Agreement (but subject to the Collateral Agentsecond paragraph of Section 5.05), upon and during the continuance of any Event of Default, the Collateral Agent may direct such Article 12 Collateral (but shall not be obligated to) make a demand for payment in respect of the Reserve Capital Call Obligations in accordance with Section 4.02 of the Iridium LLC Agreement, without notice to or consent from or any other action required to be held taken by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable CustodiansIridium LLC. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) Subject to the limitations on property or assets acquired after the Original Effective Date set forth in Section 5.13, the Borrower will, and will cause each other Credit Party to, (i) Each Grantor covenants cause all of its owned property (subject to the exceptions contained herein and agrees that: (Ain any Collateral Document and excluding the Excluded Assets) At to be subject at all timestimes to first priority, perfected Liens in favor of the Administrative Agent for the benefit of the Holders of Secured Obligations to secure the Obligations in accordance with the terms and conditions of the Collateral Documents, subject in all cases to Permitted Liens. Without limiting the generality of the foregoing, the Borrower will cause the Applicable Pledge Percentage of the issued and outstanding Capital Stock (other than Excluded Assets) of each Pledge Subsidiary directly owned by the Borrower or any other Credit Party to be subject at all times to a first priority, perfected Lien in favor of the Administrative Agent to secure the Obligations in accordance with the terms and conditions of the Collateral Documents to the extent, and within such time period as is, reasonably required by the Administrative Agent. Notwithstanding the foregoing: (1) no Pledge Agreement in respect of the Capital Stock of any Pledge Subsidiary shall be required hereunder to the extent such pledge thereunder would be prohibited by applicable law, or the Administrative Agent or its counsel reasonably determines that such pledge would not provide material credit support for the benefit of the Holders of Secured Obligations pursuant to legally valid, binding and enforceable Pledge Agreements; (2) no Mortgages shall be required hereunder to the extent such Mortgages are not readily obtainable under relevant applicable law or if the Administrative Agent or its counsel reasonably determines that such Mortgage would not provide material credit support for the benefit of the Holders of Secured Obligations pursuant to legally valid, binding and enforceable Mortgages; (3) no Mortgages are required to be delivered hereunder until December 31, 2009 or such later date as the Administrative Agent may agree in the exercise of its reasonable discretion (it being understood and agreed that the failure to deliver such Mortgages by the date ultimately required by the Administrative Agent shall have the right to direct the commencement, continuation or cessation constitute a Default under clause (d)(i) of any Staking Article VII hereof) with respect to the Article 12 Fee Owned Real Property owned by the Credit Parties on the Original Effective Date; provided that the Borrower hereby agrees to use its best efforts to cause the delivery of such Mortgages as soon as reasonably practicable after the Original Effective Date; (4) no vehicle titles for the motor vehicles owned by the Credit Parties and titled to reflect the Administrative Agent as the lienholder on the Original Effective Date need to be retitled to reflect the Administrative Agent as the lienholder; and (5) no Mortgages or vehicle titles shall be required hereunder to the extent the Borrower is in compliance with the Mortgage and Vehicle Title Requirement). (b) The Borrower will, and will cause each of its Subsidiaries to, keep all Collateral, other than inventory in transit, motor vehicles, residential tanks and no Grantor bulk storage tanks, at one or more of the locations set forth on Schedule 5.10 hereto and not remove any such Collateral therefrom except for, (i) inventory sold in the ordinary course of business; (ii) dispositions of obsolete or worn out equipment to the extent permitted under this Agreement and the other Credit Documents; and (iii) the storage of inventory or equipment at locations within the continental United States other than those described on Schedule 5.10 hereto; provided that (a) this Section 5.10 shall engage in any Staking of Article 12 Collateral without be deemed inapplicable during the prior written consent continuation of the Collateral Release Event (as defined below) that has not been followed by the Collateral Regrant Event (as defined below) and (b) the Borrower shall take all actions necessary for the Administrative Agent’s Lien on such inventory and equipment to continue to be a perfected first priority Lien subject to no other Lien other than Permitted Liens. Notwithstanding the foregoing or anything else contained in this Agreement or any other Credit Document to the contrary, the parties hereto acknowledge and agree that in the event the Borrower receives, after the Original Effective Date, ratings for its senior unsecured long-term debt securities (without third-party credit enhancement) (the “Ratings”) that are investment grade from both S&P (at least BBB-) and ▇▇▇▇▇’▇ (at least Baa3) (the “Collateral Release Event”), the security interests and Liens described in clause (a) of this Section 5.10 and granted pursuant to the Collateral Documents will be released; provided that (i) if either such Rating subsequently falls below BB+ or Ba1 respectively, the Borrower and each other Credit Party will re-grant the security interests in the Collateral pursuant to comparable Collateral Documents (the “Collateral Regrant Event”) and no further Ratings-based collateral releases will be permissible and (ii) notwithstanding the foregoing clause (i), no re-granting of the security interests in and the Liens on the Collateral will be required if the Borrower receives Ratings of BBB (stable or better outlook) or higher from S&P and Baa2 (stable or better outlook) from ▇▇▇▇▇’▇. (Bc) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory With respect to the Collateral Agent in leasehold interests under that certain Sublease and Storage Services Agreement (the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral“Existing Tres Lease”) dated November 16, in each case2007 by and between Tres ▇▇▇▇▇▇▇▇ Gas Storage LLC, at Grantors’ sole cost a Delaware limited liability company (“Tres ▇▇▇▇▇▇▇▇”) and expense. Matagorda Gas Storage, LLC, a Delaware limited liability company (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory “Sublandlord”), Borrower shall deliver, or shall cause Tres ▇▇▇▇▇▇▇▇ to deliver, a Mortgage with respect to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral leasehold interests thereunder (or pursuant to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement any replacement lease with respect to such Custodian interests, if applicable) on or before September 30, 2011 or such later date as the Administrative Agent may agree in the exercise of its reasonable discretion (it being understood and agreed that the failure to deliver such Mortgage by the date ultimately required by the Administrative Agent shall constitute a Default under clause (d)(i) of Article 12 CollateralVII hereof); provided that, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries whether or not the leasehold interests under the Existing Tres Lease are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes restructured pursuant to the authorized signatories ofterms and conditions of that certain Assignment Agreement dated May 20, 2010 by and among Underground Storage Services (Markham), L.P., a Texas limited partnership, Sublandlord and Tres ▇▇▇▇▇▇▇▇, no such Mortgage shall be required to be delivered to the extent that the existing or replacement lease expressly prohibits the lessee thereunder from granting such Mortgage. Borrower covenants and agrees that it shall make, or persons authorized shall cause Tres ▇▇▇▇▇▇▇▇ to make changes tomake, any Custodial Account holding or controlling any Article 12 commercially reasonable efforts to obtain the third party consents necessary to permit the lessee thereunder to pledge the leasehold interests thereunder as Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)hereunder. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) The Borrower hereby covenants and agrees with the Lender that (i) Each Grantor covenants the Borrower shall preserve and agrees that: (A) At all times, maintain the lien created by this Agreement and will protect and defend its title to the Collateral Agent so that the lien so granted shall have be and remain a continuing first priority security interest (subject to Permitted Liens) in the right Collateral, (ii) the Borrower will not create, assume or suffer to direct exist any other lien in the commencementCollateral except Permitted Liens, continuation or cessation of any Staking with respect (iii) the Borrower shall maintain books and records pertaining to the Article 12 CollateralCollateral in such detail, form and scope as the Lender may reasonably require, and no Grantor (iv) the Borrower shall engage in pay all taxes, assessments and other charges lawfully levied or assessed upon its properties or upon any Staking of Article 12 Collateral without the prior written consent of the Collateral Agentwhen due. If, in the Lender's sole opinion any lien (other than Permitted Liens) may create an obligation having priority over the lien granted hereby, the Lender may pay such lien and the amount of such payment shall be charged to the Borrower and be secured by the lien granted hereby. (Bb) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection The Borrower shall comply with the Staking following covenants regarding the Collateral, (i) to the extent that the Borrower shall retain possession of the Article 12 Collateral Collateral, the Borrower shall be held keep the collateral at the places specified in a Blocked Custodial Account Section 2.12(i); provided, however, that is subject the Borrower may establish any other location, on written notice delivered to the Secured Party not less than thirty (130) days prior to establishing any such other location, if the Borrower has complied with Section 5 hereof, and (ii) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with Borrower shall cause the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held maintained and preserved in good condition, repair and working order, excepting ordinary wear and tear. The Borrower shall, on demand therefor by a new Custodian reasonably acceptable the Lender, deliver to the Collateral Agent Lender any and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit all evidence of ownership of any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent(including, in its sole discretion. Collateral Agent maywithout limitation, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators certificates of title and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dapplications for title). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants If the Obligations have not been prepaid or repaid in full in cash on or before July 31, 2021, then at the request of the Required Lenders, the Borrower shall use commercially reasonable efforts to grant a collateral agent that is mutually acceptable to the Lenders and agrees thatthe Borrower, for the benefit of the Lenders, a security interest in substantially all of its personal property to secure the Obligations; provided: (A) At all times, the Collateral Agent shall have Borrower is not required to grant a security interest in (i) voting equity interests in a controlled foreign corporation (as defined in the right to direct the commencement, continuation or cessation of any Staking with respect United States Internal Revenue Code) to the Article 12 Collateralextent such security interest could reasonably cause the Borrower to suffer adverse tax consequences, (ii) any general intangible or instrument solely to the extent the grant of a security interest in such general intangible or instrument is prohibited by the terms of such general intangible or instrument and no Grantor shall engage would result in the termination of such general intangible or instrument and such prohibition is not rendered ineffective pursuant to the UCC or any Staking other applicable law and (iii) any “intent to use” Trademark applications for which a statement of Article 12 Collateral without use has not been filed and accepted with the prior written consent of the Collateral Agent.United States Patent and Trademark Office; and (B) All Article 12 Collateral such security interest will only be perfected to the extent such security interest may be perfected by the filing of a financing statement under the UCC. If the Required Lenders notify the Borrower they are exercising their right to have the Obligations secured as provided by this Section 4.5, then the Borrower shall prepare a customary security agreement for secured loan transactions similar to this Agreement and Staking Consideration issued, earned, received or receivable by any Grantor satisfying the provisions of this Section 4.5 and the Borrower and the Lenders shall work in connection with the Staking good faith to mutually agree upon and execute such security agreement within 45 days of the Article 12 Collateral Borrower’s receipt of such notice. If the Lenders and the Borrower cannot agree on a mutually acceptable collateral agent, or if no such collateral agent will act in such role for the Lenders, then, at the request of the Required Lenders, the Borrower shall be held grant to each Lender a security interest in a Blocked Custodial Account that is substantially all of its personal property (subject to (1the conditions set forth above) to secure the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent Obligations and the applicable Grantor Lenders shall work in good faith to mutually agree upon and such Grantor shall obtain a Custodian Control Agreement execute intercreditor arrangements with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodianssecurity interests. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. To secure the full and complete payment and performance of the Obligations (i) Each Grantor covenants and agrees that: (A) At all timesor, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent Lien granted by any Subsidiary of the Collateral Agent. Borrower in accordance with CLAUSE (B) All Article 12 Collateral succeeding, to secure the full and Staking Consideration issuedcomplete payment and performance of all indebtedness, earned, received or receivable by any Grantor in connection with the Staking 10 liabilities and obligations of each Subsidiary Guarantor under its Guarantee of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to Obligations), (1a) the Collateral Agent’s perfected first priority lien Borrower will, and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with will cause each of the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionSubsidiary Pledgors to, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory grant to the Collateral Agent in for the Collateral Agent’s sole discretion for continued Staking benefit of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor Lenders a perfected, first priority Lien on all of its right, title and such Grantor shall obtain a Custodian Control Agreement with respect interest in and to such Custodian all Capital Stock of the Subsidiaries of the Borrower that are corporations (except for Excluded Subsidiaries) owned by the Borrower or any Subsidiary (except for Excluded Subsidiaries) of the Borrower, whether now owned or hereafter acquired, pursuant to the Security Documents and Article 12 Collateral(b) subject to the succeeding provisions of this SECTION 5.1, the Borrower will, and will cause each of its Subsidiaries to, at any time and from time to time on or after April 14, 1997, and promptly upon (and, in each case, at Grantors’ sole cost and expense. The Collateral any event unless the Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notthe Required Lenders otherwise agree, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is within ten (10) Business Days following after) any written request of the end Agent or the Required Lenders delivered to the Borrower, grant to the Agent for the benefit of each calendar quarterthe Agent and the Lenders a perfected, Grantors shall deliver first priority Lien (subject only to Collateral Agent an updated Schedule IV listing Permitted Liens, if any, which are, in accordance with this Agreement, expressly permitted to have priority over such Liens) on all of Grantors’ Custodial Accounts holding its right, title and interest in and to any Article one or more of the real Properties (or interests therein) and tangible personal Properties located thereon or used in connection therewith, whether now owned or hereafter acquired, of the Borrower and/or its Subsidiaries as may be so requested and selected by the Agent and the Documentation Agent, which Liens shall be granted pursuant to and evidenced and accompanied by such agreements, documents or instruments consistent with this Agreement as the Agent and the Documentation Agent or the Required Lenders may reasonably request. In connection with the execution of any agreement, document or instrument referred to in CLAUSE (B) of the immediately succeeding sentence which creates or evidences a Lien on any real Property or any interest therein, the Borrower will, or will cause its appropriate Subsidiary to, as applicable, deliver or cause to be delivered to the Agent each of the following which may be requested by the Agent or the Documentation Agent at any time or from time to time, each of which will be in form and substance reasonably satisfactory to the Agent and the Documentation Agent and all of which shall be delivered to the Agent promptly upon (and, in any event, unless the Agent otherwise agrees, within sixty (60) days after) such request: (i) a commitment for a mortgagee policy of title insurance (or, if such insurance is not available in the jurisdiction in question, a title opinion issued by a law firm satisfactory to the Agent) issued in the name of the Agent for and on behalf of the Lenders insuring that such Lien is valid and enforceable and of the required priority, which insurance shall be in an amount reasonably acceptable to the Agent (but not to exceed the estimated fair market value of the Property affected by such Lien) and, as soon as practical thereafter, a mortgagee policy of title insurance issued in accordance with such commitment; (ii) an appraisal of such real Property issued 11 by an appraiser reasonably acceptable to the Agent which complies with Title XI - Real Estate Appraisal Reform, Amendments to the Financial Institution Reform, Recovery and Enforcement Act of 1989 and all other regulatory requirements of the Lenders; (iii) a reasonably current environmental assessment of such real Property; (iv) a reasonably current survey of such real Property; (v) information relating to zoning affecting such real Property; and (vi) with respect to any such real Property which is a leasehold interest, waivers of landlords' Liens and other agreements of landlords and their lenders as may be feasible to obtain and copies of relevant lease agreements. (1) such failure is due to the practical inability (for whatever reason) of the Borrower or such Subsidiary to so comply notwithstanding the best efforts of the Borrower and its Subsidiaries to so comply, and 12 (2) the Borrower and its Subsidiaries continue to use their best efforts to promptly deliver all of such agreements, documents and instruments referred to in this SECTION 5.1."

