True Gold R&D Services Agreement—Amendment I

Exhibit 10.24

True Gold R&D Services Agreement—Amendment I

This Amendment dated May 26, 2022 (“Amendment”), is to that certain agreement entered into on 16 November 2020 (“Agreement”), by and between Security Matters, Ltd an Israeli corporation PC #515125771 c/- X&X Xxxxx, X00, 000 Xxxxxxx Xxxxxx, Xxxxxxxxx, Xxxxxxxx 3000 (“SMX”) and True Gold Consortium Pty Ltd ACN 641 483 374 of Xxxxx 000, 000X Xxxxxxxxx Xxxxxx, Xxxxxxx Xxxxxxx Xxxxxxxxx 6014 (“TrueGold”). Each a “Party” and, together, the “Parties”.

Whereas         The Parties signed the Agreement and extended it but now wish to amend the “Term and Extension” provision of the Agreement;

NOW, THEREFORE, in consideration of the mutual premises, covenants and other agreements contained herein, the parties hereby agree as follows:

1. Section 6 to the Commercial Details (Term and Extension) is hereby replaced with the following:

“This Agreement will become effective on 1 January 2021 (Commencement Date). This Agreement will expire on 31 December 2021 or upon mutual agreement in writing by both parties (Initial Term). The Initial Term shall then be automatically renewed indefinitely for 12 months periods, unless a party gave the other least 6 months’ notice of termination prior to the expiry of the term.”

2. All other terms of the Agreement shall remain unchanged.

IN WITNESS WHEREOF the parties have executed this amendment as an agreement as of the date first hereinabove set forth.

Executed for and on behalf of Security Matters, Ltd (an Israeli corporation PC #515125771) by its authorised representative in accordance with the laws of Israel, who hereby declares that they have been duly authorised to do so, in the presence of:				/s/ Haggai Alon
				Signature of authorized representative Print Name: Xxxxxx Xxxx, CEO

Executed by True Gold Consortium Pty Ltd (ACN 641 483 374) in accordance with section 127 of the Corporations Act:		) ) )
/s/ Xxxx Xxxxxx				/s/ Xxxxx Xxxxxx
Signature of Director				Signature of Director
XXXX XXXXXX				XXXXX XXXXXX
Name of Director				Name of Director

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