Contract analysis

Section 1.1 — Defined Terms As used in this Agreement, the following terms shall have the following meanings: "Administrative Agent" means Crescent Harbor Bank, N.A., a national banking association, with offices at 1200 Harbor Point Drive, Charlotte, North Carolina 28202, in its capacity as administrative agent under the Credit Agreement, and its successors and assigns in such capacity. "Agreement" means this Environ

Section 1.2 — Rules of Construction (a) Unless otherwise defined in this Agreement, all capitalized terms used herein shall have the meanings ascribed to them in the Credit Agreement, and the rules of construction set forth in Article I of the Credit Agreement shall apply to this Agreement as if fully set forth herein. (b) All references in this Agreement to "Articles," "Sections," and "Exhibits" are, unless otherwis

ARTICLE II — REPRESENTATIONS AND WARRANTIES The Indemnitor hereby makes the following representations and warranties to the Collateral Agent and each of the other Indemnitees as of the date hereof and as of the Closing Date (June 3, 2024):

Section 2.1 — Compliance with Environmental Laws (a) The Property and all current operations thereon (including all construction activities related to the Ironhaven Ashburn I data-center campus) are in compliance in all material respects with all applicable Environmental Laws, including without limitation CERCLA, RCRA, the Clean Water Act, the Clean Air Act, TSCA, EPCRA, the Virginia Waste Management Act, and the Vir

Section 2.2 — Hazardous Materials (a) Except for Permitted Hazardous Materials present on the Property in compliance with Environmental Laws, and except as specifically disclosed in the Phase I and Phase II Environmental Site Assessments prepared by Greenline Environmental Solutions, Inc. (Dr. Ramon Quelibo, Principal Engineer), no Hazardous Materials are present on, at, in, under, above, or about the Property in qua

Section 2.3 — Environmental Reports (a) The Indemnitor has delivered to the Collateral Agent and the Administrative Agent true, correct, and complete copies of all environmental reports, assessments, audits, investigations, studies, and other documents or information in the Indemnitor's possession or control relating to the environmental condition of the Property, including without limitation the Phase I and Phase II

Section 2.4 — Permits and Licenses (a) All material environmental permits, licenses, approvals, registrations, and authorizations required under applicable Environmental Laws for the current construction activities and the anticipated operation of the Ironhaven Ashburn I data-center campus on the Property have been duly obtained and are in full force and effect, or applications for such permits, licenses, approvals,

Section 2.5 — Prior Uses To the Indemnitor's knowledge, based upon the Environmental Reports and the Indemnitor's own due diligence investigations, no prior owner, operator, or occupant of the Property used the Property or any portion thereof for industrial manufacturing, landfill operations, waste disposal, dry cleaning, gasoline or fuel storage or distribution, mining, or other activities that are commonly associat

Section 2.6 — No Liens No environmental lien, superlien, or governmental claim arising under any Environmental Law has been filed, recorded, or threatened against the Property or any interest therein. The Indemnitor has not received any notice of the filing or threatened filing of any such lien or claim, and no event has occurred or condition exists that could reasonably be expected to give rise to the filing of any

ARTICLE III — ENVIRONMENTAL COVENANTS The Indemnitor hereby covenants and agrees with the Collateral Agent and each of the other Indemnitees as follows:

Section 3.1 — Compliance (a) The Indemnitor shall at all times comply, and shall cause all tenants, subtenants, licensees, contractors, subcontractors, and other occupants of the Property to comply, in all material respects with all Environmental Laws applicable to the Property, the construction activities thereon, and the operation of the Ironhaven Ashburn I data-center campus. Without limiting the foregoing, the In

Section 3.2 — Prohibition on Hazardous Materials (a) The Indemnitor shall not cause or permit any Hazardous Materials to be generated, manufactured, produced, used, stored, treated, processed, released, discharged, emitted, disposed of, or transported on, at, in, under, above, from, to, or about the Property, except for Permitted Hazardous Materials that are used, stored, and maintained in strict compliance with all

Section 3.3 — Notice of Environmental Claims (a) The Indemnitor shall promptly, and in any event within five (5) Business Days of obtaining knowledge thereof, notify the Collateral Agent and the Administrative Agent in writing of: (i) any Environmental Claim asserted or threatened against the Indemnitor, the Property, or any tenant, subtenant, licensee, contractor, or other occupant of the Property; (ii) any release

Section 3.4 — Remedial Actions (a) If any Remedial Action is required or appropriate with respect to the Property under any Environmental Law or by any governmental authority, or if the Indemnitor becomes aware of any condition on, at, in, under, above, from, to, or about the Property that could reasonably be expected to require Remedial Action, the Indemnitor shall promptly commence and diligently pursue to completi

Section 3.5 — Environmental Assessments (a) The Collateral Agent (or the Administrative Agent on its behalf) shall have the right, upon reasonable prior written notice to the Indemnitor (which notice shall not be required to be less than five (5) Business Days, except in the case of an emergency), to cause a Phase I environmental site assessment, a Phase II environmental site assessment, or any other environmental as