Collateral. (ia) Each Grantor covenants Borrower and agrees that: (A) At all timeseach its Subsidiaries have good title to, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateralrights in, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent power to transfer each item of the Collateral Agent. (B) All Article 12 Collateral upon which it purports to ▇▇▇▇▇ ▇ ▇▇▇▇ under the Loan Documents, free and Staking Consideration issuedclear of any and all Liens except Permitted Liens, earnedand neither Borrower nor any of its Subsidiaries have any Deposit Accounts, received Securities Accounts, Commodity Accounts or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) other investment accounts other than the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged Accounts or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionother investment accounts, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent if any, described in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory Perfection Certificates delivered to Collateral Agent in connection herewith (as the same may be updated from time to time, provided that any such updates shall be in form and substance reasonably acceptable to, and subject to the review and approval of, Collateral Agent) with respect of which Borrower or such Subsidiary has given Collateral Agent notice and taken such actions as are necessary to give Collateral Agent a perfected security interest therein, to the preceding Sections 6(n)(i)(C)-(D)extent required herein. The Accounts are bona fide, existing obligations of the Account Debtors. (b) On the Effective Date, and except as disclosed on the Perfection Certificate (as the same may be updated from time to time, provided that any such updates shall be in form and substance reasonably acceptable to, and subject to the review and approval of, Collateral Agent) (i) the Collateral is not in the possession of any third party bailee (such as a warehouse), and (ii) The Grantors no such third party bailee possesses components of the Collateral (other than the Pre-Clinical and Clinical Trial Supplies) with a book value in excess of Two Hundred Fifty Thousand Dollars ($250,000.00). None of the components of the Collateral (other than the Pre-Clinical and Clinical Trial Supplies) with a book value in excess of Two Hundred Fifty Thousand Dollars ($250,000.00) in the aggregate shall notbe maintained at a location other than as disclosed in the Perfection Certificates on the Effective Date or as permitted pursuant to Section 6.11. (c) All Inventory (other than the Pre-Clinical and Clinical Trial Supplies which consist of Inventory) is in all material respects of good and marketable quality, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless free from material defects. (d) Borrower and each of the following conditions Guarantors is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the sole owner of the Article 12 CollateralIntellectual Property each respectively purports to own, the name free and address clear of all Liens other than Permitted Liens, which Intellectual Property comprises all of the Custodian at Intellectual Property (other than any Intellectual Property licensed to the Borrower or such Guarantor) of Borrower’s consolidated enterprise. Each of Borrower’s and its Subsidiaries’ Patents, which such Custodial Account have any material value, is valid and enforceable and no part of Borrower’s or its Subsidiaries’ Intellectual Property, which has any material value, has been judged invalid or unenforceable, in whole or in part, and to be established and Article 12 Collateral is to be maintained or heldthe best of Borrower’s knowledge, the individual at such Custodian with whom such Grantor is dealing and the purpose no claim has been made that any part of the Custodial Account and related Article 12 CollateralIntellectual Property or any practice by Borrower or its Subsidiaries violates the rights of any third party except to the extent such claim could not reasonably be expected to have a Material Adverse Change. Except as noted on the Perfection Certificates (as the same may be updated from time to time, (B) the Custodian where provided that any such account is opened or maintained updates shall be in form and substance reasonably acceptable to, and subject to the review and approval of, Collateral Agent), neither Borrower nor any of its Subsidiaries is a party to, nor is bound WEST\281916571.5 9 by, any material license or other material agreement with respect to which Borrower or such Subsidiary is the licensee that (i) prohibits or otherwise restricts Borrower or its Subsidiaries from granting a security interest in Borrower’s or such Subsidiaries’ interest in such material license or material agreement or any other property, except for customary anti-assignment provisions, or (ii) for which a default under or termination of could interfere with Collateral Agent’s or any Lender’s right to sell any Collateral. Borrower shall provide written notice to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is each Lender within ten (10) Business Days following days of Borrower or any of its Subsidiaries entering into or becoming bound by any material license or material agreement with respect to which Borrower or any Subsidiary is the end of each calendar quarter, Grantors shall deliver licensee (other than over the counter software that is commercially available to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12the public).

Collateral. To secure full and complete payment and performance of the Obligation, the Loan Parties hereby jointly and severally grant and convey to, and create in favor of, Administrative Agent (for the ratable benefit of the Lenders) first priority Liens in and to the following on the terms and conditions set forth in the Collateral Documents: (i) Each Grantor covenants all of the issued and agrees that: outstanding stock of the Domestic Subsidiaries owned by Borrower or any Domestic Subsidiary; (Aii) At 65% of the outstanding stock of each of the Material Foreign Subsidiaries owned by Borrower or any Domestic Subsidiary; and (iii) all timesinventory and accounts receivable of Borrower or any Domestic Subsidiary, excluding inventory located outside the United States and accounts receivable generated from the sale of inventory to purchasers located outside the United States (collectively, the Collateral Agent shall have "FOREIGN ASSETS"), so long as the right to direct the commencement, continuation or cessation aggregate value of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent such Foreign Assets does not exceed 10% of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking total assets of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionLoan Parties, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent as more particularly described in the Collateral Agent’s sole discretion for continued Staking Documents (collectively, the "COLLATERAL"); provided that, the stock of any Domestic Subsidiary that will be merged out of existence upon the occurrence of the Article 12 Collateral, Subsidiary Mergers will not be required to be pledged hereunder unless the Subsidiary Mergers have not been consummated in each casefull on or prior to the 60th day following the Initial Borrowing Date, at Grantors’ sole cost which time the stock of each then-existing Domestic Subsidiary shall be pledged hereunder. In addition, promptly after the designation, formation, or Acquisition of any new Domestic Subsidiary or after any Foreign Subsidiary becomes a Material Foreign Subsidiary as reflected on the most-recently d-699365.10 42 CoorsTek Credit Agreement ------------------------- delivered Financial Statements, Borrower shall execute and expense. deliver to Administrative Agent all instruments and documents (D) If any Custodian holding the Article 12 including, without limitation, Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent Documents and the applicable Grantor all certificates and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notinstruments representing shares of stock), and shall not permit any other Person to, amend take all further action that may be necessary or make any changes to the authorized signatories ofdesirable, or persons authorized that Administrative Agent may reasonably request, to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without grant and perfect first priority Liens in favor of Administrative Agent (for the prior written consent ratable benefit of the Collateral AgentLenders) in all of each new Domestic Subsidiary owned by Borrower or any Domestic Subsidiary, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each 65% of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail issued and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end outstanding stock of each calendar quarternew Material Foreign Subsidiary owned by Borrower or any Domestic Subsidiary as security for the Obligation, Grantors shall deliver to and any additional Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding owned by any Article 12new Domestic Subsidiary.

