Exhibit 99.48

Execution Version

FIRST AMENDMENT

THIS FIRST AMENDMENT (this “Amendment”) is dated as of September 2, 2025 (the “ Effective Date”) and entered into between Nussir ASA, as a borrower (“Nussir”), Keystone Mines Inc., as a borrower (“Keystone” and together with Nussir, the “Borrowers”), Blue Moon Metals Inc., as Parent (the “Parent”), Blue Moon Norway AS, as a guarantor (“Blue Moon Norway”), Repparfjord Eiendom AS, as a guarantor (“Repparfjord” and together with Blue Moon Norway, the “Norwegian Guarantors”), Hartree Partners, LP, as administrative agent (the “Administrative Agent”) and Hartree Partners, LP and Opps XII BL MN Holdings LP, as lenders (the “Lenders”).

RECITALS:

ARTICLE 1

INTERPRETATION

Section 1.1            Definitions. Capitalized terms not defined in this Amendment have the meanings given to them in the Loan Agreement.

Section 1.2           Headings, etc. The inclusion of headings in this Amendment is for convenience of reference only and does not affect the construction or interpretation hereof.

Section 1.3           Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.

ARTICLE 2

AMENDMENTS AND WAIVERS

Section 2.1           Amendments. Subject to the satisfaction of the conditions set forth in Section 4.1 hereof, the Borrower Group Members, the Administrative Agent and the Lenders agree that, effective as of the Amendment Effective Date (as defined below), the Existing Loan Agreement shall be amended to add the underlined text (indicated textually in the same manner as the following example: underlined text) and to delete the stricken text (indicated textually in the same manner as the following example: stricken text) in each case, as shown in the redline attached as Exhibit A hereto.

ARTICLE 3

CONDITIONS

Section 3.1           Conditions to Effectiveness. The effectiveness of this Amendment and the amendments provided herein are subject to satisfaction of the following conditions precedent:

ARTICLE 4

MISCELLANEOUS

Section 4.1            Ratification of Existing Obligations and Security. Each of the Borrower Group Members, as applicable, hereby acknowledges and confirms that:

Section 4.2           Further Assurances. The Borrowers shall at their own expense do, execute, acknowledge and deliver or cause to be done, executed, acknowledged and delivered all such further acts, security documents, powers of attorney and assurances as the Lenders may from time to time request to better assure and perfect, protect and preserve the security interests and other interests under the Security Documents after giving effect to this Amendment.

Section 4.3           Benefits. This Amendment is binding upon and will inure to the benefit of the parties hereto and their respective permitted successors and assigns.

Section 4.4            Loan Document. This Amendment constitutes a Loan Document for all purposes under the Loan Agreement.

Section 4.5           Costs and Expenses. The Borrowers shall pay all reasonable out-of-pocket expenses incurred by the Administrative Agent, the Lenders and their Affiliates (including the reasonable and documented fees, charges and disbursements of outside counsel to the Administrative Agent and the Lenders (directly to such counsel if requested by the Administrative Agent and the Lenders) in connection with the preparation, negotiation, execution and delivery of this Amendment.

Section 4.6            Limited Effect. Except as expressly provided herein, all of the terms and provisions of the Loan Documents are and shall remain in full force and effect unamended, and are hereby ratified and confirmed by each Borrower Group Member.

Section 4.7           Counterparts. This Amendment may be executed in any number of counterparts and delivered by facsimile or PDF via email, each of which will be deemed to be an original.

- signature pages follow -

IN WITNESS WHEREOF the parties hereto have executed this Amendment as of the date stated on the first page above.

Exhibit A

Conformed Loan Agreement

See attached.

Execution Version

Conformed Through First Amendment

LOAN AGREEMENT

between

Keystone Mines Inc. and Nussir ASA

as BorrowerBorrowers,

- and -

Blue Moon Metals Inc.

as Parent,

- and –

Keystone Mines Inc.

as Guarantor,

- and -

Blue Moon Norway AS

as Guarantor,

- and - Repparfjord Eiendom AS

as Guarantor,

- and -

Hartree Partners, LP and Opps XII BL MN Holdings LP

as Lenders

- and - Hartree Partners, LP

as Administrative Agent

- and -

Hartree Partners, LP

as Lead Arranger

August 19, 2025

LOAN AGREEMENT

THIS LOAN AGREEMENT (the “Agreement”), made as of August 19, 2025 by and between Blue Moon Metals Inc., a corporation existing under the laws of the Province of British Columbia, Canada (the "Parent"), Nussir ASA, a public limited liability company existing under the laws of Norway (the“BorrowerNussir”), as borrower, Keystone Mines Inc., a corporation existing under the laws of the State of Idaho (“Keystone”), as guarantor and together with Nussir and their respective successors and permitted assigns, “the Borrowers” and each a “Borrower”), as borrower, Repparfjord Eiendom AS, a private limited liability company existing under the laws of Norway (“Repparfjord”), as guarantor, Blue Moon Norway AS (“Blue Moon Norway” and together with Repparfjord, the “ Norwegian Guarantors”), as guarantor, Hartree Partners, LP, Opps XII BL MN Holdings LP and each other lender party hereto from time to time (together with their successors and permitted assigns, the “Lenders”), Hartree Partners, LP, as administrative agent (the “Administrative Agent”) and Hartree Partners, LP, as lead arranger (the “Lead Arranger”).

WHEREAS:

NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties hereto covenant and agree as follows:

ARTICLE 1 

DEFINITIONS

Section 1.1            Certain Defined Terms.

As used in this Agreement (including in the recitals hereof), the following terms shall have the following meanings:

“ Abandonment” shall occur if:

“Adjusted Term SOFR” means, for any Interest Period, the sum of Term SOFR plus 0.10% per annum.

“Administrative Agent” means Hartree Partners, LP, in its capacity as administrative agent for the Lenders hereunder, or any successor Administrative Agent appointed pursuant to Section 8.1.

“Advance” has the meaning set forth in Section 2.1.

“Advance Request” means a written request for an Advance in the form attached hereto as Schedule B.

“Affiliate” in relation to any Person (in this definition, the “relevant party”) means any other Person that directly or indirectly, Controls, is Controlled by or is under common Control with, the relevant party.

“Agreement” has the meaning set forth in the Preamble.

“AML Legislation” means any Applicable Law concerning or relating to terrorism or money laundering, including, without limitation, United States Executive Order No. 13224, the Patriot Act, the laws comprising or implementing the Bank Secrecy Act (United States), the laws administered by OFAC and the U.S. State Department, the Criminal Code (Canada), the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada), the Regulations Implementing the United Nations Resolutions on the Suppression of Terrorism (Canada), Directive 2005/60/EC of the European Parliament and the Council of 26 October 2005 (EU), the United Nations Al-Qaida and Taliban Regulations (Canada), the Anti-terrorism Act (Canada), and any similar or analogous legislation in any other applicable country, including as may be applicable to the Borrower Group Members, the Projects, the Administrative Agent or the Lenders, as any of the foregoing laws may from time to time be amended, renewed, extended, or replaced.

“Anti-Corruption Laws” shall mean all laws, executive orders, ordinances, rules, regulations or statutes of any jurisdiction related to corruption or bribery, including, but not limited to, (a) the FCPA, as amended, (b) the UK Bribery Act 2010, (c) Norway, and (d) the Corruption of Foreign Public Officials Act (Canada), as any of the foregoing laws may from time to time be amended, renewed, extended, or replaced.

“Anti-Corruption Policy” means the anti-bribery and anti-corruption policy of the Borrower Group Members adopted by the Board, as the same may be amended, revised, supplemented or replaced from time to time in accordance with the terms hereof, a copy of which has been provided to the Administrative Agent prior to the Closing Date.

“Anti-Terrorism Laws” means each of:

“Applicable Law” means any law (including common law and equity), any international or other treaty, any domestic or foreign constitution or any multinational, federal, provincial, territorial, state, municipal, county or local statute, law, ordinance, code, rule, regulation, Order (including any securities laws or requirements of stock exchanges and any consent decree or administrative Order), or Authorization of a Governmental Body applicable to any specified Person, property, transaction or event, or any such Person’s Business Assets.

