SUBSCRIPTION AGREEMENT

The undersigned (“Investor”) hereby enters into this Subscription Agreement (this “Agreement”) with Alternus Clean Energy, Inc., a Delaware company (the “Company”), in connection with Investor’s subscription for shares of the Company’s Series F Convertible Preferred Stock, with such terms and conditions as set forth in the Certificate of Designation attached hereto and incorporated herein as Exhibit A (the “Securities”) offered by the Company in exchange for the consideration as set forth on the signature page hereof (the “Consideration”), and pursuant to the terms and conditions set forth herein.

1. Subscription.

Subject to the terms and conditions set forth in this Agreement, Investor, intending to be legally bound, hereby irrevocably subscribes for the Securities in exchange for the Consideration set forth on the signature page hereof.

2. Acceptance of Subscription.

Investor agrees that this subscription shall be considered accepted by the Company upon the Company’s full execution of this Agreement.

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This letter agreement (this “Agreement”) sets forth the terms and conditions whereby Robert Kalebaugh., located at 10732 E Raintree Drive Scottsdale AZ 85255 (the “Consultant”) agrees to provide certain Services (as defined below) to One Stop Systems, Inc. a Delaware corporation (the “Company”), located at 2235 Enterprise Street #110, Escondido, CA 92029.

1.

Services.

1.1

The Company engages Consultant, and Consultant accepts such engagement, as an independent contractor to provide certain services to the Company on the terms and conditions set forth in this Agreement.

1.2

Consultant will provide to the Company the services listed on Schedule 1 (the “Services”).

1.3

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AMENDED AND RESTATED
EMPLOYMENT AGREEMENT

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (hereinafter this “Agreement”) is entered into as of the last date set forth on the signature page hereto and becomes effective as of July 31, 2026 (hereinafter the “Effective Date”) by and between One Stop Systems, Inc. (hereinafter “OSS” or the “Company”), and Robert Kalebaugh (hereinafter “Executive”).

RECITALS

A.

OSS is a corporation headquartered and doing business in the State of California.

B.

OSS and Executive are parties to that certain Employment Agreement effective as of July 20, 2023 (the “Prior Agreement”).

C.

OSS and Executive desire to amend and restate the Prior Agreement in its entirety and to continue Executive’s employment as the VP of Sales (hereinafter “VP of Sales”) on a full-time basis pursuant to the terms of this Agreement.

IN CONSIDERATION of the promises and of the mutual covenants contained herein, and for other good and valuable consideration, receipt of which is hereby acknowledged, the parties hereto do hereby agree as follows:

AGREEMENT

1.

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*Execution Version *

**AMENDMENT NO. 4 **

THIS AMENDMENT NO. 4, dated as of August 4, 2026 (this “Amendment”) is among HPS CORPORATE LENDING FUND, a Delaware statutory trust (the “Borrower”), JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent”) and the Lenders party hereto.

W I T N E S S E T H:

WHEREAS, reference is made to that certain Senior Secured Revolving Credit Agreement, dated as of June 23, 2022 (as amended by that certain (i) Amendment No. 1, dated as of October 30, 2023, (ii) Amendment No. 2, dated as of June 11, 2024 and (iii) Amendment No. 3, dated as of April 29, 2025, the “Existing Credit Agreement” and, as amended by this Amendment and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Borrower, the Lenders, the Collateral Agent and the Administrative Agent; and

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EXECUTIVE EMPLOYMENT AGREEMENT

** **

This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 28th day of July 2026 with an effective date of the 1st day of April 2026, by and among Idaho Copper Corporation, a Nevada Corporation (the “Company”), and Bruce Harmon (the “Executive”).

WHEREAS, the Company desires that Executive be employed by the Company; and WHEREAS, in order to provide Executive with the financial security and sufficient encouragement to become retained by the Company, the Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company to provide Executive with certain engagement terms and severance benefits as set forth herein; and

WHEREAS, the Executive has agreed to be employed by the Company; and

WHEREAS, the parties hereto wish to enter into the arrangements set forth herein with respect to the terms and conditions of the Executive’s employment with the Company.

AGREEMENT

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EXECUTIVE EMPLOYMENT AGREEMENT

This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 28th day of July 2026 with an effective date of the 1st day of April 2026, by and among Idaho Copper Corporation, a Nevada Corporation (the “Company”), and Robert Scannell (the “Executive”).

