0001493152-26-043599 Sample Contracts

Exchange Agreement
Exchange Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Utah

This Exchange Agreement (this “Agreement”) is entered into as of September 15, 2026 by and between Algorhythm Holdings, Inc., a Delaware corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company (“Investor”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • North Carolina

This Asset Purchase Agreement (this “Agreement”), dated as of September 15, 2026, is entered into by and among Azure Energy, LLC, a Delaware limited liability company (the “Seller”), Azure Energy, S.R.L., a Costa Rica company (“Azure S.R.L.”) (solely for the purposes of Sections 2.09 and 3.02(c)), Algorhythm Holdings, Inc., a Delaware corporation (“Parent”), Azure Holdings, LLC, a Nevada limited liability company (the “Buyer”), and the other parties set forth on the signature page hereto.

Contract
Secured Pre-Paid Purchase Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Utah

THIS PRE-PAID PURCHASE (AS DEFINED BELOW) IS ISSUED IN EXCHANGE FOR (WITHOUT ANY ADDITIONAL CONSIDERATION) 3,500 SHARES OF BORROWER’S (AS DEFINED BELOW) SERIES A PREFERRED STOCK HAVING AN ORIGINAL ISSUE DATE OF February 17, 2026. FOR PURPOSES OF RULE 144 OF THE SECURITIES ACT OF 1933, AS AMENDED, THIS PRE-paid purchase SHALL BE DEEMED TO HAVE BEEN ISSUED ON february 17, 2026.

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Florida

This Executive Employment Agreement (the “Agreement”) is made and entered into as of September 15, 2026 (the “Effective Date”), by and between [______________] (the “Executive”) and Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and sets forth the terms and conditions with respect to the Executive’s employment with the Company during the Term (as defined below).

OPTION AGREEMENT
Option Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • North Carolina

This OPTION AGREEMENT (this “Agreement”), dated as of September 15, 2026 (the “Effective Date”), is entered into by and among Algorhythm Holdings, Inc., a Delaware corporation (the “Optionee”), Azure Energy, LLC, a Delaware limited liability company (“Target”), Tangen Family Trust, a Washington trust (“TFT”), and 1979, FLP, a North Carolina limited partnership (“1979 FLP”; together with TFT, the “Optionors”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Asset Purchase Agreement (as defined below).

FUNDING AGREEMENT
Funding Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Florida

This Funding Agreement (this “Agreement”), dated September 15, 2026 (the “Effective Date”), is entered into by and among Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), Gary Atkinson (“Atkinson”) and Alex Andre (“Andre”; together with Atkinson, the “Executives”).

SEPARATION AGREEMENT AND RELEASE
Separation Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Florida

THIS SEPARATION AGREEMENT AND RELEASE (this “Agreement”), dated September 15, 2026 (the “Effective Date”), is entered into by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and [_________] (“Executive”).

CONSULTING AGREEMENT
Consulting Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Florida

This Consulting Agreement (this “Agreement”), dated September 15, 2026 (the “Effective Date”), is entered into by and between Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and [__________] (“Consultant”).

EMPLOYMENT AGREEMENT
Employment Agreement • September 21st, 2026 • Algorhythm Holdings, Inc. • Services-computer integrated systems design • Florida

This Employment Agreement (the “Agreement”) is made and entered into as of September 15, 2026 (the “Effective Date”), by and between Leticia Raele (the “Executive”) and Algorhythm Holdings, Inc., a Delaware corporation (the “Company”), and sets forth the terms and conditions with respect to the Executive’s employment with the Company during the Term (as defined below).