Browse EX-10 agreements

LOAN AGREEMENT

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This Loan Agreement (this “Agreement”) is dated as of October 9, 2026 (the “Agreement Date”) and is made and entered into between Co-Diagnostics, Inc., a Utah corporation (the “Company”), and J.J. Astor & Co., a Utah corporation ( “Astor”), acting on behalf of itself and one or more participating lender or lenders to whom Astor may, in the exercise of its sole discretion, assign and transfer participations of up to fifty percent (50%) in the Loans and the Notes (together with Astor, the “Lender”).

**WHEREAS, **the Company wishes to borrow the sum of up to Three Million One Hundred Thousand ($3,100,000) Dollars in two tranches (the “Loans”) of Two Million One Hundred Thousand ($2,100,000) Dollars (the “Initial Loan”) and, commencing sixty (60) days after the Agreement Date, an additional One Million ($1,000,000) Dollars (the “Additional Loan”) which the Company may elect to borrow and, absent a Material Adverse Effect or an Event of Default (as defined in the Notes) the Lender shall fund;

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Exhibit 10.6

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PLACEMENT AGENCY AGREEMENT

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October 9, 2026

Co-Diagnostics, Inc.

2401 S. Foothill Dr., Suite D

Salt Lake City, Utah 84109

Attention: Dwight H. Egan, Chief Executive Officer

Dear Mr. Egan:

This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Co-Diagnostics, Inc., a Utah corporation (collectively with its owned or controlled subsidiaries, the “Company”), that Maxim shall serve as the exclusive placement agent for the Company in connection with the proposed placement (the “Placement”) of a senior secured convertible note (the “Note”). The Placement Agent agrees to solicit offers to purchase the Note on a “reasonable best efforts” basis. The terms of the Placement shall be mutually agreed upon by the Company, Maxim and the purchasers of the Note (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein shall be construed as Maxim having the power or authority to bind the Company or any Purchaser or shall constitute an obligation of the Compa

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PLEDGE AND SECURITY AGREEMENT

THIS PLEDGE AND SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of October 9, 2026, is made and entered into by and among (x) Co-Diagnostics, Inc., a Utah corporation (the “Company”); (y) DNA Logix, Inc., a Utah corporation, Idaho Molecular, Inc., an Idaho corporation and Advanced Conceptions, Inc., a Utah corporation (collectively, the “Existing Subsidiaries”),(z) each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all other direct or indirect Subsidiaries of the Company hereafter formed or acquired after the date hereof for so long as this Agreement remains in effect (the “Additional Subsidiaries” and together with the Company and the Existing Subsidiaries hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”), on the one hand, and J.J. Astor & Co., a Utah corporation (“Astor”) acting on behalf of itself and e

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SEPARATION AGREEMENT

This Separation Agreement (this “Agreement”) is made and entered into as of October 11, 2026 (the “Effective Date”), by and between Bausch + Lomb Corporation, a corporation existing under the laws of Canada (the “Company”), and Brenton L. Saunders (the “Executive”). The Company and the Executive are referred to in this Agreement individually as a “Party” and collectively as the “Parties”.

RECITALS

WHEREAS, the Executive and the Company are parties to an Employment Agreement dated February 14, 2023, as amended by an Amendment to Employment Agreement dated July 21, 2025 (as so amended, the “Employment Agreement”), pursuant to which the Executive has served as Chairman of the Board and is currently a Director and Chief Executive Officer of the Company;

WHEREAS, the Executive and the Company desire to enter into this Agreement to document the terms and conditions of the Executive’s termination of employment, effective as of the Separation Date (as defined below); and

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INTELLECTUAL PROPERTY SECURITY AGREEMENT

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (“IP Security Agreement”), dated as of October 9, 2026, is made by SSI IP HOLDINGS, INC., a Delaware corporation (“Guarantor”), in favor of GROWTH CAPITAL PARTNERS, LLC, a Utah limited liability company (the “Secured Party”).

