Electra Battery Materials Corp

ACKNOWLEDGMENT

Each Grantor and each of such Grantor’s undersigned Subsidiaries each hereby acknowledge that they have received a copy of the foregoing First Lien Intercreditor Agreement (as in effect on the date hereof, the “Initial Intercreditor Agreement”) and agree to recognize all rights granted by the Initial Intercreditor Agreement to the Term Loan Collateral Agent, the other Credit Agreement Secured Parties, Royalty Secured Parties, the IO Lender, and the other IO Secured Parties, waive the provisions of Section 9-615(a) of the UCC in connection with the application of proceeds of Collateral in accordance with the provisions of the Initial Intercreditor Agreement, agree that they will not do any act or perform any obligation which is not in accordance with the agreements set forth in the Initial Intercreditor Agreement. Each Grantor and each of such Grantors’ undersigned Subsidiaries each further acknowledge and agree that they are not an intended beneficiary or third party beneficiary under the Initial Intercreditor Agreement, as amended, restated, supplemented, or otherwise modified hereafter.