Browse EX-10 agreements

AMENDMENT TO LINE OF CREDIT AGREEMENT

This Amendment (“Amendment”) to the Line of Credit Agreement is made and entered into as of the Effective Date set forth below, by and between:

Borrower: StimCell Energetics Inc., a corporation with an address at 555 - 1130 West Pender Street, Vancouver, BC V6E 4A4 (“Lender”),

AND

Lender: Susan Jeffs, an individual with an address at 11750 Fairtide Road, Ladysmith, BC V9G 1K5 (“Borrower”).

RECITALS

WHEREAS, the Lender and Borrower entered into a Line of Credit Agreement dated February 14, 2025 (the “Original Agreement”), pursuant to which the Lender extended to the Borrower an unsecured revolving line of credit in the maximum principal amount of CAD $100,000;

WHEREAS, the parties wish to amend the Original Agreement to increase the Credit Limit to CAD $200,000, with all other terms and conditions of the Original Agreement remaining unchanged.

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AMENDMENT TO LINE OF CREDIT AGREEMENT

This Amendment (“Amendment”) to the Line of Credit Agreement is made and entered into as of the Effective Date set forth below, by and between:

Borrower: StimCell Energetics Inc., a corporation with an address at 555 - 1130 West Pender Street, Vancouver, BC V6E 4A4 (“Lender”),

AND

Lender: Richard Jeffs, an individual with an address at 11750 Fairtide Road, Ladysmith, BC V9G 1K5 (“Borrower”).

RECITALS

WHEREAS, the Lender and Borrower entered into a Line of Credit Agreement dated June 20, 2025 (the “Original Agreement”), pursuant to which the Lender extended to the Borrower an unsecured revolving line of credit in the maximum principal amount of US$200,000;

WHEREAS, the parties wish to amend the Original Agreement to increase the Credit Limit to US$350,000, with all other terms and conditions of the Original Agreement remaining unchanged.

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into effective as of August 31, 2026, by and between TENON MEDICAL, INC., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).

The Company and each Purchaser hereby agree as follows:

1. Definitions.

Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement. As used in this Agreement, the following terms shall have the following meanings:

“Advice” shall have the meaning set forth in Section 6(d).

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SECURITIES PURCHASE AGREEMENT

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of August 27, 2026, between TENON MEDICAL, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

** **

RECITALS

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act (as defined below), and/or Rule 506 of Regulation D promulgated thereunder, 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.

** **

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:

** **

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ASSIGNMENT OF RIGHTS UNDER A PROMISSORY NOTE

This Assignment of Rights under a Promissory Note (this “Agreement”) is made effective as of December 31, 2025 (the “Effective Date”)

BETWEEN:

Smarterest Incorporated, a corporation organized under the laws of the Province of Ontario, Canada, with registration number 1249329-2 and registered office at 150 King St W Suite 200, Toronto, Ontario, M5H 1J9, Canada (the “Assignor”)

-and-

360 DIGITAL LLC, a limited liability company organized under the laws of the State of Florida, United States of America, with registration number L21000500085, and registered office at 452 Osceola St #202 Altamonte Springs, FL 32701, USA (the “Assignee”).

The Assignor and the Assignee are each a “Party” and together the “Parties”.

A. Recitals

** **

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SECOND AMENDMENT TO PROMISSORY NOTE

*** ***

This Second Amendment to Promissory Note (this “Amendment”) is made and entered into as of December 31, 2025, by and between:

*** ***

Borrower: Elventix Technology Corporation,a corporation organized and existing under the laws of the State of Wyoming, United States, with its registered address at 1309 Coffeen Avenue STE 1200 Sheridan, Wyoming 82801.

* *

***Lender: 360 DIGITAL LLC, ***a limited liability company organized under the laws of the State of Florida, United States of America, with registration number L21000500085, and registered office at 452 Osceola St #202 Altamonte Springs, FL 32701, USA.

* *

RECITALS

WHEREAS, the Borrower issued a Promissory Note dated May 15, 2025 in the original principal amount of USD $188,538.00 (the “Original Note”) in favor of Smarterest Incorporated, a corporation organized under the laws of the Province of Ontario, Canada, with registration number 1249329-2 and registered office at 150 King St W Suite 200, Toronto, Ontario, M5H 1J9, Canada;

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Execution Version

CONTRIBUTION AGREEMENT

between

EXETER HOLDINGS TRUST 2026-4
Transferee

and

EXETER AUTOMOBILE RECEIVABLES TRUST 2026-4
Transferor

Dated as of August 9, 2026

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TABLE OF CONTENTS

Page

ARTICLE I      DEFINITIONS	1
SECTION 1.1 General	1
SECTION 1.2 Specific Terms	1
SECTION 1.3 Usage of Terms	2
SECTION 1.4 [Reserved].	2
SECTION 1.5 No Recourse	2
SECTION 1.6 Action by or Consent of Noteholders and Certificateholders	3

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Execution Version

PURCHASE AGREEMENT

between

EFCAR, LLC
Purchaser

and

EXETER FINANCE LLC

Seller

Dated as of August 9, 2026

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TABLE OF CONTENTS

Page

ARTICLE I.	DEFINITIONS	1
SECTION 1.1	General	1
SECTION 1.2	Specific Terms	1
SECTION 1.3	Usage of Terms	2
SECTION 1.4	[Reserved].	2
SECTION 1.5	No Recourse	2

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Execution Version

CUSTODIAN AGREEMENT



among



EXETER FINANCE LLC,
as Custodian,



EXETER FINANCE LLC,
as Servicer,



and




CITIBANK, N.A.,
as Indenture Trustee




Dated as of August 9, 2026

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THIS CUSTODIAN AGREEMENT, dated as of August 9, 2026, is made with respect to the issuance of Notes and Certificates by Exeter Automobile Receivables Trust 2026-4 (the “Issuer”), and is among EXETER FINANCE LLC, as custodian (in such capacity, the “Custodian”), EXETER FINANCE LLC, as servicer (in such capacity, the “Servicer”), and CITIBANK, N.A., a national banking association, as indenture trustee (in such capacity, the “Indenture Trustee”).  Capitalized terms used herein which are not defined herein shall have the meanings set forth in the Sale and Servicing Agreement (as hereinafter defined).

W I T N E S S E T H:

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Execution Version

ASSET REPRESENTATIONS REVIEW AGREEMENT

among

EXETER AUTOMOBILE RECEIVABLES TRUST 2026-4,
Issuer,

EXETER FINANCE LLC,
Servicer,

and

CLAYTON FIXED INCOME SERVICES LLC,
Asset Representations Reviewer

Dated as of August 9, 2026

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TABLE OF CONTENTS

Page

ARTICLE I DEFINITIONS		1
Section 1.1.	Definitions	1
Section 1.2.	Additional Definitions	1

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Execution Version

ACCESSION AGREEMENT

Reference is hereby made to that certain Intercreditor Agreement, dated as of December 9, 2022 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among (i) Exeter Finance LLC, as servicer, (ii) Citibank, N.A., as intercreditor agent, and (iii) each Other Party that becomes a party thereto pursuant to the terms thereof.  Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in the Agreement.

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SECOND AMENDED AND RESTATED
GRANTOR TRUST AGREEMENT

CARVANA AUTO RECEIVABLES TRUST 2026-P3,

as Grantor

and

BNY MELLON TRUST OF DELAWARE,

as Grantor Trust Trustee, Grantor Trust Certificate Registrar and Grantor Trust Paying Agent

_____________________________

Dated as of August 25, 2026

_____________________________

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TABLE OF CONTENTS

Page

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