Browse EX-10 agreements

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Exhibit 10.1

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GENESIS MOREHOUSE AT 5580

LEASE

BP3-SD4 5580 MOREHOUSE DRIVE LLC,
a Delaware limited liability company,

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as Landlord,

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and

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CALIDI BIOTHERAPEUTICS, INC.,
a Delaware corporation,

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as Tenant

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SUMMARY OF BASIC LEASE INFORMATION

This Summary of Basic Lease Information (“Summary”) is hereby incorporated into and made a part of the attached Lease. Each reference in the Lease to any term of this Summary shall have the meaning as set forth in this Summary for such term. In the event of a conflict between the terms of this Summary and the Lease, the terms of the Lease shall prevail. Any capitalized terms used herein and not otherwise defined herein shall have the meaning as set forth in the Lease.

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LEASE TERMINATION AGREEMENT

This Lease Termination Agreement (this “Agreement”) is entered into as of this 10th day of July, 2026, by and between 4475 EXECUTIVE DRIVE LLC, a Delaware limited liability company (“Landlord”), and CALIDI BIOTHERAPEUTICS, INC., a Delaware corporation (“Tenant”).

r e c i t a l s:

A. Landlord and Tenant entered into that certain Lease dated as of October 10, 2022 (the “Original Lease”), as modified by that certain Confirmation of Lease Terms dated as of February 28, 2023, by and between Landlord and Tenant (the “Confirmation”), pursuant to which Landlord leased to Tenant, and Tenant leased from Landlord, certain space located on the 2nd floor (the “Premises”) in that certain building located at 4475 Executive Drive, San Diego, California (the “Building”). The Original Lease, as modified by the Confirmation, may be referred to herein as the “Lease”.

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**EXECUTION VERSION **

FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT

THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of July 15, 2026 by and among DISTRIBUTION SOLUTIONS GROUP, INC., a Delaware corporation (formerly known as Lawson Products, Inc., the “Company”), each other Borrower under the Existing Credit Agreement, the other Loan Parties under the Existing Credit Agreement, the “Lenders” party to the Existing Credit Agreement (the “Existing Lenders”) signatory hereto, and JPMorgan Chase Bank, N.A., as the Administrative Agent (the “Administrative Agent”), under that certain Second Amended and Restated Credit Agreement, dated as of December 18, 2025, by and among the Company, the other Loan Parties party thereto, the financial institutions from time to time party thereto as Lenders and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”).

*RECITALS *

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**EXECUTION VERSION **

***LIMITED GUARANTEE ***

This LIMITED GUARANTEE, dated as of July 15, 2026 (this “Limited Guarantee”), is made by LKCM Headwater Investments IV, L.P., a Delaware limited partnership** **(the “Guarantor”), in favor of Distribution Solutions Group, Inc., a Delaware corporation (the “Guaranteed Party”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Agreement (as defined below).

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**EXECUTION VERSION **

**VOTING AND SUPPORT AGREEMENT **

This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made as of July 15, 2026 by and between Distribution Solutions Group, Inc., a Delaware corporation (the “Company”), and Luther King Capital Management Corporation, a Delaware corporation (the “Voting Party”).

WHEREAS, concurrently with the execution and delivery of this Agreement, the Company, Eclipse Parent Acquisitions, LLC, a Delaware limited liability company (“Parent”), Eclipse Intermediate Acquisitions, LLC, a Delaware limited liability company and a wholly owned Subsidiary of Parent (“Intermediate”), and Eclipse Acquisitions Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Intermediate (“Merger Sub”), have entered into an Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time in accordance with its terms, the “Merger Agreement”), pursuant to which, among other things, Merger Sub will be merged with and into the Company (the “Merger”), with the Company surviving the Merger a

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Exhibit 10.1

Employment Agreement

This Employment Agreement (the "Agreement") is made and entered into by and between Sharath Cherian (the "Executive") and Destiny Media Technologies, Inc. (the "Company") (each a "Party" and collectively, the "Parties") and is effective as of July 15, 2026.

WHEREAS the Company desires to employ the Executive on the terms and conditions set forth herein; and

WHEREAS the Executive desires to be employed by the Company on such terms and conditions.

NOW, THEREFORE, in consideration of the mutual covenants, promises, and obligations set forth herein, the receipt and sufficiency of which is hereby acknowledged, Company and the Executive agree as follows:

1. Term. The Executive's start date will be July 15, 2026, or such other date as mutually agreed between the Executive and the Company in writing (the "Start Date"). 

2. Position and Duties.

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SECURITIES PURCHASE AGREEMENT

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of July 10, 2026, by and between Caring Brands, Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser).

RECITALS

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WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”), the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

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STOCK PURCHASE AGREEMENT

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of July 10, 2026 by and among Brian John, through his wholly-owned entity BK Investments LLC (the “Seller”) and the person or entity set forth as Purchaser on the signature page hereto (the “Purchaser”).

RECITALS

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WHEREAS, the Seller holds an aggregate o 150,000 shares of the common stock (the “Shares”) of Caring Brands, Inc. (the “Company”), a company listed on the Nasdaq Capital Market which trades under the symbol “CABR” that they desire to sell; and

WHEREAS, the Seller desires to sell 150,000 shares of the Common Stock (the “Shares”) to the Purchaser and Purchaser desires to purchase the Shares for an aggregate purchase price of $150,000 in cash (the “Purchase Price”).

NOW, THEREFORE, for and in consideration of the premises, the mutual agreements and covenants here in contained, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

AGREEMENT

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PERFORMANCE INCENTIVE BONUS AGREEMENT

THIS PERFORMANCE INCENTIVE BONUS AGREEMENT (this “Agreement”), dated July 15, 2026 (the “Effective Date”), is by and between TEN Holdings, Inc. (the “Company”), and Virgilio Torres (“Executive”).

WHEREAS, the Company’s Board of Directors (the “Board”) has approved an increased compensation package for Executive, effective upon the closing of the Company’s S-1 financing transaction;

WHEREAS, as previously approved by the Board, the Company desires to enter into this Agreement to incentivize Executive and to further align the Company performance goals with Executive’s compensation; and

WHEREAS, in consideration of the foregoing, the Company and Executive desire to enter this Agreement consist with the terms set forth herein.

NOW, THEREFORE, in consideration of the foregoing and the mutual covenants and promises herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

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