0001493152-25-003296 Sample Contracts

Securities Purchase Agreement
Securities Purchase Agreement • January 23rd, 2025 • MKDWELL Tech Inc. • Electronic & other electrical equipment (no computer equip) • Utah

This Securities Purchase Agreement (this “Agreement”), dated as of November 26, 2024, is entered into by and between MKDWELL Tech Inc., a British Virgin Islands company (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).

WARRANT ASSIGNMENT AGREEMENT AMONG CETUS CAPITAL ACQUISITION CORP., MKDWELL TECH INC. AND CONTINENTAL STOCK TRANSFER & TRUST COMPANY
Warrant Assignment Agreement • January 23rd, 2025 • MKDWELL Tech Inc. • Electronic & other electrical equipment (no computer equip) • New York

THIS WARRANT ASSIGNMENT AGREEMENT (this “Agreement”), dated July 31, 2024, is made by and among CETUS CAPITAL ACQUISITION CORP., a Delaware corporation (“SPAC”), MKDWELL TECH INC., a BVI business company (the “Company”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”), and amends the Warrant Agreement (the “Existing Warrant Agreement”), dated January 31, 2023, by and between SPAC and the Warrant Agent. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Existing Warrant Agreement.

AMENDED SATISFACTION AND DISCHARGE OF INDEBTEDNESS PURSUANT TO UNDERWRITING AGREEMENT DATED JANUARY 31, 2023 JULY [24], 2024
Satisfaction and Discharge of Indebtedness • January 23rd, 2025 • MKDWELL Tech Inc. • Electronic & other electrical equipment (no computer equip)

This amended and restated Satisfaction and Discharge of Indebtedness (the “Amended Satisfaction and Discharge”) amends and restates the original Satisfaction and Discharge of Indebtedness dated as of April 24, 2024, in its entirety and is hereby made and entered into to be effective as of July [24], 2024, by and between Cetus Capital Acquisition Corp., a Delaware corporation (the “Company”), MKD Technology Inc., a Taiwan corporation (“MKDT”), MKDWELL Limited, a British Virgin Islands company (“MKDW”), and MKDWELL Tech Inc., a British Virgin Islands company (“PubCo”) (collectively, MKDT, MKDW and PubCo, the “MKD Parties”), on the one hand, and EF Hutton LLC (f/k/a EF Hutton, division of Benchmark Investments, LLC) (“EF Hutton”), on the other hand. Capitalized terms used but not defined herein shall have the meanings assigned to them in the Underwriting Agreement (as defined below).