Collateral. (ia) The due and punctual payment of the principal of, premium, if any, and interest on the Notes and the Guarantees when and as the same shall be due and payable, whether on an Interest Payment Date, at maturity, by acceleration, repurchase, redemption or otherwise, interest on the overdue principal of and interest (to the extent permitted by law), if any, on the Notes and the Guarantees and performance of all other obligations under this Indenture, including, without limitation, the obligations of the Issuer set forth in Section 7.6, and the Notes, the Guarantees and the Security Documents, shall be secured by a Lien on the Fixed Asset Collateral on a first-priority basis and secured by a Lien on the Current Asset Collateral on a second-priority basis, in each case subject to Permitted Liens, as provided in this Indenture and the Security Documents to which the Issuer and the Guarantors, as the case may be, shall become parties to on the Issue Date or thereafter and will be secured by all of the Collateral pledged pursuant to the Security Documents hereafter delivered as required or permitted by this Indenture and the Security Documents. The Issuer, for the benefit of the Holders, hereby appoints U.S. Bank Trust Company, National Association as the initial Collateral Agent, and the Collateral Agent is hereby authorized and directed to execute and deliver the Security Documents and the Intercreditor Agreements. Each Holder by its acceptance of any Notes and the Guarantees thereof, irrevocably consents and agrees to such appointment. (b) Each Grantor covenants Holder, by its acceptance of any Notes and the Guarantees, consents and agrees that:to the terms of the Security Documents and the Intercreditor Agreements (including, without limitation, the provisions providing for foreclosure and release of Collateral and the automatic amendments, supplements, consents, waivers and other modifications thereto without the consent of the Holders) as the same may be in effect or may be amended from time to time in accordance with their terms and this Indenture and authorizes and directs the Collateral Agent to perform its obligations and exercise its rights under the Security Documents and the Intercreditor Agreements in accordance therewith. (Ac) At all timesThe Trustee and each Holder, by accepting the Notes and the Guarantees, acknowledges that, as more fully set forth in the Security Documents and the Intercreditor Agreements, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral as hereafter constituted shall be held for the benefit of all the Holders and the Trustee, and that the Lien of this Indenture and the Security Documents in a Blocked Custodial Account that respect of the Trustee and the Holders is subject to (1) and qualified and limited in all respects by the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent Security Documents and the applicable Grantor Intercreditor Agreements and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree actions that BitGo and its affiliates and subsidiaries are acceptable Custodiansmay be taken thereunder. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i1) Each Grantor covenants and agrees that:The Pledgors will cause the Collateral to constitute at all times [100%] of the total number of shares of each class of capital stock of each Issuer then outstanding. (A2) At all timesSo long as no Event of Default shall have occurred and be continuing, the Collateral Agent Pledgors shall have the right to direct the commencementexercise all voting, continuation or cessation consensual and other powers of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory ownership pertaining to the Collateral Agent in for all purposes not inconsistent with the terms of this Agreement, the Second Amended and Restated Credit Agreement, the Notes or any other instrument or agreement referred to herein or therein, PROVIDED that the Pledgors jointly and severally agree that they will not vote the Collateral Agent’s sole discretion for continued Staking in any manner that is inconsistent with the terms of this Agreement, the Article 12 CollateralSecond Amended and Restated Credit Agreement, in each case, at Grantors’ sole cost the Notes or any such other instrument or agreement; and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory Agent shall execute and deliver to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral Pledgors or cause to be held by a new Custodian reasonably acceptable executed and delivered to the Collateral Agent Pledgors all such proxies, powers of attorney, dividend and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notother orders, and shall not permit any other Person toall such instruments, amend or make any changes without recourse, as the Pledgors may reasonably request for the purpose of enabling the Pledgors to exercise the authorized signatories of, or persons authorized rights and powers that they are entitled to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice exercise pursuant to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dthis Section 5.04(2). (ii3) The Grantors Unless and until an Event of Default has occurred and is continuing, the Pledgors shall notbe entitled to receive and retain any dividends on the Collateral paid in cash out of earned surplus. AMENDED AND RESTATED PLEDGE AGREEMENT (4) If any Event of Default shall have occurred, then so long as such Event of Default shall continue, and whether or not the Agent or any Bank exercises any available right to declare any Secured Obligation due and payable or seeks or pursues any other relief or remedy available to it under applicable law or under this Agreement, the Second Amended and Restated Credit Agreement, the Notes or any other agreement relating to such Secured Obligation, all dividends and other distributions on the Collateral shall be paid directly or indirectly, after to the date hereof, establish a Custodial Agent and retained by it in the Collateral Account or otherwise maintain any Article 12 Collateral with any Custodian unless each as part of the following conditions is satisfied: (A) Collateral Collateral, subject to the terms of this Agreement, and, if the Agent shall have received not less than five (5) Business Days’ prior written notice so request in writing, the Pledgors jointly and severally agree to execute and deliver to the Agent appropriate additional dividend, distribution and other orders and documents to that end, PROVIDED that if such Event of Default is cured, any such dividend or distribution theretofore paid to the Agent shall, upon request of the intention of such Grantor Pledgors (except to open or establish such Custodial Accountthe extent theretofore applied to the Secured Obligations), which notice shall specify in reasonable detail and specificity acceptable be returned by the Agent to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementPledgors. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all timesAs collateral for the Loan, the Collateral Agent Borrower shall have provide the right Lender an executed City Deed of Trust in the form attached as Exhibit D giving the Lender a security interest on fee parcel(s) on the Property owned by ▇▇▇▇▇▇▇▇. HACLA may arrange to direct grant a security interest on the commencementProperty in favor of another lender in order to secure senior debt, continuation or cessation of any Staking with respect but subject to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the ▇▇▇▇▇▇’s prior written consent and the senior lender’s provision of a subordination agreement with the City-required terms set forth elsewhere in this City Loan Agreement; provided, however, that if Borrower elects to incur senior debt from ▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇ agrees to subordinate the City Deed of Trust with alternate terms as set forth in the ▇▇▇▇▇▇ ▇▇▇ Subordination Agreement (Affordable), Form 6456 (2019). Notwithstanding the foregoing, as a condition of ▇▇▇▇▇▇▇▇’s receipt of Project Homekey funds and the terms of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issuedStandard Agreement, earned, received or receivable by the City Regulatory Agreement shall not be subordinated to any Grantor in connection senior debt. The Borrower shall deliver concurrently with the Staking execution of the Article 12 Collateral City Deed of Trust, the original executed City Note in the form attached as Exhibit C, which Lender shall hold until the City Note is paid in full. Lender shall file a UCC-1 with the California Secretary of State, a copy of which is attached as Exhibit J, giving Lender a security interest in the Improvements, personal property, and Plans and Specifications. Exhibit J is hereby incorporated into this City Loan Agreement by this reference. Concurrent with the recordation of the City Deed of Trust and the City Regulatory Agreement, the Lender shall cause all previous Lender deeds of trust, if any, to be respectively reconveyed. All of the Lender’s previous promissory notes, if any, shall be held in a Blocked Custodial Account that canceled and returned to the Borrower. All of the previous UCC-1's shall likewise be terminated. The City Regulatory Agreement is attached as Exhibit K, which is hereby incorporated into this City Loan Agreement by this reference. As further security, ▇▇▇▇▇▇▇▇ agrees to assign and transfer to the City, subject to the rights of prior lien holders, its successors or assigns, all of (1) Borrower's rights in and to the Collateral Agent’s perfected first priority lien Plans and Specifications, together with all amendments, modifications, supplements, general conditions and addenda thereto relating to the Project, and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor ▇▇▇▇▇▇▇▇'s right, title and interest in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct agreement between the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory Borrower and the Architect relating to the Collateral Agent development of the Project, in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateralform attached as Exhibit L, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral which is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held hereby incorporated into this City Loan Agreement by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expensethis reference. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions City Regulatory Agreement is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Accountattached as Exhibit K, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementhereby incorporated into this City Loan Agreement by this reference. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) The Obligations shall be secured by a perfected first priority security interest in the Collateral. The Borrower shall be entitled to withdraw Collateral in inverse order of the ranking of such Collateral on the Pledged Collateral List (it being understood that any asset so withdrawn shall be automatically included in the Listed Eligible Assets as the highest ranked asset (and the list shall be adjusted accordingly)) so long as, both immediately before and after giving effect to such withdrawal, (i) Each Grantor covenants no Material Default or Event of Default shall have occurred and agrees that: be continuing (Aor shall result therefrom) At all timesand (ii) except for any such withdrawal which the Borrower reasonably determines is necessary for compliance with any covenant applicable under the terms of any Indebtedness of the Borrower as in effect on the Closing Date relating to the maintenance of “Total Unencumbered Assets” (or any similar concept), the Collateral Agent Fixed Charge Coverage Ratio at the time of such withdrawal is at least 1.25 to 1.00. Notwithstanding any other provisions in this Section 2.17, Non-Performing Loan Assets and Other Real Estate Owned Assets that are disregarded in calculating the aggregate Borrowing Base Value as provided in the definition of “Borrowing Base Value” may, so long as no Material Default or Event of Default shall have occurred and be continuing (or shall result therefrom), be withdrawn, at the option of the Borrower, to the extent of any amount so disregarded; provided that at the time of such withdrawal of any such assets, the Joint Lead Arrangers shall have the right right, but not the obligation, to direct rank such assets as Listed Eligible Assets. Notwithstanding any other provisions in this Section 2.17, (x) the commencementBorrower shall be entitled to withdraw Collateral in connection with payment or prepayment of such Collateral and (y) the Borrower shall be permitted to withdraw such Collateral in connection with sales to third parties or a monetization (that is not a payment or prepayment) (any such monetization or sale, continuation or cessation a “Third Party Sale”) provided that in connection with any such Third Party Sale and after giving effect to such Third Party Sale and the prior addition (a “Collateral Addition”) of any Staking replacement Collateral (which replacement Collateral shall comprise the highest ranked Listed Eligible Assets immediately prior to such replacement and the lowest ranked Collateral on the Pledged Collateral List immediately following such replacement), either (I) no Material Default or Event of Default shall have occurred and be continuing or (II) a Material Default or Event of Default shall have occurred and be continuing, but such Third Party Sale is consummated pursuant to a binding commitment entered into at a time that no Material Default or Event of Default had occurred and was continuing or would have resulted therefrom (it being understood that the proceeds of any such transaction described in clause (x) or (y) above shall be paid into the accounts established pursuant to Section 5.8). At such time as any Listed Eligible Assets are required to be pledged as Collateral in order to comply with the terms hereof, the Borrower shall (i) cause a sufficient amount of the highest ranked Listed Eligible Assets to be transferred to a Collateral SPV and (ii) take any other actions as the Administrative Agent or the Collateral Trustee may reasonably request for the purposes of fully perfecting or renewing the rights and security interests of the Collateral Trustee, on behalf of the Banks, with respect to the Article 12 Collateral. In addition to Collateral withdrawals otherwise permitted pursuant to this Agreement or any other Loan Document, promissory notes and no Grantor related transfer documents, if any, constituting part of any Collateral (and any related collateral) if requested by the Borrower at any time prior to the commencement of a Foreclosure (as defined in the Collateral Trust Agreement) in respect thereof, shall engage in any Staking of Article 12 be released by the Collateral without Trustee to the prior written consent custody of the Borrower, the applicable Grantor or its agents in escrow pending any enforcement action, exercise of rights or other customary actions in lieu of enforcement or for the purpose of correction of defects, if any, in each case in respect of any such promissory notes and related collateral. It is understood and agreed that any Collateral Agentreleased pursuant to the foregoing sentence shall remain Collateral except in connection with a withdrawal otherwise permitted pursuant to this Agreement or any other Loan Document. (Bb) All Article 12 Beginning on October 15, 2009 and on each April 15th and October 15th thereafter (or, if such day is not a Business Day, the next following Business Day), the Joint Lead Arrangers shall (i) in consultation with Barclays Bank PLC, Wachovia Bank, National Association and Deutsche Bank AG New York Branch (in each case so long as it shall be a Bank under this Agreement or either of the New Credit Agreements) (each, a “Consulting Bank”) undertake a review to determine if any re-ranking of the Listed Eligible Assets and/or the Pledged Collateral List is appropriate, and (ii) if any such re-ranking is appropriate, undertake such re-ranking, in their sole and absolute discretion, in consultation with the Consulting Banks. In connection with any such re-ranking, the Borrower shall cooperate with the Joint Lead Arrangers in any diligence, including providing information related to the Collateral and Staking Consideration issuedthe Listed Eligible Assets, earnedreasonably requested by the Joint Lead Arrangers for purposes of such re-ranking. Each inclusion of assets in the Collateral shall be in the order of the then-current ranking of Listed Eligible Assets and, received following inclusion, such assets shall constitute the lowest ranked Collateral on the Pledged Collateral List. Any increase in the funding of any asset included in the Collateral or receivable by any Grantor Listed Eligible Assets shall be considered part of such asset and shall be included in the Borrowing Base Value thereof. (c) Any newly originated or acquired assets or assets that become available that were previously pledged or mortgaged as collateral in connection with the Staking DB Master Repurchase Agreement or the GE Credit Tenant Lease Facility that qualify as Eligible Assets shall be automatically included in the Listed Eligible Assets (and the Joint Lead Arrangers may re-rank the Listed Eligible Assets in connection therewith, in consultation with the Consulting Banks). Any Fremont Asset that qualifies as an Eligible Asset, immediately as of the Article 12 Collateral time it is no longer subject to the Fremont Participation Agreement, shall be held automatically included in the Listed Eligible Assets. Notwithstanding anything to the contrary herein, at the time any Fremont Assets are added to Listed Eligible Assets and once the Joint Lead Arrangers have been afforded a reasonable opportunity to rank such assets, in consultation with the Consulting Banks in a Blocked Custodial Account that is subject to special one-time reranking of Listed Eligible Assets (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent“Special Fremont Reranking”), the Collateral Agent Joint Lead Arrangers may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent effect substitutions of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementListed Eligible Assets. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (a) Within one (1) Business Day following the Trigger Date (or such later date as may be agreed upon by the Administrative Agent), the Borrower will deliver to the Administrative Agent: (i) Each Grantor covenants complete and agrees that: (A) At all times, the Collateral Agent shall have the right correct schedules to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent each of the Collateral Documents and (ii) legal opinion(s) in form and substance reasonably satisfactory to the Administrative Agent in respect of the Collateral Documents. (b) Following the Trigger Date, on the date on which a Subsidiary (that was not a Subsidiary Guarantor as of the Trigger Date) becomes a Subsidiary Guarantor pursuant to Section 5.09 (or such later date as may be agreed upon by the Administrative Agent), the Borrower shall provide the Administrative Agent with written notice thereof and shall cause each such Subsidiary Guarantor to deliver to the Administrative Agent a joinder to the Security Agreement (in the form contemplated thereby) pursuant to which such Subsidiary agrees to be bound by the terms and provisions thereof, such joinder to be accompanied by appropriate corporate resolutions, other corporate organizational and authorization documentation and legal opinions in form and substance reasonably satisfactory to the Administrative Agent. (Bc) All Article 12 Collateral On the Trigger Date (or such later date as may be agreed upon by the Administrative Agent), the Borrower will cause, and Staking Consideration issuedwill cause each other Loan Party to cause, earnedall of its owned property (to the extent constituting accounts receivable, received or receivable inventory and related assets covered by any Grantor the Security Agreement) to be subject at all times to first priority, perfected Liens in connection favor of the Administrative Agent for the benefit of the Holders of Secured Obligations to secure the Secured Obligations in accordance with the Staking terms and conditions of the Article 12 Collateral shall Documents, subject in any case to Liens permitted by Section 6.02. (d) Without limiting the foregoing, the Borrower will, and will cause each other Loan Party to, execute and deliver, or cause to be held executed and delivered, to the Administrative Agent such documents, agreements and instruments, and will take or cause to be taken such further actions (including the filing and recording of financing statements, fixture filings and other documents and such other actions or deliveries of the type required by Section 4.01, as applicable), which may be required by law or which the Administrative Agent may, from time to time, reasonably request to carry out the terms and conditions of this Agreement and the other Loan Documents and to ensure perfection and priority of the Liens created or intended to be created by the Collateral Documents, all at the expense of the Borrower. (e) Notwithstanding the foregoing or anything else contained in a Blocked Custodial Account this Agreement or any other Loan Document to the contrary, the parties hereto acknowledge and agree that in the event that (i) the Index Debt receives, after the Trigger Date, investment grade ratings (without third-party credit enhancement) from both S&P (at least BBB- with stable outlook) and ▇▇▇▇▇’▇ (at least Baa3 with stable outlook), (ii) Consolidated EBITDA (as certified in the most recent certificate delivered pursuant to Section 5.04(c)) for each of the two most recently ended periods of four consecutive fiscal quarters is subject not less than $125,000,000 and (iii) the Consolidated Fixed Charge Coverage Ratio for each such period is greater than 2.5 to 1.0, the security interests granted pursuant to the Collateral Documents will be released (the “Release Event”); provided that if either such investment grade rating from S&P or ▇▇▇▇▇’▇ subsequently falls below BBB- or Baa3 respectively, Holdings, the Borrower and its applicable Subsidiaries will re-grant the security interests in the Collateral pursuant to comparable Collateral Documents and no further ratings-based collateral releases will be permissible. (p) Section 6.02 of the Credit Agreement is amended to (1) delete the Collateral Agent’s perfected first priority lien and word “and” appearing at the end of clause (l) thereof, (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with delete the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, period appearing at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver clause (m) thereof and to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12replace such period with the phrase “; and” and (3) to add the following as a new clause (n) thereto:

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower (except any Capital Stock owned by the Sponsor), all Capital Stock of each Restricted Subsidiary of the Borrower directly owned by the Borrower or any Guarantor, all Capital Stock of each GP Obligor directly owned by its general partner or managing member and agrees that: all Capital Stock of such general partner or managing member directly owned by its respective general partner or managing member, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement or the GP Undertaking, as applicable (A) At all timesexcept that such parties shall not be required to pledge any Excluded Capital Stock), and the Collateral Agent shall have received all certificates, if any, representing such securities pledged under the right to direct Pledge Agreement or the commencementGP Undertaking, continuation or cessation as applicable, accompanied by instruments of any Staking transfer and undated stock powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $5,000,000 (individually) that is owing to the Article 12 CollateralBorrower or any Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral AgentAgent shall have received all such promissory notes, together with undated instruments of transfer with respect thereto endorsed in blank. (Bii) All Article 12 Indebtedness of the Borrower and each Restricted Subsidiary of the Borrower on the Closing Date, that is owing to the Borrower or any Guarantor shall be evidenced by the Intercompany Note, which shall be executed and delivered by the Borrower and each Restricted Subsidiary of the Borrower on the Closing Date and shall have been pledged pursuant to the Pledge Agreement, and (c) All UCC personal property security financing statements and Intellectual Property Security Agreements (as defined in the Security Agreement) reasonably requested by the Collateral Agent to be delivered to create and Staking Consideration issuedperfect the Liens intended to be created by the Security Documents on the Collateral owned by the Borrower and the Guarantors and perfect such Liens in the United States to the extent required by, earned, received or receivable by any Grantor in connection and with the Staking of priority required by, the Article 12 Collateral Security Documents shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory have been delivered to the Collateral Agent in appropriate form for filing, registration or recording under the Collateral Agent’s sole discretion for continued Staking of UCC, with the Article 12 Collateral, in each case, at Grantors’ sole cost United States Patent and expenseTrademark Office or the United States Copyright Office. (Dd) If The Administrative Agent shall have received a completed Perfection Certificate, dated as of the Closing Date and signed by an Authorized Officer of the Borrower, together with all attachments contemplated thereby. Notwithstanding the foregoing, to the extent any Custodian holding the Article 12 security interest in any Collateral is not reasonably satisfactory to or cannot be provided and/or perfected on the Collateral AgentClosing Date (other than the pledge and perfection of the security interests (1) in the certificated Capital Stock, if any, of the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent Borrower and the applicable Grantor any wholly-owned (disregarding general partner and such Grantor shall obtain a Custodian Control Agreement managing member interests) Domestic Subsidiary that is not an Immaterial Subsidiary and (2) in other assets with respect to which a Lien may be perfected by the filing of a financing statement under the UCC) after the Credit Parties’ (or Holdings, the Parent GPs and GP Entities, as applicable), use of commercially reasonable efforts to do so or without undue burden or expense, then the satisfaction of such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and conditions shall not permit any other Person to, amend or make any changes be a condition precedent to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without effectiveness of this Agreement and the prior written consent availability of the Collateral AgentCredit Facilities on the Closing Date, but instead shall be accomplished as promptly as practicable after the Closing Date and in any event within the period specified on Schedule 9.18 or such later date as the Administrative Agent may agree to in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants Payment and agrees that:performance of the Loan Obligations are secured by a collateral assignment of the Collateral. The Collateral shall not be subject to any other liens, charges or encumbrances, whether inferior or superior, except as otherwise approved by Lender in writing, which approval may be granted, conditioned, or withheld in Lender’s sole and absolute discretion. (Ab) At Borrower agrees that Lender shall have in respect thereof all timesof the rights and remedies of a secured party under the Uniform Commercial Code in effect in the State of New Jersey, as well as those provided in this Agreement, the Assignment and the other Loan Documents. Notwithstanding the fact that the proceeds of a disposition of the Collateral Agent shall have constitute a part of the right Collateral, Borrower may not dispose of the Collateral, or any part thereof. At its expense, Borrower will defend the title to direct the commencementCollateral (or any part thereof), and will promptly execute, acknowledge and deliver any financing statement, other notice, continuation statement, security agreement, notice, assignment or cessation other document as may be necessary or beneficial, in the opinion of Lender, to perfect, preserve, provide notice of, publicize, maintain, continue, protect and/or extend the assignment, lien or security interest granted to Lender under this Agreement, the Assignment and/or any Staking of the other Loan Documents and the priority thereof. Borrower will immediately upon obtaining possession or control over any Collateral which may be perfected by possession or control deliver the same to Lender, with such endorsements, stock powers or other documents or instruments as Lender may from time to time require. Borrower will from time to time do whatever Lender may require by way of obtaining, executing, delivering, and/or filing financing statements, landlords’ or mortgagees’ waivers, notices of assignment and other notices and amendments and renewals thereof and Borrower will take any and all steps and observe such formalities as Lender may require, in order to create and maintain a valid first lien upon, pledge of, or security interest in, the Collateral. Without implying any limitation on the foregoing, with respect to the Collateral that may be perfected by control, Borrower shall take such steps as Lender may require in order that Lender may have such control. Borrower agrees that a copy of a fully executed security agreement and/or financing statement shall be sufficient to satisfy for all purposes the requirements of a financing statement as set forth in Article 12 Collateral9 of the applicable Uniform Commercial Code. Borrower hereby irrevocably appoints Lender as Borrower’s attorney-in-fact, with power of substitution, in the name of Lender or in the name of Borrower or otherwise, for the use and benefit of Lender, but at the cost and expense of Borrower and without notice to the Borrower, to execute and deliver any and all of the instruments and other documents and take any action which Lender may require pursuant the foregoing provisions of this Section. Further, to the extent permitted by applicable laws, Lender may file, without Borrower’s signature, one or more financing statements or other notices disclosing Lender’s liens and other security interests. Borrower acknowledges and agrees that Lender is authorized to file, and no Grantor shall engage to amend, financing statements and do such other acts or things deemed necessary or desirable by Lender to grant to Lender a first priority, perfected security interest in all or any Staking of Article 12 Collateral without the prior written consent portion of the Collateral AgentCollateral. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants Borrower and agrees that: (A) At all times, Leasehold Pledgor are the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent sole beneficial owners of the Collateral Agent. and no Lien exists or will exist (Bexcept the Permitted Encumbrances) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) upon the Collateral Agent’s perfected first priority lien at any time (and (2) a Custodian Control Agreement. (C) If any validator engaged no right or used by any Grantor option to acquire the same exists in connection with the Staking favor of any Article 12 other Person). The Collateral is not satisfactory and will not be subject to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct any contractual restriction upon the cessation of Staking of transfer thereof (except for any such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent restriction contained in the Collateral Agent’s sole discretion for continued Staking Pledge Agreement or limited liability company agreement or partnership agreement, as applicable, of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(Dissuer thereof). (iib) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each chief place of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice business of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail Borrower and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing Leasehold Pledgor and the purpose of office where Borrower and Leasehold Pledgor keeps its records concerning the Custodial Account Collateral will be located at all times at the address specified as Borrower’s and related Article 12 CollateralLeasehold Pledgor’s, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementas applicable, address in Section 10.6. (iiic) On The Pledged Securities have been validly issued and are not subject to any options to purchase or before similar rights of any Person. (d) The Security Documents create a valid security interest in the date which is ten (10) Business Days following Collateral, securing the end payment of each calendar quarterthe Debt, Grantors shall deliver and upon the filing in the appropriate filing offices of the financing statements to Collateral Agent an updated Schedule IV listing be delivered pursuant to this Agreement, such security interests will be perfected, first priority security interests, and all filings and other actions necessary to perfect such security interests will have been duly taken. Upon the exercise of its rights and remedies under the Pledge Agreement, Lender will succeed to all of Grantors’ Custodial Accounts holding the rights, titles and interest of Borrower and Leasehold Pledgor in Mezzanine A Borrower and Mezzanine A Leasehold Pledgor, as applicable, and the general partner of Mezzanine A Borrower and Mezzanine A Leasehold Pledgor that are limited partnerships without the consent of any Article 12other Person and will, without the consent of any other Person, be admitted as a limited partner of such Mezzanine A Borrower and a member in the general partner of such Mezzanine A Borrower. (e) No creditor of Borrower or Leasehold Pledgor has in its possession any certificates that constitute or evidence the Collateral or the possession of which would be required to perfect a security interest in the Collateral.

