Browse EX-10 agreements

PIONEER NATURAL RESOURCES COMPANY

Second Amended and Restated 2006 Long-Term

Incentive Plan, Effective as of May 3, 2024

Section 1. History; Purpose.

Effective as of May 3, 2024, pursuant to an Agreement and Plan of Merger, dated as of October 10, 2023, by and among Pioneer Natural Resources Company (“Pioneer”), Exxon Mobil Corporation (the “Company”) and SPQR, LLC, a wholly owned subsidiary of the Company (“Merger Sub”), Merger Sub merged with and into Pioneer (the “Merger”), with Pioneer surviving as a wholly owned subsidiary of the Company.

In connection with the Merger, the Pioneer Natural Resources Company Amended and Restated 2006 Long-Term Incentive Plan, as amended (as amended and restated herein, the “Plan”), was assumed by the Company.

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FIRST AMENDMENT TO THE

PIONEER NATURAL RESOURCES COMPANY

SECOND AMENDED AND RESTATED 2006 LONG-TERM INCENTIVE PLAN

This amendment (this “Amendment”), effective as of July 1, 2026 (the “Amendment Effective Date”), by ExxonMobil Holdings Corporation, a Texas corporation (the “Company”), amends the Pioneer Natural Resources Company Second Amended and Restated 2006 Long-Term Incentive Plan (the “Plan”).

WHEREAS, in accordance with the terms of the Agreement and Plan of Merger, dated October 10, 2023, by and among Exxon Mobil Corporation (“Exxon”), SPQR, LLC, a Delaware limited liability company and wholly owned subsidiary of Exxon, and Pioneer Natural Resources Company, a Delaware corporation, Exxon assumed the Plan and restricted stock units outstanding thereunder and shares of Exxon’s common stock, without par value, became available for awards thereunder;

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Execution Version

AMENDMENT NO. 4 TO REVOLVING CREDIT AND GUARANTY AGREEMENT

THIS AMENDMENT NO. 4 (this “Amendment”), dated as of June 26, 2026, by and among HIMS & HERS HEALTH, INC., a Delaware corporation (the “Borrower”), each Guarantor party hereto, and each existing Lender party hereto, which constitutes the Required Lenders under the Existing Credit Agreement (as defined below) (such Lenders party hereto, collectively referred to herein as the “Consenting Lenders” and each a “Consenting Lender”) amends that certain Credit Agreement, dated as of February 18, 2025 (as amended by that certain Amendment No. 1 to Revolving Credit and Guaranty Agreement, dated as of June 25, 2025, that certain Amendment No. 2 to Revolving Credit and Guaranty Agreement, dated as of May 7, 2026, that certain Amendment No. 3 to Revolving Credit and Guaranty Agreement, dated as of May 29, 2026 and as further amended, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”; the Existing Credit Agreement as amended by

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MASTER RECEIVABLES PURCHASE AGREEMENT

This MASTER RECEIVABLES PURCHASE AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made as of July 1, 2026, among XeCare LLC, a Delaware limited liability company, as a seller and a servicer hereunder (“XeCare”), Apostrophe Pharmacy LLC, an Arizona limited liability company, as a seller and a servicer hereunder (“Apostrophe”), and such other Subsidiaries of Hims & Hers Health, Inc. (the “Company”), if any, as may become party hereto as a seller and a servicer hereunder through a Seller Joinder Agreement pursuant to the terms hereof (“Additional Sellers” and, together with XeCare, Apostrophe, each a “Seller” and collectively the “Sellers”), and JPMorgan Chase Bank, N.A. (together with its successors and permitted assigns, the “Purchaser”). Capitalized terms not otherwise defined herein shall have the meanings set forth on Annex A attached hereto, and the principles of interpretation set forth in Annex A hereto shall apply to this Agreement and each other Transaction Doc

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NOTE PURCHASE AGREEMENT

 

THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of July 1, 2026, is by and between IM CANNABIS CORP., a company incorporated under the laws of British Columbia with head offices located at Suite 3606 – 833 Seymour Street, Vancouver, British Columbia, V6B 0G4 (the “Company”), and L.I.A. Pure Capital Ltd. (the “Investor”).

 

WITNESSETH

 

WHEREAS, the Company and the Investor desire to enter into this transaction for the Company to sell and the Investor to purchase the Convertible Note (as defined below) in reliance on an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and Section 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D (“Regulation D”) promulgated by the U.S. Securities and Exchange Commission (the “SEC”) thereunder;

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NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY OTHER JURISDICTIONS. AS A RESULT, THESE SECURITIES MAY NOT BE OFFERED, TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT OR APPLICABLE STATE SECURITIES LAWS (PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM OR IN A TRANSACTION NOT SUBJECT THERETO).