“Applicable Percentage” means with respect to any Lender, the percentage of the total Commitments represented by such Lender’s Commitment. If all Advances available under the Loan have been made or if the Commitments have been terminated or expired, the Applicable Percentage shall be the percentage of the total outstanding Loans represented by such Lender’s outstanding Loans.

“Authorization” means any authorization, approval, consent, concession, exemption, license, lease, grant, permit, franchise, right, privilege or no action letter from any Governmental Body having jurisdiction with respect to any specified Person, property, transaction or event, or with respect to any of such Person’s Business Affairs (including any zoning approval, mining permit, development permit and building permit) or from any Person in connection with any easements or contractual rights.

“Authorized Officer” means, with respect to any Person, the chief executive officer, the president, the chief financial officer or the treasurer of such Person, or any other senior officer of such Person having substantially the same authority and responsibility.

“Availability Period” means the period from and including the Closing Date to and including March 31, 2026.

“Bankruptcy Code” means any of the Bankruptcy Reform Act, Title 11 of the United States Code, the Bankruptcy and Insolvency Act (Canada), the Companies Creditors Arrangement Act

(Canada) and the Winding up and Restructuring Act (Canada) and the Norwegian Insolvency Act of June 8, 1984 no. 58 (Nw: konkursloven), each as amended or recodified from time to time, including (unless the context otherwise requires) any rules or regulations promulgated thereunder.

“ Base Rate” for an Interest Period means the greater of (i) Adjusted Term SOFR, and (ii) 3.0%, as calculated three Business Days prior to the commencement of such Interest Period.

“ Blue Moon Norway” as the meaning set forth in the Preamble.

“Blue Moon Project” means the polymetallic volcanogenic massive sulfide (VMS) deposit located in central California approximately 22 miles northeast of Merced and 120 miles east, southeast of San Francisco.

“Blue Moon Security Documents” means the California law governed security to be granted by Keystone in favour of the Collateral Agent over all of Keystone’s present and after acquired property including, without limitation, its interest in the Blue Moon Project, in form and substance satisfactory to the Lenders.

“Board” means the board of directors of the Parent.

“Bonus Shares” has the meaning set forth in the Loan Bonus Letter Agreement.

“BorrowerBorrowers” has the meaning set forth in the Preamble.

“Borrower Group Business” means the development, construction, procurement, engineering, maintenance and operation of, and extraction, processing and sale of minerals from, the Projects.

“Borrower Group Member” means the Parent, the Borrower, KeystoneBorrowers and the Norwegian Guarantors, or any of them.

“Borrower Subsidiary” means any Subsidiary of theeither Borrower that holds or acquires directly or indirectly any interest in the Nussira Project.

“Business Affairs” means the Business Assets, affairs, liabilities, condition (financial or otherwise), and results of operations of a specified Person or Persons.

“Business Assets” means the business, operations, undertaking, property and assets of a specified Person or Persons (including interests held in the Capital Stock of another Person).

“Business Day” means a day (other than a Saturday or a Sunday) on which banks are open for business in Vancouver, British Columbia and New York, New York.

“Canadian Dollars” and the symbol “C$” each mean lawful currency of Canada.

“Capital Lease” means, as to any Person, any lease of property by such Person as lessee to the extent the obligations of such Person thereunder are required to be classified and accounted for as capital lease obligations or finance lease obligations on a balance sheet of such Person in accordance with GAAP, provided that, for the purposes solely of determining whether a lease is a capital lease or an operating lease, the provisions of IFRS as of December 31, 2018 shall be used.

“Capital Stock” means:

“Change of Control” means,

“Change of Control Agreement” has the meaning given to such term in Section 2.10(4).

“Closing Date” means the date hereof.

“Code” means the US Internal Revenue Code of 1986, as amended.

“Collateral” means (i) the assets comprising the Nussir Project and the Blue Moon Project and (ii) the assets comprised by the Security Documents.

“Collateral Agent” Hartree Partners, LP and its successors and permitted assigns.

“Commitment” means, in respect of each Lender, the amount specified with respect to such Lender in Schedule A (which will be amended and distributed to all parties by the Administrative Agent from time to time to reflect any changes thereto), as such amount may be reduced from time to time by such Lender’s Applicable Percentage of the amount of any prepayments or repayments required or made hereunder or by the cancellation of any unused portion of the Loan.

“Commodity Contract” means commodity options, futures, swaps, and other similar agreements and arrangements designed to provide protection to any Borrower Group Member against fluctuations in commodity prices.

“Confidential Information” has the meaning set forth in Section 9.14(1).

“Connection Income Taxes” means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

“Contaminant” means any solid, liquid, gas, odor, heat, sound, vibration, radiation or combination of any of them that is reasonably expected to:

“Contingent Obligation” means, as applied to any Person, any direct or indirect liability, contingent or otherwise, of such Person with respect to any Indebtedness or contractual obligation of another Person, if the purpose or intent of such Person in incurring the Contingent Obligation is to provide assurance to the obligee of such Indebtedness or contractual obligation that such Indebtedness or contractual obligation will be paid or discharged, or that any agreement entered into by such other Person relating to such Indebtedness or contractual obligation will be complied with, or that any holder of such Indebtedness or contractual obligation will be protected against loss in respect thereof. Contingent Obligations of a Person include (a) the direct or indirect guarantee, endorsement (other than for collection or deposit in the ordinary course of business), co making, discounting with recourse or sale with recourse by such Person of an obligation of another Person, and (b) any liability of such Person for an obligation of another Person through any agreement (contingent or otherwise) (i) to purchase, repurchase or otherwise acquire such obligation or any security therefor, or to provide funds for the payment or discharge of such obligation (whether in the form of a loan, advance, stock purchase, capital contribution or otherwise), (ii) to maintain the Solvency, any balance sheet item, level of income or financial condition of another Person, (iii) to make take or pay or similar payments, if required, regardless of non performance by any other party or parties to an agreement, (iv) to purchase, sell or lease (as lessor or lessee) property, or to purchase or sell services, primarily for the purpose of enabling the debtor to make payment of such obligation or to assure the holder of such obligation against loss, or (v) to supply funds to or in any other manner invest in such other Person (including to pay for property or services irrespective of whether such property is received or such services are rendered), if in the case of any agreement or liability described under subclauses (i) through (v) of this sentence the primary purpose or intent thereof is as described in the preceding sentence. The amount of any Contingent Obligation shall be equal to the lesser of (A) the amount payable under such Contingent Obligation (if quantifiable) or (B) the portion of the obligation so guaranteed or otherwise supported.

“Control,” “Controls” and “Controlled” when used with respect to any Person means possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person (whether through ownership of Voting Capital Stock, by contract or otherwise); provided that, in any event and without limitation, any Person or combination of Persons acting jointly or in concert which owns or own, directly or indirectly, more than 50% of the Voting Capital Stock having ordinary voting power for the election of the directors of, or Persons performing similar functions for, such Person will be deemed to Control such Person (irrespective of whether at the time any other Capital Stock of such Person of any other class shall or might have voting power upon the occurrence of any contingency).

“Default” means (a) an Event of Default, or (b) an event or condition that with the giving of notice or the passage of time, or both, would constitute an Event of Default.

“Development” means all activities, operations and work performed for the purpose of or in connection with the development, commissioning, start up and construction of the Projects through to the point of completion of relevant processing facilities as determined in accordance with the principal contracts governing the construction of the Projects, and including (a) acquisitions of mineral rights, surface rights, water rights, Authorizations and other interests necessary for the development, construction, commissioning, start up and operation of the Projects, (b) pre production development for the commencement of mining operations, and (c) activities undertaken to comply with any Applicable Laws arising out of or related to any of the foregoing.

“Disposition” means a disposition of all or substantially all of the Collateral.