Collateral. (ia) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation All outstanding Stock of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent each Subsidiary of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received Borrower directly owned by the Borrower or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 CollateralSubsidiary Guarantor, in each case, at Grantors’ sole cost as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (except that such Credit Parties shall not be required to pledge any Excluded Stock and expenseStock Equivalents) and the Collateral Representative shall have received all certificates, if any, representing such securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank. (Db) If All Indebtedness of the Borrower and each Subsidiary of the Borrower that is owing to the Borrower or a Subsidiary Guarantor shall, to the extent exceeding $10,000,000 in aggregate principal amount, be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and the Collateral Representative shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (c) All documents and instruments, including Uniform Commercial Code or other applicable personal property and financing statements, reasonably requested by the Collateral Agent (at the direction of the Administrative Agent acting reasonably) to be filed, registered or recorded to create the Liens intended to be created by any Custodian holding Security Document to be executed on the Article 12 Closing Date and to perfect such Liens to the extent required by, and with the priority required by, such Security Document, unless otherwise agreed by the Collateral is not reasonably satisfactory Agent (acting at the direction of the Administrative Agent), shall have been delivered to the Collateral AgentRepresentative in proper form for filing, registration or 143 recording and none of the Collateral Agent may direct such Article 12 Collateral shall be subject to be held by a new Custodian reasonably acceptable any other pledges, security interests or mortgages, except for ▇▇▇▇▇ permitted hereunder. (d) The Borrower shall deliver to the Collateral Agent a completed Perfection Certificate, executed and delivered by an Authorized Officer of the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement Borrower, together with all attachments contemplated thereby. Notwithstanding anything to the contrary herein, with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes security documents relating to real property to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 extent constituting Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is Borrower agrees to deliver or cause to be established delivered such documents and Article 12 Collateral is instruments, and take or cause to be maintained taken such other actions as may be required to grant and perfect such security interests, on or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable prior to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which that is ten (10) Business Days following 120 days after the end Closing Date or such longer period of each calendar quarter, Grantors shall deliver time as may be agreed to Collateral by the Administrative Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12in its reasonable discretion.

Collateral. (a) The power to effect the sale of the Collateral pursuant to Section 6.3 hereof shall continue unimpaired until all the Collateral shall have been sold or all amounts payable on the Notes shall have been paid or losses allocated thereto and borne thereby. The Indenture Trustee may from time to time, upon directions in accordance with Section 6.12 hereof, postpone any public sale by public announcement made at the time and place of such sale. (b) Unless required by applicable law, the Indenture Trustee shall not sell to a third party the Collateral, or any portion thereof except as permitted under Section 6.3(d) hereof. (c) In connection with a sale of the Collateral: (i) Each Grantor covenants any one or more Noteholders (other than Silverleaf or any Affiliates thereof) may bid for and agrees that: (A) At all times, purchase the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateralproperty offered for sale, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection upon compliance with the Staking terms of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien sale may hold, retain, and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking possess and dispose of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateralproperty, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notwithout further accountability, and shall not permit any Noteholder (other Person to, amend than Silverleaf or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent Affiliates thereof) may, in its sole discretionpaying the purchase money therefor, with prior deliver in lieu of cash any Outstanding Notes or concurrent written notice claims for interest thereon for credit in the amount that shall, upon distribution of the net proceeds of such sale, be payable thereon, and the Notes, in case the amounts so payable thereon shall be less than the amount due thereon, shall be returned to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory the Noteholders after being appropriately stamped to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D).show such partial payment; (ii) The Grantors the Indenture Trustee shall notexecute and deliver an appropriate instrument of conveyance prepared by the Servicer transferring the Issuer’s interest in the Collateral without recourse, directly representation or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain warranty in any Article 12 Collateral with any Custodian unless each portion of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian connection with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement.sale thereof; (iii) On the Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer to transfer and convey the Issuer’s interest in any portion of the Collateral in connection with a sale thereof, and to take all action necessary to effect such sale; (iv) no purchaser or before transferee at such a sale shall be bound to ascertain the date which is ten Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any moneys; and (10v) Business Days following The method, manner, time, place and terms of any sale of the end Collateral shall be commercially reasonable. (vi) Except as set forth in Section 5.3(b)(iv) hereof, none of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12Silverleaf or its Affiliates may bid for and purchase the Timeshare Loans offered for sale by the Indenture Trustee in Section 6.16(c)(i) above.

