1751817926 25792241

FIRST AMENDMENT TO

CREDIT AGREEMENT

This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as

of August 13, 2025 (the “Amendment Effective Date”), is made by and among GEMINI

CAPRICORN ONE, LLC, a Delaware limited liability company, as borrower (the “Borrower”),

GEMINI CONSTELLATION, LLC (“Constellation”), a Delaware limited liability company

having its principal location in New York, New York, as servicer (in such capacity, the

“Servicer”), and RIPPLE LABS INC., as lender (the “Lender”). Capitalized terms used and not

otherwise defined herein shall have the respective meanings set forth in that certain Credit

Agreement, dated as of July 11, 2025, by and among the Borrower, the Servicer and the Lender

(the “Credit Agreement”).

AGREEMENT

In consideration of the terms, conditions and mutual covenants and agreements herein

contained, and for good and valuable consideration, the receipt and sufficiency of which are

hereby acknowledged, the Borrower, the Servicer and the Lender mutually agree as follows:

1.Modification Regarding Definitions.  The definition of “Collateral” in Appendix

A of the Credit Agreement is hereby amended as follows, wherein all deletions are indicated in

strikethrough format and all additions are indicated in double underlined format:

“Permitted Lien” means (a) Liens under the Transaction Documents or otherwise arising

in favor of the Lender, (b) any right of the Account Institution in respect of the Collection

Account, subject to the terms of the Account Control Agreement, and (c) Liens imposed by law

for Taxes that are not yet due or are being contested in good faith for which adequate reserves

have been established in accordance with GAAP, (d) Liens of WebBank, a Utah state-chartered

bank, under the Related Documents to which WebBank is a party, securing WebBank’s right to

receive the purchase price of receivables required to be purchased by Constellation pursuant to

such Related Documents and (e) any security interest or rights of the account bank at which the

Servicer maintains the servicing collection account in which Collections are deposited prior to

deposit in the Collection Account in respect of overdrafts, charge-backs, returned items, returns

and reversals and customary bank fees.

2.Miscellaneous.

(a)Effect of Amendment. Except as expressly amended and/or superseded by

this Amendment, the Credit Agreement shall remain in full force and

effect. This Amendment shall not constitute an amendment or waiver of

any provision of the Credit Agreement, except as expressly set forth

herein. Upon the Amendment Effective Date, or as otherwise set forth

herein, the Credit Agreement shall thereupon be deemed to be amended

and supplemented as hereinabove set forth, and this Amendment shall

henceforth be read, taken, and construed as an integral part of the Credit

Agreement; however, such amendments and supplements shall not operate

so as to render invalid or improper any action heretofore taken under the

Credit Agreement. This Amendment shall not operate to eliminate or

discharge a party’s obligation to pay amounts accrued and owing prior to

the Amendment Effective Date, which amounts shall be payable in

accordance with the terms of the Credit Agreement without giving effect

to this Amendment. In the event of any inconsistency between this

Amendment and the Credit Agreement with respect to the matters set forth

herein, this Amendment shall take precedence. References in any of the

Transaction Documents or amendments thereto to the Credit Agreement

shall be deemed to mean the Credit Agreement, as applicable, as amended

by this Amendment.

(b)Counterparts. This Amendment shall be valid, binding, and enforceable

against a party when executed and delivered by an authorized individual

on behalf of the party by means of (i) an original manual signature; (ii) a

faxed, scanned, or photocopied manual signature or (iii) any other

electronic signature permitted by the federal Electronic Signatures in

Global and National Commerce Act, state enactments of the Uniform

Electronic Transactions Act, and/or any other relevant electronic

signatures law, including any relevant provisions of the Uniform

Commercial Code (collectively, “Signature Law”), in each case to the

extent applicable. Each faxed, scanned, or photocopied manual signature,

or other electronic signature, shall for all purposes have the same validity,

legal effect, and admissibility in evidence as an original manual signature.

Each party hereto shall be entitled to conclusively rely upon, and shall

have no liability with respect to, any faxed, scanned, or photocopied

manual signature, or other electronic signature, of any other party and

shall have no duty to investigate, confirm or otherwise verify the validity

or authenticity thereof. This Amendment may be executed in any number

of counterparts and by different parties hereto in separate counterparts,

each of which when so executed and delivered shall be deemed to be an

original and all of which taken together shall constitute but one and the

same instrument. For the avoidance of doubt, original manual signatures

shall be used for execution or indorsement of writings when required

under the UCC or other Signature Law due to the character or intended

character of the writings.

(c)Headings. Captions and headings in this Amendment are for convenience

only and are not to be deemed part of this Amendment.

(d)Governing Law. This Amendment shall be interpreted and construed in

accordance with the laws of the State of New York, without giving effect

to the rules, policies, or principles thereof with respect to conflicts of laws.

[Signature Page to Follow]

[signature page to First Amendment to Credit Agreement]

1751817926 25792241

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be

executed by their duly authorized officers as of the date first written above.

GEMINI CAPRICORN ONE, LLC, as the

Borrower

/s/ Marshall Beard

By:

      Name: Marshall Beard

      Title: Manager

GEMINI CONSTELLATION, LLC, as the

Servicer

/s/ Dan Chen

By:

      Name: Dan Chen

      Title: Manager

RIPPLE LABS INC., as the Lender

/s/ Sean Belmont

By:

      Name: Sean Belmont

      Title: Vice President