IAMGOLD CORP

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(d) the Borrower may withdraw the applicable extension request.

(3) Any Non-Extending Lender shall provide to the Borrower its full cooperation in facilitating the assignment of the applicable Commitment of such Non-Extending Lender to an assignee permitted hereunder (which assignee may be another Lender, if such assignee Lender accepts such assignment) identified by the Borrower that is ready, willing and able to be an assignee with respect thereto. If an extension request has been made and if, within 45 days after receipt by the Lenders of the notice of the extension request from the Agent, the Required Lenders have not approved in writing the extension of the Maturity Date requested in an extension request, the Maturity Date shall not be extended pursuant to such extension request. The Agent shall promptly notify the Lenders and the Borrower of**(y)** any extension of the Maturity Date pursuant to this Section 2.9, and**(z)** any Lender which becomes a Non-Extending Lender.

2.11 Adjustments Resulting from Changes in Commitments

(1) On the Effective Date, the Agent will make such adjustments among the Lenders as may be necessary to ensure that such payment is made and that Advances then outstanding be owing to the Lenderspro ratato their Applicable Percentage under the Credit. The provisions of Section 5.8 of the Credit Agreement (adapted accordingly) will apply to the funding then required from any Lender whose Applicable Percentage has increased or decreased. For avoidance of doubt, the Agent shall not make any adjustment that would cause the aggregate amount of the Advances owing to any Lender to exceed the Commitment of such Lender.

(2) CORRA Loans and SOFR Loans made under the Credit Agreement and outstanding on the Effective Date will be allocated to the Lenderspro rata to their Applicable Percentage after giving effect to this Agreement. The provisions of Section 5.8 of the Credit Agreement (adapted accordingly) will apply to the funding then required from any Lender whose Applicable Percentage has increased or decreased. For avoidance of doubt, the Agent shall not make any adjustment that would cause the aggregate amount of the Advances owing to any Lender to exceed the Commitment of such Lender

(3) Letter of Credits issued prior to the Effective Date and outstanding on such date will be allocated to the Lenderspro rata to their Applicable Percentage after giving effect to this Agreement and the non-accrued portion of any L/C Fees will be distributed among the Lenders in the same proportion. Any Lender whose Commitment is reduced on the Effective Date is released to the extent of such reduction from any liability from such Letters of Credit.

(4) The Lenders will make all such payments as are required by the Agent to give effect to the adjustments contemplated by this Section 2.11.

(5) For certainty, the parties expressly disclaim any intent to operate novation of the obligations outstanding under the Existing Credit Agreement and the other Loans Documents, and except as otherwise contemplated by this Section 2.11, all such obligations shall remain in full force and effect.

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ARTICLE 3****SECURITY

3.1 Guarantees

The Borrower shall deliver or cause the delivery of unconditional guarantees of the Obligations by each of the Subsidiaries of the Borrower (other than Non-Recourse Subsidiaries) and any other Subsidiary that has provided a guarantee pursuant to any Notes or Sub Debt (including any High Yield Notes Indenture) as well as unconditional guarantees of the Other Secured Obligations by the Borrower and each of the Subsidiaries of the Borrower (other than Non-Recourse Subsidiaries), in each case in favour of the Agent for the benefit of the Lenders. The Guarantees must be in form and substance satisfactory to the Agent, acting reasonably, and must be unlimited except for limits imposed under Applicable Law of the respective Obligors. The Borrower shall not be required to deliver or cause the delivery of a guarantee by a Subsidiary if doing so is prohibited by or exceeds the amount permitted by Applicable Law (in which case the guarantee of such Subsidiary shall be limited to such maximum amount) or if the Agent, in consultation with the Borrower, determines that the cost of obtaining such a guarantee is excessive in relation to the value of the guarantee to the Lenders.