Collateral. Borrower shall: (a) on reasonable notice and at all reasonable times allow Agent or any Lender by or through any of its officers, agents, employees, attorneys, or accountants to (i) Each Grantor covenants examine, inspect, and agrees that:make extracts from Borrower’s books and other records, including, without limitation, the tax returns of Borrower; (ii) arrange for verification of Borrower’s Accounts, under reasonable procedures, directly with Account Debtors or by other methods; and (iii) examine and inspect Borrower’s Inventory and Equipment, wherever located; provided that so long as an Event of Default has not occurred and is continuing, Agent and the Lenders (in the aggregate) may only take any such action provided by this subpart (a) one time during any fiscal year of Borrower; (Ab) At all times, the Collateral promptly furnish to Agent shall have the right to direct the commencement, continuation or cessation of any Staking Lender upon request (i) additional statements and information with respect to the Article 12 Collateral, and no Grantor shall engage in all writings and information relating to or evidencing any Staking of Article 12 Collateral Borrower’s Accounts (including, without limitation, computer printouts or typewritten reports listing the prior written consent mailing addresses of the Collateral Agent.all present Account Debtors), and (ii) any other writings and information as Agent or such Lender may request; (Bc) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable notify Agent in writing promptly upon the creation by any Grantor in connection with Company of a Deposit Account not listed on Schedule 6.19 hereto and provide for the Staking execution of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect thereto, if required by Agent or the Required Lenders; (d) promptly notify Agent in writing whenever a material amount of the Inventory of a Company is located at a location of a third party (other than another Company) that is not listed on Schedule 6.9 hereto and cause to such Custodian be executed any bailee’s waiver, processor’s waiver or similar document or notice that may be required by Agent or the Required Lenders; (e) except as otherwise permitted by this Agreement, maintain Borrower’s Equipment in good operating condition and Article 12 Collateralrepair, ordinary wear and tear excepted, making all necessary replacements thereof so that the value and operating efficiency thereof shall at all times be maintained and preserved; (f) with reasonable promptness after the written request of Agent, deliver to Agent to hold as security for the Secured Obligations, all certificated Investment Property owned by a Credit Party (excluding any Investment Property with respect to a Foreign Subsidiary that is not required to be pledged pursuant to this Agreement), in each casesuitable form for transfer by delivery, at Grantors’ sole cost or accompanied by duly executed instruments of transfer or assignment in blank, all in form and expense. The Collateral substance satisfactory to Agent, or in the event such Investment Property is in the possession of a securities intermediary or credited to a securities account, execute with the related securities intermediary an investment property control agreement over such securities account in favor of Agent, for the benefit of the Lenders, in form and substance satisfactory to Agent; (g) provide to Agent, on a quarterly basis (as necessary), a list of any patents, trademarks or copyrights that have been federally registered during such quarter; and (h) upon request of Agent, promptly take such action and promptly make, execute, and deliver (subject to any conditions set forth in Sections 4.3(c), 5.20(b) and 5.20(c) hereof) all such additional and further items, deeds, assurances, instruments and any other writings as Agent may from time to time deem necessary or appropriate, including, without limitation, chattel paper, to carry into effect the intention of this Agreement, or so as to completely vest in and ensure to Agent and Grantors acknowledge the Lenders their respective rights hereunder and agree that BitGo in or to the Collateral. Borrower hereby authorizes Agent, on behalf of the Lenders, to file U.C.C. Financing Statements with respect to the Collateral. If certificates of title or applications for title are issued or outstanding with respect to any of the Inventory or Equipment of Borrower, Borrower shall, upon request of Agent, (i) execute and its affiliates deliver to Agent a short form security agreement, in form and subsidiaries are acceptable Custodians. (E) Such Grantor shall notsubstance satisfactory to Agent, and (ii) deliver such certificate or application to Agent and cause the interest of Agent, for the benefit of the Lenders, to be properly noted thereon. Borrower hereby authorizes Agent or Agent’s designated agent (but without obligation by Agent to do so) to incur Related Expenses (whether prior to, upon, or subsequent to any Default or Event of Default), and Borrower shall promptly repay, reimburse, and indemnify Agent and the Lenders for any and all Related Expenses. If Borrower fails to keep and maintain its Equipment in good operating condition, ordinary wear and tear excepted, Agent may (but shall not permit be required to) so maintain or repair all or any other Person to, amend or make any changes part of Borrower’s Equipment and the cost thereof shall be a Related Expense. All Related Expenses are payable to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent upon demand therefor; Agent may, in at its sole discretionoption, with prior debit Related Expenses directly to any deposit account of a Company located at Agent or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)Revolving Loans. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. Each Credit Party shall: (a) at all reasonable times allow Lender by or through any of its officers, agents, employees, attorneys or accountants to (i) Each Grantor covenants examine, inspect and agrees that:make extracts from such Credit Party’s books and other records, including, without limitation, the tax returns of such Credit Party, (ii) arrange for verification of such Credit Party’s Accounts, under reasonable procedures, directly with Account Debtors or by other methods, (iii) examine and inspect such Credit Party’s Inventory and Equipment, wherever located, and (iv) conduct Inventory appraisals; (Ab) At all times, the Collateral Agent shall have the right promptly furnish to direct the commencement, continuation or cessation of any Staking Lender upon request (i) additional statements and information with respect to the Article 12 Collateral, and no Grantor shall engage in all writings and information relating to or evidencing any Staking of Article 12 Collateral such Credit Party’s Accounts (including, without limitation, computer printouts or typewritten reports listing the prior written consent mailing addresses of the Collateral Agent.all present Account Debtors), and (ii) any other writings and information as Lender may request; (Bc) All Article 12 Collateral and Staking Consideration issuedpromptly notify Lender in writing upon the creation of any Accounts with respect to which the Account Debtor is the United States of America or any other Governmental Authority, earned, received or receivable any business that is located in a foreign country; (d) promptly notify Lender in writing upon the creation by any Grantor in connection Company of a Deposit Account or Securities Account not listed on Schedule 6.19 hereto, and, prior to or simultaneously with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking creation of such Article 12 Collateral Deposit Account or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 CollateralSecurities Account, in each caseupon written request by Lender, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian deliver an executed Deposit Account Control Agreement or Securities Account Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians.thereto no later than fourteen (14) days from the receipt of Lender’s written request; (Ee) Such Grantor shall notwith respect to each Deposit Account that is not maintained with Lender (other than the Colonial TD Bank Account and the ▇▇▇▇▇ Fargo Account), transfer all monies in excess of Twenty-Five Thousand Dollars ($25,000) in such Deposit Account to the Cash Collateral Account on a daily basis; (f) with respect to the Colonial TD Bank Account, Colonial may, unless otherwise required by Lender, maintain funds in the Colonial TD Bank Account in amounts necessary to pay general corporate expenses of Colonial incurred in the ordinary course of business and shall consistent with the past business practices of Colonial (including, but not permit any other Person limited to, amend or make any changes (i) Restricted Payments permitted pursuant to the authorized signatories ofSection 5.15(a) hereof, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall notcorporate taxes, directly or indirectly(iii) directors fees, and (iv) corporate registration fees); (g) with respect to the ▇▇▇▇▇ Fargo Account, (i) transfer all monies in excess of Seventy-Five Thousand Dollars ($75,000) in the ▇▇▇▇▇ Fargo Account to the Cash Collateral Account on a daily basis, and (ii) close the ▇▇▇▇▇ Fargo Account (and all other Deposit Accounts and lockboxes at ▇▇▇▇▇ Fargo) no later than seventy-five (75) days after the date hereofClosing Date; (h) promptly notify Lender in writing whenever the Equipment or Inventory of a Company is located at a location of a third party (other than another Company) that is not listed on Schedule 6.9 hereto and cause to be executed any Landlord’s Waiver, establish Bailee’s Waiver, Processor’s Waiver, Consignee’s Waiver or similar document or notice that may be requested by Lender; (i) promptly notify Lender in writing of any information that the Credit Parties have or may receive with respect to the Collateral that might reasonably be determined to materially and adversely affect the value thereof or the rights of Lender with respect thereto; (j) maintain such Credit Party’s (i) Equipment in good operating condition and repair, ordinary wear and tear excepted, making all necessary replacements thereof so that the value and operating efficiency thereof shall at all times be maintained and preserved, (ii) finished goods Inventory in saleable condition, and (iii) other items of Collateral, taken as an entirety, in such conditions as is consistent with generally accepted business practices, ordinary wear and tear excepted; (k) deliver to Lender, to hold as security for the Obligations all certificated Investment Property owned by a Custodial Credit Party, in suitable form for transfer by delivery, or accompanied by duly executed instruments of transfer or assignment in blank, all in form and substance reasonably satisfactory to Lender, or in the event such Investment Property is in the possession of a Securities Intermediary or credited to a Securities Account, execute with the related Securities Intermediary a Securities Account Control Agreement over such Securities Account in favor of Lender, in form and substance reasonably satisfactory to Lender; (l) provide to Lender, on a quarterly basis (as necessary), a list of any patents, trademarks or otherwise maintain copyrights that have been federally registered by a Borrower or Subsidiary that have been federally registered since the last list so delivered, and provide for the execution of an appropriate Intellectual Property Security Agreement; and (m) upon request of Lender, promptly take such action and promptly make, execute, and deliver all such additional and further items, deeds, assurances, instruments and any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of other writings as Lender may from time to time deem necessary or appropriate, including, without limitation, chattel paper, to carry into effect the intention of such Grantor this Agreement, or so as to open completely vest in and ensure to Lender its rights hereunder and in or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity Collateral. Each Borrower hereby authorizes Lender to file U.C.C. Financing Statements or other appropriate notices with respect to the Collateral. If certificates of title or applications for title are issued or outstanding with respect to any of the Article 12 CollateralInventory or Equipment of any Credit Party, such Credit Party shall, upon request of Lender, (i) execute and deliver to Lender a short form security agreement, prepared by Lender and in form and substance reasonably satisfactory to Lender, and (ii) deliver such certificate or application to Lender and cause the owner interest of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is Lender to be established properly noted thereon. Each Borrower hereby authorizes Lender or Lender’s designated agent (but without obligation by Lender to do so) to incur Related Expenses (whether prior to, upon, or subsequent to any Default or Event of Default), and Article 12 Collateral is Borrowers shall promptly repay, reimburse, and indemnify Lender for any and all Related Expenses. If any Credit Party fails to keep and maintain its Equipment in good operating condition, ordinary wear and tear excepted, Lender may (but shall not be maintained required to) so maintain or held, the individual at repair all or any part of such Custodian with whom such Grantor is dealing Credit Party’s Equipment and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained cost thereof shall be acceptable a Related Expense. All Related Expenses are payable to Collateral Agent and (C) such account shall be subject Lender upon demand therefor; Lender may, at its option, debit Related Expenses directly to any Deposit Account of a Custodian Control AgreementCompany located at Lender or the Revolving Loans. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all times, the The Collateral Agent shall have received on the right Closing Date the following, each in form and substance reasonably satisfactory to direct the commencementPurchasers: (i) appropriately completed copies of Uniform Commercial Code financing statements naming the Issuer and Guarantors as debtors and the Collateral Agent as the secured party, continuation or cessation other similar instruments or documents to be filed under the Uniform Commercial Code of all jurisdictions as may be necessary or, in the reasonable opinion of the Collateral Agent and its counsel, desirable to perfect the security interests of the Collateral Agent pursuant to the Collateral Documents; (ii) appropriately completed copies of Uniform Commercial Code Form UCC 3 termination statements, if any, necessary to release all Liens (other than Permitted Liens) of any Staking person in any collateral described in any Collateral Document previously granted by any person; (iii) certified copies of Uniform Commercial Code Requests for Information or Copies (Form UCC 11), or a similar search report certified by a party acceptable to the Collateral Agent, dated a date reasonably near to the Closing Date, listing all effective financing statements which name the Issuer or any Guarantor as the debtor, together with copies of such financing statements (none of which shall cover any collateral described in any Collateral Document, other than such financing statements that evidence Permitted Liens); (iv) a Control Agreement with respect to the Article 12 Collateral, and no Grantor shall engage Deposit Account in any Staking which the Reserved Funds are to be deposited on the Closing Date; and (v) a grant of Article 12 security interest in all Collateral without the prior written consent consisting of Intellectual Property Rights of the Collateral AgentIssuer or any Guarantor. (B) All Article 12 The Collateral Agent and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral its counsel shall be held in a Blocked Custodial Account satisfied that is subject to (1a) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory Lien granted to the Collateral Agent, for the benefit of the Collateral Agent may direct such Article 12 Agent, the Trustee and the Holders (collectively, the “Secured Parties”) in the collateral described above is of the priority described herein and (b) no Lien exists on any of the collateral described above, other than the Lien created in favor of the Collateral Agent, for the benefit of the Secured Parties pursuant to be held by a new Custodian reasonably Collateral Document in each case subject to the Permitted Liens; (C) All Uniform Commercial Code financing statements or other similar financing statements and Uniform Commercial Code Form UCC-3 termination statements required pursuant to clause (d)(A)(i) and (d)(A)(ii) above (collectively, the “UCC Statements”) shall have been delivered to National Corporate Research, Ltd. or another similar filing service company acceptable to the Collateral Agent and (the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral “Filing Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D”). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. 12.1 Each of the Company and NTSI, as applicable, will direct all present and future Account Debtors of NTSI set forth on Schedule 6.17 hereof, and other persons obligated to make payments constituting Accounts of Assigned Contracts to make such payments directly to the lockbox maintained by the Company (the "Lockbox") with North Fork Bank pursuant to the terms of the Lockbox Agreement dated May 16, 2005 or such other financial institution accepted by the Purchaser in writing as may be selected by the Company (the "Lockbox Bank"). On or prior to the Closing Date, the Company and NTSI, as applicable, shall and shall cause the Lockbox Bank to enter into all such documentation acceptable to the Purchaser pursuant to which, among other things, the Lockbox Bank agrees to: (a) sweep the Lockbox on a daily basis and deposit all checks received therein to an account designated by the Company in writing and (b) comply only with the instructions or other directions of the Purchaser concerning the Lockbox. All of the NTSI's invoices, account statements and other written or oral communications directing, instructing, demanding or requesting payment of any Account of any Assigned Contract shall conspicuously direct that all payments be made to the Lockbox. Within thirty (30) days of closing, the Company shall provide copies of all invoices, account statements and other written or oral communications directing, instructing, demanding or requesting payment of any Account relating to any Assigned Contract each clearly directing Account Debtors to make all payments to the Lockbox. If, notwithstanding the instructions to Account Debtors, the Company and or NTSI, as applicable receives any payments, the Company and or NTSI, as applicable, shall immediately remit such payments to the Lockbox in their original form with all necessary endorsements. Until so remitted, the Company and or NTSI, as applicable shall hold all such payments in trust for and as the property of the Purchaser and shall not commingle such payments with any of its other funds or property. 12.2 At the Purchaser's election, (i) Each Grantor covenants if an Event of Default set forth in Sections 4.2 or 4.3 of the Note has occurred and agrees that: is continuing for thirty (A30) At all timesdays or (ii) if an Event of Default specified in Sections 4.1, 4.4, 4.5, 4.7 or 4.9 of the Note has occurred and is continuing beyond any applicable grace period, the Collateral Agent Purchaser may notify Account Debtors of any Assigned Contract of the Purchaser's security interest in the Accounts, collect them directly and charge the collection costs and expenses thereof to the Company's account. 12.3 The Purchaser hereby agrees that if no Event of Default under the Note has occurred and is continuing then all funds contained in the Lockbox will be transferred daily to such account as shall be designated by the Company pursuant to that certain letter agreement dated as of May 16, 2005 among the Company, NTSI, Purchaser and North Fork Bank. Upon an Event of Default that has occurred and is continuing beyond any applicable grace period, the Purchaser may deliver written instructions to the Lockbox Bank stating that an Event of Default has occurred and is continuing and directing the Lockbox Bank to immediately cease wiring funds to accounts designated by the Company and instead direct the Lockbox Bank to wire all such funds into an account designated by the Purchaser. 12.4 Upon the occurrence and during the continuance of an Event of Default (as defined in the Note or the NTSI Security Agreement), the Company hereby appoints the Purchaser, or any other person whom the Purchaser may designate as the Company's attorney, with power to: (i) endorse the Company's or NTSI's name on any checks, notes, acceptances, money orders, drafts or other forms of payment or security related to the Assigned Contracts that may come into the Purchaser's possession; (ii) sign the Company's or NTSI.'s name on any invoice or bill of lading relating to any Accounts, drafts against Accoun▇ ▇▇btors, schedules and assignments of Accounts, notices of assignment, financing statements and other public records, verifications of Account and notices to or from Account Debtors; (iii) verify the validity, amount or any other matter relating to any Account by mail, telephone, telegraph or otherwise with Account Debtors; (iv) do all things necessary to carry out this Agreement, any Related Agreement and all related documents; and (v) on or after the occurrence and continuation of an Event of Default, notify the post office authorities to change the address for delivery of the Company's mail to an address designated by the Purchaser, and to receive, open and dispose of all mail addressed to the Company or NTSI . The Company and NTSI hereby ratifies and approves all acts of the attorney. Neither the Purchaser, nor the attorney will be liable for any acts or omissions or for any error of judgment or mistake of fact or law. This power, being coupled with an interest, is irrevocable so long as the Purchaser has a security interest and until all obligations from the Company to the Purchaser have been fully satisfied. Notwithstanding the immediately foregoing, the Purchaser shall not exercise any powers granted to it pursuant to this Section 12.4 unless and until an Event of Default under the Note shall have occurred and be continuing. 12.5 All terms used in this Agreement and defined in the Uniform Commercial Code ("UCC"), shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral meaning given therein unless otherwise defined herein. The terms below shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12defined as follows:

Collateral. (i) Each Grantor covenants and agrees that: (Aa) At all times, times the Indebtedness shall be secured by Liens in favor of the Collateral Agent shall have for the right benefit of the Holders (subject only to direct the commencementfirst and prior Lien securing the obligations and other liabilities permitted under Section 7.5(l) and the other Permitted Liens) covering and encumbering any and all Oil and Gas Properties (and other assets and properties) of the Restricted Persons securing the obligations and other liabilities permitted under Section 7.5(l), continuation or cessation including the issued and outstanding Capital Stock of each Subsidiary of the Company securing such obligations. Notwithstanding the forgoing, in the event the Tangible Net Worth of any Staking Guarantor (calculated with respect to CCBM without including the Article 12 Collateral, and no Grantor shall engage in any Staking Capital Stock of Article 12 Collateral without the prior written consent Pinnacle so long as Pinnacle is not a Subsidiary of the Collateral Agent. (BCompany) All Article 12 Collateral and Staking Consideration issued, earned, received exceeds 3% or receivable by any Grantor in connection with the Staking more of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking Tangible Net Worth of the Article 12 CollateralCompany and its Subsidiaries, in each caseon a consolidated basis, at Grantors’ sole cost the Company shall cause such Guarantor to execute and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory deliver to the Collateral Agent, for the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian benefit of each Holder, Mortgages in form and substance reasonably acceptable to the Collateral Agent and substantially similar to the applicable Grantor corresponding Senior Credit Document and duly executed by such Grantor shall obtain a Custodian Control Agreement Guarantor together with respect to such Custodian other assignments, conveyances, amendments, agreements and Article 12 Collateral, in other writings (each case, at Grantors’ sole cost duly authorized and expense. The executed) as Collateral Agent shall reasonably deem necessary or appropriate to grant, evidence and Grantors acknowledge perfect the Liens in the assets and agree properties of such Guarantor (provided that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor in no event shall not, and shall the Capital Stock of Pinnacle be pledged as Collateral so long as Pinnacle is not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent a Subsidiary of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(DCompany). (iib) The Grantors To the extent necessary to comply with the first sentence of Section 6.15(a), Company or any other Restricted Person, as the case may be, shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail execute and specificity acceptable deliver to Collateral Agent Agent, for the typeratable benefit of each Holder, nature Mortgages in form and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be substance reasonably acceptable to Collateral Agent and substantially similar to the corresponding Senior Credit Document and duly executed by any such Restricted Persons together with such other assignments, conveyances, amendments, agreements and other writings (Ceach duly authorized and executed) such account as Collateral Agent shall be deem necessary or appropriate to grant, evidence and perfect the Liens required by this Section 6.15. (c) To the extent necessary to comply with the first sentence of Section 6.15(a), and, if earlier, within 10 days after the execution and delivery of any security instrument, agreement, mortgage or deed of trust covering or encumbering any Oil and Gas Properties to secure any Indebtedness permitted under Section 7.5(l) not otherwise subject to a Custodian Control AgreementLien in favor of Collateral Agent to secure the Indebtedness, Company or each other Restricted Person, as the case may be, shall execute and deliver to Collateral Agent, for the ratable benefit of each Holder, Mortgages, in form and substance reasonably acceptable to Collateral Agent and substantially similar to the corresponding Senior Credit Document, duly executed by any such Restricted Person together with such other assignments, conveyances, amendments, agreements and other writings (each duly authorized and executed) as Collateral Agent shall reasonably deem necessary or appropriate to grant, evidence and perfect the Liens required by this Section. (iiid) Subject to Section 6.17, on or before 30 days after the Closing Date and at any time thereafter that Company or any of its Subsidiaries is required to execute and deliver Mortgages to Collateral Agent pursuant to Section 6.15(a), the Company shall also deliver to Collateral Agent, within 20 days after delivery of such Mortgages to Collateral Agent, evidence of title reasonably satisfactory to Collateral Agent to verify such Restricted Person's title to not less than ninety percent (90%) of the net present value of the proved reserves of the Oil and Gas Properties subject to such Mortgages. With respect to such Restricted Person's title to such Property, such evidence may include check stubs, revenue receipts or other evidence that the Company or such Restricted Person has been receiving proceeds of production for a reasonable length of time without interruption or challenge, as well as joint interest billings or other evidence of the costs and expenses of ope▇▇▇▇▇▇▇ paid by the Company or such Restricted Person. (e) On or before the date which hereof and at the time hereafter that any Subsidiary of any Company is ten created or acquired (10other than an Unrestricted Subsidiary) Business Days following and to the end extent such Restricted Person is required to do so pursuant to the Senior Credit Documents, the Company and any Subsidiaries of each calendar quarter, Grantors the Company (as applicable) shall execute and deliver to Collateral Agent an updated Schedule IV listing for the ratable benefit of each Holder (or to the Senior Agent (or the Collateral Agent if the Obligations under the Senior Credit Documents have been paid in full and the obligations of the lenders under the Senior Credit Agreement has been terminated) in the case of the certificates described below), a stock pledge agreement in form and substance reasonably acceptable to Collateral Agent and substantially similarly to the corresponding Senior Credit Document from such Company and/or its Subsidiaries (as applicable) covering the Capital Stock in all such Subsidiaries, together with all certificates (or other evidence acceptable to Collateral Agent) evidencing the issued and outstanding Capital Stock of Grantors’ Custodial Accounts holding any Article 12each such Subsidiary of every class owned by the Company or such Subsidiary (as applicable) which, if certificated, shall be duly endorsed or accompanied by stock powers executed in blank (as applicable), as Collateral Agent shall deem necessary or appropriate to grant, evidence and perfect the Liens required by Section 6.15(a) in the issued and outstanding Capital Stock of each such Subsidiary.

