Form of Promissory Note Amendment Agreement, dated as of February 10, 2025, between the Company and certain investors

Exhibit 10.1

TRANSPORTATION AND LOGISTICS SYSTEMS,INC.

5500 Military Trail – Suite 22-357

Jupiter, Florida 33458

[Date of Amendment Agreement]

Dear Noteholder:

Reference is hereby made to that certain Promissory Note (the “Note”) of Transportation and Logistics Systems, Inc. (the “Company”) in the aggregate principal amount of $[Original Principal Amount], issued on [Original Issue Date] and due to [Investor] on [Original Maturity Date].

This letter agreement is to confirm that we agree to amend the due date for the outstanding principal and interest of the Note to be due and paid in full either on [New Maturity Date]. Except as set forth herein, all of the terms and provisions of the Notes shall remain in full force and effect.

[INVESTOR]

SCHEDULE TO EXHIBIT 10.1

The following table describes the Amendment to Promissory Notes between Transportation and Logistics Systems, Inc. (“TLSS”) and the investors listed below, the forms of which are substantially identical in all material respects to the representative Amendment to Promissory Note filed herewith, except as set forth below, and are dated as of the respective dates listed below. The other Amendment to Promissory Notes are omitted pursuant to Instruction 2 to Item 601 of Regulation S-K.