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Exhibit 10.4

 

INTELLECTUAL PROPERTY SECURITY AGREEMENT

 

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (“IP Security Agreement”), dated as of June 29, 2026, is made by ALPHA MODUS, CORP., a Florida corporation (“Guarantor”), in favor of STREETERVILLE CAPITAL, LLC, a Utah limited liability company (the “Secured Party”).

 

A.Alpha Modus Holdings, Inc., a Delaware corporation and parent company of Guarantor (“Debtor”), has or will issue to Secured Party one or more Secured Pre-Paid Purchases (the “Pre-Paid Purchases”), all pursuant to that certain Securities Purchase Agreement dated June 29, 2026 by and between Debtor and Secured Party (the “Purchase Agreement”).
   
B.In order to induce Secured Party to purchase the Pre-Paid Purchases, Guarantor has agreed to enter into that certain Guaranty of even date herewith by and between Guarantor and Secured Party (the “Guaranty”) and that certain Security Agreement of even date herewith by and between Guarantor and Secured Party (the “Security Agreement”) and to grant Secured Party a security interest in certain “Collateral” as defined in the Security Agreement.
   
C.Under the terms of the Security Agreement, Guarantor has granted to the Secured Party a security interest in, among other property, certain intellectual property of Guarantor, and has agreed to execute and deliver this IP Security Agreement for recording with governmental authorities, including, but not limited to, the United States Patent and Trademark Office and the United States Copyright Office.

 

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

 

1. Grant of Security. Guarantor hereby pledges and grants to Secured Party a security interest in and to all of the right, title, and interest of such Guarantor in, to, and under the following (collectively, the “IP Collateral”), whether now owned or hereafter acquired or created:

 

(a) the patents and patent applications set forth on Schedule 1 hereto and all reissues, divisions, continuations, continuations-in-part, renewals, extensions, and reexaminations thereof, and amendments thereto;

 

(b) the trademark registrations and applications set forth on Schedule 1 hereto, together with the goodwill connected with the use thereof and symbolized thereby, and all extensions and renewals thereof;

 

(c) the copyright registrations and applications set forth on Schedule 1 hereto, and all extensions and renewals thereof;

 

(d) all rights of any kind whatsoever of Guarantor accruing under any of the foregoing provided by applicable law of any jurisdiction, by international treaties and conventions and otherwise throughout the world;

 

 

 

 

(e) any and all royalties, fees, income, payments, and other proceeds now or hereafter due or payable with respect to any and all of the foregoing; and

 

(f) any and all claims and causes of action with respect to any of the foregoing, whether occurring before, on, or after the date hereof, including all rights to and claims for damages, restitution, and injunctive and other legal and equitable relief for past, present, and future infringement, dilution, misappropriation, violation, misuse, breach, or default, with the right but no obligation to sue for such legal and equitable relief and to collect, or otherwise recover, any such damages.

 

2. Recordation. Guarantor authorizes the Commissioner for Patents, the Commissioner for Trademarks, and the Register of Copyrights to record and register this IP Security Agreement upon request by the Secured Party.

 

3. Loan Documents. This IP Security Agreement has been entered into pursuant to and in conjunction with the Security Agreement, the Purchase Agreement, the Pre-Paid Purchases and all other documents related thereto and entered into in connection therewith (the “Loan Documents”), which are hereby incorporated by reference. The provisions of the Loan Documents shall supersede and control over any conflicting or inconsistent provision herein. The rights and remedies of the Secured Party with respect to the IP Collateral are as provided by the Loan Documents and nothing in this IP Security Agreement shall be deemed to limit such rights and remedies.

 

4. General Representations and Warranties. In addition to those representations and warranties made in the Security Agreement, Guarantor hereby represents and warrants to Secured Party that:

 

(a) Guarantor owns, has independently developed, and has the valid right to encumber, use, possess, develop, sell, license, copy, distribute, market, advertise and/or dispose of all IP Collateral.