Collateral. Borrower shall not take any action (nor permit or consent to the taking of any action) which might reasonably be anticipated to impair the value of the Collateral or any of the rights of Agent or Lenders in the Collateral. Borrower shall not (i) Each Grantor covenants and agrees that: (A) At all times, modify or amend any of the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral Pledged Documents without the Agent's prior written consent except that Borrower shall be permitted to modify up to 15% of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable Notes Receivable which are to be pledged to Agent by any Grantor in connection with reducing the Staking interest rate charged and/or extending the term of the Article 12 Collateral Notes Receivable beyond 84 months so long as (a) no Financed Notes Receivable shall be held in have been modified more than two times; (b) all Financed Notes Receivable have a Blocked Custodial Account that is subject to weighted average interest rate of 13.75%; (1c) the Collateral Agent’s perfected first priority lien and no term exceeds 120 months; (2d) no more than 10% of all Financed Notes Receivable have a Custodian Control Agreement. term exceeding 84 months; (Ce) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of at such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking time as 10% of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If Financed Notes Receivable constitute Notes Receivable which have been modified as permitted hereunder any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral additional modified Notes Receivable to be held by a new Custodian reasonably acceptable pledged to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to the further requirement that the Purchasers under such modified Notes Receivable to be pledged to Agent shall have made three timely and consecutive monthly payments; (f) no additional modified Notes Receivable shall be pledged to Agent after the expiration of the Revolving Period except in replacement of a Custodian Control Agreementmodified Financed Note Receivable which has become ineligible; (g) no unmodified Financed Note Receivable which becomes ineligible may be replaced with a modified Note Receivable, (h) any partial prepayments of the Loan shall be a pro rata prepayment with respect to modified and unmodified Financed Notes Receivable, and (i) there shall be no limit on assumptions of Notes Receivable provided the purchaser has made a 10% down payment or (ii) grant extensions of time for the payment of, compromise for less than the full face value, release in whole or in part any Purchaser liable for the payment of, or allow any credit whatsoever except for the amount of cash to be paid upon, any Collateral or any instrument or document representing the Collateral. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. The provisions of this Section shall not, however, (a) impair the validity of the Debt evidenced by the Note or in any way affect or impair the lien of this Agreement or any of the other Loan Documents or the right of Lender to enforce this Agreement following the occurrence of an Event of Default; (b) impair the right of Lender to name Borrower as a party defendant in any action or suit for judicial foreclosure and sale under this Agreement; (c) affect the validity or enforceability of the Note, this Agreement, or any of the other Loan Documents, or impair the right of Lender to seek a personal judgment against the Guarantor; (d) impair the right of Lender to obtain the appointment of a receiver; (e) impair the right of Lender to bring suit for a monetary judgment with respect to fraud or material misrepresentation by Borrower, or any other Person in connection with this Agreement, the Note or the other Loan Documents, and the foregoing provisions shall not modify, diminish or discharge the liability of Borrower or the Partners with respect to same; (f) impair the right of Lender to bring suit for a monetary judgment to obtain the Recourse Distributions received by Borrower or any of its Affiliates including, without limitation, the right to bring suit for a monetary judgment to proceed against any Partner, to the extent of any such Recourse Distributions theretofore distributed to and received by such Partner, and the foregoing provisions shall not modify, diminish or discharge the liability of Borrower or the Partners with respect to same; (g) impair the right of Lender to bring suit for a monetary judgment with respect to Borrower's or Owner's misappropriation of tenant security deposits or Rent collected more than one (1) month in advance, and the foregoing provisions shall not modify, diminish or discharge the liability of Borrower or the Partners with respect to same; (h) impair the right of Lender to obtain insurance proceeds due to Lender pursuant to this Agreement; (i) Each Grantor covenants and agrees that: (A) At all times, the Collateral Agent shall have impair the right of Lender to direct enforce the commencementprovisions of Sections 2.02(g) and 4.01, continuation inclusive of this Agreement, even after repayment in full by Borrower of the Debt or cessation of any Staking to bring suit for a monetary judgment against Borrower or the Partners with respect to the Article 12 Collateral, and no Grantor shall engage any obligation set forth in said Sections; (j) prevent or in any Staking of Article 12 Collateral without the prior written consent way hinder Lender from exercising, or constitute a defense, or counterclaim, or other basis for relief in respect of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issuedexercise of, earned, received any other remedy against any or receivable by any Grantor in connection with the Staking all of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) collateral securing the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent Note as provided in the Collateral Agent’s sole discretion Loan Documents; (k) impair the right of Lender to bring suit for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement monetary judgment with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall notany misapplication or conversion of Loss Proceeds, and the foregoing provisions shall not permit modify, diminish or discharge the liability of Borrower or the Partners with respect to same; (l) impair the right of Lender to ▇▇▇ for, seek or demand a deficiency judgment against Borrower solely for the purpose of foreclosing the Premises or any part thereof, or realizing upon the Default Collateral; provided, however, that any such deficiency judgment referred to in this clause (l) shall be enforceable against Borrower and the Partners (but only to the extent distributed to and actually received by such Partner) only to the extent of any of the Default Collateral; (m) impair the ability of Lender to bring suit for monetary judgment with respect to damage, arson or waste to or of the Collateral; (n) impair the right of Lender to bring a suit for a monetary judgment in the event of the exercise of any right or remedy under any federal, state or local forfeiture laws resulting in the loss of the lien of this Agreement, or the priority thereof, against the Collateral; (o) be deemed a waiver of any right which Lender may have under Sections 506(a), 506(b), 1111(b) or any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent provision of the Collateral AgentBankruptcy Code to file a claim for the full amount of the Debt or to require that all collateral shall continue to secure all of the Debt; (p) impair the right of Lender to bring suit for monetary judgment with respect to any losses resulting from any claims, actions or proceedings initiated by Borrower (or any Affiliate of Borrower) alleging that the relationship of Borrower and Lender is that of joint venturers, partners, tenants in its sole discretion. Collateral Agent maycommon, joint tenants or any relationship other than that of debtor and creditor; (q) impair the right of Lender to bring suit for a monetary judgment in its sole discretion, with prior the event of a Transfer in violation of the provisions of this Agreement; or concurrent written notice (r) impair the right of Lender to Grantors, specify additional acceptable validators and Custodians bring suit for a monetary judgment for actual damages in the event Borrower or remove validators and Custodians that are no longer satisfactory to Collateral Agent any Affiliate contests or in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall notany material way interferes with, directly or indirectlyindirectly (collectively, after a "Contest") any UCC sale or other material remedy exercised by Lender upon the date hereofoccurrence of any Event of Default under the Loan Documents whether by making any motion, establish a Custodial Account bringing any counterclaim, claiming any defense, seeking any injunction or other restraint, commencing any action, or otherwise maintain (provided that if any Article 12 Collateral such Person obtains a non-appealable order successfully asserting a Contest, Borrower shall have no liability under this clause (r)). The provisions of this Section shall be inapplicable to Borrower if any proceeding, action, petition or filing under the Bankruptcy Code, or any similar state or federal law now or hereafter in effect relating to bankruptcy, reorganization or insolvency, or the arrangement or adjustment of debts, shall be filed by, consented to or acquiesced in by or with respect to Borrower or Owner, or if Borrower or Owner shall institute any Custodian unless each proceeding for its dissolution or liquidation, or shall make an assignment for the benefit of creditors, in which event Lender shall have recourse against all of the following conditions is satisfied: assets of Borrower including, without limitation, any right, title and interest of Borrower in and to the Premises, any partnership interests in Borrower and any Recourse Distributions received by the Partners of Borrower (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of but excluding the intention other assets of such Grantor Partners to open or establish such Custodial Account, which notice shall specify the extent Lender would not have had recourse thereto other than in reasonable detail and specificity acceptable to Collateral Agent accordance with the type, nature and quantity provisions of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12this Section). * * * * *

Collateral. (ia) Each Grantor covenants Borrower and agrees that: (A) At all timeseach its Subsidiaries have good title to, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateralrights in, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent power to transfer each item of the Collateral Agent. (B) All Article 12 Collateral upon which it purports to ▇▇▇▇▇ ▇ ▇▇▇▇ under the Loan Documents, free and Staking Consideration issuedclear of any and all Liens except Permitted Liens, earnedand neither Borrower nor any of its Subsidiaries have any Deposit Accounts, received Securities Accounts, Commodity Accounts or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) other investment accounts other than the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged Accounts or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionother investment accounts, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent if any, described in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory Perfection Certificates delivered to Collateral Agent in connection herewith (as the same may be updated from time to time, provided that any such updates shall be in form and substance reasonably acceptable to, and subject to the review and approval of, Collateral Agent) with respect of which Borrower or such Subsidiary has given Collateral Agent notice and taken such actions as are necessary to give Collateral Agent a perfected security interest therein, to the preceding Sections 6(n)(i)(C)-(D)extent required herein. The Accounts are bona fide, existing obligations of the Account Debtors. (b) On the Effective Date, and except as disclosed on the Perfection Certificate (as the same may be updated from time to time, provided that any such updates shall be in form and substance reasonably acceptable to, and subject to the review and approval of, Collateral Agent) (i) the Collateral is not in the possession of any third party bailee (such as a warehouse), and (ii) The Grantors no such third party bailee possesses components of the Collateral (other than the Pre-Clinical and Clinical Trial Supplies) with a book value in excess of Two Hundred Fifty Thousand Dollars ($250,000.00). None of the components of the Collateral (other than the Pre-Clinical and Clinical Trial Supplies) with a book value in excess of Two Hundred Fifty Thousand Dollars ($250,000.00) in the aggregate shall notbe maintained at a location other than as disclosed in the Perfection Certificates on the Effective Date or as permitted pursuant to pursuant to Section 6.11. (c) All Inventory (other than the Pre-Clinical and Clinical Trial Supplies which consist of Inventory) is in all material respects of good and marketable quality, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless free from material defects. (d) Borrower and each of the following conditions Guarantors is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the sole owner of the Article 12 CollateralIntellectual Property each respectively purports to own, the name free and address clear of all Liens other than Permitted Liens, which Intellectual Property comprises all of the Custodian at which Intellectual Property (other than any Intellectual Property licensed to the Borrower or such Custodial Account is Guarantor) of Borrower’s consolidated enterprise. Except as noted on the Perfection Certificates (as the same may be updated from time to be established and Article 12 Collateral is to be maintained or heldtime, the individual at provided that any such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained updates shall be in form and substance reasonably acceptable to, and subject to the review and approval of, Collateral Agent), neither Borrower nor any of its Subsidiaries is a party to, nor is bound by, any material license or other material agreement with respect to which Borrower or such Subsidiary is the licensee that (i) prohibits or otherwise restricts Borrower or its Subsidiaries from granting a security interest in Borrower’s or such Subsidiaries’ interest in such material license or material agreement or any other property, except for customary anti-assignment provisions, or (ii) for which a default under or termination of could interfere with Collateral Agent’s or any Lender’s right to sell any Collateral. Borrower shall provide written notice to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is each Lender within ten (10) Business Days following days of Borrower or any of its Subsidiaries entering into or becoming bound WEST\275560994.6 368986-000139 8 by any material license or material agreement with respect to which Borrower or any Subsidiary is the end of each calendar quarter, Grantors shall deliver licensee (other than over the counter software that is commercially available to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12the public).