“Distribution” shall mean, with respect to any Person, any payment, directly or indirectly, by such Person: (a) of any dividends on any Capital stock, other than dividends or distributions payable in shares or other Capital Stock; (b) on account of, or for the purpose of setting apart any property for a sinking or other analogous fund for, the purchase, redemption, retirement or other acquisition of any Capital Stock of such Person; (c) of any other distribution (other than distributions in shares or other Capital Stock) in respect of any Capital Stock of such Person including a return of capital or repurchase/redemption thereof; (d) payments of interest or principal on any Indebtedness owing to any holder of Capital Stock or any Affiliate thereof, or (e) of any management, consulting or similar fee or compensation or any bonus payment or comparable payment, or by way of gift or other gratuity, to the extent such distributions are made in cash, to any Affiliate of such Person (including to a direct or indirect parent) or to any director, officer or member of the management of an Affiliate of such Person provided that payments by a Borrower Group Member in the course of its business to employees, officers and members of management, expense reimbursement to directors, in each case in the ordinary course of business consistent with past practice shall not constitute Distributions hereunder.

“Dollars” and the symbol “$” each mean lawful money of the United States of America.

“Employee Benefit Plan” has the meaning set forth in Section 4.1(26).

“Environment” means the ambient air, all layers of the atmosphere, surface water, underground water, all land, all living organisms and the interacting natural systems that include components of air, land, water, organic and inorganic matter and living organisms, and includes indoor spaces.

“Environmental Laws” means any Applicable Law which applies to the Business Affairs of any particular Person relating to the Environment, occupational health or safety, industrial hygiene, product liability or any past, present or future activity, event or circumstance in respect of any Hazardous Materials (including the use, handling, transportation, production, disposal, discharge or storage thereof or the terms of any Authorization issued therefore) or the environmental conditions on, under or about any real property of any particular Person (including soil, groundwater and indoor and ambient air conditions).

“ Event of Default” has the meaning set forth in Section 7.1.

“Excluded Taxes” means, with respect to the Administrative Agent, any Lender or any other recipient of any payment (each, a “Recipient”) to be made by or on account of any obligation of a Borrower Group Member hereunder or under any Loan Document, any of the following Taxes imposed on or with respect to or required to be withheld or deducted from, such payment: (a) Taxes imposed on or measured by its net income (however denominated), franchise Taxes, and branch profit Taxes, in each case (i) imposed as a result of such Recipient being organized under the laws of, or having its principal office or (in the case of a Lender) its applicable lending office located in, the jurisdiction imposing such Tax (or any political subdivision thereof) or (ii) that are Other Connection Taxes; (b) anyU.S. federal withholding Taxes imposed under FATCAon amounts payable to or for the account of such Recipient with respect to an applicable interest in a Loan pursuant to a law in effect on the date on which (i) such Recipient acquires such interest in the Loan, or (ii) such Recipient changes its lending office, except in each case to the extent that, pursuant to Section 9.5, amounts with respect to such Taxes were payable either to such Recipient’s assignor immediately before such Recipient became a party hereto or to such Recipient immediately before it changed its lending office; (c) Taxes attributable to such Recipient’s failure to comply with Section 9.5(7) of this Agreement; (d) any Canadian federal withholding Taxes arising as a result of (i) a Recipient not dealing at “arm’s length” (within the meaning of the ITA) with a Borrower Group Member, (ii) a Recipient being a “specified shareholder” (as defined in subsection 18(5) of the ITA) of a Borrower Group Member or not dealing at “arm’s length” with a “specified shareholder” (in each case within the meanings in the ITA) of a Borrower Group Member, or (iii) thea Borrower being a “specified entity” (as defined in subsection 18.4(1) of the ITA) in respect of the Recipient (except, in each of the foregoing cases (i), (ii) and (iii), where any such non-arm’s length or specified non-resident shareholder relationship arose, or a Borrower Group Member is a specified entity, as a result of the Recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan Document), and (e) withholdingany Taxes imposed under FATCA.

“Existing ROFRs” means the rights of first refusal or rights of first offer, to provide financing to the Borrower Group Members in connection with the Nussirany Project by way of stream, royalty, offtake or other similar instrument, that are described in Schedule 4.1(15) attached hereto.

“Existing Royalties” means the royalty agreements that are described in Schedule 4.1(15) attached hereto.

“FATCA” means Sections 1471 through 1474 of the Code, as of the Closing Date (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof and any agreements entered into pursuant to Section 1471(b)(1) of the Code and fiscal or regulatory legislation, or official rules adopted pursuant to any intergovernmental agreement, treaty or convention among Governmental Bodies and implementing such sections of the Code.

“Fiscal Quarter” means each period of three months, ending on each March 31, June 30, September 30 and December 31.

“ Fiscal Year” means each period of 12 months ending on December 31 of each year.

“Force Majeure” means any event or circumstance, whether foreseeable or unforeseeable, suffered by any Borrower Group Member which is not within its reasonable control, and includes, without limitation:

“Foreign Lender” has the meaning set forth in Section 9.5(7)(a)(ii).

“GAAP” means generally accepted accounting principles determined in accordance with Section 1.2.

“Good Industry Practice” means, in relation to any decision or undertaking, the exercise of that degree of diligence, skill, care, prudence, oversight, economy and stewardship which is commonly observed or would reasonably be expected to be observed by skilled and experienced professionals in the mining industry engaged in the same type of undertaking under the same or similar circumstances.

“Governmental Body” means the government of Canada, the United States of America, Norway or any other nation, or of any political subdivision thereof, whether state, provincial, territorial or local, and any agency, authority, instrumentality, regulatory body (including stock exchanges), court, central bank or other entity exercising executive, legislative, judicial, taxing, regulatory or administrative powers or functions of or pertaining to government (including any supra national bodies such as the European Union or the European Central Bank).

“Hartree” means Hartree Partners, LP and its successors and permitted assigns.

“Hazardous Materials” means any pollutant or Contaminant, including any hazardous, dangerous, registrable or toxic chemical, material or other substance within the meaning of any Environmental Law.

“IFRS” means the International Financial Reporting Standards adopted by the International Accounting Standards Board from time to time.

“Indebtedness” of any Person means, without duplication:

For purposes of determining the amount of Indebtedness in a circumstance when the creditor has recourse only to specified assets, the amount shall be the lesser of (i) the amount of such obligation or (ii) the fair market value of such assets.

“Indemnified Liabilities” has the meaning set forth in Section 9.5(3).

“Indemnified Person” has the meaning set forth in Section 9.5(2).

“Indemnified Taxes” means (a) Taxes, other than Excluded Taxes, imposed on or with respect to any payment made by or on account of any Obligation of the Borrower Group Members under any Loan Document and (b) to the extent not otherwise described in (a), Other Taxes.

“Interest Period” means the (i) the period from and including the date of the initial Advance hereunder, to but excluding the next following Payment Date, (ii) from and including a Payment Date, to but excluding the next Payment Date, and (iii) from an including the final Payment Date prior to repayment, to but excluding the date the Loan and all other Obligations are repaid in full.

“Interest Rate” means the Base Rate plus 8.0% per annum.

“Interest Rate Contract” means interest rate swap agreements, interest rate cap agreements, interest rate collar agreements, interest rate insurance, and other agreements or arrangements designed to provide protection against fluctuations in interest rates.

“Investment” has the meaning set forth in Section 5.3(8).

“IRS” means the United States Internal Revenue Service.

“Judgment Conversion Date” has the meaning set forth in Section 9.13(1).

“Judgment Currency” has the meaning set forth in Section 9.13(1).

“Lead Arranger” means Hartree Partners, LP, in its capacity as lead arranger for the Lenders hereunder. 

“Lenders” has the meaning given to such term in the preamble.

“Lien” means any mortgage, deed of trust, pledge, hypothecation, assignment, deposit arrangement, encumbrance, lien (statutory or other), security interest, right of set off (to the extent constituting a security interest), priority or other security agreement or preferential arrangement of any kind or nature whatsoever, including any conditional sale or other title retention agreement or the interest of a lessor under a Capital Lease or an Other Lease.

“Loan” or “Loans” means the Advances to be made hereunder.

“Loan Bonus Letter Agreement” means that certain loan bonus letter agreement dated as of the date hereof between the Parent, the BorrowerNussir and the Lead Arranger.

