Li-Cycle Holdings Corp. Common Shares At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • June 28th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
EMPLOYMENT AGREEMENTEmployment Agreement • June 7th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
ContractExecutive Employment Agreement • August 8th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Confidential portions of this exhibit have been omitted because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. The redacted terms have been marked at the appropriate place with “[XXX]”.
SECOND AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • April 22nd, 2022 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
This SECOND AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of April 21, 2022, is being entered into by and between Li-Cycle Holdings Corp., a corporation incorporated under the laws of the Province of Ontario with offices located at 207 Queen’s Quay West, Suite 590, Toronto, Ontario M5J1A7 (the “Company”), and LG Chem, Ltd., a corporation organized under the laws of the Republic of Korea (“Korea”) with offices located at LG Twin Towers, 128, Yeouidae-ro, Yeongdeungpo-gu, Seoul 07336, Korea (the “Subscriber”). This Agreement amends and restates, in its entirety, the Amended and Restated Subscription Agreement, dated as of March 11, 2022 (the “First A&R Agreement”), which amended and restated, in its entirety, the Subscription Agreement, dated as of December 13, 2021 (the “Effective Date”), by and between the Company and the Subscriber (the “Original Agreement”).
GENERAL SECURITY AGREEMENTGeneral Security Agreement • May 13th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
DEBTOR: LI-CYCLE INC., a corporation, organized under the laws of the State of Delaware with a mailing address at 2351 Royal Windsor Drive, Suite 10, Mississauga, Ontario, Canada L5J 4S7, the “Debtor”;
AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • March 12th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management
This AMENDMENT NO. 1 TO RIGHTS AGREEMENT, dated as of March 11, 2024 (this “Amendment”), is made and entered into by and between Li-Cycle Holdings Corp., a corporation incorporated under the laws of the Province of Ontario (the “Company”), and Continental Stock Transfer & Trust Company, a federally chartered trust company, as Rights Agent (the “Rights Agent”). Except as otherwise provided herein, capitalized terms used but not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Agreement (as defined below).
COMMERCIAL INDUSTRIAL LEASE AGREEMENT TC/P GILBERT GATEWAY, LLC A DELAWARE LIMITED LIABILITY COMPANY AND LI-CYCLE INC., A DELAWARE CORPORATION TENANT For the Premises Located at: Gilbert Gateway Industrial Center Gilbert, Arizona 85296Commercial Industrial Lease Agreement • June 7th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Arizona
This Commercial Industrial Lease Agreement (this “Lease”) is dated effective and for identification purposes as of April 14, 2021, by and between TC/P GILBERT GATEWAY, LLC, a Delaware limited liability company (“Landlord”), and LI-CYCLE INC., a Delaware corporation (“Tenant”).
LI-CYCLE HOLDINGS CORP. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • May 13th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Li-Cycle Holdings Corp., a corporation incorporated under the laws of the Province of Ontario (the “Company”), pursuant to its 2020 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) an option to purchase the number of Shares set forth below (the “Option”). The Option is subject to the terms and conditions set forth in this Stock Option Grant Notice (the “Grant Notice”), the Stock Option Agreement attached hereto as Exhibit A (the “Agreement”), and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
Li-Cycle Holdings Corp. Toronto, Ontario M5J 1A7Governance Letter Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management
Reference is made to that certain Amended and Restated Note Purchase Agreement, dated as of the date hereof (as amended, supplemented or otherwise modified from time to time, the “Purchase Agreement”), by and between Li-Cycle Holdings Corp. (the “Company”), Glencore Ltd. (“Glencore Intermediate”) and Glencore Canada Corporation (“Glencore Canada”). As a condition and inducement to each of Glencore Intermediate, Glencore Canada and the Company consummating the transactions contemplated by the Purchase Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company, Glencore Canada, Glencore Intermediate and Glencore plc (“Glencore Parent”) hereby agree as follows. Capitalized terms used but not defined herein shall have the meanings given to them in the Purchase Agreement. As used in this Agreement, Glencore Parent, Glencore Intermediate and Glencore Canada, together with their respective Affiliates, are referred to as “
WARRANT AMENDMENT AGREEMENTWarrant Amendment Agreement • August 10th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
This Warrant Assignment, Assumption and Amendment Agreement (this “Agreement”) is made as of August 10, 2021, between Li-Cycle Holdings Corp., an Ontario corporation (“Parentco”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Warrant Agent”).