Collateral. The Borrower will cause, and will cause each other Credit Party to cause, all of its owned Property (but only, in the case of real Property, the Mortgaged Properties) to be subject at all times to first priority, perfected Liens in favor of the Administrative Agent for the benefit of the Holders of Secured Obligations to secure the Secured Obligations in accordance with the terms and conditions of the Collateral Documents, subject in any case to Liens permitted by Section 6.15 hereof. Without limiting the generality of the foregoing, the Borrower will (i) Each Grantor covenants cause the Applicable Pledge Percentage of the issued and agrees that: (A) At outstanding equity interests of each Pledge Subsidiary directly owned by the Borrower or any other Credit Party to be subject at all timestimes to a first priority, perfected Lien in favor of the Administrative Agent to secure the Secured Obligations in accordance with the terms and conditions of the Collateral Documents or such other security documents as the Administrative Agent shall have the right to direct the commencementreasonably request and (ii) will, continuation and will cause each Guarantor to, deliver Mortgages, Mortgage Instruments and deposit account control agreements or cessation of any Staking blocked account agreements with respect to the Article 12 CollateralMortgaged Properties, and no Grantor shall engage in any Staking of Article 12 Collateral without deposit accounts maintained, by the prior written consent of Borrower or such Guarantor to the Collateral extent, and within such time period as is, reasonably required by the Administrative Agent. (B) All Article 12 Collateral and Staking Consideration issued. Notwithstanding the foregoing, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) no pledge agreement in respect of the Collateral Agent’s perfected first priority lien equity interests of a Foreign Subsidiary shall be required hereunder to the extent such pledge thereunder is prohibited by applicable law or its counsel reasonably determines that such pledge would not provide material credit support for the benefit of the Holders of Secured Obligations pursuant to legally valid, binding and enforceable pledge agreements and (2) a Custodian Control Agreement. (C) If any validator engaged no amendments or used by any Grantor supplements to such Mortgages, Mortgage Instruments, control agreements, blocked account agreements and pledge agreements are required to be delivered hereunder until December 31, 2005 or such later date as the Administrative Agent may agree in connection the exercise of its reasonable discretion after consultation with the Staking of any Article 12 Collateral is not satisfactory Lenders (it being understood and agreed that the failure to Collateral Agent in Collateral Agent’s sole discretiondeliver such amendments and supplements by December 31, Collateral Agent may direct the cessation of Staking of 2005 or such Article 12 Collateral or re-delegate later date shall constitute a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (DDefault under Section 7.3) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to (a) the Mortgaged Properties on the Closing Date in the case of such Custodian amendments and Article 12 Collateral, supplements and (b) the pledge of the equity interests in each caseForeign Subsidiary in the case of such pledge agreements; provided that the Borrower hereby agrees to use its best efforts to cause the delivery of such amendments, at Grantors’ sole cost supplements and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, pledge agreements as soon as practicable after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control AgreementClosing Date. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (ia) Each Grantor covenants All Equity Interests of each Domestic Subsidiary of each Credit Party shall have been pledged pursuant to the Security Pledge Agreement and agrees that: (A) At all times, the Collateral Agent shall have received all certificates representing such securities pledged under the right Security Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank. (b) All Indebtedness of the Credit Parties and each of their respective Subsidiaries that is owing to direct any other Credit Party shall be evidenced by one or more promissory notes and shall have been pledged pursuant to the commencementSecurity Pledge Agreement, continuation and the Collateral Agent shall have received all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank. (c) All other Indebtedness owed to any of the Credit Parties that is evidenced by one or cessation more promissory notes shall have been pledged pursuant to the Security Pledge Agreement, and the Collateral Agent shall have received all such promissory notes, together with instruments of any Staking transfer with respect thereto endorsed in blank. (d) The Collateral Agent shall have received the results of a search of the UCC filings (or equivalent filings), in addition to tax Lien, judgment Lien, bankruptcy and litigation searches made with respect to each Credit Party, together with copies of the Article 12 Collateralfinancing statements and other filings (or similar documents) disclosed by such searches, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable accompanied by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not evidence satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor Required Lenders that the Liens indicated in any such financing statement and such Grantor shall obtain a Custodian Control Agreement with respect other filings (or similar document) are Permitted Liens or which has been released or discharged or will be released or discharged pursuant to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodiansthe Plan of Reorganization. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (iie) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of UCC financing statements in appropriate form for filing under the intention of such Grantor UCC to open or establish such Custodial Account, which notice shall specify perfect the Collateral Agent’s Liens in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. Each Grantor shall: (a) at all reasonable times during the continuance of an Event of Default, allow the Collateral Agent by or through any of its officers, agents, employees, attorneys or accountants to (i) Each examine, inspect and make extracts from such Grantor’s Books, including, without limitation, the tax returns of such Grantor, (ii) arrange for verification of such Grantor’s Accounts, under reasonable procedures, directly with Account Debtors of such Grantor covenants or by other methods, (iii) examine and agrees that:inspect such Grantor’s Inventory and Equipment, wherever located, and (iv) conduct appraisals of such Grantor’s Inventory; (Ab) At all times, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory promptly furnish to the Collateral Agent, upon written request, (i) additional statements and information with respect to such Grantor’s Collateral, and all writings and information relating to or evidencing any of such Grantor’s Accounts (including, without limitation, computer printouts or typewritten reports listing the mailing addresses of all present Account Debtors of such Grantor), and (ii) any other writings and information as the Collateral Agent may direct request; (c) promptly notify the Collateral Agent in writing upon the creation by any Grantor of a Deposit Account or Securities Account not listed on Schedule 5.5 to this Agreement, and, within thirty (30) days after the creation of such Article 12 Deposit Account or Securities Account, provide for the execution of a Control Agreement with respect thereto, if required by Section 5.5 provided that (i) no Deposit Account Control Agreement shall be required with respect to any Deposit Accounts of a Credit Party solely used to fund California payroll, (ii) all Deposit Accounts (other than as set forth in subpart (i) hereof or Section 5.5 hereof) of the Grantors shall be maintained with KeyBank National Association, and (iii) with respect to any Securities Account opened by a Grantor within sixty (60) days after the Closing Date, such Credit Party shall have thirty (30) days after the opening of such Securities Account to deliver a Securities Account Control Agreement with respect thereto; (d) promptly notify the Collateral Agent in writing whenever the Inventory of a Grantor, valued in excess (on an aggregate basis for all such Inventory of all Credit Parties at such location) of Five Hundred Thousand Dollars ($500,000), is located at a location of a third party (other than a Grantor that is not listed on Schedule 4.4 hereto and, except where such Inventory is located at a location of the United States government, cause to be held executed and delivered to the Collateral Agent contemporaneously with any landlord’s waiver, bailee’s waiver, processor’s waiver or similar document or notice that may be executed and delivered to the Collateral Agent; (e) promptly notify the Collateral Agent in writing of any information that such Grantor has or may receive with respect to such Grantor’s Collateral that might reasonably be determined to materially and adversely affect the value thereof or the rights of the Collateral Agent and the other Secured Parties with respect thereto; (f) maintain such Grantor’s (i) Equipment in good operating condition and repair, ordinary wear and tear excepted, making all necessary replacements thereof so that the value and operating efficiency thereof shall at all times be maintained and preserved, (ii) finished goods Inventory in saleable condition, and (iii) other items of Collateral, taken as an entirety, in such conditions as is consistent with generally accepted business practices, ordinary wear and tear excepted; (g) deliver to the Collateral Agent, to hold as security for the Obligations all certificated Investment Property (other than Pledged Securities) that does not constitute Excluded Assets owned by such Grantor, in suitable form for transfer by delivery, or accompanied by duly executed instruments of transfer or assignment in blank, or in the event such Investment Property is in the possession of a new Custodian reasonably acceptable Securities Intermediary or credited to a Securities Account, execute with the related Securities Intermediary a Securities Account Control Agreement over such Securities Account in favor of the Collateral Agent, for the benefit of the Secured Parties; (h) upon request of the Collateral Agent, promptly take such action and promptly make, execute, and deliver all such additional and further items, deeds, assurances, instruments and any other writings as the Collateral Agent may from time to time deem necessary or appropriate, including, without limitation, chattel paper, to carry into effect the intention of this Agreement, or so as to completely vest in and ensure to the Collateral Agent and the applicable Grantor Secured Parties their respective rights hereunder and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D)Collateral. (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and 13.3.1 S▇▇▇▇ Mart agrees that: (A) At all timesthat upon receipt of written notice from Lender referring to this Section 13.3.1, S▇▇▇▇ Mart will hold the Supplier’s share of the proceeds from the Collateral Agent for the account of the Lender and subject to Lender’s instructions and shall have release such proceeds only to the right to direct the commencement, continuation Lender or cessation as otherwise directed by a court. Any such payments shall be made free of any Staking with respect set-off, reduction, or counterclaim, (including, without limitation, any set-off, reduction or counterclaim based upon any alleged breach by Supplier of this Agreement). 13.3.2 S▇▇▇▇ Mart agrees that in addition to its obligations under Section 13.3.1, upon receipt of written notice from Supplier’s Lender (“Lender’s Default Notice”) referring to this Section 13.3.2 that represents to S▇▇▇▇ Mart that there is the occurrence and continuance of a default under the financing arrangements between Supplier and Supplier’s Lender and stating the intent of Supplier’s Lender to exercise its remedies as a result of the occurrence of such default, such Lender’s Default Notice shall constitute a termination of the Supply Right and S▇▇▇▇ Mart shall hold the Collateral for the account of Supplier’s Lender and subject to the Article 12 Collateralinstructions of Supplier’s Lender. In that regard, Supplier’s Lender may liquidate the then existing inventory of Merchandise in S▇▇▇▇ Mart’s possession, subject to Section 7.6 hereof (other than the time period provided therein), for a period of up to sixty (60) days after the commencement of such liquidation which shall commence no later than thirty (30) days after S▇▇▇▇ Mart’s receipt of Lender’s Default Notice and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with such liquidation, S▇▇▇▇ Mart shall comply with its obligations under this Agreement to the Staking same extent as if the Lender were the Supplier. At the end of such liquidation, and subject to the provisions of Section 5 hereof, the Supplier’s Lender may repossess and remove any remaining Collateral from the S▇▇▇▇ Mart locations, as Supplier’s Lender in its discretion may elect; provided, however, that Lender agrees to the removal of such Collateral only in accordance with such reasonable limitations on the time and manner of such removal as S▇▇▇▇ Mart shall require which limitations are intended to avoid disruption of S▇▇▇▇ Mart’s normal operations or any possible confusion in the mind of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject public as to (1) the Collateral Agentwhether any of S▇▇▇▇ Mart’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in assets are being removed. In connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking liquidation of the Article 12 CollateralMerchandise from S▇▇▇▇ Mart’s premises, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement all advertising with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account sale shall be subject to the prior approval of S▇▇▇▇ Mart (which approval shall be given or withheld in S▇▇▇▇ Mart’s good faith discretion and promptly so as not to unreasonably delay the exercise of Supplier’s Lender’s rights). S▇▇▇▇ Mart shall not be deemed to have failed to have acted in good faith by refusing to approve any advertising which refers to any “going out of business sale”, “liquidation” or similar terms or which could create any possible confusion in the mind of the public as to whether any of S▇▇▇▇ Mart’s assets are being liquidated. Upon any removal of the Collateral in accordance with this Agreement, Supplier’s Lender shall not be liable for any diminution in the value of the S▇▇▇▇ Mart’s Premises or S▇▇▇▇ Mart’s business which is caused by the removal or absence of the Collateral. Supplier’s Lender does hereby agree to indemnify and hold harmless S▇▇▇▇ Mart from all damages and costs of defense (including reasonable attorneys’ fees) arising from the claims of any and all third parties, including, without limitation, Supplier, against S▇▇▇▇ Mart for complying with any directions of Supplier’s Lender, except to the extent S▇▇▇▇ Mart is finally determined by a Custodian Control court of competent jurisdiction to have committed willful misconduct or to have acted in a grossly negligent manner or in actual bad faith. 13.3.3 Nothing contained herein shall obligate Supplier’s Lender to undertake any such action, nor shall anything contained herein constitute the Supplier’s Lender’s assumption of any obligations of the Supplier under this Agreement. However, to the extent and during the period of Supplier’s Lender’s exercise of control over the Collateral while in S▇▇▇▇ Mart’s stores, Supplier’s Lender agrees to provide by the terms hereof as they relate to the Collateral. 13.3.4 S▇▇▇▇ Mart will provide to the Lender, as and when forwarded or furnished to the Supplier, a copy of any formal notice of any breach by Supplier (with the same degree of particularity as S▇▇▇▇ Mart provides Supplier) of this Agreement given by S▇▇▇▇ Mart to the Supplier and any notice of termination of this Agreement. (iii) On 13.3.5 S▇▇▇▇ Mart acknowledges and agrees that the Lender has no obligation to make any loan or before advance to the date which Supplier for the purpose of assisting the Supplier in the performance of its obligations under this Agreement, including, without limitation, for paying any amounts due from the Supplier to S▇▇▇▇ Mart. S▇▇▇▇ Mart is ten (10) Business Days following not a beneficiary of the end of each calendar quarter, Grantors financing agreements and shall deliver have no right to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding enforce the terms thereof or assert any Article 12claims hereunder.

Collateral. (ia) Each Grantor covenants of the Borrower and agrees that:(until no longer applicable pursuant to Section 3.6) Endeavor has good and marketable title to the Collateral granted by it, and the Collateral Documents constitute the legal, valid and perfected Liens on the Collateral, free of all Liens except those permitted by this Agreement in Section 6.2. (Ab) At all timesThe Borrower has, the Collateral Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, the working interests and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control Agreement. (C) If any validator engaged or used by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory net revenue interests therein as reported to the Collateral Agent in the Collateral Agent’s sole discretion for continued Staking of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the negotiation of this Agreement. Without limiting the preceding Sections 6(n)(i)(C)-(D)sentence, except as otherwise specifically disclosed to the Agent in writing, all of the proved reserves (whether producing or not, and whether proved developed or proved undeveloped) included in the reserve reports covering the Borrower’s properties in the States of Texas and Louisiana most recently delivered to the Agent are owned as so reported, are encumbered Collateral in favor of the Agent, and are properly described in the Collateral Documents. Except as otherwise specifically disclosed to the Agent in writing with respect to any particular part of the Borrower’s properties, (i) the Borrower is not obligated, whether by virtue of any payment under any contract providing for the sale by the Borrower of hydrocarbons which contains a “take or pay” clause or under any similar arrangement or by virtue of any production payment or otherwise, to deliver hydrocarbons produced or to be produced from the Borrower’s properties at any time after the Closing Date without then or thereafter receiving full payment therefor, except for Permitted Hedge Agreements; (ii) none of the Borrower’s properties is subject to any contractual or other arrangement whereby payment for production is to be deferred for a substantial period after the month in which such production is delivered; (iii) none of the Borrower’s properties is subject to an arrangement or agreement under which any purchaser or other Person is currently entitled to “make-up” or otherwise receive material deliveries of hydrocarbons at any time after the Closing Date without paying at such time the full contract price therefor; and (iv) no Person is currently entitled to receive any material portion of the interest of the Borrower in any hydrocarbons or to receive cash or other payments from the Borrower to “balance” any disproportionate allocation of hydrocarbons under any operating agreement, cash balancing and storage agreement, gas processing or dehydration agreement, or other similar agreements. For purposes of this paragraph, “material” shall mean two hundred ($200,000.00) dollars (or more) or an amount of property with an equivalent value. (iic) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each Borrower’s natural gas production from substantially all of the following conditions ▇▇▇▇▇ operated by the Borrower located on acreage in ▇▇▇▇▇▇▇▇ and Panola Counties, Texas, is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice dedicated to Endeavor JV under the Gas Gathering Agreement. Otherwise, none of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementany calls on production of hydrocarbons or any gathering or transportation dedications or commitments of any kind. (iiid) Endeavor JV has good and marketable title to the gas gathering system servicing the Collateral in ▇▇▇▇▇▇▇▇ and Panola counties, Texas. (e) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing Closing Date all of Grantors’ Custodial Accounts holding any Article 12the natural gas produced by the Borrower from (and as) Collateral in East Texas for which the Borrower is the operator is sold by the Borrower to Endeavor at the wellhead. (f) The Borrower is in compliance with the requirement in Subsection 3.3(c) that all properties included within the Borrowing Base from time to time are timely encumbered as Collateral.

