Browse EX-10 agreements

SECOND AMENDED AND RESTATED ADVISORY AGREEMENT

BY AND AMONG

NORTH HAVEN NET REIT,

NH NET REIT OPERATING PARTNERSHIP, LP,

AND

MSREF REAL ESTATE ADVISOR, INC.

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TABLE OF CONTENTS

Page

1.	Definitions	1
2.	Appointment	5
3.	Duties of the Adviser	5
4.	Authority of Adviser	8
5.	Bank Accounts	9
6.	Records; Access	9
7.	Limitations on Activities	9
8.	Other Activities of the Adviser	9
9.	Relationship with Trustees and Officers	11
10.	Management Fee	12
11.	Expenses	13
12.	Other Services	16
13.	No Joint Venture	16
14.	Term	16
15.	Termination by the Parties	16
16.	Assignment to an Affiliate	16
17.	Payments to and Duties of Adviser Upon Termination	17
18.	Indemnification by the Company and the Operating Partnership	17
19.	Indemnification by Adviser	17
20.	Non-Solicitation	18
21.	Miscellaneous	18
22.	Trademark	20

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SECOND AMENDED AND RESTATED ADVISORY AGREEMENT

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Exhibit A

FORM OF

PARTICIPATING DEALER AGREEMENT

Ladies and Gentlemen:

Morgan Stanley Distribution, Inc., as the dealer manager (“Dealer Manager”) for North Haven Net REIT, a Maryland statutory trust (the “Trust”), invites you (“Participating Broker-Dealer”) to participate in the distribution of common shares of beneficial interest, $0.01 par value per share, of the Trust subject to the following terms:

Dealer Manager Agreement

The Dealer Manager has entered into a Second Amended and Restated Dealer Manager Agreement (the “Dealer Manager Agreement”) with the Trust dated June 4, 2026, attached hereto as Exhibit A. Except as otherwise specifically stated herein, all terms used in this Participating Dealer Agreement (this “Agreement”) have the meanings provided in the Dealer Manager Agreement.

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SECOND AMENDED AND RESTATED DEALER MANAGER AGREEMENT

June 4, 2026

Morgan Stanley Distribution, Inc.

1585 Broadway

New York, NY 10036

North Haven Net REIT, a Maryland statutory Trust (the “Trust”), that intends to satisfy the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), for qualification and taxation of the Trust as a real estate investment trust (“REIT”), is conducting a continuous private offering (the “Offering”) in accordance with Rule 506(b) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), of common shares of beneficial interest, par value $0.01 per share (the “Shares”), which may consist of Class S shares, Class F-S shares, Class L-S shares, Class T shares, Class F-T shares, Class D shares, Class F-D shares, Class I shares, Class F-I shares, Class L-I shares and Class E shares, as set forth in the Trust’s Fourth Amended and Restated Declaration of Trust, dated June 4, 2026 (as amended, restated and/or supplemented, from time to time, the “Declaration of Trust”). Morgan Stanley Distribution, Inc., as the mana

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FOURTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT

OF

NH NET REIT OPERATING PARTNERSHIP, LP

A DELAWARE LIMITED PARTNERSHIP

June 4, 2026

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TABLE OF CONTENTS

Page

ARTICLE 1 DEFINED TERMS		1
1.1	Definitions	1
1.2	Interpretation	10
ARTICLE 2 PARTNERSHIP FORMATION AND IDENTIFICATION		10
2.1	Formation	10
2.2	Name, Office and Registered Agent	10
2.3	Partners	10
2.4	Term and Dissolution	11
2.5	Filing of Certificate and Perfection of Limited Partnership	11
2.6	Certificates Representing Partnership Units	11
ARTICLE 3 BUSINESS OF THE PARTNERSHIP		11
ARTICLE 4 CAPITAL CONTRIBUTIONS AND ACCOUNTS		12
4.1	Capital Contributions	12
4.2	Classes of Partnership Units	12
4.3	Additional Capital Contributions and Issuances of Additional Partnership Interests	13
4.4	Additional Funding	15
4.5	Capital Accounts	15
4.6	Percentage Interests	16
4.7	No Interest on Contributions	16

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Exhibit 10.16

EIGHTH AMENDMENT TO PROMISSORY NOTE

This Eighth Amendment to Promissory Note (the “Eighth Amendment”) amends that certain original Promissory Note, dated as of July 8, 2021 (the “Note”), by and among AEI CapForce II Investment Corp, a Cayman Islands exempted company (“Maker”), and AEI Capital SPAC Venture II LLC (“Payee”), which was amended seven times previously by Maker and Payee on September 30, 2021, December 31, 2022, December 31, 2023, December 31, 2024, June 29, 2025, December 4, 2025 and March 9, 2026 (collectively, the “Amendments”), is hereby further amended effective as of April 28, 2026 by Maker and Payee.