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Security Agreement

This Security Agreement (this “Agreement”), dated as of October 9, 2026, is executed by SS Innovations International, Inc., a Florida corporation (“Debtor”), and SSI IP Holdings, Inc., a Delaware corporation (the “Guarantor”), for the benefit of Growth Capital Partners, LLC, a Utah limited liability company (“Secured Party”). Debtor and the Guarantor are referred to herein individually as a “Grantor” and collectively as “Grantors”, and as the context may require, each reference in this Agreement to Guarantor’s representations, warranties, covenants, agreements, obligations and Collateral (as defined below) shall apply equally to Debtor as a Grantor with respect to Debtor’s Collateral.

A. Debtor issued to Secured Party that certain Secured Convertible Promissory Note in the original principal of $21,025,000.00 on October 9, 2026 (the “Note”).

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Securities Purchase Agreement

This Securities Purchase Agreement (this “Agreement”), dated as of October 9, 2026, is entered into by and between SS Innovations International, Inc., a Florida corporation (“Company”), and Growth Capital Partners, LLC, a Utah limited liability company (“Investor”).

A. Company is executing and delivering this Agreement, and the securities are being offered and sold hereunder, pursuant to an effective registration statement on Form S-3 (File No. 333-295501) filed with the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “1933 Act”), including the base prospectus contained therein and a prospectus supplement to be filed with the SEC pursuant to Rule 424(b) under the 1933 Act, and in compliance with applicable state securities laws.

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GUARANTY

This GUARANTY, made effective as of October 9, 2026, is given by each of the undersigned guarantors (collectively, the “Guarantors”, and each individually, a “Guarantor”) for the benefit of Growth Capital Partners, LLC, a Utah limited liability company (“Investor”).

PURPOSE

A. SS Innovations International, Inc., a Florida corporation and parent of Guarantors (“Company”), has issued to Investor that certain Secured Convertible Promissory Note of even date herewith in the original principal amount of $21,025,000.00 (the “Note”).

B. The Note was issued pursuant to the terms of a Securities Purchase Agreement of even date herewith between Company and Investor (the “Purchase Agreement”).

C. Investor agreed to provide the financing to Company evidenced by the Note only upon the inducement and representation of Guarantors that they would guarantee certain indebtedness, liabilities and obligations of Company owed to Investor under the Note, as provided herein.

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DEBT-TO-EQUITY CONVERSION AGREEMENT

债转股协议

by and among
SINO GREEN LAND CORPORATION,
LUO XIONG and WO KUK CHING,
EMPOWER INTERNATIONAL TRADING SDN. BHD.,
and XU LIMING

由 SINO GREEN LAND CORPORATION、罗雄及鄔菊貞、EMPOWER INTERNATIONAL TRADING SDN. BHD. 及徐黎明签订

Dated as of September 30, 2026

日期：2026 年 9 月 30 日

**Language. **This Agreement is executed in English and Chinese. The Chinese text is provided for reference; in the event of any inconsistency between the two, the English text shall prevail.

**语言。**本协议以英文及中文签署。中文文本仅供参考，如中英文文本有任何不一致，以英文文本为准。

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NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL (WHICH MAY BE THE LEGAL COUNSEL OPINION (AS DEFINED IN THE PURCHASE AGREEMENT)), IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD PURSUANT TO RULE 144, RULE 144A OR REGULATION S UNDER SAID ACT OR OTHER APPLICABLE EXEMPTION. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.

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This **SECURITIES PURCHASE AGREEMENT **(the “Agreement”), dated as of October _____, 2026, by and between MITESCO, INC., a Nevada corporation, with headquarters located at 505 Beachland Blvd., Suite 1377, Vero Beach, FL 32963 (the “Company”), and ZSP Capital, LLC, a New York limited liability company, (the “Buyer”).

WHEREAS:

A. The Company and the 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) promulgated by the United States Securities and Exchange Commission (the “SEC”) under the 1933 Act;

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October 6, 2026

To: Board of Directors

Mitesco, Inc.

Re: Resignation from Board of Directors

Dear Members of the Board:

Please accept this letter as my formal resignation from the Board of Directors of Mitesco, Inc., effective October 6, 2026.

I appreciate the opportunity to have served on the Board and wish the Company continued success in its future endeavors.

Sincerely,

Jordan P. Balencic, D.O.