Collateral. (ia) Each Grantor covenants All Capital Stock of the Borrower and agrees that: all Capital Stock of each wholly owned Restricted Subsidiary of the Borrower directly owned by the Borrower or any Subsidiary Guarantor, in each case as of the Closing Date, shall have been pledged pursuant to the Pledge Agreement (Aexcept that such Credit Parties shall not be required to pledge any Excluded Capital Stock) At all times, and the Collateral Agent shall have received all certificates, if any, (except as permitted by Section 9.17) representing such securities pledged under the right to direct the commencementPledge Agreement, continuation or cessation accompanied by instruments of any Staking transfer and undated stock powers endorsed in blank. (i) Except with respect to intercompany Indebtedness, all evidences of Indebtedness for borrowed money in a principal amount in excess of $10,000,000 (individually) that is owing to Holdings, the Article 12 CollateralBorrower or any Subsidiary Guarantor shall be evidenced by a promissory note and shall have been pledged pursuant to the Pledge Agreement, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral AgentAgent shall have received all such promissory notes, together with undated instruments of transfer with respect thereto endorsed in blank. (Bii) All Article 12 Collateral Indebtedness of Holdings, the Borrower and Staking Consideration issued, earned, received or receivable by each Restricted Subsidiary on the Closing Date that is owing to any Grantor in connection with the Staking of the Article 12 Collateral Credit Party shall be held in a Blocked Custodial Account that is subject evidenced by the Intercompany Note, which shall be executed and delivered by Holdings, the Borrower and each Restricted Subsidiary on the Closing Date and shall have been pledged pursuant to (1) the Pledge Agreement, and the Collateral AgentAgent shall have received such Intercompany Note, together with undated instruments of transfer with respect thereto endorsed in blank; provided, however, that, if the Intercompany Note cannot be delivered to the Collateral Agent on or prior to the Closing Date notwithstanding the Borrower’s perfected first priority lien use of commercially reasonable efforts to do so, delivery thereof shall not be a condition to closing, and in such case the Borrower agrees to deliver same to the Collateral Agent not later than 90 days following the Closing Date (2) a Custodian Control Agreementor such later date as the Collateral Agent shall agree in its discretion). (Cc) If any validator engaged All documents and instruments, including UCC or used other applicable personal property security financing statements and Intellectual Property Security Agreements (as defined in the Security Agreement), required by any Grantor Applicable Law or reasonably requested by the Collateral Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Documents on the Collateral owned by the Borrower and the Guarantors and perfect such Liens in connection the United States to the extent required by, and with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionpriority required by, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral Security Documents shall have been filed, registered or re-delegate a validator satisfactory recorded or delivered to the Collateral Agent in appropriate form for filing, registration or recording under the Collateral Agent’s sole discretion for continued Staking of UCC and with the Article 12 CollateralUnited States Patent and Trademark Office or the United States Copyright Office, in each case, at Grantors’ sole cost and expenseas applicable. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (iid) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice a completed Perfection Certificate, dated as of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail Closing Date and specificity acceptable to Collateral Agent the type, nature and quantity signed by an Authorized Officer of the Article 12 CollateralBorrower, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian together with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreementall attachments contemplated thereby. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors shall deliver to Collateral Agent an updated Schedule IV listing all of Grantors’ Custodial Accounts holding any Article 12

Collateral. (i) Each Grantor covenants and agrees that: (A) At all timestimes following the Collateral Trigger Event, the Collateral Agent Borrower will cause each Obligor’s tangible and intangible personal property now owned or hereafter acquired by it to be subject at all times to a first priority, perfected lien (subject to liens permitted hereunder) in favor of the Bank to secure the obligations incurred under this Agreement or otherwise in connection with this Agreement or any guaranty, and in connection therewith, the Borrower shall cause each Obligor to execute and deliver to the Bank the security agreement in the form of Annex I hereto and all other pledge agreements, control agreements, filings and other collateral documents requested by the Bank. The Borrower shall provide opinions of counsel and any filings and deliveries reasonably necessary in connection therewith to perfect the security interests therein, all in form and substance reasonably satisfactory to the Bank. The Borrower hereby irrevocably appoints the Bank to act as, and the Bank shall have the right to direct act as, the commencementBorrower’s and each Guarantor’s lawful attorney-in-fact, continuation or cessation with full power of any Staking with respect to substitution, in the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent name of the Collateral Agent. (B) All Article 12 Collateral Borrower and Staking Consideration issuedsuch Guarantors, earned, received or receivable by to execute any Grantor collateral documents and to take generally any action in connection with the Staking any of the Article 12 Collateral collateral documents; provided, however, that the Bank shall be held in a Blocked Custodial Account that is subject to (1) not exercise its rights as attorney-in-fact unless and until the Collateral Agent’s perfected first priority lien Trigger Event occurs and the Borrower and the Guarantors have failed to execute and deliver the collateral documents within fifteen (215) a Custodian Control Agreement. (C) If any validator engaged or used calendar days after demand by any Grantor in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretion, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory Bank. Notwithstanding anything to the Collateral Agent in contrary contained herein, if the Collateral Agent’s sole discretion for continued Staking principal balance outstanding of the Article 12 Collateralcredit extended under this Agreement exceeds Fifty Million Dollars ($50,000,000) at any time, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding then upon the Article 12 Collateral is not reasonably satisfactory to request of the Collateral AgentBank, the Collateral Agent may direct Borrower shall cause 65% (or such Article 12 Collateral greater percentage that, due to be held by a new Custodian reasonably acceptable to the Collateral Agent and the change in an applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, law after the date hereof, establish (i) could not reasonably be expected to cause the undistributed earnings of such subsidiary as determined for United States federal income tax purposes to be treated as a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each deemed dividend to such subsidiary's parent and (ii) could not Section 1. 956 2(c)(2)) and 100% of the following conditions is satisfied: issued and outstanding equity interests not entitled to vote (Awithin the meaning of Treas. Reg. Section 1. 956 2(c)(2)) Collateral Agent shall have received not less than five of AEI International Holdings CV (5Netherlands) Business Days’ prior written notice and AEI Global Holdings C.V. (Netherlands) to be subject at all times to a first priority, perfected lien in favor of the intention Bank pursuant to the terms and conditions of such Grantor pledge agreements in form and substance satisfactory to open or establish such Custodial Accountthe Bank, which notice shall specify and in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateralconnection therewith, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Agreement. (iii) On or before the date which is ten (10) Business Days following the end of each calendar quarter, Grantors Borrower shall deliver to Collateral Agent an updated Schedule IV listing the Bank such opinions of counsel and any filings and deliveries reasonably necessary in connection therewith to perfect the security interests therein, all of Grantors’ Custodial Accounts holding any Article 12in form and substance reasonably satisfactory to the Bank.

Collateral. (ia) Each Grantor covenants All outstanding equity interests in whatever form of the US Borrower and agrees that: each Restricted Subsidiary owned by or on behalf of any Credit Party (Aother than a Restricted Foreign Subsidiary) At shall have been pledged pursuant to the Pledge Agreement (except that the Restricted Subsidiaries shall not be required to pledge more than 65% of the outstanding equity interests of any Restricted Foreign Subsidiary) and all timescertificates representing securities pledged under the Pledge Agreement, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent shall have the right to direct the commencement, continuation or cessation of any Staking with respect to the Article 12 Collateral, and no Grantor shall engage in any Staking of Article 12 Collateral without the prior written consent of the Collateral Agent. (B) All Article 12 Collateral and Staking Consideration issued, earned, received or receivable by any Grantor in connection with the Staking of the Article 12 Collateral shall be held in a Blocked Custodial Account that is subject escrow pursuant to (1) the Collateral Agent’s perfected first priority lien and (2) a Custodian Control terms of the Financing Escrow Agreement. (Cb) If any validator engaged or used All outstanding equity interests in whatever form of the UK Borrower shall, except to the extent pledged pursuant to the Pledge Agreement, have been pledged pursuant to the UK Pledge Agreements and all certificates representing securities pledged under the UK Pledge Agreements, accompanied by any Grantor instruments of transfer and undated stock powers endorsed in connection with the Staking of any Article 12 Collateral is not satisfactory to Collateral Agent in Collateral Agent’s sole discretionblank, Collateral Agent may direct the cessation of Staking of such Article 12 Collateral or re-delegate a validator satisfactory shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the Collateral Agent’s sole discretion for continued Staking terms of the Article 12 Collateral, in each case, at Grantors’ sole cost and expense. (D) If any Custodian holding the Article 12 Collateral is not reasonably satisfactory to the Collateral Agent, the Collateral Agent may direct such Article 12 Collateral to be held by a new Custodian reasonably acceptable to the Collateral Agent and the applicable Grantor and such Grantor shall obtain a Custodian Control Agreement with respect to such Custodian and Article 12 Collateral, in each case, at Grantors’ sole cost and expense. The Collateral Agent and Grantors acknowledge and agree that BitGo and its affiliates and subsidiaries are acceptable Custodians. (E) Such Grantor shall not, and shall not permit any other Person to, amend or make any changes to the authorized signatories of, or persons authorized to make changes to, any Custodial Account holding or controlling any Article 12 Collateral without the prior written consent of the Collateral Agent, in its sole discretion. Collateral Agent may, in its sole discretion, with prior or concurrent written notice to Grantors, specify additional acceptable validators and Custodians or remove validators and Custodians that are no longer satisfactory to Collateral Agent in connection with the preceding Sections 6(n)(i)(C)-(D). (ii) The Grantors shall not, directly or indirectly, after the date hereof, establish a Custodial Account or otherwise maintain any Article 12 Collateral with any Custodian unless each of the following conditions is satisfied: (A) Collateral Agent shall have received not less than five (5) Business Days’ prior written notice of the intention of such Grantor to open or establish such Custodial Account, which notice shall specify in reasonable detail and specificity acceptable to Collateral Agent the type, nature and quantity of the Article 12 Collateral, the owner of the Article 12 Collateral, the name and address of the Custodian at which such Custodial Account is to be established and Article 12 Collateral is to be maintained or held, the individual at such Custodian with whom such Grantor is dealing and the purpose of the Custodial Account and related Article 12 Collateral, (B) the Custodian where such account is opened or maintained shall be acceptable to Collateral Agent and (C) such account shall be subject to a Custodian Control Financing Escrow Agreement. (iiic) On All outstanding equity interests in whatever form owned by or before the date which is ten (10) Business Days following the end on behalf of each calendar quarterpledgor under the German Pledge Agreement shall have been pledged pursuant to the German Pledge Agreement and all certificates representing securities pledged under the German Pledge Agreement, Grantors accompanied by instruments of transfer and undated stock powers endorsed in blank, shall deliver have been delivered to the Collateral Escrow Agent an updated Schedule IV listing and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (d) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Canadian Pledge Agreements shall have been pledged pursuant to the Canadian Pledge Agreements and all certificates representing securities pledged under the Canadian Pledge Agreements, accompanied by instruments of Grantors’ Custodial Accounts holding transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (e) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the French Pledge Agreements shall have been pledged pursuant to the French Pledge Agreements and all certificates representing securities pledged under the French Pledge Agreements, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (f) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Taiwan Pledge Agreements shall have been pledged pursuant to the Taiwan Pledge Agreements and all duly endorsed certificates representing securities pledged under the Taiwan Pledge Agreements, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (g) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Italian Share Pledge Agreements shall have been pledged pursuant to the Italian Share Pledge Agreements and all certificates representing securities pledged under the Italian Share Pledge Agreements, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (h) All outstanding equity interests in whatever form owned by or on behalf of each pledgor under the Luxembourg Pledge Agreements shall have been pledged pursuant to the Luxembourg Pledge Agreements and all certificates representing securities pledged under the Luxembourg Pledge Agreements, accompanied by instruments of transfer and undated stock powers endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (i) All Indebtedness of Holdings, the US Borrower and each Subsidiary that is owing to any Article 12Credit Party party to the Pledge Agreement shall be evidenced by one or more global promissory notes and shall have been pledged pursuant to the Pledge Agreement, and all such promissory notes, together with instruments of transfer with respect thereto endorsed in blank, shall have been delivered to the Collateral Escrow Agent and shall be held in escrow pursuant to the terms of the Financing Escrow Agreement. (j) All documents and instruments, including Uniform Commercial Code financing statements, required by law or reasonably requested by the Administrative Agent to be filed, registered or recorded to create the Liens intended to be created by the Security Agreement and to perfect such Liens to the extent required by, and with the priority required by, the Security Agreement shall have been delivered to the Administrative Agent for filing, registration or recording pending the Closing Date. (k) All documents and instruments required by law or reasonably requested by the Administrative Agent to be filed, registered or recorded to create the Liens intended to be created by each of the Foreign Security Documents and to perfect such Liens to the extent required by, and with the priority required by, each of the Foreign Security Documents shall have been delivered to the Administrative Agent for filing, registration or recording pending the Closing Date. (l) The Administrative Agent shall have received, in respect of each Mortgaged Property owned by the US Borrower or a US Subsidiary Guarantor a policy or policies of title insurance issued by a nationally recognized title insurance company insuring the Lien of each Mortgage as a valid first Lien on the Mortgaged Property described therein, free of any other Liens except as expressly permitted by Section 10.2 (and subject to the release on the Closing Date of the liens thereon in respect of the Existing Credit Agreement), together with such endorsements, coinsurance and reinsurance as the Administrative Agent may reasonably request. (m) All amounts outstanding under the Existing Credit Agreement shall, upon receipt of the proceeds of the Term Loans and release of such proceeds in accordance with the terms of the Financing Escrow Agreement, be repaid in full, all commitments to lend under the Existing Credit Agreement shall be terminated pending the Closing Date and all Liens in respect of obligations under the Existing Credit Agreement shall be released or arrangements for such release satisfactory to the Administrative Agent shall have been made pending the Closing Date. It is understood and agreed that the pledges described in clauses (a) through (i) inclusive of this Section 6.2 shall become effective immediately and automatically upon the occurrence of the Closing Date, but that prior to the Closing Date, such pledges (and the Liens created thereby) shall not be effective.