Section 3.6 — No Transfer of Hazardous Materials The Indemnitor shall not transport, or cause or permit to be transported, or arrange for the transportation of, any Hazardous Materials from the Property to any off-site location unless such location is a properly permitted and licensed facility operating in compliance with all applicable Environmental Laws and authorized to receive such Hazardous Materials. The Indemn

Section 3.7 — Underground Storage Tanks The Indemnitor shall not install, cause to be installed, or permit the installation of any underground storage tank on the Property without the prior written consent of the Collateral Agent, which consent may be withheld in the Collateral Agent's sole and absolute discretion. For the avoidance of doubt, all fuel storage for backup generators and other operational purposes shall

Section 4.1 — General Indemnity The Indemnitor shall indemnify, defend (with legal counsel reasonably acceptable to the Collateral Agent and selected in consultation with the Collateral Agent), and hold harmless each Indemnitee from and against any and all Environmental Liabilities arising from, relating to, based upon, or in connection with any one or more of the following: (a) The presence, release, threatened rele

Section 4.2 — Scope of Indemnified Costs Environmental Liabilities subject to indemnification under this Article IV include, without limitation, each of the following categories of losses, costs, damages, liabilities, and expenses: (a) Investigation, Monitoring, and Remedial Action Costs. All costs and expenses incurred in connection with the investigation, assessment, testing, monitoring, containment, cleanup, remov

Section 4.3 — Indemnity Irrespective of Fault (a) The indemnification obligations of the Indemnitor under this Article IV are absolute and unconditional and shall apply regardless of whether: (i) the Indemnitor caused or contributed to the Environmental Liability in question, or the Environmental Liability was caused in whole or in part by any other person or entity, including any prior owner, operator, or occupant o

Section 4.4 — Lender Liability Protection (a) Nothing in this Agreement or in any other Loan Document, and no action taken by the Collateral Agent or any other Indemnitee pursuant to this Agreement or any other Loan Document (including the exercise of any right to inspect the Property, to cause environmental assessments, to approve or require Remedial Actions, to exercise remedies under the Deed of Trust, or to other

Section 4.5 — Survival (a) The indemnification obligations of the Indemnitor under this Article IV, and the Indemnitor's representations, warranties, covenants, and agreements under this Agreement, shall survive and continue in full force and effect regardless of and shall not be affected, diminished, or released by: (i) the repayment, satisfaction, or discharge of all Obligations under the Credit Agreement, includin

ARTICLE V — ADDITIONAL OBLIGATIONS

Section 5.1 — Insurance (a) The Indemnitor shall obtain and maintain in full force and effect at all times an environmental liability insurance policy (commonly referred to as a "pollution legal liability" policy) covering the Property, with coverage amounts, policy terms, deductibles, retentions, and exclusions satisfactory to the Collateral Agent in its reasonable judgment. Such policy shall (i) name the Collateral

Section 5.2 — Indemnitor's Remediation Obligations (a) In the event of any contamination of the Property or any release of Hazardous Materials on, at, in, under, above, from, to, or about the Property (other than the use of Permitted Hazardous Materials in compliance with all Environmental Laws), the Indemnitor shall, at its sole cost and expense: (i) promptly retain a qualified environmental consultant (such as Gree

Section 5.3 — Cooperation with Governmental Authorities (a) The Indemnitor shall cooperate fully and in good faith with all governmental authorities (including the United States Environmental Protection Agency, the Virginia Department of Environmental Quality, and any other applicable federal, state, or local environmental regulatory agency) in connection with any environmental investigation, cleanup, enforcement act

Section 5.4 — Access (a) The Indemnitor hereby grants to the Collateral Agent and its authorized agents, consultants, contractors, and representatives (including, without limitation, Greenline Environmental Solutions, Inc. and any other environmental consultants retained by or on behalf of the Collateral Agent) reasonable access to the Property at all reasonable times during normal business hours for the purposes of

ARTICLE VI — RELATIONSHIP TO OTHER DOCUMENTS

Section 6.1 — Relationship to Credit Agreement (a) This Agreement constitutes a "Loan Document" as such term is defined in the Credit Agreement. The obligations of the Indemnitor under this Agreement constitute "Obligations" as defined in the Credit Agreement and are secured by the Deed of Trust, the US Pledge and Security Agreement, and all other Collateral Documents executed and delivered in connection with the Cre

Section 6.2 — Relationship to Deed of Trust (a) This Agreement supplements, and is in addition to, the environmental provisions (if any) contained in the Deed of Trust encumbering Tax Parcel Nos. 087-27-1234 and 087-27-1235. Nothing in this Agreement shall be construed to limit, modify, restrict, or supersede any environmental covenant, representation, warranty, or indemnification obligation set forth in the Deed of