“Loan Documents” means, collectively, this Agreement, the Loan Bonus Letter Agreement, the Security Documents, the North American Collateral Agency Agreement, the Norwegian Intercreditor Agreement and each other agreement, document, instrument or certificate delivered to the Administrative Agent or the Collateral Agent, as applicable, for the benefit of the Secured Parties as a loan document pursuant to or otherwise in connection with any of this Agreement.

“Material Adverse Change” means any change, effect, event, occurrence or change in condition or state of facts, that in any such case, has, or could reasonably be expected to have, a Material Adverse Effect.

“Material Adverse Effect” means any event, change, condition, occurrence or development that, individually or in the aggregate, has had or would reasonably be expected to have a material adverse effect on: (a) the business, operations, results of operations, financial condition, assets, liabilities, permits or authorizations of the Projects; or (b) the ability of the BorrowerBorrowers to obtain authorizations which impact the ability of the BorrowerBorrowers to construct or operate the Projects in a manner consistent with that certain 2023 SRK Definitive Feasibility Study; provided, however, that none of the following shall constitute a Material Adverse Effect: (i) changes generally affecting the industry in which the Borrower operatesBorrowers operate; (ii) changes in general economic, financial or political conditions, including the effect of geopolitical events or natural disasters; or (iii) changes in law or accounting principles, except to the extent that such changes disproportionately affect the BorrowerBorrowers relative to other similarly situated companies in the same industry.

“Material Permits” means, collectively, each license, permit or approval issued by any Governmental Body, or any applicable stock exchange or securities commission, to any Borrower Group Member as outlined on Schedule 4.1(14), for which is material to the Business Affairs of the Borrower Group Members.

“Material Project Agreements” means:

“Maturity Date” means June 30, 2027.

“Mining Properties” means the mineral rights and mineral leases listed in Schedule 4.1(15) attached hereto, including the unpatented mining claims and all accessions and successions thereto, whether created privately or through government action, and all other property, buildings, structures, facilities and fixtures now or at any time hereafter used, affixed to or situate thereon, including any means of access thereto and any of the foregoing to which any Borrower Group Member or any of their respective Affiliates, acquires an interest in or to, after the date hereof.

“Monthly Operating Report” means a written report in respect of the Nussireach Project prepared by or on behalf of the BorrowerBorrowers in relation to the immediately preceding month, which report shall include certain material information pertaining to the development or operations of the Nussirsuch Project, with sufficient detail and information as reasonably required by the Required Lenders.

“Net Proceeds” means:

“North American Collateral Agency Agreement” means that certain North American collateral agency agreement to be entered into among, inter alios, the Borrower Group Members, the Collateral Agent, the Administrative Agent and the Lenders in respect of the North American Security Documents and the Blue Moon Security Documents.

“North American Security Documents” means the security to be granted in favour of the Collateral Agent from time to time including, without limitation:

“Norwegian Guarantors” has the meaning given to such term in the preamble.

“Norwegian Intercreditor Agreement” means that certain security agent agreement (governed by Norwegian law) to be entered into among, inter alios, the Collateral Agent, the Lenders and the Offtaker in respect of the Nussir Security Documents.

“Nussir Project” means the Borrower’sNussir’s advanced stage sediment hosted development copper-gold-silver project located in northern Norway.

“Nussir Security Documents” means the Norwegian law security to be granted in favour of the Collateral Agent from time to time including in connection with this Agreement, without limitation:

“Oaktree” means Opps XII BL MN Holdings LP and its successors and permitted assigns.

“Obligation Currency” has the meaning set forth in Section 9.13(1).

“Obligations” means all of the obligations of the BorrowerBorrowers under the Loan Documents, whether direct or indirect, absolute or contingent, due or to become due, now existing or hereafter arising, including all interest that accrues after the commencement of any case or proceeding by or against the BorrowerBorrowers under the Bankruptcy Code, whether or not allowed in such case or proceeding.

“Offtake Agreement” the sale purchase agreement dated as of March 7, 2025, and entered into between the Offtaker, as buyer, and the BorrowerNussir, as seller, relating to the sale and purchase of copper concentrates from the Nussir Project mine, as may be amended, restated, supplemented or otherwise modified from time to time.

“Offtaker” means Hartree Metals SARL and its successors and permitted assigns.

“Order” means any order, directive, decree, judgment, ruling, award, injunction, direction or request of any Governmental Body, arbitrator or other decision-making authority of competent jurisdiction.

“Organizational Documents” means:

“Other Connection Taxes” means, with respect to any Recipient, Taxes imposed as a result of a present or former connection between such Recipient and the jurisdiction imposing such Tax (other than connections arising solely from such Recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Loan Document, or sold or assigned an interest in any Loan or Loan Document).

“Other Lease” means any lease that is not a Capital Lease, including synthetic leases, tax retention operating leases, or any lease having substantially the same economic effect as a conditional sale, title retention agreement or similar arrangement.

“Other Taxes” means all present or future stamp, court or documentary, intangible, recording, filing or similar Taxes that arise from any payment made under, from the execution, delivery, performance, enforcement or registration of, from the receipt or perfection of a security interest under, or otherwise with respect to, any Loan Document, except any such Taxes that are Other Connection Taxes imposed with respect to an assignment.

“Parent” has the meaning set forth in the Preamble.

“Payment Date” means March 31, June 30, September 30 and December 31 in each year.

“Permitted Liens” means:

“Person” means an individual, corporation, estate, partnership, limited liability company, joint venture, trust, other legal entity, unincorporated organization or Governmental Body or any other entity of whatever nature or authority.

“PIK” in respect of any amount of interest or fees payable hereunder, means such amount being satisfied by being added to the principal amount of the Loan outstanding.

“PIK Payment Amount” means, in respect of a Payment Date, the amount of interest requested to be paid by way of PIK on such Payment Date, as specified in the applicable PIK Payment Request, or if an amount other than such amount is agreed between the Borrower Group Members and the Lenders, then such agreed upon amount.

“PIK Payment Request” means a written request in the form of Schedule C attached hereto.

“Principal Amount” at any time means the principal amount of the Loans outstanding at such time and all other amounts that have been added to the principal balance in accordance with this Agreement from time to time.

“Project Finance Facility” means a senior secured term loan and redeemable precious metals stream to be made available to the BorrowerNussir by Hartree Partners, LP and Oaktree Capital Management to fund construction of the Nussir Project.

“Projects” means the Nussir Project and the Blue Moon Project.

“Purchase Money Lien” means a Lien created or incurred by a Person securing Indebtedness incurred to finance the acquisition of property (including the costs of installation thereof), provided that:

“Records” means all of Parent’s and the Borrower'sBorrowers’ present and future records and books of account of every kind or nature, purchase and sale agreements, invoices, ledger cards, bills of lading and other shipping evidence, statements, correspondence, memoranda, credit files, electronically stored data and other data, together with the tapes, disks, diskettes, drives and other data and software storage media and devices, file cabinets or containers in or on which the foregoing are stored (including any rights of the BorrowerBorrowers with respect to the foregoing maintained with or by any other Person).

“Register” has the meaning set forth in Section 9.8(4).

“Repparfjord” as the meaning set forth in the Preamble.

“Required Lenders” means (i) Hartree and Oaktree (including any of their Affiliates) provided that such Lender has not sold part or all of the loan originated, or (ii) if Hartree or Oaktree, or both, sell or assign any of their interest, then one or more Lenders holding greater than 66.67% of the Commitments or, if all Advances under the Loan have been made or the Commitments have otherwise been terminated or expired, of the Principal Amount of the Loans plus either Hartree or Oaktree to the extent still a Required Lender under provision (i) above.

“Sanctioned Entity” means any person, being an individual, corporation, company, vessel, association, government or other entity that is identified on (or owned, operated or controlled by any person identified on) any applicable restricted parties list maintained by a Sanctions Authority (including, but not limited to, the Specially Designated Nationals and Blocked Persons Lists of the United States of America; the consolidated list of persons, groups and entities subject to financial sanctions maintained by the European Commission; the Consolidated List of Financial Sanctions Targets in the United Kingdom maintained by His Majesty’s Treasury of the United Kingdom; and any Governmental Body of Canada including but not limited to Global Affairs Canada and Public Safety Canada).

