Browse EX-10 agreements

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), dated as of September 7, 2026, is made by and between John Marshall Bancorp, Inc. (the “Company”) and John Marshall Bank (the “Bank”) (collectively, “Employer”) and Andrew Peden (“Executive”).

WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of September 7, 2026, by and among the Company, George Sub, Inc. (“Merger Sub”) and Eagle Financial Services, Inc. (“Seller”), it is proposed that (i) Seller will merge with and into Merger Sub, with Merger Sub as the surviving corporation (the “Intermediate Surviving Corporation”) and immediately thereafter the Intermediate Surviving Corporation will merge with and into the Company, with the Company as the surviving corporation and (ii) Bank of Clarke (“Seller Bank”) will merge with and into the Bank, with the Bank as the surviving bank (the “Transaction”);

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THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

PROMISSORY NOTE

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Principal Amount: $[                               ]	September 30, 2026

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Execution Version

SECOND AMENDED AND RESTATED UNCOMMITTED CREDIT AGREEMENT

dated as of September 29, 2026

among

GOLD.COM, INC.,

as Borrower,

THE OTHER LOAN PARTIES PARTY HERETO,

THE VARIOUS FINANCIAL INSTITUTIONS PARTY HERETO,

as Lenders,

and

CIBC BANK USA,

as Agent

THIS AGREEMENT PROVIDES FOR AN UNCOMMITTED FACILITY THAT IS PAYABLE ON DEMAND. ALL LOANS ARE DISCRETIONARY ON THE PART OF THE LENDERS IN THEIR SOLE AND ABSOLUTE DISCRETION.

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ANNEXES

ANNEX A	Lenders and Pro Rata Shares
ANNEX B	Addresses for Notices

SCHEDULES

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October [●], 2026

PERSONAL AND CONFIDENTIAL

Dr. Steve Slilaty, Chief Executive Officer

Sunshine Biopharma Inc.

333 Las Olas Way, CU4 Suite 433
Fort Lauderdale, FL 33301

	Re:	SBFM | Best Efforts Secondary Offering | Placement Agent Agreement

Dear Dr. Slilaty:

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SERIES D REGISTERED COMMON WARRANT TO PURCHASE COMMON STOCK

SUNSHINE BIOPHARMA INC.

Warrant Shares: [●]	Initial Exercise Date: [●], 2026
	Issuance Date: [●], 2026

THIS WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on [●] (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sunshine Biopharma Inc., a Colorado corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. Subject to the provisions of Section 2.3, the purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercis

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REGISTERED PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK

SUNSHINE BIOPHARMA INC.

Warrant Shares: [●]	Initial Exercise Date: [●], 2026
	Issuance Date: [●], 2026

THIS PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, [●] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Sunshine Biopharma Inc., a Colorado corporation (the “Company”), up to [●] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. Subject to the provisions of Section 2.3, the purchase price of one (1) share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2.2.

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***INDEMNITY AGREEMENT ***

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _____________, 2026, by and between Verra Mobility Corporation, a Delaware corporation (the “Company”), and Jon Newhard (“Indemnitee”).

***RECITALS ***

WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of such corporations;

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**EXECUTIVE EMPLOYMENT AGREEMENT **

THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) dated as of the last signature date hereto (the “Effective Date”), is entered into by and between VM Consolidated, Inc., a Delaware corporation having its principal offices in Mesa, Arizona and a wholly owned subsidiary of Verra Mobility Corporation (Verra Mobility Corporation and VM Consolidated, Inc. together the “Company”), and Jon Newhard (the “Executive”).

WHEREAS, the Company desires to employ Executive as its President and Chief Executive Officer, and Executive desires to accept such employment, in each case on the terms set forth herein; and

WHEREAS, Executive acknowledges that Executive has had an opportunity to consider this Agreement and to consult with an independent legal advisor of his choosing with regard to the terms of this Agreement and enters into this Agreement voluntarily and with a full understanding of its terms.

NOW, THEREFORE, the parties hereto, intending to be legally bound, hereby agree as follows:

**1. Employment. **

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Execution Version

FOURTEENTH AMENDMENT

FOURTEENTH AMENDMENT, dated as of October 2, 2026 (this “Amendment”), to the Credit Agreement referred to below, among US FOODS, INC., as the Borrower, the other Loan Parties party hereto, the Cashless Term Lenders (as defined below) party hereto, CITICORP NORTH AMERICA, INC., as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent (in such capacity, the “Collateral Agent”) and Citibank, N.A., as the new term loan lender referred to below (in such capacity, the “New Term Loan Lender”). Capitalized terms are used herein as defined in Section 1hereof.

RECITALS

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ASSET PURCHASE AGREEMENT

THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made between Norsight Consulting Inc., an Arkansas corporation (the “Assignor”), and Silo Pharma, Inc., a Nevada corporation (“Assignee”), and is effective as of the date of the last signature below (the “Effective Date”).

WHEREAS, Assignor has developed and owns the Software and the Assigned Intellectual Property (collectively, the “Assigned Assets”), all as identified more fully on Exhibit A; and

WHEREAS, Assignor has agreed to sell and convey to Assignee, and Assignee has agreed to purchase the Assigned Assets on the terms and conditions set forth below.

NOW THEREFORE, in consideration of these premises and the Parties’ respective covenants and obligations set forth below, the Parties agree as follows:

1. Definitions.

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EMPLOYMENT AGREEMENT FOR PAUL MCGARRY

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between HF Foods Group Inc. (the “Company”) and Paul McGarry (the “Executive”), effective as of September 28, 2026 (the “Effective Date”).

WHEREAS, the Company employs the Executive as its Chief Financial Officer and desires to continue to employ the Executive in that capacity, under the terms of this Agreement, and the Executive desires to continue to serve in such capacity on behalf of the Company; and

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