RECITALS

WHEREAS, Maker and Payee desire to enter into this Eighth Amendment pursuant to the terms of the Amendment to the Note, as set forth below; and

WHEREAS, pursuant to the Amendments to the Note, the Borrowing Limit to the Note was increased mostly recently on March 9, 2026, to Eight Hundred Thousand Dollars ($800,000) in lawful money of the United States of America; and

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Execution Version

CREDIT AGREEMENT

dated as of

June 4, 2026

among

Enchanted Rock Holdings, LLC., as Borrower

Enchanted Rock Management, LLC, Enchanted Rock, LLC, Enchanted Rock 3, LLC, Electranet REP I,

LLC, Electranet QSE I, LLC, ERock On-Site, LLC and Electranet Power, LLC,

as Co-Borrowers

The Lenders Party Hereto

and

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

JPMORGAN CHASE BANK, N.A.,

MORGAN STANLEY SENIOR FUNDING, INC.,

and

BARCLAYS BANK PLC,

as Joint Lead Arrangers and Joint Bookrunners

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TABLE OF CONTENTS

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EXECUTION VERSION
Share Purchase Agreement relating to the sale and purchase of shares in the capital of Iveagh New Opportunities Limited
Dated December 15, 2025
The Sellers (details of whom are set out in Schedule 1) ABM Industries Incorporated (Purchaser)
Dentons Ireland LLP 20 Kildare Street Dublin 2 D02 T3V7 Ireland

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Contents

2    Sale of the Sale Shares    18

3    Consideration    18

4    Exchange    20

5    Leakage    20

6    Conditions    23

7    Covenants by the Sellers    25

8    Pre-Completion Obligations    28

9    Completion    30

10    Warranties and Limitation of the Sellers’ Liability    31

11    Warranties and Undertakings of the Purchaser    33

12    Tax Covenant    35

13    Access to Information    35

14    Seller Matters    35

15    Confidentiality and Announcements    36

16    D&O Insurance    38

17    Further Assurance    38

18    Entire Agreement and Remedies    38

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PVH CORP.

STOCK INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT

(Employee)

NOTICE OF RESTRICTED STOCK UNIT AWARD

PVH Corp. (“PVH” and, together with its affiliates and subsidiaries, the “Company”) grants to the Grantee named below, in accordance with the terms of the PVH Corp. Stock Incentive Plan, as amended (the “Plan”), and this restricted stock unit agreement (this “Agreement”), the number of restricted stock units (the “Restricted Stock Units” or the “Award”) provided as follows:

GRANTEE			/$ParticipantName$/
RESTRICTED STOCK UNITS GRANTED			/$AwardsGranted$/
DATE OF GRANT			/$GrantDate$/
VESTING SCHEDULE			Restricted Stock Units will vest /Textual Description of Vesting/, subject to the Grantee being employed by the Company on [each] such date:
			/$VestingSchedule$/

AGREEMENT

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INDUCEMENT AWARD FOR RESTRICTED STOCK

Granted by

BCB BANCORP, INC.

RESTRICTED STOCK INDUCEMENT AWARD AGREEMENT

BCB Bancorp, Inc. (the “Company”) hereby grants to Thomas O’Brien (the “Grantee”) this inducement award for restricted stock (the “Restricted Stock Award”). The Grantee hereby accepts this Restricted Stock Award, subject to all the terms and provisions of this Restricted Stock Award Agreement (the “Agreement”), and agrees that all decisions under and interpretations of this Agreement by the Company’s Compensation Committee of the Board of Directors of the Company (“Committee”) will be final, binding and conclusive upon the Grantee and the Grantee’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Company” will include the parent and all present and future subsidiaries of the Company as defined in Section 424(e) and 424(f) of the Internal Revenue Code of 1986, as amended from time to time (the “Code”). Any reference to the “Bank” herein shall refer to BCB Community

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Exhibit 10.1

FORM OF SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS

This Settlement Agreement and Release of Claims (“Agreement”) is entered into by and between Limitless X, Inc. (“the Company”) and __________ , an employee of Company (“Employee”).

R E C I T A L S

A. Employee has raised concerns that the Company owes Employee salary, which amounts are disputed;

B. Employee and the Company desire to avoid any disputes or claims arising out of Employee’s claims against the Company (the “Dispute”) and;

C. Employee and the Company desire to compromise, settle and release these and all other claims, whether known or unknown, arising out of the Dispute.

In consideration of the mutual covenants and promises herein contained, and to avoid the unpredictability of litigation, it is hereby agreed by and between the parties as follows:

Payments. As full and complete consideration for Employee’s signature on this Agreement, Employee shall receive the following:

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FIRST AMENDMENT TO MEMBER INTEREST AND

ASSET EXCHANGE AGREEMENT

THIS FIRST AMENDMENT TO MEMBER INTEREST AND ASSET EXCHANGE AGREEMENT (this “First Amendment”) is dated as of the 1st day of June, 2026, by and among Transportation and Logistics Systems, Inc., a Nevada corporation (“TLSS”), TLSS Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of TLSS (“TA”), TLSS Reverse PGS, LLC, a Texas limited liability company, a wholly-owned subsidiary of TA (“Reverse”), Badcer Ops, Inc., a Nevada corporation (“Seller”), Jeff Badders (“Badders”) and Mercer Street Global Opportunity Fund, LLC (“Mercer” and with Badders, collectively, the “Seller Shareholders”), Patriot Glass Solutions, LLC, a Texas limited liability company (“PGS”) and Michael Wanke (“Wanke”), the twenty (20%) percent owner and the sole Manager of PGS, of which the Seller is an eighty (80%) percent owner. Each of the parties to this First Amendment is individually referred to herein as a “Party”

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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 AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT WHICH SHALL BE ACCEPTABLE TO THE COMPANY. 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

HAWKEYE SYSTEMS, INC.

Warrant No.: HS-1
Warrant Shares: 221,878,595	Initial Exercise Date: June 3, 2026

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