3.2 Security over Assets

(1) To secure the performance of the Obligations and Other Secured Obligations, each Obligor organized in Canada or the United States or which has assets located in Canada and the United States must provide in favour of the Agent and the Lenders security over all of its material personal and real property, tangible and intangible, present and future, provided that, subject to the following sentence, such security shall only be required to be created and perfected under the laws in effect in Canada and the United States. Except as expressly set out below, the Equity Interests owned by the Borrower and its Subsidiaries in Obligors must also be pledged to the Agent and the Lenders. The Borrower must ensure, to the extent permitted by Applicable Law, that such Equity Interests are evidenced by certificates and must deliver to the Agent all such certificates (along with stock powers duly executed in blank). The Borrower shall not be required to deliver or cause the delivery of security by an Obligor or a pledge of the Equity Interests of an Obligor if doing so is prohibited by or exceeds the amount permitted by Applicable Law (in which case such security will be limited to such maximum amount) or if the Agent, in consultation with the Borrower, determines that the cost of obtaining such security or pledge is excessive in relation to the value of such security or pledge to the Lenders (after giving consideration to the relative value of other Security granted to the Agent on behalf of the Lenders). The Agent confirms that, in accordance with the foregoing, the Agent, in consultation with the Borrower, has determined that no security or pledge governed by the laws of Burkina Faso shall be required in respect of any Subsidiary incorporated under the laws of Burkina Faso, it being understood and agreed that the Equity Interests of any such Subsidiary shall not be excluded from the Security otherwise granted to the Agent by the Borrower.

(2) Notwithstanding Section 3.2(1), until the occurrence and during the continuance of an Event of Default, the security to be provided by any Obligor shall not be required to be perfected on mining rights other than those associated with the mines commonly known as Côté Gold, Ontario and Westwood, Québec (as such mines are further described in the Security Documents). For greater certainty, any Obligor may sell or otherwise dispose of, or deal with, any mining rights in respect of which the security is not required to be perfected, unless an Event of Default has occurred and is continuing or unless such sale, disposition or other dealing would be prohibited by Section 7.5. The Agent and the Lenders agree that, at the request and expense of the Borrower, the Agent and the Lenders will promptly provide any further assurances that may be reasonably necessary in connection with any sale, disposition or other dealing with any mining rights in accordance with this Section 3.2(2).

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3.3 Insurance

The Borrower will cause the Agent (or its representative) to be named as loss payee and additional insured on all insurance policies relating to the assets covered by the Security. Each policy covering real property and equipment must contain a "mortgage clause". The Borrower must furnish to the Agent evidence that the insurance coverage required pursuant to Section 7.2(3) is in effect. The Borrower must promptly give the Agent notice of any material loss.

3.4 Obligations Secured by the Security

(1) Unless otherwise agreed by the Lenders among themselves, the Security shall support the following obligationspari passu with each other:

(a) the Obligations; and

(b) the Other Secured Obligations.

(2) Other Secured Obligations shall not cease to be guaranteed and secured by the Security without the prior written consent of the applicable Holder to whom the Other Secured Obligations are owed, although Other Secured Obligations shall cease to be such as contemplated in Section 1.1(117). If the Obligations have been indefeasibly paid in full and the Commitments have been cancelled, the Holders shall release their interest in the Security on receiving Cash Collateral to secure the Other Secured Obligations, in an amount satisfactory to the Holders to whom Other Secured Obligations are owed, acting reasonably.

(3) Notwithstanding the rights of Holders to benefit from the Security in respect of the Other Secured Obligations, all decisions concerning the Security (including the enforcement and release thereof) shall be made by the Lenders or the Required Lenders in accordance with this Agreement and no Holder shall have any additional right to participate in decisions concerning the Security or their enforcement or release as a result of holding Other Secured Obligations as long as this Agreement remains in force. Notwithstanding the termination of this Agreement by reason of payment of the Credit, or for any other reason, the Other Secured Obligations shall continue to be guaranteed and secured by the Security. After the termination of this Agreement, decisions concerning the Security shall be made by the Holders as they may determine among themselves.

(4) The Agent will also act as secured party (or, in Québec, hypothecary representative) to hold the Security for the benefit of the Holders and, by accepting the benefit of the Security, the Holders will accept such appointment under the terms and conditions of this Agreement (including the foregoing provisions on decisions and the provisions of Article 9 adapted accordingly).