Browse EX-10 agreements

EXECUTION VERSION

AGREEMENT AND PLAN OF MERGER

by and among

THE GROWHUB LIMITED

ENCHEM CO., LTD

and

ENCHEM AMERICA, INC.

Dated as of July 14, 2026

TABLE OF CONTENTS

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Article I - CLOSING			2

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Execution Version

Confidential

TRANSACTION AGREEMENT

Dated as of July 14, 2026

by and between

ELECTROVAYA INC.

and

AMAZON.COM, INC.

TABLE OF CONTENTS

			Page
ARTICLE I
WARRANT ISSUANCE; CLOSING

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[●]

July 13, 2026

Freight Technologies, Inc.

2001 Timberloch Place, Suite 500

The Woodlands, TX 77380

Re: Conversion of Series C Preferred Shares Pursuant to Amended and Restated Memorandum and Articles of Association of Freight Technologies, Inc.

Dear Sirs or Madams:

Please note that the undersigned, [●], is a holder (the “Holder”) of Series C Preferred Shares, par value $0.0001 per share (the “Series C Preferred Shares”), issued by Freight Technologies, Inc., a company limited by shares incorporated under the laws of the British Virgin Islands (the “Company”), pursuant to the terms of that certain Securities Purchase Agreement, dated as of March 12, 2026, by and between the Holder and the Company. Pursuant to the Amended and Restated Memorandum and Articles of Association, filed with the Registrar of Corporate Affairs of the British Virgin Islands on March 12, 2026 (the “A&R M&A”), each Series C Preferred Share is immediately convertible on the date of issuance, at the option of the Holder, at any time and from time to time, and without the paym

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DIP SPV I, L.P.

One Penn, 1 Pennsylvania Plaza, Suite 4810

New York, New York 10119

July 13, 2026

Freight Technologies, Inc.

2001 Timberloch Place, Suite 500

The Woodlands, TX 77380

Re: Conversion of Series C Preferred Shares Pursuant to Amended and Restated Memorandum and Articles of Association of Freight Technologies, Inc.

Dear Sirs or Madams:

Please note that the undersigned, DIP SPV I, L.P., is a holder (the “Holder”) of Series C Preferred Shares, par value $0.0001 per share (the “Series C Preferred Shares”), issued by Freight Technologies, Inc., a company limited by shares incorporated under the laws of the British Virgin Islands (the “Company”), pursuant to the terms of that certain Share Purchase Agreement, dated as of December 9, 2025, by and between the Holder and the Company. Pursuant to the Amended and Restated Memorandum and Articles of Association, filed with the Registrar of Corporate Affairs of the British Virgin Islands on March 12, 2026 (the “A&R M&A”), each Series C Preferred Share is immediately convertible on the date of

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EXECUTION VERSION

SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of July 14, 2026, is by and among Freight Technologies, Inc., a company organized in the British Virgin Islands with offices located at 2001 Timberloch Place, Suite 500, The Woodlands, Texas 77380 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

RECITALS

A. The Company and each Buyer are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”), and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “SEC”) under the 1933 Act.

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Exhibit 10.2

July 13, 2026

Mr. Ordan Trabelsi

Chief Executive Officer

SuperCom Ltd.

3 Rothschild Street

Tel Aviv 6688106

Israel

Dear Mr. Trabelsi:

This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim”) (the “Placement Agent”) and SuperCom Ltd., a company incorporated under the laws of Israel (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of ordinary shares (the “Shares”) of the Company, par value NIS 50 per share (“Ordinary Shares” or the “Securities”). The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered

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Exhibit 10.1

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of July 13, 2026, between SuperCom Ltd., an Israeli corporation (the “Company”), and the purchasers identified on the signature pages hereto (including its successors and assigns, each a “Purchaser”, and collectively the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act (as defined below), the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

ARTICLE I.

DEFINITIONS

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Bit Origin Ltd

160 Robinson Road, 12F, SBF Center

Singapore 068914

July 10, 2026

Re: Director Offer Letter

Dear Mr. Wei Li:

Bit Origin Ltd, a Cayman Islands company (the “Company” or “we”), is pleased to offer you a position as a Director of the Company. We believe your background and experience will be a significant asset to the Company and we look forward to your participation as a Director in the Company. Should you choose to accept this position as a Director, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company. Your appointment shall also be subject to the approval of the Company’s Board of Directors and/or Nominating and Compensation Committees.

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Bit Origin Ltd

160 Robinson Road, 12F, SBF Center

Singapore 068914

July 10, 2026

Re: Director Offer Letter

Dear Ms. Mei Ting Yeung:

Bit Origin Ltd, a Cayman Islands company (the “Company” or “we”), is pleased to offer you a position as a Director of the Company. We believe your background and experience will be a significant asset to the Company and we look forward to your participation as a Director in the Company. Should you choose to accept this position as a Director, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company. Your appointment shall also be subject to the approval of the Company’s Board of Directors and/or Nominating and Compensation Committees.

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July 14, 2026

SUBORDINATION AGREEMENT
(RANGRÜCKTRITTSVEREINBARUNG)

by and between

1.	Christian Schmid, resident of Germany with business address Robert-Bosch-Str. 32-36, 72250 Freudenstadt, Germany,

- "Subordinated Creditor 1"-

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July 14, 2026

AMENDEND AND RESTATED SUBORDINATION AGREEMENT
(GEÄNDERTE UND NEUGEFASSTE RANGRÜCKTRITTSVEREINBARUNG)

by and between

	1.	Christian Schmid, resident of Germany with business address Robert-Bosch-Str. 32-36, 72250 Freudenstadt, Germany,

- "Subordinated Creditor 1"-

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 14, 2026, is by and among SCHMID Group N.V., a Dutch public limited liability company with offices located at Robert-Bosch-Str. 32-36, 72250 Freudenstadt, Germany (the “Company”), and the undersigned buyers (each, a “Buyer,” or collectively, the “Buyers”).

RECITALS

A. In connection with the Investment Agreement by and among the parties hereto, dated as July 7, 2026 (the “Securities Purchase Agreement”), the Company has agreed, upon the terms and subject to the conditions of the Securities Purchase Agreement, to issue and sell to the Buyers the Notes (as defined in the Securities Purchase Agreement) which will be convertible into ordinary shares of the Company (such shares underlying the notes, the “Conversion Shares” or the "Ordinary Shares") in accordance with the terms of the Notes and the Indenture (as defined in the Securities Purchase Agreement).

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