 

(b) The IP Collateral does not infringe, whether indirectly (e.g., contributorily or by induced infringement) or directly, upon any copyright, trademark, trade dress, trade secret or patent or other proprietary or intellectual property right of any third party in the United States or in any country or jurisdiction worldwide, and that no third party in the United States or in any country or jurisdiction worldwide has made any infringement or misappropriation claims against Guarantor regarding the IP Collateral.

 

(c) The IP Collateral is free and clear of any liens or other encumbrances, other than (i) the security interest granted to Secured Party pursuant to the Loan Documents, (ii) the security interests subordinated to Secured Party pursuant to the Loan Documents.

 

(d) Unless otherwise specified in Schedule 1, all applications and registrations related to the IP Collateral are valid, enforceable, subsisting, and have not expired, been revoked or cancelled for failure to prosecute, and all issuance, renewal, maintenance and other payments that are or have become due with respect thereto have been timely paid by or on behalf of the Guarantor.

 

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(e) Guarantor has not assigned any right, title or interest in the IP Collateral to any third party.

 

(f) There is no pending or threatened claim or litigation contesting the validity or ownership of the IP Collateral. There is no legitimate basis for any such claim, nor has Guarantor received any notice asserting that any IP Collateral or the proposed encumbrance, use, sale, license or disposition thereof conflicts or shall conflict with the rights of any other party, nor is there any legitimate basis for any such assertion.

 

(g) Guarantor represents and warrants to Secured Party that Schedule 1 attached hereto is a true, complete and accurate list of all patents, patent applications, trademarks, trademark applications, copyrights, and copyright applications owned by Guarantor. Guarantor further confirms that, to the extent any category of intellectual property on Schedule 1 contains no entries, Guarantor does not own or have any right, title, or interest in any such intellectual property of that category.

 

5. Execution in Counterparts. This IP Security Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Counterparts may be delivered via electronic signature (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

 

6. Successors and Assigns. This IP Security Agreement will be binding on and shall inure to the benefit of the parties hereto and their respective successors and assigns. This IP Security Agreement may be assigned by Secured Party to its affiliates that are permitted assignees of the Pre-Paid Purchases, upon prior written notice to Guarantor, without the need to obtain Guarantor’s consent thereto, provided that any such assignee agrees in writing to be bound by the terms of all Transaction Documents (as defined in the Purchase Agreement) as though an original party thereto. Except as set forth above, neither Secured Party nor Guarantor may assign its rights or obligations under this IP Security Agreement or delegate its duties hereunder, whether directly or indirectly, without the prior written consent of the other party, and any such attempted assignment or delegation shall be null and void.

 

7. Governing Law; Arbitration. This IP Security Agreement and any claim, controversy, dispute, or cause of action (whether in contract or tort or otherwise) based upon, arising out of, or relating to this IP Security Agreement and the transactions contemplated hereby and thereby shall be governed by, and construed in accordance with, the laws of the United States and the State of Utah, without giving effect to any choice or conflict of law provision or rule (whether of the State of Utah or any other jurisdiction), and will be subject to the Arbitration Provisions (as defined in the Purchase Agreement) attached as an exhibit to the Purchase Agreement.

 

[Signature Page Follows]

 

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IN WITNESS WHEREOF, Guarantor has caused this IP Security Agreement to be duly executed and delivered by its officer thereunto duly authorized as of the date first above written.

 

  ALPHA MODUS, CORP.
     
  By: /s/ William Alessi
    William Alessi, Chief Executive Officer
     
  Address for Notices:
   
  20311 Chartwell Center Dr., #1469
  Cornelius, NC 28031

 

AGREED TO AND ACCEPTED:

 

  STREETERVILLE CAPITAL, LLC
     
  By: /s/ John Fife
    John Fife, President
     
  Address for Notices:
   
  297 Auto Mall Drive #4
  St. George, Utah 84770

 

[Signature Page to Intellectual Property Security Agreement]

 

 

 

 

SCHEDULE 1

 

PATENTS

 

Patents

 

Country   Application Number   Filing Date   Publication Number   Publication Date   Patent Number   Issue Date   Status   Title
US   14/335429   18-Jul-2014   2015-0025936   22-Jan-2015   10360571   23-Jul-2019   Granted   METHOD FOR MONITORING AND ANALYZING BEHAVIOR AND USES THEREOF
US   16/509343   11-Jul-2019   2019-0333081   31-Oct-2019   10853825   1-Dec-2020   Granted   METHOD FOR MONITORING AND ANALYZING BEHAVIOR AND USES THEREOF
US   16/837577   1-Apr-2020   2020-0226621   16-Jul-2020   11049120   29-Jun-2021   Granted  

METHOD AND SYSTEM FOR GENERATING A LAYOUT FOR

PLACEMENT OF PRODUCTS IN A RETAIL STORE

US   16/837645   1-Apr-2020   2020-0226622   16-Jul-2020   11301880   12-Apr-2022   Granted   METHOD AND SYSTEM FOR INVENTORY MANAGEMENT IN A RETAIL STORE
US   16/837711   1-Apr-2020   2020-0226623   16-Jul-2020   11042890   22-Jun-2021   Granted  

METHOD AND SYSTEM FOR CUSTOMER

ASSISTANCE IN A RETAIL STORE

US   16/985001   4-Aug-2020   2020-0364730   19-Nov-2020   10977672   13-Apr-2021   Granted   METHOD AND SYSTEM FOR REAL-TIME INVENTORY MANAGEMENT, MARKETING, AND ADVERTISING IN A RETAIL STORE
US   17/590605   1-Feb-2022   2022-0156764   19-May-2022   12039550   16-Jul-2024   Granted  

METHOD FOR ENHANCING CUSTOMER

SHOPPING EXPERIENCE IN A RETAIL STORE

US   18/100377   23-Jan-2023   2023-0162211   25-May-2023   12026731   2-Jul-2024   Granted   METHOD FOR PERSONALIZED MARKETING AND ADVERTISING OF RETAIL PRODUCTS
US   18/519550   27-Nov-2023  

2024-0095760

A1

  21-Mar-2024   12175484  

24-Dec-

2024

  Granted   METHODS FOR PERSONALIZED MARKETING AND ADVERTISING
US   18/651410   30-Apr-2024   2024-0281829   22-Aug-2024   12354121   8-Jul-2025   Granted   METHODS AND SYSTEMS FOR SHOPPING IN A RETAIL STORE
US   18/905975   3-Oct-2024   2025-0029124   23-Jan-2025   12423718  

23-Sep-

2025

  Granted  

METHODS AND SYSTEMS FOR PROVIDING

CUSTOMER ASSISTANCE IN A RETAIL STORE

US   19/233507   10-Jun-2025  

2025-0299210

A1

  25-Sep-2025   12591901   31-Mar-2026   Granted   METHODS FOR PERSONALIZED MARKETING OF RETAIL PRODUCTS

 

 

 

 

Patent Applications

 

Country   Application Number   Filing Date   Publication Number   Publication Date   Patent Number   Issue Date   Status   Title
US   19/203027   8-May-2025   2025-0265607   21-Aug-2025           Pending   METHODS FOR PERSONALIZED MARKETING OF RETAIL PRODUCTS
US   19/309240   25-Aug-2025   2025-0390897               Pending   METHOD FOR PERSONALIZED MARKETING AND ADVERTISING OF RETAIL PRODUCTS

 

Trademarks

 

Mark   Reg. No.   Reg. Date   Ser. No.   Status   Country
  7594797   Dec. 10, 2024   98258761   Active   US
ALPHA MODUS   7556114   Nov. 05, 2024   98258753   Active   US