“Sanctions” means any sanctions, laws, regulations, statutes, prohibitions, official embargo measures and restrictive measures that relate to the enforcement of economic, trade or financial sanctions or export controls which are administered, maintained, amended, enforced or imposed by any Sanctions Authority from time to time (including lists of Sanctioned Entities and other country-specific financial and trade sanctions).

“Sanctions Authority” means any of the United Nations, the United Nations Security Council, the European Union (or any present or future member state thereof), the United States of America (including the United States Department of Treasury’s Office of Foreign Assets Control, the United States of America Department of State or Commerce or any other Governmental Body of the United States of America), His Majesty’s Treasury in the United Kingdom and any Governmental Body of Canada, or any other relevant sanction authority or Governmental Body (including any replacement or other regulatory body enforcing economic, financial and trade sanctions legislation in such countries or by any state, supranational or international government organization).

“Secured Parties” means the Administrative Agent and the Lenders.

“Security” means the Liens in favour of the Collateral Agent securing the Obligations as created by the Security Documents.

“Security Documents” means collectively the North American Security Documents, the Blue Moon Security Documents and the Nussir Security Documents.

“SOFR” means a rate equal to the secured overnight financing rate as administered by the Federal Reserve Bank of New York (or a successor administrator of the secured overnight financing rate).

“Solvency” shall have a correlative meaning.

“Solvent” means, when used with respect to a Person, that, on a consolidated basis:

“Structuring Premium” has the meaning set forth in Section 2.3

“Subsidiary” of any Person means any Person: (a) which is Controlled by such first Person; or (b) a majority of whose Voting Capital Stock, on a fully diluted basis, is owned beneficially or Controlled by such first Person. For greater certainty, a Person shall be deemed to be a Subsidiary of another Person if it is a Subsidiary of a Person that is that other’s Subsidiary.

“Taxes” means all taxes of any kind or nature whatsoever including corporation taxes, capital taxes, realty taxes (including utility charges which are collectible like realty taxes), business taxes, property transfer taxes, income taxes, sales taxes, custom duties, payroll taxes, levies, stamp taxes, royalties, duties, and all fees, deductions, compulsory loans and withholdings imposed, levied, collected, withheld or assessed as of the date hereof or at any time in the future, by any Governmental Body of any jurisdiction whatsoever having power to tax, together with penalties, fines, additions to tax and interest thereon.

“Term SOFR” means, for any Interest Period, the Term SOFR Reference Rate for a tenor of three months as of the day (such day, the “Term SOFR Determination Day”) that is two (2) U.S. Government Securities Business Days prior to the first day of such applicable Interest Period, as such rate is published by the Term SOFR Administrator; provided, however, that if as of 5:00 p.m. (New York City time) on any Term SOFR Determination Day the Term SOFR Reference Rate for the applicable tenor has not been published by the Term SOFR Administrator, then Term SOFR will be the Term SOFR Reference Rate for such tenor as published by the Term SOFR Administrator on the first preceding U.S. Government Securities Business Day for which such Term SOFR Reference Rate for such tenor was published by the Term SOFR Administrator.

“Term SOFR Administrator” means CME Group Benchmark Administration Limited (CBA) (or a successor administrator of the Term SOFR Reference Rate selected by Administrative Agent in its reasonable discretion).

“Term SOFR Reference Rate” means the per annum forward-looking term rate based on SOFR.

“Threshold Amount” means $1,000,000.

“Total Commitment” means $25,000,000.

“TSXV” means the TSX Venture Exchange.

“U.S. Government Securities Business Day” means any day except for (i) a Saturday, (ii) a Sunday or (iii) a day on which the Securities Industry and Financial Markets Association recommends that the fixed income departments of its members be closed for the entire day for purposes of trading in United States government securities.

“U.S. Person” has the meaning set forth in Section 9.5(7)(a).

“United States,” “U.S.” and “U.S.A.” each means the United States of America.

“Use of Proceeds Certificate” has the meaning set forth in Section 3.3(3)(b).

“Voting Capital Stock” means Capital Stock of a Person which carries voting rights or the right to Control such Person under any circumstances, provided that Capital Stock which carries the right to vote or Control conditionally upon the happening of an event shall not be considered Voting Capital Stock until the occurrence of such event and then only during the continuance of such right to vote or Control.

Section 1.2            Accounting Principles.

Wherever in this Agreement reference is made to generally accepted accounting principles (“GAAP”), such reference means generally accepted accounting principles in Canada consistent with IFRS. Where the character or amount of any asset or liability or item of revenue or expense is required to be determined, or any consolidation or other accounting computation is required to be made, for the purposes of this Agreement and any other Loan Document, including the contents of any certificate to be delivered hereunder, such determination, consolidation or computation shall, unless the parties otherwise agree or the context otherwise require, be made in accordance with GAAP applied on a consistent basis.

Section 1.3            Interpretation.

In the Loan Documents, except to the extent the context otherwise requires:

ARTICLE 2 

THE LOANS

Section 2.1            The Loan.

Subject to the terms and conditions of this Agreement, including without limitation the conditions precedent set forth in Article 3, the Lenders agree to make two advances of the Loan (each, an “ Advance”) during the Availability Period to the BorrowerBorrowers in the aggregate amount of the Total Commitment.

Section 2.2            Advances.

Each Advance shall be in a minimum amount of $12,500,000. No Advance shall be made within 30 days of the most recent Advance.

Section 2.3            Structuring Premium.

In consideration for the Lenders’ structuring of the Loan, the Borrowers agree to pay to the Lenders a structuring premium (“Structuring Premium”) in an amount equal to 2.0% of the amount of the Total Commitment. The Structuring Premium shall be earned on the date of the initial Advance and shall be paid to the Lenders in cash on the date of such initial Advance made hereunder.

Section 2.4            Purposes of the Loan.

Each Advance of the Loan shall be used by the BorrowerBorrowers and the other Borrower Group Members substantially as set forth in each Use of Proceeds Certificate which for greater certainty will be used for the purpose of bridging the Borrower’sBorrowers’ working capital needs pending documentation of the Project Finance Facility. For greater certainty, the proceeds of the Loan may be used in respect of either Project.

Section 2.5            Interest.

The outstanding Principal Amount shall bear interest at the Interest Rate both before and after maturity, demand, default, and judgment and until actual payment in full. Interest shall be payable in arrears on each Payment Date. All accrued and unpaid interest shall be paid to the Lenders on the Maturity Date. All interest shall accrue from day to day based on a year of 360 days and for the actual number of days elapsed for the period and shall be calculated on the Principal Amount.

Section 2.6            Payment of Interest.

Section 2.7            Default Interest.

Notwithstanding Section 2.5 and Section 2.6, the BorrowerBorrowers shall pay to the Lenders interest on overdue amounts both before and after demand, default and judgment, and on the Principal Amount upon the occurrence and during the continuance of an Event of Default, at a rate equal to the Base Rate plus 12.0%, until such Event of Default is cured.

Section 2.8            Interest Act.

For purposes of the Interest Act (Canada), where a rate of interest is to be calculated on the basis of a year of 360 days, the yearly rate of interest to which the 360 day rate is equivalent is such rate multiplied by the number of days in the year for which such calculation is made and divided by 360.

Section 2.9            Maximum Interest Rate.

In the event that any provision of any Loan Document would oblige the BorrowerBorrowers to make any payment of interest or any other payment which is construed by a court of competent jurisdiction to be interest in an amount or calculated at a rate which would be prohibited by Applicable Law or would result in a receipt by the Lenders of interest at a criminal rate (as such terms are construed under the Criminal Code (Canada) or other Applicable Law), then notwithstanding such provision, such amount or rate shall be deemed to have been adjusted nunc pro tunc to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by Applicable Law or so result in a receipt by the Lenders of interest at a criminal rate, such adjustment to be effected, to the extent necessary as follows:

If, notwithstanding the provisions of clause (a) of this Section and after giving effect to all adjustments contemplated thereby, the Lenders shall have received an amount in excess of the maximum permitted by such clause, then such excess shall be applied by the Lenders to the reduction of the principal balance outstanding and not to the payment of interest, or if such excessive interest exceeds such principal balance, such excess shall be refunded to the BorrowerBorrowers.