PREFUNDED COMMON STOCK PURCHASE WARRANT

aCTELIS nETWORKS, INC.

Warrant Shares: 3,850,000

Issue Date: July 1, 2026

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EXCHANGE AND AMENDMENT AGREEMENT

 

This Exchange and Amendment Agreement (this “Agreement”), by and between Actelis Networks, Inc., a Delaware corporation (the “Company”), and White Lion Capital, LLC, a Nevada limited liability company (the “Investor”), is entered into as of July 1, 2026.

RECITALS

WHEREAS, the Company and the Investor entered into to that certain Common Stock Purchase Agreement, dated as of September 27, 2025 (the “CSPA”) pursuant to which the Investor agreed to purchase up to Thirty Million Dollars ($30,000,000) of the Company’s Common Stock on the terms and conditions set forth therein. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the CSPA.

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NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

 

COMMON STOCK PURCHASE WARRANT

Actelis Networks, Inc.

 

Warrant Shares: 3,000,000

Issue Date: July 1, 2026

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Exhibit 10.1

 

Gregory Case

Aon Corporation

United States

June 26, 2026

International Assignment Extension: Chicago, Illinois to London, England

Dear Greg,

This letter serves to amend your international assignment letter effective July 1, 2016, governing the terms of your international assignment from Chicago, Illinois to Aon Global Limited in London, England (your “International Assignment Letter”).

Pursuant to this letter, the term of your international assignment shall be extended an additional one year, through June 30, 2027.

Except as otherwise expressly modified herein, the terms of the International Assignment Letter, and your acknowledgment and acceptance thereof, shall continue in full force and effect.

Please confirm acceptance of the terms and conditions of this letter by signing below and returning a copy of the signed letter to me.

 

Sincerely,

/s/ Lisa Stevens

Lisa Stevens

Chief Administrative Officer

Acknowledged and Agreed:

 

/s/ Gregory Case

Gregory Case

Execution Version

 

 

 

Published Deal CUSIP: 63110DAP1

Revolving A Facility: 63110DAQ9

Revolving B Facility: 63110DAR7

AMENDED AND RESTATED CREDIT AGREEMENT

dated as of June 30, 2026

among

NASDAQ, INC.,

as Borrower,

The Lenders Party Hereto

and

BANK OF AMERICA, N.A.,

as Administrative Agent and Issuing Bank

 

 

BOFA SECURITIES, INC., CITIBANK, N.A., GOLDMAN SACHS BANK USA, JPMORGAN

CHASE BANK, N.A., NORDEA BANK ABP, MORGAN STANLEY SENIOR FUNDING, INC.,

NEW YORK BRANCH, SKANDINAVISKA ENSKILDA BANKEN AB (PUBL) and WELLS FARGO SECURITIES LLC,

as Joint Lead Arrangers, Joint Bookrunning Managers and Syndication Agents

BARCLAYS BANK PLC, BMO BANK N.A., BNP PARIBAS SECURITIES CORP., HSBC BANK

USA, N.A., MIZUHO BANK, LTD. and TD SECURITIES (USA) LLC,

as Documentation Agents

 

 

 

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TABLE OF CONTENTS

 

 

  

 

  

Page

 

ARTICLE I

 

DEFINITIONS

  

 

1

 

SECTION 1.01

  

Defined Terms

  

 

1

 

SECTION 1.02

  

Classification of Loans and Borrowings

  

 

35

 

SECTION 1.03

  

Terms Generally; Times of Day

  

 

35

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Execution Version

SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT

THIS SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT, dated as of May 5, 2026 (this “Amendment”), is entered into among THE GREENBRIER COMPANIES, INC., an Oregon corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and an L/C Issuer. Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Credit Agreement (as defined below).

RECITALS

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Execution Version

THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT

THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 5, 2026 (this “Amendment”), is entered into among GREENBRIER LEASING COMPANY LLC, an Oregon limited liability company (the “Borrower”), Lenders party hereto and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Credit Agreement (as defined below).

RECITALS

WHEREAS, the Borrower, the Lenders party thereto and Bank of America, N.A., as Administrative Agent are parties to that certain Amended and Restated Credit Agreement, dated as of September 26, 2018 (as amended or modified from time to time prior to the date hereof, the “Existing Credit Agreement”); and

WHEREAS, the parties hereto have agreed to amend the Existing Credit Agreement as provided herein (the Existing Credit Agreement, as so amended by this Amendment, the “Credit Agreement”).

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