Contract analysis

1. Parallel Debt and Security Trust Agreement (*Sicherheitentreuhandvertrag*) — creating a parallel debt claim (abstraktes Schuldanerkenntnis) of the Company in favor of the Security Trustee in an amount equal to the Company's obligations under the Credit Agreement, to support and anchor the German-law security package and to ensure the enforceability of the security interests under German law.

2. Land Charge Agreement (*Grundschuldbestellungsurkunde*) — a notarized land charge (Grundschuld) without personal liability (ohne persönliche Haftungsübernahme) over the Frankfurt campus parcel registered in the land register (Grundbuch) of Frankfurt am Main-Ost, Sheet (Blatt) 54321, Section (Flur) 12, Parcel (Flurstück) 789, comprising approximately 18.7 hectares, including all buildings, fixtures, and appurtenanc

3. Global Assignment of Receivables (*Globalzession*) — an assignment by way of security (Sicherungsabtretung) of all present and future receivables of the Company, including but not limited to receivables arising under lease agreements, service agreements, insurance claims, intercompany receivables, and any other trade or contractual receivables, in each case whether or not yet due and payable and whether conditiona

4. Account Pledge Agreement (*Kontoverpfändung*) — a pledge (Verpfändung) over all bank accounts of the Company maintained with NordBrücke AG (Neue Mainzer Straße 72, 60311 Frankfurt am Main, Germany), including without limitation all current accounts, deposit accounts, escrow accounts, and securities accounts, together with all credit balances, interest, and other entitlements arising thereunder.

5. Security Transfer of Movable Assets (*Sicherungsübereignungsvertrag*) — a security transfer (Sicherungsübereignung) of all movable assets (bewegliche Sachen) of the Company located at or relating to the Frankfurt campus, including without limitation machinery, equipment, generators, uninterruptible power supply (UPS) systems, cooling systems, server racks, cabling, tools, spare parts, inventory, and other tangible

6. Security Purpose Agreement (*Sicherungszweckerklärung*) — an overarching security purpose declaration defining the secured obligations (gesicherte Verbindlichkeiten) and the relationship between the parallel debt claim and the underlying claims of the Lenders, the Administrative Agent, and the Collateral Agent under the Credit Agreement and related finance documents, and establishing the conditions for enforcement

1. Credit Agreement (Senior Secured Term Loan B), dated as of May 15, 2024, among Ironhaven Data Centers LLC (as Borrower), Ironhaven Frankfurt GmbH (as Co-Borrower), Ironhaven Holdings Inc. (as Parent Guarantor), Crescent Harbor Bank, N.A. (as Administrative Agent, Sole Lead Arranger, and Sole Bookrunner), Pinnacle Trust Company, N.A. (as Collateral Agent), and the Lenders from time to time party thereto. CUSIP: 462

2. Parallel Debt and Security Trust Agreement (*Sicherheitentreuhandvertrag*), between Ironhaven Frankfurt GmbH and Pinnacle Trust Company, N.A. (acting through its London branch) as Security Trustee.

3. Land Charge Agreement (*Grundschuldbestellungsurkunde*), creating a Grundschuld over the Frankfurt campus parcel — Grundbuch von Frankfurt am Main-Ost, Blatt 54321, Flur 12, Flurstück 789 (approximately 18.7 hectares) — in favor of Pinnacle Trust Company, N.A. as Security Trustee.

4. Global Assignment of Receivables (*Globalzession*), between Ironhaven Frankfurt GmbH (as Assignor) and Pinnacle Trust Company, N.A. (acting through its London branch) as Security Trustee (as Assignee).

5. Account Pledge Agreement (*Kontoverpfändung*), pledging all bank accounts of Ironhaven Frankfurt GmbH maintained with NordBrücke AG in favor of Pinnacle Trust Company, N.A. as Security Trustee.

6. Security Transfer of Movable Assets (*Sicherungsübereignungsvertrag*), between Ironhaven Frankfurt GmbH and Pinnacle Trust Company, N.A. (acting through its London branch) as Security Trustee.

7. Security Purpose Agreement (*Sicherungszweckerklärung*), between Ironhaven Frankfurt GmbH and Pinnacle Trust Company, N.A. (acting through its London branch) as Security Trustee.

8. German Share Pledge Agreement (*Anteilsverpfändungsvertrag*), between Ironhaven Data Centers LLC (as Pledgor) and Pinnacle Trust Company, N.A. (as Security Trustee), pledging 100% of the shares in Ironhaven Frankfurt GmbH — consent from the Company's perspective provided pursuant to Resolution 3 hereof.

9. Escrow Agreement (Frankfurt Campus Construction), among Ironhaven Frankfurt GmbH, Crescent Harbor Bank, N.A. (as Administrative Agent), and NordBrücke AG (as Frankfurt Escrow Bank), governing the controlled disbursement of EUR Sub-Tranche proceeds in the amount of €253,571,429 for the construction and development of the Frankfurt campus.

10. All ancillary certificates, notices, borrowing requests, compliance certificates, officer's certificates, solvency certificates, KYC documentation, tax forms (including IRS Form W-8BEN-E), Transparency Register filings, and other documents, instruments, and filings contemplated by or required under any of the foregoing. EXHIBIT B INCUMBENCY CERTIFICATE Ironhaven Frankfurt GmbH Gesellschaft mit beschränkter Haftun

1. The following persons are the duly appointed and currently serving Managing Directors (Geschäftsführer) of the Company, each having been appointed in accordance with the Company's articles of association (Gesellschaftsvertrag) and applicable law, and each holding office as of the date hereof:

2. The appointments of the Managing Directors named above are reflected in the extract from the commercial register (Handelsregisterauszug) of the Amtsgericht Frankfurt am Main under registration number HRB 129457, a certified copy of which has been obtained as of a recent date and is available for inspection.

3. Each of the above-named Managing Directors is authorized to represent the Company in connection with the transactions described in the Written Shareholder Resolutions to which this Exhibit B is attached, in accordance with the authorizations granted in such resolutions and the Company's articles of association.

4. This Incumbency Certificate is issued for the benefit of Crescent Harbor Bank, N.A. (as Administrative Agent), Pinnacle Trust Company, N.A. (as Collateral Agent and Security Trustee), and the Lenders under the Credit Agreement, and may be relied upon by each of them and their respective counsel. Certified by: ________________________________________ Name: Jonathan Pryce-Williams Title: General Counsel & Secretary