CANADIAN PLEDGE AGREEMENTPledge Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Li-Cycle Holdings Corp., a corporation incorporated under the laws of the Province of Ontario (together with all successors, whether by amalgamation or otherwise, the “Issuer”),
LI-CYCLE HOLDINGS CORP. RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 13th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Li-Cycle Holdings Corp., a corporation organized under the laws of the Province of Ontario (the “Company”), pursuant to its 2020 Incentive Award Plan, as amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”) the number of Restricted Stock Units set forth below (the “RSUs”). The RSUs are subject to the terms and conditions set forth in this Restricted Stock Unit Grant Notice (the “Grant Notice”), the Restricted Stock Unit Agreement attached hereto as Exhibit A (the “Agreement”), and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
STANDSTILL AGREEMENTStandstill Agreement • September 30th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
This STANDSTILL AGREEMENT (this “Standstill Agreement”) is entered into this 29th day of September, 2021, by and among Li-Cycle Holdings Corp., a company incorporated under the laws of the Province of Ontario, Canada (the “Company”), Spring Creek Capital, LLC, a Delaware limited liability company (“SCC”), and Koch Strategic Platforms, LLC, a Delaware limited liability company (together with SCC, “KSP”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • September 30th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
This NOTE PURCHASE AGREEMENT (the “Agreement”), dated September 29, 2021, is being entered into by and between Li-Cycle Holdings Corp., a corporation incorporated under the laws of the Province of Ontario with offices located at 2351 Royal Windsor Dr., Mississauga, Ontario L5J 4SJ (the “Company”), and Spring Creek Capital, LLC, a Delaware limited liability company (the “Purchaser”).
GENERAL SECURITY AGREEMENT THIS AGREEMENT dated the 4 day of February, 2020. BETWEEN:General Security Agreement • June 7th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
LI-CYCLE CORP., a corporation incorporated under the laws of the Province of Ontario, with its head office at 2351 Royal Windsor Dr., Suite 10, Mississauga, Ontario L5J 4S7
Contractu.s. Stock Pledge Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
THIS U.S. STOCK PLEDGE AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Pledge Agreement”) is entered into as of March 25, 2024, by and among LI-CYCLE AMERICAS CORP., an Ontario corporation (“Li-Cycle Americas”) and each other Subsidiary of the Issuer (as defined below) that becomes a party hereto from time to time pursuant to Section 7.10 (Li-Cycle Americas, and each such subsidiary, collectively, the “Grantors”) and Glencore Canada Corporation, having an office at 100, King Street West, Suite 6900, Toronto, ON, M5X 1E3, Canada with company number 1947729 as Collateral Agent (as defined below).
NOTE GUARANTYNote Guaranty • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
THIS NOTE GUARANTY (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Note Guaranty”) is entered into as of March 25, 2024, by and among Subsidiaries of the Issuer (as defined in the Note) from time to time party hereto as Note Guarantors (as defined in the Note) from time to time party hereto, and Glencore Canada Corporation, having an office at 100, King Street West, Suite 6900, Toronto, ON, M5X 1E3, Canada with company number 1947729, as Collateral Agent.
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT1Registration Rights Agreement • March 12th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
This Amended and Restated Registration Rights Agreement (this “Agreement”) dated as of [•], 2024 is by and between Li-Cycle Holdings Corp., an Ontario corporation (the “Company”), and Glencore Canada Corporation, an Ontario corporation having an address at 100 King Street West, Suite 6900, Toronto, ON, M5X 1E3 (the “Holder”).
