Browse EX-10 agreements

CONTRACT ID: n406019

AMENDMENT TO GOOGLE SERVICES AGREEMENT

 

This Amendment to the Google Services Agreement ("Amendment"), effective as of the first day following the current expiration date of the Agreement (as defined below) ("Amendment Effective Date"), is between Vertro, Inc. ("Company") and Google LLC ("Google") and amends the existing Google Services Agreement between Company and Google (the "Agreement"). Capitalized terms not defined in this Amendment have the meanings given to those terms in the Agreement. The parties agree as follows:

 

1. **Extension.**The term of the Agreement is extended for an additional one month from the current expiration date.

 

2. **Removal of  WEBSEARCH SERVICE.**Effective as of the Amendment Effective Date, WS, and all references to WS and the Search Services, are removed from the Agreement. For clarity, Company will no longer have a right to use the WS Service under the Agreement.

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SECURED PROMISSORY NOTE A-1

 

June 29, 2026

U.S. $4,142,000.00

 

FOR VALUE RECEIVED, Inuvo, Inc., a Nevada corporation (“Borrower”), promises to pay to Streeterville Capital, LLC, a Utah limited liability company (“Lender”), $4,142,000.00 and any interest, fees, charges, and late fees accrued hereunder on the date that is twenty-four (24) months after the Purchase Price Date (the “Maturity Date”) in accordance with the terms set forth herein and to pay interest on the Outstanding Balance at the rate of nine percent (9%) per annum from the Purchase Price Date until the same is paid in full. All interest calculations hereunder shall be computed on the basis of a 360-day year comprised of twelve (12) thirty (30) day months, shall compound daily and shall be payable in accordance with the terms of this Note. This Secured Promissory Note A-1 (this “Note”) is issued and made effective as of June 29, 2026 (the “Effective Date”). This Note is issued pursuant to that certain Notes Purchase Agreement dated June 29, 2026, by and between Borrower and Lender (the “**P

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Exhibit 10.33

    FIRST AMENDMENT dated as of June 30, 2026 (this “Amendment”) to the Five-Year Credit Agreement, dated as of October 9, 2024 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among General Mills, Inc. (the “Company”), the several lenders party thereto (the “Banks”) and Bank of America, N.A., as administrative agent (the “Administrative Agent”). Unless otherwise defined herein, terms defined in the Amended Credit Agreement (as defined below) and used herein shall have the meanings given to them in the Amended Credit Agreement.

WHEREAS, pursuant to Section 10.01 of the Existing Credit Agreement, the Company has requested an amendment to the Existing Credit Agreement as set forth in Section 1 hereto. The Administrative Agent and the Banks party hereto (which collectively constitute the Majority Banks as of the date hereof) hereby agree to make such amendments to the Existing Credit Agreement in accordance with Section 1 hereto;

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Exhibit 10.2

MSC INDUSTRIAL DIRECT CO., INC.

EXECUTIVE CHANGE IN CONTROL SEVERANCE PLAN

Initially Effective June 19, 2018

As Amended and Restated Effective June 15, 2026

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MSC INDUSTRIAL DIRECT CO., INC.

EXECUTIVE CHANGE IN CONTROL SEVERANCE PLAN

Article I. ESTABLISHMENT AND PURPOSE

1.1Establishment. MSC Industrial Direct Co., Inc., a New York corporation (together with its successors and assigns, the “Company”), hereby establishes and adopts this Executive Change in Control Severance Plan (as may be amended, supplemented or modified from time to time in accordance with its terms, this “Plan”), effective as of June 19, 2018. This amendment and restatement of the Plan shall be effective as of June 15, 2026.

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Exhibit 10.1

MSC EXECUTIVE SEVERANCE PLAN

Amended and Restated

Effective as to terminations on or after June 15, 2026

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MSC EXECUTIVE SEVERANCE PLAN

This document sets forth the terms and conditions of the MSC Executive Severance Plan (the “Plan”), which is hereby adopted by MSC Industrial Direct Co., Inc. (“MSC”) for the benefit of the eligible employees of MSC and its subsidiaries to this document. MSC and all such designated subsidiaries hereinafter are referred to, individually and collectively, as the “Company.” This document sets forth the terms of the Plan and is applicable to such eligible employees of the Company who participate in the Plan in accordance with Sections 2 and 3 below.

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Exhibit 10.4

PERFORMANCE SHARE UNIT AGREEMENT

Pursuant to the

CONSTELLATION BRANDS, INC.

LONG-TERM STOCK INCENTIVE PLAN

Name of Participant:

Grant Date:

Target Number of Performance Share Units:

Service Vesting Date:

Earliest Retirement Date:

The first November 1st that is at least six months following the Date of Grant

PSU Payment Period

Within the two-week period following the Service Vesting Date

Constellation Brands, Inc. (the “Company”) hereby awards to the designated participant (the “Participant”), the opportunity to receive the Performance Share Units described herein under the Company's Long-Term Stock Incentive Plan, Amended and Restated as of July 18, 2017 (the “Plan”). The principal features of this Award are set forth above, including the date of grant of the Performance Share Units (the “Grant Date”). This Award shall be effective on the Grant Date. The Performance Share Units consist of the right to receive shares of Class A Common Stock, par value $.01 per share, of the Company (“Shares”). Generally, the Participant will not receive any Performa

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Exhibit 10.5

FULL AND FINAL RELEASE OF CLAIMS

In consideration of the payments provided for in Sections 6(b)-(d) of the Executive Employment Agreement (hereinafter referred to as the “Employment Agreement”) between Constellation Brands, Inc. (“Company”) and William A. Newlands (hereinafter referred to as “Executive”), which is attached hereto and forms a part of this Full and Final Release of Claims (“Agreement”), the Company and the Executive mutually desire to enter into this Agreement and hereby agree as follows:

1.Executive hereby acknowledges and agrees that April 30, 2026, was Executive’s last day of employment at the Company (the “Termination Date”).

