Browse EX-10 agreements

BMW VEHICLE LEASE TRUST 2026-2,

as Issuer,

BMW FINANCIAL SERVICES NA, LLC,

as Administrator,

BMW AUTO LEASING LLC,
as Transferor,

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
as Indenture Trustee

FORM OF ISSUER ADMINISTRATION AGREEMENT

Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

1.1.	Capitalized Terms; Interpretive Provisions.	1
1.2.	Duties of the Administrator.	2
1.3.	Records	8
1.4.	Compensation	8
1.5.	Additional Information to be Furnished to the Issuer	8
1.6.	Independence of the Administrator	8
1.7.	No Joint Venture	8

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FINANCIAL SERVICES VEHICLE TRUST,

BMW MANUFACTURING L.P.,

BMW AUTO LEASING LLC,

BMW VEHICLE LEASE TRUST 2026-2,

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

as Indenture Trustee

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FORM OF
BACK-UP SECURITY AGREEMENT

Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

ARTICLE ONE DEFINITIONS		2
Section 1.01.	Definitions	2
Section 1.02.	Interpretive Provisions	3

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BMW MANUFACTURING L.P.,
as Grantor and UTI Beneficiary,

and

BNY MELLON TRUST OF DELAWARE,

formerly known as The Bank of New York (Delaware),
as Vehicle Trustee

	FORM OF 2026-2 VEHICLE TRUST SUPPLEMENT Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

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BMW MANUFACTURING L.P.,
as Transferor,

and

BMW AUTO LEASING LLC,
as Transferee

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FORM OF
SUBI CERTIFICATE TRANSFER AGREEMENT

Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

ARTICLE ONE	DEFINITIONS	1
Section 1.01.	Definitions	1
Section 1.02.	Interpretive Provisions	2

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BMW VEHICLE LEASE TRUST 2026-2,
as Issuer,

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
not in its individual capacity but solely as Indenture Trustee

and as Secured Party,

and

U.S. BANK NATIONAL ASSOCIATION,

as Securities Intermediary

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FORM OF CONTROL AGREEMENT

Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

ARTICLE ONE DEFINITIONS		1

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FINANCIAL SERVICES VEHICLE TRUST,

as Vehicle Trust,

and

BMW MANUFACTURING L.P.,

as UTI Beneficiary,

and

BMW FINANCIAL SERVICES NA, LLC,

as Servicer and Sponsor

FORM OF 2026-2 SERVICING SUPPLEMENT Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

…

BMW AUTO LEASING LLC,
as Transferor,

and

WILMINGTON TRUST, NATIONAL ASSOCIATION,
as Owner Trustee

	FORM OF AMENDED AND RESTATED TRUST AGREEMENT Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

ARTICLE ONE DEFINITIONS		1
Section 1.01.	Capitalized Terms	1

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BMW AUTO LEASING LLC,
as Transferor,

and

BMW VEHICLE LEASE TRUST 2026-2,
as Transferee

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FORM OF
ISSUER SUBI CERTIFICATE TRANSFER AGREEMENT

Dated as of October 14, 2026

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TABLE OF CONTENTS

Page

ARTICLE ONE DEFINITIONS		2
Section 1.01.	Definitions	2
Section 1.02.	Interpretive Provisions	2
ARTICLE TWO TRANSFER OF 2026-2 SUBI CERTIFICATE		2

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PROMISSORY NOTE

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EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of September 29, 2026, is by and between Zedge, Inc. (the “Company”) and Morris Berger (the “Employee”) (individually, each a “Party” and collectively, the “Parties”).

WHEREAS, in recognition of the Employee’s experience and abilities, the Company desires to assure itself of the employment of the Employee in accordance with the terms and conditions provided herein; and

WHEREAS, the Employee seeks to be employed by the Company and to perform services for the Company in accordance with the terms and conditions provided herein.

NOW, THEREFORE, in consideration of the promises and the respective covenants and agreements of the Parties herein contained, and intending to be legally bound hereby, the Parties hereto agree as follows:

1. Employment. The Company hereby agrees to employ the Employee, and the Employee hereby agrees to be employed by the Company and to perform services for the Company and its subsidiaries, on the terms and conditions set forth herein (the “Employment”).

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EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made this 8 of October, 2026 (the “Effective Date”).

BETWEEN:

** **

TRUGOLF HOLDINGS, INC. having an address at 60 North 1400 West, Centerville, Utah, 84014 (email: [***])

(the “Company”)

AND:

NATALIE HIRSCH, having an address at [***] (email: [***])

(the “Employee”)

WHEREAS:

** **

A.	The Company wishes to employ the Employee on the terms and conditions set out below; and
B.	The Employee wishes to be so employed by the Company.

NOW THEREFORE for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows.

SECTION 1
EMPLOYMENT

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THIRD AMENDMENT, WAIVER AND EXERCISE AGREEMENT

This Third Amendment, Waiver and Exercise Agreement (the “Agreement”) is entered into as of October 8, 2026, by and among TruGolf Holdings, Inc., a Nevada corporation with offices located at 60 North 1400 West, Centerville, Utah 84014 (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts:

A. Prior to the date hereof, (a) the Company and the Holder and/or certain other investors (the “Other Holders”, and together with the Holder, the “Holders”) entered into that certain Securities Purchase Agreement, dated February 2, 2024 (as may be amended, modified, restated, restructured or supplemented from time to time, each a “Securities Purchase Agreement”), pursuant to which the Holder purchased, among other things, certain senior convertible notes (as amended, modified or waived prior to the date hereof, the “Notes”) and certain warrants to purchase shares of Common Stock (as defined in the Securities Purchase Agreement) (the “Warrants”, together with the Notes,

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