Section 2.10          Repayments of the Loan.

Section 2.11          Payments.

Section 2.12          Obligations with Respect to the Loan.

The BorrowerBorrowers shall indemnify and hold the Secured Parties harmless from and against any claim made by any materialmen, contractors, subcontractors, workers or other Persons for work, services or materials done on or furnished to or placed on the Projects, or employed in the construction, improvement, operation or equipping of the Projects, or for any debts or claims accruing to any such Persons of or against thesuch Borrower or any other Person, in each case excluding any debt or claims arising out of Secured Parties’ gross negligence or willful misconduct.

Section 2.13 Amendment to Loan Agreement.

Following the Closing Date and, in any event, prior to the funding of the initial Advance hereunder , the parties hereto agree to amend this Agreement to incorporate a co-borrower structure whereby the Borrower and Keystone will be co-borrowers hereunder. As part of such amendment to this Agreement and without limiting the foregoing, the parties hereto agree that the tax provisions included herein shall be negotiated between the Lenders and the Borrower Group Members to accommodate a US co-borrower structure.

ARTICLE 3 

CONDITIONS PRECEDENT; CLOSING DELIVERABLES

Section 3.1            Conditions Precedent to the Closing Date.

The effectiveness of this Agreement and the occurrence of the Closing Date shall be subject to the satisfaction by the Borrower Group Members of each of the following conditions precedent, in form and substance satisfactory to the Lenders:

Section 3.2            Conditions Precedent to the First Advance.

The obligation of the Lenders to make the first Advance of the Loan to the BorrowerBorrowers hereunder shall be subject to the satisfaction by the Borrower Group Members of each of the following conditions precedent, in form and substance satisfactory to the Lenders:

Section 3.3            Conditions Precedent to all Advances.

The availability of each Advance of the Loan (including the first Advance) shall be subject to the satisfaction by the Borrower Group Members of each of the following conditions precedent, in form and substance satisfactory to the Lenders:

ARTICLE 4 

REPRESENTATIONS AND WARRANTIES

Section 4.1            Representations and Warranties of the Borrower Group Members.

TheEach Borrower Group Member hereby make the representations and warranties to the Administrative Agent and the Lenders that are set forth in this Section 4.1. No specific representation or warranty shall limit the generality or applicability of a more general representation or warranty.

The execution and delivery by each Borrower Group Member of, the performance of its obligations under, and the consummation of the transactions contemplated in the Loan Documents to which it is a party have been duly authorized by all necessary corporate action of such Borrower Group Member and do not and will not:

None of the Borrower Group Members has any other Subsidiaries or any other equity interest in any Person. No Borrower Group Member is engaged in any joint purchasing arrangement, joint venture, partnership or other joint enterprise with any other Person. The Borrower'sBorrowers’ Subsidiaries are not subject to any contractual restrictions on paying dividends or making distributions to the BorrowerBorrowers, other than those restrictions provided for in the Loan Documents.

Section 4.2            Survival of Representations and Warranties.

The representations and warranties made in this Agreement shall survive the execution and delivery of this Agreement and shall continue until payment in full of the Obligations notwithstanding any investigation made at any time by or on behalf of the Administrative Agent and the Lenders.

Section 4.3            Repetition of Representations and Warranties.

The representations and warranties made in this Agreement shall be deemed to be repeated upon the date of each Advance made hereunder.

ARTICLE 5 

COVENANTS

Section 5.1           Reporting Covenants.

From and after the date of the first Advance, so long as any of the Obligations shall remain unpaid, theeach Borrower agrees that:

Section 5.2            Affirmative Covenants.

From and after the date of the first Advance, so long as any of the Obligations shall remain unpaid or unsatisfied, each Borrower Group Member shall duly perform and comply with each of the following affirmative covenants:

provided that: (i) up to once per Fiscal Year (or unlimited if an Event of Default has occurred and is continuing), the BorrowerBorrowers will pay for the Administrative Agent’s reasonable costs and expenses to visit, inspect or audit the Projects; and (ii) if no Event of Default has occurred and is continuing, all other inspections shall be at Lenders’ sole cost and expense.

Section 5.3           Negative Covenants.

From and after the date of the first Advance, so long as any of the Obligations shall remain unpaid or unsatisfied, the Borrower Group Members shall duly perform and comply with each of the following negative covenants:

(collectively, "Permitted Indebtedness")

ARTICLE 6 

SECURITY

Section 6.1           Security.

As security for the due and punctual payment of all of the Obligations, the Borrower Group Members shall grant a continuing security interest and a first-ranking Lien in favour of the Collateral Agent (for the benefit of the Secured Parties) over all of the Collateral (subject only to Permitted Liens), and in furtherance thereof shall deliver or cause to be delivered to the Collateral Agent, for the benefit of the Secured Parties, in form and substance satisfactory to the Lenders, acting reasonably.

Section 6.2           Additional Security Upon Event of Default.

Upon the occurrence of an Event of Default the BorrowerBorrowers shall, upon request by the Administrative Agent, deliver to the Collateral Agent such additional security documents as may be necessary or desirable, in the Lenders’ sole and absolute opinion, to provide the Collateral Agent with first ranking priority over all bank accounts and all amounts on deposit therein, including without limitation deposit account control agreements and blocked account agreements (or their equivalent) and view access to such accounts.

Section 6.3           Further Assurances.

The Borrower Group Members and the Borrower'sBorrowers’ Subsidiaries shall take or cause to be taken such action and execute and deliver or cause to be executed and delivered to the Collateral Agent or the Secured Parties, as applicable, such agreements, documents and instruments as the Lenders shall reasonably request, and register, file or record the same (or a notice or financing statement in respect thereof) in all offices where such registration, filing or recording is, in the reasonable opinion of the Lenders, necessary or advisable to constitute, perfect and maintain the Security as first-ranking Liens of the Person granting such Liens, subject only to the Permitted Liens, in all jurisdictions reasonably required by the Lenders within a reasonable time after the request therefor by the Collateral Agent, and in each case, in form and substance satisfactory to Lenders, acting reasonably.

The Lenders may at their option elect to appoint a third party or replacement collateral agent for all or any of the Security and Collateral, at the Borrower'sBorrowers’ expense, and the Borrower Group Members shall cooperate in entering into or amending or supplementing such documents, and taking such actions, as may be necessary or desirable to give effect to such appointment.

Section 6.4           Security Effective.

The Security shall be effective and the undertakings in this Agreement and the other Loan Documents with respect thereto shall be continuing, whether the monies hereby or thereby secured or any part thereof shall be advanced before or after or at the same time as the creation of any such Security or before or after or upon the date of execution of this Agreement. The Security shall not be affected by any payments under this Agreement or any of the other Loan Documents but shall constitute continuing security to and in favour of the Collateral Agent, for the benefit of the Secured Parties, for the Obligations from time to time.

Section 6.5           No Merger.

The Security shall not merge in any other security. No judgment obtained by or on behalf of the Secured Parties shall in any way affect any of the provisions of this Agreement, the other Loan Documents or the Security. For greater certainty, no judgment obtained by or on behalf of the Secured Parties shall in any way affect the obligation of the BorrowerBorrowers to pay interest or other amounts at the rates, times and in the manner provided in this Agreement.

ARTICLE 7 

EVENTS OF DEFAULT

Section 7.1           Events of Default.

The occurrence of any of the following events shall constitute an “Event of Default”:

and in each case there shall be any period of 45 consecutive days during which such judgment continues unsatisfied or during which a stay of enforcement of such judgment or order, by reason of a pending appeal or otherwise, shall not be in effect.

Section 7.2           Effect of Event of Default.

Section 7.3           Set-Off.

Upon the occurrence and during the continuance of an Event of Default, the Lenders may, without notice to the BorrowerBorrowers or to any other Person, combine, consolidate and merge all or any of the Borrower Group Members’ accounts with, and liabilities to, the Lenders and set off, any indebtedness and liability of the Lenders to any Borrower Group Member, matured or unmatured, against and on account of the Obligations when due.

Section 7.4           Application of Proceeds.

ARTICLE 8 

ADMINISTRATIVE AGENT

Section 8.1           Appointment and Authority.