2.Executive was offered twenty-one (21) calendar days to consider this Agreement and to decide whether or not Executive wants to sign it. Executive agrees that any requests to modify, or modifications, material or otherwise, made to this Agreement, do not restart or affect in any manner the original twenty-one (21) calendar day consideration period.

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Exhibit 10.3

RESTRICTED STOCK UNIT AGREEMENT

Pursuant to the

CONSTELLATION BRANDS, INC.

LONG-TERM STOCK INCENTIVE PLAN

Name of Participant:

Grant Date:

Number of Restricted Stock Units:

Vesting Dates and Shares to Vest:

VEST DATE

SHARES

Earliest Retirement Date:

The first November 1st that is at least six months following the Grant Date

Constellation Brands, Inc. (the “Company”) hereby awards to the designated participant (the “Participant”), Restricted Stock Units under the Company's Long-Term Stock Incentive Plan, Amended and Restated as of July 18, 2017 (the “Plan”).  The principal features of this Award are set forth above, including the date of grant of the Restricted Stock Units (the “Grant Date”).  This Award shall be effective on the Grant Date.  The Restricted Stock Units consist of the right to receive shares of Class A Common Stock, par value $.01 per share, of the Company (“Shares”) and are subject to the provisions of the Terms and Conditions of Restricted Stock Unit Agreement and the Appendix, if any (together, the “Agreement”).

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Exhibit 10.1

Professional Services Agreement

This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into as of June 30, 2026, by and between Orlando Berges, an individual residing in San Juan, Puerto Rico, ("Service Provider") and, FirstBank Puerto Rico, a financial institution organized and chartered under the laws of the Commonwealth of Puerto Rico, with principal offices located at 1519 Ponce de Leon Ave. Stop 23, San Juan, Puerto Rico, ("FirstBank"), represented herein by Sara Alvarez. This Agreement shall be effective as of July 1, 2026 (the “Effective Date”).

WITNESSETH

 

WHEREAS, Service Provider offers services on matters related to financial and accounting matters;

WHEREAS, FirstBank is a financial depository institution which among other things, offers different types of financial services and products;

WHEREAS, FirstBank desires to retain Service Provider to provide certain types of services to FirstBank;

WHEREAS, in order to provide those services to FirstBank, the parties are entering into a contractual relationship.

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Confidential

  

Execution Version

SALE AND ASSIGNMENT AGREEMENT

THIS SALE AND ASSIGNMENT AGREEMENT (this “Agreement”) is entered into on March 20, 2026, to be effective retroactively as of December 31, 2025 (the “Effective Date”).

BY AND AMONG:

TRANSOCEAN MINERALS HOLDINGS LIMITED

A Bermuda exempted company (“TMH”), as seller and assignor;

AMERICAN OCEAN MINERALS CORPORATION

A corporation existing under the laws of the State of Delaware (the “Purchaser”), as purchaser and assignee;

- and -

KIVA MARINE LIMITED, a Cook Islands limited company, as borrower (the “Borrower”), and OCEAN MINERALS, LLC, a Cayman Islands limited liability company (the “OML Parent” and, together with the Borrower and any other person that granted a guarantee or security in favour of TMH to guarantee or secure the Assigned Rights and Obligations (as defined herein), the “OML Loan Parties”), solely for the limited purposes set forth in Section 10 hereof.

RECITALS:

 

A.

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Confidential

  

Execution Version

SALE AND ASSIGNMENT AGREEMENT

THIS SALE AND ASSIGNMENT AGREEMENT (this “Agreement”) is dated as of April 7, 2026.

BETWEEN:

MINERALS HARVESTING COOK ISLANDS, LP,

A Delaware limited partnership (“MHCI”) acting through its general partner Minerals Harvesting Capital, LLC (the “General Partner”), as seller and assignor

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AMERICAN OCEAN MINERALS CORPORATION

A corporation existing under the laws of the State of Delaware (the “Purchaser”), as purchaser and assignee

RECITALS:

 

A.

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Confidential

  

Execution Version

SALE AND ASSIGNMENT AGREEMENT

THIS SALE AND ASSIGNMENT AGREEMENT (this “Agreement”) is entered into on March 20, 2026, to be effective retroactively as of December 31, 2025 (the “Effective Date”).

BY AND AMONG:

TRANSOCEAN MINERALS HOLDINGS LIMITED

A Bermuda exempted company (“TMH”), as seller and assignor;

AMERICAN OCEAN MINERALS CORPORATION

A corporation existing under the laws of the State of Delaware (the “Purchaser”), as purchaser and assignee;

- and -

KIVA MARINE LIMITED, a Cook Islands limited company, as borrower (the “Borrower”), and OCEAN MINERALS, LLC, a Cayman Islands limited liability company (the “OML Parent” and, together with the Borrower and any other person that granted a guarantee or security in favour of TMH to guarantee or secure the Assigned Rights and Obligations (as defined herein), the “OML Loan Parties”), solely for the limited purposes set forth in Section 10 hereof.

RECITALS:

 

A.

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