WHEREAS, the Company desires that Executive be employed by the Company; and WHEREAS, in order to provide Executive with the financial security and sufficient encouragement to become retained by the Company, the Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company to provide Executive with certain engagement terms and severance benefits as set forth herein; and

WHEREAS, the Executive has agreed to be employed by the Company; and

WHEREAS, the parties hereto wish to enter into the arrangements set forth herein with respect to the terms and conditions of the Executive’s employment with the Company.

AGREEMENT

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EXECUTIVE EMPLOYMENT AGREEMENT

This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 28th day of July 2026 with an effective date of the 1st day of April 2026, by and among Idaho Copper Corporation, a Nevada Corporation (the “Company”), and Andrew Brodkey (the “Executive”).

WHEREAS, the Company desires that Executive be employed by the Company; and WHEREAS, in order to provide Executive with the financial security and sufficient

encouragement to become retained by the Company, the Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company to provide Executive with certain engagement terms and severance benefits as set forth herein; and

WHEREAS, the Executive has agreed to be employed by the Company; and

WHEREAS, the parties hereto wish to enter into the arrangements set forth herein with respect to the terms and conditions of the Executive’s employment with the Company.

AGREEMENT

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Term Sheet

Proposed Acquisition by Flash Sports & Media Holdings, Inc. of a 51% Interest in Bongo Holdings Pte Ltd

Updated July 30, 2026.

This Term Sheet has been streamlined to serve as a business-term summary only. The definitive agreements will govern all legal rights and obligations. Except for Section 10 (Breakup Fee and Transaction Expenses), the latter as it relates to the “Transaction Expenses”, Sections 11 (Exclusivity) and 14 (Binding Provisions), which are intended to be legally binding, this Executive Summary is non-binding and creates no obligation on either party to proceed with the transaction.

	1.	Transaction Overview

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DocID:dad2598bb2c97cc0141b180f10bf994564f945fb

3 August 2026

ANNEX A - COLLAR LOAN ANNEX

Non-Recourse, 30-Day Rolling Collar Loan

This Collar Loan Annex (this “Annex”) is entered into as of 3 August 2026 and forms part of the Loan and Security Agreement (the “Agreement”) between ChainFi, Inc. d/b/a Arch Lending, a Delaware corporation with its principal place of business at 595 Broadway, 4th Floor, New York, NY 10012 (“Lender”), and US Digital Mining and Hosting Co., LLC, a Florida limited liability company whose address is 1200 W Platt Street, Suite 100, Tampa, FL 33606 (“Borrower”). This Annex sets out the terms on which Lender will make available to Borrower a non-recourse, collared, 30-day rolling loan secured by Bitcoin (each such loan, a “Collar Loan”).

1.INCORPORATION,SCOPEANDORDEROFPRECEDENCE

1.1

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ChainFi,IncLoanandSecurityAgreement

TruthinLendingAct Disclosure

Date:08/03/26

BORROWER:LENDER:

USDigitalMining&HostingCo 1200 West Platt Street Suite 100 Tampa, FL, 33606, US

LoanID:100178075293 8745

CHAINFI,INC

595Broadway,Floor4 NewYork, NY,10012

Please note that signing this loan document will VOID the previously signed loan agreement (with Loan ID: 1001 7807 5293 8172) effective as of the date of signing this document. This loan agreement will be the source of truth for all purposes. The “Appendix for Loan Calculations Ledger” shows the ledger of repaying the first loan ID and disbursing the second loan ID.

YOURLOANIS:

AmortizedLoan–Regularpaymentsofprincipalandinterestthroughouttheloanterm.

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THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

** **

PROMISSORY NOTE

** **

Principal Amount: US$850,000

Dated: July 31, 2026

New York, New York

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[_______________]

[_______________]

Facsimile: [_______________]

Telephone: [_______________]

c/o [_______________]

as Agent for [_______________]

[_______________]

[_______________]

Telephone: [_______________]

August [4], 2026

To:	Rambus Inc.

4453 North First Street, Suite 100

San Jose, California 95134

Attention: Sumeet Gagneja, Senior Vice President and Chief Financial Officer

Telephone No.:  (408) 462-8000

Facsimile No.: (408) 462-8001

Re:	Master Confirmation—Uncollared Accelerated Share Repurchase

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