Each Lender hereby appoints Hartree Partners, LP as Administrative Agent to act on its behalf as Administrative Agent under this Agreement and under the other Loan Documents and authorizes the Administrative Agent in such capacity to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article 8 are solely for the benefit of the Lenders and no Borrower Group Member shall have rights as a third party beneficiary of any of such provisions.

Section 8.2           Exculpatory Provisions.

Section 8.3           Indemnification of the Administrative Agent.

Each Lender agrees to indemnify the Administrative Agent and hold it harmless (to the extent not reimbursed by the BorrowerBorrowers), rateably according to its Applicable Percentage (and not jointly or jointly and severally) from and against any and all losses, claims, damages, liabilities and related expenses, including the fees, charges and disbursements of any counsel, which may be incurred by or asserted against the Administrative Agent in its capacity as such in any way relating to or arising out of the Loan Documents or the transactions therein contemplated. However, no Lender shall be liable for any portion of such losses, claims, damages, liabilities and related expenses resulting from the Administrative Agent’s gross negligence or willful misconduct. 

Section 8.4           Non-Reliance on Administrative Agent.

Each Lender acknowledges that it has, independently and without reliance upon the Administrative Agent or any of its Affiliates and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement. Each Lender also acknowledges that it will, independently and without reliance upon the Administrative Agent or any of its Affiliates and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon this Agreement, any other Loan Document or any related agreement or any document furnished hereunder or thereunder.

Section 8.5           Collective Action of the Lenders.

Each of the Lenders hereby acknowledges that to the extent permitted by Applicable Law, any collateral security and the remedies provided under the Loan Documents to the Administrative Agent are for the benefit of the Lenders collectively and acting together and not severally and further acknowledges that its rights hereunder and under any collateral security are to be exercised not severally, but by the Administrative Agent upon the decision of the Required Lenders (or such number or percentage of the Lenders as shall be expressly provided for in Section 9.1 of this Agreement). Accordingly, notwithstanding any of the provisions contained herein or in any collateral security, each of the Lenders hereby covenants and agrees that it shall not be entitled to take any action thereunder including, without limitation, any declaration of default, but that any such action shall be taken only by the Administrative Agent on the instruction of the Required Lenders (or such number or percentage of the Lenders as shall be expressly provided for in Section 9.1 of this Agreement). Each of the Lenders hereby further covenants and agrees that upon any such written agreement being given, it shall co operate fully with the Administrative Agent to the extent requested by the Administrative Agent.

Section 8.6           Replacement of Administrative Agent.

In the event that the Administrative Agent together with its Affiliates cease to hold at least 50% of the Principal Amount of the Loans, the Required Lenders may (and, if requested by the outgoing Administrative Agent, shall within thirty (30) days of such request) appoint a new administrative agent to be the Administrative Agent for the Lenders, on prior written notice to and in consultation with the BorrowerBorrowers, and this Agreement shall be amended or supplemented to provide for such appointment.

Section 8.7           Payments.

While no Event of Default is continuing, the BorrowerBorrowers shall make all payments required to be made under this Agreement directly to the Lenders pursuant to any payment instructions provided by the Lenders to the BorrowerBorrowers. Following an Event of Default that is continuing, provided the Administrative Agent has declared all Obligations immediately due and payable, all payments shall be made to the Administrative Agent for distribution to the Lenders according to the Applicable Percentage. If any Lender, by exercising any right of setoff or counterclaim or otherwise (including without limitation pursuant to Section 7.3 of this Agreement), obtains any payment or other reduction that might result in such Lender receiving payment or other reduction of a proportion of the aggregate amount of its Loan and accrued interest thereon or other Obligations greater than its Applicable Percentage thereof, then the Lender receiving such payment or other reduction shall (a) notify the Administrative Agent of such fact, and (b) purchase (for cash at face value) participations in the Loans and such other Obligations of the other Lenders, or make such other adjustments as shall be equitable, so that the benefit of all such payments shall be shared by the Lenders rateably in accordance with the Applicable Percentage owing them, provided that the provisions of this Section shall not be construed to apply to (x) any payment made in respect of an obligation that is secured by a Permitted Lien or that is otherwise entitled to priority over the Borrower’sBorrowers’ obligations under or in connection with the Loan Documents, or (y) any payment to which such Lender is entitled as a result of any form of credit protection obtained by such Lender.

Section 8.8           Administrative Agent Resignation.

The Administrative Agent (a) may at any time resign upon thirty (30) days’ notice to the Lenders and the BorrowerBorrowers or (b) if so directed by the Lenders shall resign, upon thirty (30) days’ prior written notice (or such shorter period as agreed to by the Lenders and BorrowerBorrowers) by the Lenders to the BorrowerBorrowers. If the Administrative Agent resigns under this Agreement and the other Loan Documents, then the Lenders shall appoint a successor agent for the Lenders which successor agent shall (unless an Event of Default shall have occurred and be continuing) be subject to the approval by the BorrowerBorrowers (which approval shall not be unreasonably withheld, conditioned or delayed) and following such approval the BorrowerBorrowers shall use commercially reasonable efforts to cause such successor agent to accept such appointment (including by paying customary agency fees to such successor agent), whereupon such successor agent shall succeed to the rights, powers and of the resigning Administrative Agent, and the reference to the resigning Administrative Agent means such successor agent effective upon such appointment and approval, and the former Administrative Agent’s rights, powers and duties as Administrative Agent hereunder and under other Loan Documents shall be terminated, without any other or further act or deed on the part of such former Administrative Agent or any of the parties to this Agreement or any holders of the Loans or Loan Documents. If no successor shall have been so appointed by the Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent gives notice of its resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent. If no successor agent has accepted appointment as Administrative Agent by the date that is thirty (30) days following a retiring Administrative Agent’s notice of resignation, the retiring Administrative Agent’s resignation will nevertheless thereupon become effective, and the Lenders will thereafter perform all the duties of such Administrative Agent hereunder and/or under any other Loan Document until such time, if any, as the Lenders appoint a successor Administrative Agent. After any retiring or removed Administrative Agent’s resignation as Administrative Agent hereunder and under the other Loan Documents, the provisions of this ARTICLE 8 and Section 8.8 shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Administrative Agent under this Agreement and the other Loan Documents.

ARTICLE 9 

MISCELLANEOUS

Section 9.1           Amendments and Waivers.

in each case without the prior written consent of each Lender. Such amendment, waiver or consent shall be effective only in the specific instance and for the specific purpose for which it is given. The Administrative Agent shall provide the other Lenders with copies of all amendments, waivers and consents provided by the Administrative Agent with respect to any provisions of this Agreement or any other Loan Document promptly upon the execution thereof.

Section 9.2           Norwegian Financial Assistance Limitation.

Section 9.3           Notices.

Section 9.4           No Waiver; Cumulative Remedies.

No failure on the part of any Secured Party or the Collateral Agent to exercise, and no delay in exercising, any right, remedy, power or privilege under any Loan Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, remedy, power or privilege preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights and remedies under the Loan Documents are cumulative and not exclusive of any rights, remedies, powers and privileges that may otherwise be available to the Secured Parties.

Section 9.5           Costs and Expenses; Indemnity.

The BorrowerBorrowers hereby authorizesauthorize the Administrative Agent to deduct the amount of such costs and expenses from the proceeds of the initial Advance.

provided that Borrower Group Members shall not be liable to any Indemnified Person for any portion of such Indemnified Liabilities to the extent they are found by a final decision of a court of competent jurisdiction to have resulted from such Indemnified Person’s gross negligence or willful misconduct or a material breach by the Secured Parties or the Collateral Agent of their obligations under a Loan Document. If and to the extent that the foregoing indemnification is for any reason held unenforceable, each Borrower Group Member agrees to make the maximum contribution to the payment and satisfaction of each of the Indemnified Liabilities which is permissible under Applicable Law. For the avoidance of doubt, this Section 9.5(3) shall not apply with respect to Taxes other than any Taxes that represent losses, claims, damages, etc. arising from any non-Tax claim.

with the result of an increase in the cost to, or a reduction in the amount of principal, interest or other amount received or receivable by, or the effective return of, any Lender under this Agreement in respect of making, maintaining or funding such Loan, such Lender shall determine that amount of money which shall compensate such Lender for such increase in cost or reduction in income (in this Agreement referred to as “Additional Compensation”).

