Browse EX-10 agreements

EXECUTION VERSION

SECOND AMENDMENT TO

SECOND A&R TERM LOAN FACILITY AGREEMENT

This Second Amendment, dated as of June 26, 2026 (the “Second Amendment”), amends the Second Amended and Restated Term Loan Facility Agreement, dated as of June 15, 2022 (as amended by the First Amendment, dated as of April 19, 2024, and as further amended, amended and restated, modified or supplemented from time to time, the “Term Loan Facility Agreement”), by and among Cheniere Corpus Christi Holdings, LLC (the “Borrower”), Corpus Christi Liquefaction, LLC, Cheniere Corpus Christi Pipeline, L.P. and Corpus Christi Pipeline GP, LLC (the “Guarantors” and, together with the Borrower, the “Loan Parties”), Société Générale as the Term Loan Facility Agent, and the Term Lenders that are party thereto. All capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Term Loan Facility Agreement.

WHEREAS, the Loan Parties wish to enter into this Second Amendment; and

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SECURITIES PURCHASE AGREEMENT

 

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of June 29, 2026, by and between TENON MEDICAL, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

 

RECITALS

 

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act (as defined below), the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

 

AGREEMENT

 

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

 

ARTICLE I.

DEFINITIONS

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Document

EXHIBIT 10.1

THIRD AMENDMENT TO CREDIT AGREEMENT

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of June 30, 2026, by and among BACKBLAZE, INC., a Delaware corporation (“Borrower”), the other Loan Parties party hereto, and CITIZENS BANK, N.A. (“Lender”).

RECITALS

WHEREAS, Borrower and Lender are parties to that certain Credit Agreement, dated as of June 4, 2025 (as modified, amended and or amended and restated from time to time, the “Credit Agreement”) with respect to certain financial accommodations made available to Borrower by Lender;

WHEREAS, Borrower has requested that Lender amend the Credit Agreement to make certain revisions to the Credit Agreement as more fully set forth herein; and

WHEREAS, Lender has agreed to amend certain provisions of the Credit Agreement in accordance with, and subject to the terms and conditions of, this Amendment.

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Document

Exhibit 10.1

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT

This Second Amendment (this “Amendment”), dated as of July 1, 2026 (the “Effective Date”), is by and between Castellum, Inc. (the “Company”) and Glen R. Ives (“Employee”).

RECITALS

The Company and Employee entered into that certain employment agreement dated as of July 1, 2024 (the “Employment Agreement”) which provides that it may be renewed for successive one-year periods (each a “Renewal Period”).

The Company and Employee have agreed, among other things, to renew the Employment Agreement for a period of eighteen months (the “Extended Renewal Period”) so it extends the period of employment through and including December 31, 2027.

The Company and Employee desire to extend the Employment Agreement for the Extended Renewal Period and to otherwise modify the terms and conditions thereof as set forth herein.

AGREEMENTS

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INDEMNIFICATION AGREEMENT

 

INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of _______, 2026, by and between Lixte Biotechnology Holdings, Inc., a Delaware corporation (the “Company”) and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.

 

BACKGROUND

 

The board of directors of the Company (the “Board”) has determined that the inability to attract and retain highly competent persons to serve the Company is detrimental to the best interests of the Company and its shareholders and that it is reasonable and necessary for the Company to provide adequate protection to such persons against risks of claims and actions against them arising out of their services to the corporation.

 

AGREEMENT

 

In consideration of the premises and the covenants contained herein, the Company and Indemnitee do hereby covenant and agree as follows:

 

A. DEFINITIONS

 

1. Definitions. The following terms shall have the meanings defined below:

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PUBCO STOCKHOLDER SUPPORT AGREEMENT

 

This Support Agreement (this “Agreement”) is made and entered into as of July 1, 2026, by and among Lixte Biotechnology Holdings, Inc., a Delaware corporation (“PubCo”), and [__________] (each, a “Stockholder” and collectively, the “Stockholders”). PubCo and the Stockholders are each sometimes referred to herein as a “Party” and collectively as the “Parties”.

 

RECITALS

 

WHEREAS, concurrently with the execution hereof, NOMAD Transportable Power Systems, Inc., a Delaware corporation (the “Company”), PubCo, and NBD Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of PubCo (“Merger Sub”), are entering into a Merger Agreement (as the same may be amended from time to time, the “Merger Agreement”), pursuant to which, among other things, Merger Sub will be merged with and into the Company, with the Company surviving as a wholly-owned subsidiary of PubCo (the “Merger”);

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REGISTRATION RIGHTS AGREEMENT

 

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of July 1, 2026, by and among Lixte Biotechnology Holdings, Inc., a Delaware corporation (“PubCo”), and each of the persons and entities identified as “Holders” on the signature pages hereto (each, a “Holder” and collectively, the “Holders”).