Canadian General Security Agreement between LI-CYCLE HOLDINGS CORP. and LI- CYCLE CORP. and LI-CYCLE AMERICAS CORP. and GLENCORE CANADA CORPORATION as Collateral Agent made March 25, 2024Canadian General Security Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Li-Cycle Corp. and Li-Cycle Americas Corp., each a corporation incorporated under the laws of the Province of Ontario (collectively, the “Guarantors” and, together with the Issuer, the “Debtors”),
LI-CYCLE HOLDINGS CORP. RSU AWARD GRANT NOTICE AND AGREEMENTRsu Award Agreement • June 30th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Li-Cycle Holdings Corp., a corporation organized under the laws of the Province of Ontario (the “Company”), pursuant to the Plan (as defined in Exhibit A hereto), hereby grants to the holder listed below (“Participant”) the number of Restricted Share Units set forth below (the “RSUs”). The RSUs are subject to the terms and conditions set forth in this Restricted Share Unit Grant Notice (the “Grant Notice”), the Restricted Share Unit Agreement attached hereto as Exhibit A (the “Agreement”), and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Agreement.
NORTH AMERICA BLACK MASS & REFINED PRODUCTS ALLOCATION AGREEMENTNorth America Black Mass & Refined Products Allocation Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
THIS NORTH AMERICA BLACK MASS & REFINED PRODUCTS ALLOCATION AGREEMENT (the “Agreement”) is made as of March 25, 2024 (the “Execution Date”),
ContractPledge and Security Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
THIS U.S. PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of March 25, 2024, by and among LI-CYCLE U.S. INC., a Delaware corporation ( “Li-Cycle U.S.”), and each other U.S. Subsidiary of the Issuer (as defined below) listed on the signature pages hereto or that becomes a party hereto from time to time pursuant to Section 7.10 (Li-Cycle U.S., and each such subsidiary, collectively, the “Grantors”) and Glencore Canada Corporation, having an office at 100, King Street West, Suite 6900, Toronto, ON, M5X 1E3, Canada with company number 1947729, as Collateral Agent (defined below).
AMENDED AND RESTATED NOTE PURCHASE AGREEMENTNote Purchase Agreement • March 25th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
This AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (the “Agreement”), dated March 25, 2024, is being entered into by and among Li-Cycle Holdings Corp., a corporation incorporated under the laws of the Province of Ontario with offices located at 207 Queen’s Quay West, Suite 590, Toronto, Ontario M5J 1A7 (the “Company”), Glencore Ltd., a Swiss company having an address at 330 Madison Ave., New York, NY 10017 (“Glencore Intermediate”) and Glencore Canada Corporation, an Ontario corporation having an address at 100 King Street West, Suite 6900, Toronto, ON, M5X 1E3 (the “Purchaser” or “Glencore Canada”) (each of the Purchaser and Glencore Intermediate a “Purchaser Party”, and together the “Purchaser Parties”) and Glencore Canada as Collateral Agent.
ContractShare Pledge Agreement • August 8th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management
Confidential portions of this exhibit have been omitted because it is both (i) not material and (ii) is the type of information that the registrant treats as private or confidential. The redacted terms have been marked at the appropriate place with “[XXX]”.
BLACK MASS – Amended and Restated Marketing, Logistics and Working Capital Agreement (the “Agreement”)Marketing, Logistics and Working Capital Agreement • January 31st, 2022 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
Whereas we have previously entered into a black mass marketing, logistics and working capital agreement with Li-Cycle Corp. dated as of September 24, 2020, as amended on November 18, 2020, and assigned from Li-Cycle Corp. to Seller, effective October 31, 2021 (the “Original Agreement”), and this Agreement is intended to amend and restate the Original Agreement, effective as of November 1, 2021, as per the terms and conditions set forth herein.