“FATCA” shall include any amendments made to FATCA after the date of this Agreement.

The Lenders agree that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify the applicable Borrower Group Member and the Administrative Agent in writing of its legal inability to do so.

Section 9.6           Survival.

All covenants, agreements, representations and warranties made in any Loan Documents shall, except to the extent otherwise provided therein, survive the execution and delivery of this Agreement, the making of the Loans, and shall continue in full force and effect so long as any portion of the Principal Amount remains outstanding or any other Obligations remain unpaid or any obligation to perform any other act hereunder or under any other Loan Document remains unsatisfied. Without limiting the generality of the foregoing, the obligations of the BorrowerBorrowers under Section 9.5, and all similar obligations under the other Loan Documents (including all obligations to pay costs and expenses and all indemnity obligations), shall survive the repayment of the Principal Amount.

Section 9.7           Benefits of Agreement.

This Agreement is entered into for the sole protection and benefit of the parties hereto and their permitted successors and assigns, and no other Person (other than the Indemnified Persons referred to in Section 9.5(2)) shall be a direct or indirect beneficiary of, or shall have any direct or indirect cause of action or claim in connection with, this Agreement.

Section 9.8           Binding Effect; Assignment; Transfer.

Section 9.9           Governing Law.

This Agreement and all disputes and controversies arising hereunder shall be construed in accordance with and governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein without regard to conflicts of laws principles.

Section 9.10        Submission to Jurisdiction.

Section 9.11        Entire Agreement.

The Loan Documents reflect the entire agreement between the Borrower Group Members, the Administrative Agent and the Lenders with respect to the matters set forth herein and therein and supersede any prior agreements, commitments, drafts, communication, discussions and understandings, oral or written, with respect thereto.

Section 9.12        Severability.

Whenever possible, each provision of the Loan Documents shall be interpreted in such manner as to be effective and valid under all Applicable Laws and regulations. If, however, any provision of any of the Loan Documents shall be prohibited by or invalid under any Applicable Law in any jurisdiction, it shall, as to such jurisdiction, be deemed modified to conform to the minimum requirements of such Applicable Law, or, if for any reason it is not deemed so modified, it shall be ineffective and invalid only to the extent of such prohibition or invalidity without affecting the remaining provisions of such Loan Document, or the validity or effectiveness of such provision in any other jurisdiction.

Section 9.13        Judgment Currency.

Section 9.14        Confidentiality and Public Statements.

Section 9.15        Eligible Financial Contract.

The parties hereto agree that this Agreement is an “eligible financial contract” for purposes of the Bankruptcy and Insolvency Act (Canada) and all other bankruptcy and insolvency legislation.

Section 9.16        No Partnership or Joint Venture.

Nothing in this Agreement shall be deemed to constitute a partnership or joint venture between the parties hereto nor constitute any party the agent of any other party for any purpose.

Section 9.17        Counterparts.

This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement. Counterparts to this Agreement may be delivered by facsimile, PDF or any other form of electronic transmission, and signatures provided on counterparts so delivered shall be considered originals for all purposes.

Section 9.18        OFAC.

TheEach Borrower covenants and represents that none of the funds or assets that are used to repay the indebtedness secured hereby shall constitute property of, or shall be beneficially owned directly or, to the Borrower'sBorrowers’ best knowledge, indirectly, by any Person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (a) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (“OFAC”), U.S. Department of the Treasury, and/or to the Borrower'sBorrowers’ best knowledge, as of the date thereof, based upon reasonable inquiry by the BorrowerBorrowers, on any other similar list pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C §§ 1701 et seq., the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq., and any Executive Order or regulation promulgated thereunder, with the result that the investment in the BorrowerBorrowers (whether directly or indirectly), is prohibited by law, or the loan made by the Lenders would be in violation of law, or (b) Executive Order 13224 (September 23, 2001) issued by the President of the United States (“Executive Order Blocking Mortgaged Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism”) any related enabling legislation or any other similar Executive Orders. TheEach Borrower covenants and represents that no Embargoed Person shall have any direct interest, and to the Borrower'sBorrowers’ best knowledge, based upon reasonable inquiry by the BorrowerBorrowers, indirect interest, of any nature whatsoever in the BorrowerBorrowers, with the result that the investment in the BorrowerBorrowers (whether directly or indirectly) is prohibited by law or the loan is in violation of law.

Section 9.19        USA Patriot Act.

Each Lender hereby notifies the BorrowerBorrowers that pursuant to the requirements of the US Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 and the regulations and rules promulgated thereunder, as amended from time to time (“USA Patriot Act”), the Lenders may be required to obtain, verify and record information that identifies the BorrowerBorrowers and their Subsidiaries, which information includes the name and address of such Person and other information that will allow the Lenders to identify such Person in accordance with the USA Patriot Act, and the BorrowerBorrowers and each Subsidiary agrees to provide such information from time to time to the Lenders.

Section 9.20         Further Assurances.

Whether before or after the happening of an Event of Default, the BorrowerBorrowers shall at their own expense do, make, execute or deliver, or cause to be done, made, executed or delivered, all such further acts, things, agreements, documents and instruments in connection with this Agreement and the other Loan Documents as the Lenders may reasonably request from time to time for the purpose of giving effect to the terms of this Agreement and the other Loan Documents immediately upon the request of the Lenders.

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IN WITNESS WHEREOF the undersigned have executed this Agreement as of the date first written above.

Borrower:

SCHEDULE A

Commitments

SCHEDULE B 

Advance Request¹

Reference is made to that certain loan agreement dated as of August 19, 2025 among, inter alios, the Borrower, as borrowerNussir ASA and Keystone Mines Inc., as borrowers, Blue Moon Metals Inc., as parent, Repparfjord Eiendom AS, as guarantor, Blue Moon Norway AS, as guarantor, Keystone Mines Inc., as guarantor, Hartree Partners, LP and Opps XII BL MN Holdings LP, as lenders (the “Lenders”), and the Administrative Agent, as administrative agent, as amended by a first amendment dated as of September 2, 2025 (as may be further amended, restated, supplemented, replaced or otherwise modified from time to time, the “Loan Agreement”).

Capitalized terms used in this Advance Request which are defined in the Loan Agreement have the meanings attributed thereto in the Loan Agreement.

The Borrower hereby requests an Advance as follows:

DATED as of the date first written above.

SCHEDULE C

PIK Payment Request

Reference is made to that certain loan agreement dated as of August 19, 2025 among, inter alios, the BorrowerBorrowers, as borrowerborrowers, Blue Moon Metals Inc., as parent, Repparfjord Eiendom AS, as guarantor, Blue Moon Norway AS, as guarantor, Keystone Mines Inc., as guarantor, Hartree Partners, LP and Opps XII BL MN Holdings LP, as lenders (the “Lenders”), and the Administrative Agent, as administrative agent, as amended by a first amendment dated as of September 2, 2025 (as may be further amended, restated, supplemented, replaced or otherwise modified from time to time, the “Loan Agreement”).

Capitalized terms used in this PIK Payment Request which are defined in the Loan Agreement have the meanings attributed thereto in the Loan Agreement.

The Borrower hereby requests a PIK Payment as follows:

⁴⁵ NTD: The PIK Payment Request must be delivered to the Lender no later than 15 Business Days prior to the applicable Payment Date.

DATED as of the date first written above.

SCHEDULE 4.1(4)

LOCATIONS

[Redacted – Commercially Sensitive Information – Locations]

SCHEDULE 4.1(5)

RESIDENCE FOR TAX PURPOSES

SCHEDULE 4.1(14)

MATERIAL PROJECT AGREEMENTS AND MATERIAL PERMITS

[Redacted – Commercially Sensitive Information – Material Project Agreements and Material Permits]

SCHEDULE 4.1(15)

TITLE TO ASSETS

[Redacted – Commercially Sensitive Information – Existing ROFRs and Existing Royalties.]

Mining Properties

NUSSIR PROJECT

List of Claims: