Browse EX-10 agreements

CONFIDENTIAL

 

Supply Agreement

 

Between the undersigned

 

Techforce Robotics, Inc.

a corporation organized and existing under the laws of the State of Delaware, United States,

having its principal office at 13501 Main St, Los Angeles, CA 90061, United States

Hereinafter referred to as “Purchaser”

 

and

 

Jiun Jiang Enterprise Co., Ltd.

a company duly incorporated under the laws of the Republic of China (“R.O.C.”),

with its principal office at 16-25, San Yueh Rd., Houli Township,

Taichung City 421006,

Taiwan, R.O.C.

Hereinafter referred to as “Supplier”

 

Purchaser and Supplier hereinafter will be referred to individually as the “Party” or collectively as the “Parties.”

 

1

 

 

Contents

 

Section 1 - Definitions

3

 

 

Section 2 - Term

5

 

 

Section 3 - Order of Precedence

5

 

 

Section 4 - Scope of Work; Changes to the Product

6

 

 

Section 5 - Forecast; Order

7

 

 

Section 6 - E&O Inventory

8

 

 

Section 7 - Delivery

9

 

 

Section 8 - Price; Payment Term

10

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Execution Copy

 

Personal Employment Agreement

This Personal Employment Agreement (this “Agreement”), is made as of June 7, 2026, by and between Duke Robotics Corp. a US Nevada State registered corporation, with offices at 10 Ha’Rimon St, Science and Industrial Park Mevo Carmel, Israel (the “Company”) and Yiftach Kleinman (ID No. 027788751) (the “Executive”) of Yefe Nof St 23, Ashkelon, Israel.

 

WHEREAS,

the Company wishes to employ the Executive; while the Executive’s actual employment shall be with the Company’s Israeli subsidiary, Duke Airborne Systems Ltd., registration number 515051282, and the Executive wishes to enter into such employment, subject to and in accordance with the terms and conditions hereinafter set forth.

 

NOW, THEREFORE, it has accordingly been warranted, provided and agreed by the parties as follows:

 

Recitals, Headings and Interpretation

 

1.1

The recitals to this Agreement constitute an integral part hereof.

 

1.2

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AMENDMENT TO WARRANTS

 

This Amendment to Warrants to Purchase Ordinary Shares (this “Amendment”), dated as of June 11, 2026, is entered into by and between Brenmiller Energy Ltd., a company organized under the laws of the State of Israel (the “Company”), and Alpha Capital Anstalt (the “Holder”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Securities Purchase Agreement (the “Securities Purchase Agreement”), dated July 25, 2025, among the Company and the Holder.

WHEREAS, the Holder is the holder of the warrants identified on Schedule A attached hereto (collectively, the “Existing Warrants”);

WHEREAS, pursuant to Amendment No. 2 to Securities Purchase Agreement, dated June 11, 2026, by and between the Company and the Holder (the “SPA Amendment”), the parties agreed, subject to Shareholder Approval (as defined therein), to reduce the exercise price of certain Existing Warrants held by the Holder; and

WHEREAS, the Company and the Holder desire to amend the Existing Warrants as set forth herein.

…

AMENDMENT NO. 2 TO

SECURITIES PURCHASE AGREEMENT

 

This AMENDMENT NO. 2 to SECURITIES PURCHASE AGREEMENT (this “Amendment”) is entered into as of June 11, 2026, by and between Brenmiller Energy Ltd., a company organized and existing under the laws of the State of Israel (the “Company”), and Alpha Capital Anstalt (the “Purchaser”), with respect to that certain Securities Purchase Agreement dated as of July 25, 2025 (the “SPA”). Capitalized terms used herein without definition shall have the meanings ascribed to them in the SPA.

 

WHEREAS, the Company and the Purchaser have agreed to certain amendments to the SPA, subject to the terms and conditions of this Amendment.

 

WHEREAS, pursuant to Section 5.5 of the SPA, the SPA may be modified or amended or the provisions thereof waived with the written consent of the Company and the Purchaser;

 

WHEREAS, the Company and the Purchaser desire to amend certain provisions of the SPA as set forth in this Amendment; and

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EXHIBIT C

 

SPONSOR AGREEMENT

 

This SPONSOR AGREEMENT (this “Agreement”) is dated as of June 11, 2026 (the “Effective Date”), by and among Spark I Acquisition Corporation, a Cayman Islands exempted company (which shall domesticate as a Delaware corporation prior to the Closing) (“SPAC”), SLG SPAC Fund LLC, a Delaware limited liability company (the “Sponsor”), ZincFive, Inc., a Delaware corporation (the “Company”), certain shareholders of SPAC set forth on Schedule I hereto (together with the Sponsor, collectively, the “Insiders” and each, an “Insider”), solely for purposes of Section 1.16 hereto, the individual set forth on Schedule II hereto (the “Non-Shareholder Insider”). Capitalized terms used but not defined in this Agreement shall have the meanings given to those same terms in the Merger Agreement (as defined below).

…

SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (this “Agreement”) is dated as of June 11, 2026, by and among Spark I Acquisition Corporation, a Cayman Islands exempted company (the “Company”), ZincFive, Inc., a Delaware corporation (the “Target”), and the purchasers identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

…

STOCKHOLDER VOTING AND SUPPORT AGREEMENT

 

This Stockholder Voting and Support Agreement (this “Agreement”) is dated as of [●], 2026, by and among Spark I Acquisition Corporation, a Cayman Islands exempted company limited by shares (which shall transfer by way of continuation and domesticate as a Delaware corporation) (“Acquiror”), the Person set forth on the signature page hereto (the “Company Stockholder”), and ZincFive, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

 

RECITALS

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SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (this “Agreement”) is dated as of June 11, 2026, by and among Spark I Acquisition Corporation, a Cayman Islands exempted company (the “Company”), ZincFive, Inc., a Delaware corporation (the “Target”), and the purchasers identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

…

STOCKHOLDER VOTING AND SUPPORT AGREEMENT

 

This Stockholder Voting and Support Agreement (this “Agreement”) is dated as of [●], 2026, by and among Spark I Acquisition Corporation, a Cayman Islands exempted company limited by shares (which shall transfer by way of continuation and domesticate as a Delaware corporation) (“Acquiror”), the Person set forth on the signature page hereto (the “Company Stockholder”), and ZincFive, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

 

RECITALS

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EXHIBIT C

 

SPONSOR AGREEMENT

 

This SPONSOR AGREEMENT (this “Agreement”) is dated as of June 11, 2026 (the “Effective Date”), by and among Spark I Acquisition Corporation, a Cayman Islands exempted company (which shall domesticate as a Delaware corporation prior to the Closing) (“SPAC”), SLG SPAC Fund LLC, a Delaware limited liability company (the “Sponsor”), ZincFive, Inc., a Delaware corporation (the “Company”), certain shareholders of SPAC set forth on Schedule I hereto (together with the Sponsor, collectively, the “Insiders” and each, an “Insider”), solely for purposes of Section 1.16 hereto, the individual set forth on Schedule II hereto (the “Non-Shareholder Insider”). Capitalized terms used but not defined in this Agreement shall have the meanings given to those same terms in the Merger Agreement (as defined below).

…

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Exhibit 10.1

SECOND AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is executed as of June 10, 2026 to be effective for all purposes as of April 1, 2026, among PRAIRIE OPERATING CO., a Delaware corporation (the “Borrower”), each other Credit Party party hereto, each of the Lenders party hereto and CITIBANK, N.A., as administrative agent (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

 

RECITALS

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 10, 2026, between Atossa Therapeutics, 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”).

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.

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

1.1

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