Patent Assignment Agreement, by and between SIM IP 2 LLC and AJOU University Industry-Academic Cooperation Foundation, dated June 20, 2024

Exhibit 10.26

PATENT ASSIGNMENT AGREEMENT

This Patent Assignment Agreement (“Agreement”), made and entered into as of the date of the last signature set forth on the signature page below (the “Effective Date”), by and between AJOU University Industry-Academic Cooperation Foundation, having its offices at 206 Worldcup-ro, Yeongtong-gu Suwon-si, Gyeonggi-do, 16499, Republic of Korea (“Assignor”) and SIM IP 2 LLC (“Assignee”), a limited liability company organized under the laws of the Delaware, having offices at 78 SW 7th Street, Suite 500, Miami, FL 33130 (each a “Party” and collectively the “Parties”).

WITNESSETH:

WHEREAS, Assignor is the owner of all rights, title and interest in and to the inventions (the “Inventions”) as described and claimed in the Patents and Related Patents;

WHEREAS, Assignor wishes to transfer, assign and set over unto Assignee, and Assignee shall accept and assume, all rights, title and interest in and to the Patents and Related Patents (defined below) as specified in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and agreements of the Parties contained herein, and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, it is hereby agreed as follows:

[Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to

furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC.]

Assignee shall not sell the Patents and Related Patents to a third party in an arms-length transaction without first offering to Assignor an opportunity to purchase the Patents and Related Patents under the same conditions as those offered to and contemplated with such third party. Assignee may transfer the Patents and Related Patents to another entity, provided the new entity agrees to be bound by the rights and obligations of this Agreement. Any assignment or transfer of the Patents and Related Patents shall be subject to all then-in-effect licenses, encumbrances, obligations, and other restrictions applicable to the Patents and Related Patents.

“Gross Recovery” or “Gross Recoveries” is defined as the gross amount of any monies received by Assignee through monetization of the Patents. For example, foreign tax withholding may reduce the amount of settlement proceeds that is received by Assignee. In this example, Gross Recovery shall be calculated to exclude the amount of foreign taxes withheld. To the extent that foreign tax withholding applies, fifty percent (50%) of any amount of such withholding that the Assignee recovers via its U.S. tax filings the following year will be distributed to Assignor. Gross Recovery shall include, without limitation, any and all settlement proceeds, licensing proceeds, proceeds from a sale, or other payment from other transactions related to the Patents and Related Patents.

“Net Proceeds” is defined as Gross Recovery minus Costs and Expenses. “Costs and Expenses” include reasonably substantiated costs and expenses incurred in relation to obtaining, creating, defending, or maintaining the Patents and Related Patents or monetization efforts such as (1) Litigation Costs incurred in connection with the monetization, licensing and/or enforcement of the Patents and Related Patents; (2) consulting and expert fees paid to outside third parties (e.g., infringement expert, validity expert, technical expert, damages expert(s)) and incurred in connection with the monetization, licensing and/or enforcement of the Patents and Related Patents; (3) reasonably-related costs incurred in relation to acquiring and monetizing the Patents and Related Patents (e.g., travel fees); (4) prosecution and other costs in relation to the monetization of the Patents and Related Patents; (5) costs and fees associated with any adversarial proceeding relating to the Patents and Related Patents, including but not limited to Inter Parties Review and reexaminations; (6) costs and fees associated with reverse engineering and other due diligence costs related to the Patents and Related Patents, and third-party litigation and monetization financing; (7) Assignee upfront acquisition costs related to the Patents and Related Patents, including the Front End Payment; and (8) judgments for attorney’s fees, costs, sanctions, or other punitive fees in connection with the Patents and Related Patents. For the avoidance of doubt, the parties agree that the “Costs and Expenses” (1) shall not include the day-to-day operating expenses of the Assignee which include, without limitation, payroll, travel (except as provided in clause (3) above), rent, and costs and expenses of acquisition, construction or leasing of facilities to operate the business whether or not contracted to third parties, and (2) any of the fees, costs and expenses above shall be reasonably and directly needed for the enforcement and licensing of the Patents and Related Patents.

“Litigation Costs” is defined as costs reasonably incurred, during the term of this Agreement, including but not limited to litigation counsel fees, filing fees, court-ordered mediation fees, subpoena service fees, deposition transcripts, long-distance telephone charges, document retrieval and copying costs, attorneys’ travel expenses, legal research and database fees, investigator fees, witness fees, alternative dispute resolution fees, arbitration fees, deposition videos and transcripts and copy fees, fees associated with technical and graphic support for exhibiting videos and exhibits to the court and jury, and graphic design and construction fees for exhibits.

Prior to Closing, Assignor will furnish Assignee with all necessary wire transfer information (shown in Exhibit B).

Assignor acknowledges and understands that the Contingency Payment is contingent on Net Proceeds as a result of enforcement of the Patents and Related Patents, and may or may not occur depending on the success of Assignee’s monetization efforts. Further, Assignor acknowledges and understands that Assignee’s monetization efforts may result in change in scope of the Patents and Related Patents, as well as, invalidity and/or unenforceability of one or more claims in the Patents and Related Patents. Assignor hereby releases Assignee (including its officers, directors, members, managers, attorneys, employees, agents, consultants, investors and insurers) from all claims or liability for and relating to the monetization of the Patents and Related Patents.

Reports. Assignee shall provide to Assignor a quarterly written report (e.g., within 30 days after each of March, June, September, and December) on the status and progress of the monetization activities. This report shall further detail the financial related information, including the costs and expenses incurred during that particular period in relation to Paragraph 4 above. Assignee shall provide prompt responses to inquiries from Assignor with respect to the report.

Audit. For the purpose of confirming Net Proceeds stated in Paragraph 4, Assignor shall have the right to financial audit. No more than once each calendar year and upon a reasonable advance written notice, Assignor may have an independent auditor audit Assignee’s applicable records, subject to any contractual confidentiality obligations, at Assignor’s request and expense, to verify the accuracy of the calculations under this Agreement. All such records shall be treated as confidential information by the independent auditor and shall not be disclosed to Assignor except insofar as necessary to verify to Assignor the accuracy of Assignee’s payments to Assignor, subject to any contractual confidentiality obligations.

Any payment adjustments (whether due to under- or over-payments) shall be incorporated with the next quarterly payment under this Agreement. Should any payment be underpaid by five percent (5%) or more, without reasonable explanation, then Assignee shall pay the reasonable expense of such audit, if any, along with a late payment fee of interest on the under-payment amount at an annual interest rate of five percent (5%), paid with the next quarterly payment due under this Agreement.

Term and Termination. This Agreement shall remain in full force until the expiration of all of the Patents and Related Patents, except that both Parties agrees, in writing, to terminate this Agreement earlier. Notwithstanding anything to the contrary contained herein, in the event that Assignee makes no material efforts to monetize the Patents and Related Patents for a period of three (3) years from the Effective Date, the Assignor shall have the option to re-acquire the Assigned Patents from Assignee , without any liability or compensation whatsoever to Assignee, by action of a separate assignment document. It is understood that any one of the following constitutes material efforts to monetize the Patents and Related Patents: filing a lawsuit or lawsuits involving any of the Patents and Related Patents; engaging in active negotiations regarding a potential license or sale of any of the Patents and Related Patents; seeking, obtaining, or having obtained litigation financing; or otherwise engaging in activity in furtherance of identifying potential infringers and/or establishing basis to bring suit or allege infringement of the Patents and Related Patents (“Material Efforts”). Notwithstanding the above, in the event that Assignee does not generate any income through monetization efforts and fails to deliver any Contingency Payment to Assignor during the five (5) years from the Effective Date, this Agreement shall terminate at the end of the five (5) year period. As a result of the termination, Assignee shall assign the Patents and Related Patents to Assignor, including the Documents of Exhibit D. However, if there is a pending patent litigation in any jurisdiction at the end of the five (5) year period, this Agreement is effective until the termination of such patent litigation.

Limitations of Liability. NO PARTY SHALL BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, OR FOR ANY COSTS OF COVER, LOSS OF PROFITS OR GOODWILL, OR INTERRUPTION OF BUSINESS, UNDER OR IN RELATION TO THIS AGREEMENT, WHETHER BASED ON BREACH OF WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER THEORY, AND WHETHER OR NOT THE PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

If to the Assignee at:

Sauvegarder Investment Management LLC

78 SW 7th Street, Suite 500, Miami, Florida 33130

***@*** and ***@***

If to Assignor at:

Patent Manager

AJOU University Industry-Academic Cooperation Foundation

11^th Floor, 206 Worldcup-ro, Yeongtong-gu, Suwon-si, Gyeonggi-do, 16499,

Republic of Korea

***@*** and ***@***

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date of the last signature set forth below.