Material Agreement - Form 8-K

On April 15, 2024, Ault Alliance, Inc., a Delaware corporation (the "Company"), along with its wholly owned subsidiaries Sentinum, Inc. ("Sentinum"), Third Avenue Apartments LLC ("Third Avenue"), Alliance Cloud Services, LLC ("Alliance Cloud"), BNI Montana, LLC ("BNI Montana"), Ault Lending, LLC ("Ault Lending"), Ault Aviation, LLC ("Ault Aviation") and Ault Global Real Estate Equities, Inc. ("AGREE" and collectively with the Company, Sentinum, Third Avenue, Alliance Cloud, BNI Montana, Ault Lending and Ault Aviation, the "Guarantors") entered into the First Amendment Loan and Guaranty Agreement (the "Amendment"), with Ault & Company, Inc. (the "Purchaser"), JGB Capital, LP ("JGB Capital"), JGB Partners, LP ("JGB Partners") and JGB (Cayman) Buckeye Ltd. ("JGB Cayman" and collectively, the "Lenders"), and JGB Collateral LLC, as administrative agent and collateral agent for Lenders. The Amendment amends the Loan and Guaranty Agreement (the "Loan Agreement"), pursuant to which the Purchaser borrowed $36 million and issued secured promissory notes to the Lenders in the aggregate amount of $38,918,919 (collectively, the "Notes").

As previously disclosed, pursuant to the Loan Agreement, the Company established a segregated deposit account (the "Segregated Account"), which would be used as a guarantee of repayment of the Notes. Pursuant to the Amendment, the date by which the Company is required to have the minimum balance in the Segregated Account be not less than $7 million was extended from April 15, 2024 to May 15, 2024.

The foregoing description of the Amendment as well as the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the Amendment filed hereto as Exhibit 10.1 and is incorporated herein by reference.