Refined Products—Marketing, Logistics and Working Capital AgreementRefined Products—marketing, Logistics and Working Capital Agreement • May 13th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
We, Buyer, are pleased to have concluded with you, Seller, this Agreement as per the terms and conditions stated hereinafter:
Dated November 7, 2024 Security Agreement between LI-CYCLE U.S. INC., as Borrower LI-CYCLE NORTH AMERICA HUB, INC., as Subsidiary Guarantor LI-CYCLE INC., as Subsidiary Guarantor and CITIBANK, N.A., acting through its Agency and Trust Division, as...Security Agreement • November 7th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
SECURITY AGREEMENT (this “Agreement”), dated November 7, 2024, between LI-CYCLE U.S. INC., a Delaware corporation (the “Borrower”), LI-CYCLE NORTH AMERICA HUB, INC., a Delaware corporation (“HubCo”), LI-CYCLE INC., a Delaware corporation (“SpokeCo”, and together with HubCo the “Subsidiary Guarantors” and the Subsidiary Guarantors together with the Borrower, the “Grantors” and each, a “Grantor”) and CITIBANK, N.A., a national banking association, acting through its Agency and Trust Division, in its capacity as Collateral Agent (together with its successors in its capacity as the Collateral Agent, bank and as securities intermediary, the “Collateral Agent”), for the benefit of and as agent of the Secured Parties.
CONFIRMATION AND AMENDMENT AGREEMENT RELATING TO A SECURITY ASSIGNMENT AGREEMENT (BESTÄTIGUNGS- UND ÄNDERUNGSVEREINBARUNG BEZÜGLICH EINES SICHERUNGSZESSIONSVERTRAGS) between Li-Cycle Germany GmbH (as Security Grantor) and Glencore Canada Corporation...Security Assignment Agreement • December 10th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management
This CONFIRMATION AND AMENDMENT AGREEMENT RELATING TO A SECURITY ASSIGNMENT AGREEMENT (the “Agreement”) is made on December 9, 2024 and entered into
ContractMarketing, Logistics and Working Capital Agreement • October 31st, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
Confidential portions of this exhibit have been omitted because they are both (i) not material and (ii) are the type of information that the registrant treats as private or confidential. The redacted terms have been marked at the appropriate place with “[XXX]”.
DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT BETWEEN [Name of Director/Officer] AND LI-CYCLE HOLDINGS CORP. MADE AS OFDirector and Officer Indemnification Agreement • March 15th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
INVESTOR AND REGISTRATION RIGHTS AGREEMENTInvestor and Registration Rights Agreement • August 16th, 2021 • Li-Cycle Holdings Corp. • Hazardous waste management • Delaware
This Investor and Registration Rights Agreement (this “Agreement”) dated as of August 10, 2021 is among Li-Cycle Holdings Corp., an Ontario corporation (the “Company”), and the parties listed on Schedule A (each, a “Holder” and collectively, the “Holders”).
MASTER COMMERCIAL AGREEMENTMaster Commercial Agreement • October 31st, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • New York
THIS AMENDED AND RESTATED MASTER COMMERCIAL AGREEMENT (the “Master Agreement”) is made as of October 30, 2024 and effective as of November 1, 2024,
Canadian General Security Agreement between LI-CYCLE HOLDINGS CORP. and LI- CYCLE CORP. and LI-CYCLE AMERICAS CORP. and GLENCORE CANADA CORPORATION as Noteholder made December 9, 2024Canadian General Security Agreement • December 10th, 2024 • Li-Cycle Holdings Corp. • Hazardous waste management • Ontario
Li-Cycle Corp. and Li-Cycle Americas Corp., each a corporation incorporated under the laws of the Province of Ontario (collectively, the “Guarantors” and, together with the Issuer, the “Debtors”),
ContractBy-Products Offtake Agreement • June 2nd, 2022 • Li-Cycle Holdings Corp. • Hazardous waste management
Confidential portions of this exhibit have been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. The redacted terms have been marked at the appropriate place with “[XXX]”.
AMENDMENT NO. 1 TO THE BY-PRODUCTS OFFTAKE AGREEMENTBy-Products Offtake Agreement • February 6th, 2023 • Li-Cycle Holdings Corp. • Hazardous waste management
THIS AMENDMENT NO. 1 TO THE BY-PRODUCTS OFFTAKE AGREEMENT (“Amendment”) is made as of October 24, 2022, and shall be effective as of October 24, 2022 (the “Execution Date”),
