Exhibit
10.8


 


AMENDMENT
TO SECURITY AGREEMENT


 


THIS
AMENDMENT TO SECURITY AGREEMENT (the “Amendment”) is made effective as of March 31, 2022 (the “Effective
Date”) by and between Spine Injury Solutions, Inc., a Delaware corporation (“SPIN”), Peter Dalrymple, an
individual (“Dalrymple”) and Quad Video Halo, Inc., a Texas corporation (“Quad”). The Company,
Dalrymple and Quad may collectively be referred to as the “Parties”.


 


BACKGROUND


 


A.
SPIN and Dalrymple are the parties to that certain Security Agreement dated August 31, 2020 (the “Agreement”);


 


B.
Quad is a wholly-owned subsidiary of SPIN, and received significant benefits from the proceeds of the Note as described in the Agreement;


 


C.
SPIN, Bitech Mining Corporation (the “Acquired Company”), each of the shareholders of the Acquired Company who executed
a joinder to the Share Exchange Agreement (each, a “Seller” and collectively, the “Sellers”), and
Benjamin Tran, solely in his capacity as Sellers’ Representative (“Sellers’ Representative”) entered into
a Share Exchange Agreement dated March 31, 2022 (the “SEA”); and


 


D.
The Parties desire to amend certain parts of the Agreement as provided for in the SEA and as set forth below.


 


NOW,
THEREFORE, in consideration of the execution and delivery of the SEA and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the Parties hereby agree as follows:


 


1. As
of the Effective Date, and pursuant to the Parties’ execution of this Amendment below, the Agreement is hereby amended such that:


 


1.1 Quad
shall be included with SPIN as an additional Debtor for all purposes in the Agreement (except as set forth below in Section 1.2) and
all references to the term Debtor shall refer to SPIN and Quad (except for those references which refer specifically to SPIN’s
state of organization and except as set forth under Sections 1.2 and 1.3);


 


1.2 Quad’s
collateral obligations under the Agreement shall only relate to its Accounts Receivable, and the Collateral relating to Pledged Securities
in the Agreement shall not apply to Quad’s obligations under the Agreement; and


 


1.3 Notwithstanding
anything to contrary provided for in the Agreement, SPIN’s pledge of its Accounts Receivables as provided for in the Agreement
is hereby limited solely to SPIN’s Accounts Receivables in existence as of March 27, 2022 at 11:59 P.M. ET, and shall not apply
to any after acquired Accounts Receivables.


 


2. SPIN
shall be authorized to file an amended financing statement to reflect the terms of this Amendment and Quad shall promptly file a financing
statement reflecting the terms of this Amendment.


 




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3. Dalrymple
agrees to the terms and conditions of this Amendment by his signature below.


 


4. This
Amendment shall be deemed part of, and shall be read in connection with, but shall take precedence over and supersede any provisions
to the contrary contained in the Agreement. All initial capitalized terms used in this Amendment shall have the same meaning as set forth
in the Agreement unless otherwise provided. Except as specifically modified hereby, all of the provisions of the Agreement which are
not in conflict with the terms of this Amendment shall remain in full force and effect.


 


5. This
Amendment and any signed agreement or instrument entered into in connection with this Amendment, and any amendments hereto or thereto
may be executed in one or more counterparts, all of which shall constitute one and the same instrument. Any such counterpart, to the
extent delivered by means of a facsimile machine or by .pdf, .tif, .gif, .jpeg or similar attachment to electronic mail (any such delivery,
an “Electronic Delivery”) shall be treated in all manner and respects as an original executed counterpart and shall be considered
to have the same binding legal effect as if it were the original signed version thereof delivered in person. No party shall raise the
use of Electronic Delivery to deliver a signature or the fact that any signature or agreement or instrument was transmitted or communicated
through the use of Electronic Delivery as a defense to the formation of a contract, and each such party forever waives any such defense,
except to the extent such defense relates to lack of authenticity.


 


(Signature
page follows.)


 




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IN
WITNESS WHEREOF, the Parties hereto have executed this Amendment as of the Effective Date.


 


	“SPIN”	 
	 	 	 
	Spine
    Injury Solutions, Inc.	 
	 	 	 
	By:
    	/s/
    William F. Donovan	 
	 	William
    F. Donovan,	 
	 	President
    and Chief Executive Officer	 
	 	 	 
	“Quad”	 
	 	 	 
	Quad
    Video Halo, Inc.	 
	 	 	 
	By:
    	/s/
    William F. Donovan	 






	Print
    Name:	William
    F. Donovan	 






	Title:	Chief
    Executive Officer	 
	 	 	 
	“Dalrymple”	 
	 	 	 
	/s/ Peter Dalrymple	 
	Peter Dalrymple	 


 




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