Lithium Argentina AG

(b) Consequences of Event of Default.

(i) Event of Default Mandatory Redemption Rights. At any time after the earlier of the Holder's receipt of a notice of Event of Default and the Holder becoming aware of an Event of Default, if such Event of Default is continuing, then, to the extent the Holder has not delivered to the Company a Conversion Notice to convert all Conversion Amount pursuant toSection 3(a), the Holder may, in its sole discretion, require the Company to redeem all or any portion of this Debenture by delivering written notice thereof to the Company (the "Event of Default Redemption Notice"), which notice shall indicate the portion of this Debenture the Holder elects to redeem. The Company shall pay the Event of Default Redemption Price within two (2) Business Days after receipt of the Event of Default Redemption Notice. For purposes of thisSection 4(b)(i), "Event of Default Redemption Price" means the sum of (i) the outstanding Principal subject to redemption, (ii) all accrued and unpaid Interest, including default interest at the Default Rate, (iii) all other amounts due under the Transaction Documents, and (iv) the Holder's reasonable and documented out-of-pocket legal fees, costs and expenses incurred by or on behalf of the Holder in connection with the negotiation, preparation, execution, amendment, or enforcement, or protection of its rights under this Debenture, without prejudice to any claim for additional damages. For the avoidance of doubt, until the Event of Default Redemption Price is paid in full in immediately available funds, the Holder may withdraw its redemption election and convert all or any portion of this Debenture.

(ii) Default Interest. To the fullest extent permitted by Applicable Law, following the occurrence and during the continuance of an Event of Default, all outstanding Principal and overdue Interest and other overdue amounts shall bear interest at a rate equal to the lesser of (A) the Interest Rate plus two percent (2%) per annum and (B) the maximum rate permitted by Applicable Law (the "Default Rate"). Default interest at the Default Rate shall accrue from and including the date on which the relevant Event of Default first occurred to, but excluding, the date on which all Events of Default have been cured or waived and all amounts then due and payable under this Debenture, together with all accrued default interest thereon, have been paid in full. Such default interest shall be calculated on the same day-count basis as Interest under this Debenture and shall be payable in cash on demand and, in any event, on each Interest Date, on the Maturity Date, upon redemption, and upon any other date on which the applicable amount in respect of which such default interest has accrued is paid. No cure or waiver of any Event of Default shall affect the Company's obligation to pay default interest accrued prior to the effectiveness of such cure or waiver.

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(c) Mandatory Redemption upon Bankruptcy Event of Default. Notwithstanding anything to the contrary herein, and notwithstanding any conversion that is then required or in process, upon any Bankruptcy Event of Default, whether occurring prior to or following the Maturity Date, the Company shall immediately pay to the Holder an amount in cash equal to the Event of Default Redemption Price with respect to the Conversion Amount then held by the Holder (the "Bankruptcy Event of Default Redemption Price"), without the requirement for any notice, demand, or other action by the Holder or any other Person; provided that the Holder may, in its sole discretion, waive such right to receive payment upon a Bankruptcy Event of Default, in whole or in part, and any such waiver shall not affect any other rights of the Holder hereunder, including any other rights in respect of such Bankruptcy Event of Default, any right to conversion, and any right to payment of the Event of Default Redemption Price or any other Redemption Price, as applicable. Redemption required by thisSection 4(c) shall be made in accordance withSection 8(b).

(d) Redemption Upon Failure to Effect Transactions Contemplated in Shareholder Agreement. Notwithstanding anything to the contrary herein, and notwithstanding any conversion that is then required or in process, if the Shareholder Agreement is terminated in accordance with section 14.1(c) thereof, the Holder may, in its sole discretion, require the Company to redeem all or any portion of this Debenture by delivering written notice thereof to the Company (a "Shareholder Redemption Notice"), which notice shall indicate the portion of this Debenture the Holder elects to redeem. The Company shall pay the Redemption Price within two (2) Business Days after receipt of the Shareholder Redemption Notice. For purposes of thisSection 4(d), "Shareholder Redemption Price" means the sum of (i) the outstanding Principal subject to redemption and (ii) all accrued and unpaid Interest. For the avoidance of doubt, until the Shareholder Redemption Price is paid in full in immediately available funds, the Holder may withdraw its redemption election under thisSection 4(d) and convert all or any portion of this Debenture.