RECITALS

 

WHEREAS, concurrently with the execution hereof, PubCo, NBD Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of PubCo (“Merger Sub”), and NOMAD Transportable Power Systems, Inc., a Delaware corporation (the “Company”), are entering into a Merger Agreement (as the same may be amended from time to time, the “Merger Agreement”), pursuant to which, among other things, Merger Sub will be merged with and into the Company, with the Company surviving as a wholly-owned subsidiary of PubCo (the “Merger”);

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PROMISSORY NOTE

$3,985,000.00

 

Principal Amount: $3,985,000.00

Interest Rate: 8% per annum

Date: June 29, 2026

 

Maker: Sky Quarry Inc., a Delaware corporation (“SKY”), Foreland Refining Corporation, a Texas corporation (“Foreland”), 2020 Resources LLC (“2020 Resources”) (SKY, Foreland, and 2020 Resources, shall be collectively referred to herein as ("Maker"))

 

Payee: Libertas Funding LLC, a Connecticut limited liability company ("Payee" or "Libertas")

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PERSONAL GUARANTEE

 

This Personal Guarantee (this “Guarantee”) is entered into as of June 29, 2026, by Marcus Laun, an individual (“Guarantor”), in favor of Libertas Funding LLC, a limited liability company formed under the laws of the State of Connecticut (“Payee” or “Libertas”).

 

RECITALS

 

WHEREAS, Sky Quarry Inc., a Delaware corporation (“Maker”), has issued that certain Promissory Note dated June 29, 2026, in the original principal amount of $3,985,000.00, bearing interest at the rate of 8% per annum (the “Note”), in favor of Payee, issued pursuant to that certain Conversion and Exchange Agreement dated June 29, 2026, among Maker, Foreland Refining Corporation, 2020 Resources LLC and Payee (the “Exchange Agreement”), in exchange for the cancellation and extinguishment of the MCA Obligations (as defined therein) arising under the merchant cash advance agreements dated October 23, 2023, January 12, 2024, January 18, 2024, and February 23, 2024 (collectively, the “MCA Agreements”);

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CONVERSION AND EXCHANGE AGREEMENT

 

This Conversion and Exchange Agreement (this “Agreement”) is made and entered into as of June 29, 2026 (the “Effective Date”), by and among Foreland Refining Corporation, a Texas corporation (“Foreland”), 2020 Resources LLC (“2020 Resources”), Sky Quarry Inc., a Delaware corporation (“SKY,” and together with Foreland and 2020 Resources, each a “Company Party” and collectively the “Company”), and Libertas Funding LLC, a limited liability company formed under the laws of the State of Connecticut (“Libertas” or “Holder”). Each Company Party was a co-obligor under the MCA Agreements (as defined below) and shall be jointly and severally liable for the obligations of the Company hereunder.

 

RECITALS

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Exhibit 10.4

AMENDMENT NO. 7 TO  EMPLOYMENTAGREEMENT

THIS AMENDMENT NO. 7 dated as of June 26, 2026 (this "AMENDMENT NO. 7"), to the Employment Agreement, dated as of May 18, 2012 and subsequently amended (as amended, the "EMPLOYMENT AGREEMENT"), by and between Motorcar Parts of America, Inc. ("COMPANY") and Selwyn Joffe, an individual ("EXECUTIVE"). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the EMPLOYMENT AGREEMENT.

RECITALS

WHEREAS, the parties wish to amend the EMPLOYMENT AGREEMENT to extend the TERM;

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

Paragraph 2 of the EMPLOYMENT AGREEMENT is hereby deleted in its entirety and replaced with the following:

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Amendment to Loan Documents                                                                                                                                   

 

THIS AMENDMENT TO LOAN DOCUMENTS (this “Amendment”) is made as of June 30, 2026, by and between INTEGRATED BIOPHARMA, INC., a Delaware corporation, with an address at 225 LONG AVENUE, SUITE 15, HILLSIDE, NEW JERSEY 07205-2356, and MANHATTAN DRUG COMPANY, INC., a New Jersey corporation, with an address at 225 LONG AVENUE, SUITE 15, HILLSIDE, NEW JERSEY 07205-2356 (individually and collectively, the “Borrower”), and PNC BANK, NATIONAL ASSOCIATION (the “Bank”).

 

BACKGROUND

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