Browse EX-10 agreements

THE GOGO INC. AMENDED AND RESTATED 2024 OMNIBUS EQUITY INCENTIVE PLAN

The Gogo Inc. 2024 Omnibus Equity Incentive Plan (“2024 Plan) was originally adopted by the Board and approved by the shareholders of the Company. The Board has approved this amendment and restatement of the 2024 Plan (as so amended and restated, the “Plan”) to, among other things, increase the aggregate number of shares of Stock available for issuance under the Plan, subject to approval by the shareholders of the Company. This amendment and restatement shall be effective upon the date on which it is approved by the shareholders of the Company in accordance with Section 14 hereof.

Section 1.

PURPOSE

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EXECUTION COPY

PURCHASE AND CONTRIBUTION AGREEMENT

between

**STONE POINT CREDIT INCOME FUND,**as the Seller

and

**SPCIF FUNDING II LLC,**as the Purchaser

Dated as of June 1, 2026

Table of Contents

		Page
ARTICLE I DEFINITIONS		1
Section 1.1	Definitions	3
Section 1.2	Other Terms	3
ARTICLE II TRANSFER OF THE CONVEYED ASSETS		3
Section 2.1	Transfer of the Conveyed Assets.	5
Section 2.2	Conveyance of Loan Assets	5
Section 2.3	Direct Assignments	5
Section 2.4	Delivery of Documents	5
Section 2.5	Participation Interests.	5
ARTICLE III REPRESENTATIONS AND WARRANTIES		6
Section 3.1	Representations and Warranties of the Seller	6
Section 3.2	Representations and Warranties of the Purchaser	9
ARTICLE IV PERFECTION OF TRANSFER AND PROTECTION OF SECURITY INTERESTS		10

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EXECUTION COPY

REVOLVING CREDIT AND SECURITY AGREEMENT

among

SPCIF Funding II LLC, as Borrower,

THE LENDERS FROM TIME TO TIME PARTIES HERETO,

TRUIST BANK, as Administrative Agent and Swingline Lender,

TRUIST SECURITIES, INC., as Lead Arranger,

STONE POINT CREDIT INCOME ADVISER LLC, as Collateral Manager,

and

THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION,

as Collateral Agent and Collateral Administrator

Dated as of June 1, 2026

Table of Contents

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EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into, effective as of the 1st day of June, 2026 (the “Effective Date”), by and between Jeffrey Brown (hereinafter referred to as the “Executive”), and US Alliance Corporation, a Kansas corporation (hereinafter referred to as the “Employer”).

WHEREAS, the Employer is a financial services holding company with its headquarters in Topeka, Kansas;

WHEREAS, US Alliance Life and Security Company (”USALSC”), a North Dakota corporation and the wholly owned subsidiary of the Employer, is a life insurance company engaged in providing quality products and services, with its headquarters in Topeka, Kansas;

WHEREAS, US Alliance Life and Security Company – Montana (“USALSC-Montana”), a Montana corporation is a life insurance company engaged in providing quality products and services and is a wholly owned subsidiary of USALSC;

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Amendment No. 8 to

Sales Representative Agreement

This Amendment No. 8 to Sales Representative Agreement (“Amendment”) is entered into by and between Ambarella International LP, an Ontario, Canada limited partnership having a place of business at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (“COMPANY”), and WT Microelectronics Co., Ltd., with a place of business at 14F, No. 738, Chung Cheng Road, Chung Ho City, Taipei Hsien, Taiwan, R.O.C. (“Representative”).

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of [-], 2026 between Tianci International, Inc., a Nevada 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) as to the Shares, the Pre-Funded Warrants and the Common Warrants, 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

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LOCK-UP AGREEMENT

________, 2026

Maxim Group LLP

300 Park Avenue

New York, NY 10022

	Re:	Proposed Best Efforts Offering by Tianci International, Inc.

Ladies and Gentlemen:

The undersigned, a stockholder, officer and/or director of Tianci International, Inc., a Nevada corporation (the “Company”), understands that Maxim Group LLC (the “Placement Agent”) proposes to have certain institutional investors enter into a Securities Purchase Agreement (the “Purchase Agreement”) with the Company providing for the subsequent public offering (the “Public Offering”) of certain securities of the Company.

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ASSET PURCHASE AGREEMENT

by and between

VAXIMM AG

(as Seller) and

OSR HOLDINGS, INC.

(as Buyer)

Dated: May 27, 2026

This ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of May 27, 2026 (the “Effective Date”), is entered into by and between:

(1)	VAXIMM AG, a company incorporated under the laws of Switzerland, having its registered office at Hochbergerstrasse 60c, 4057 Basel, Switzerland (“Seller”); and

(2)	OSR HOLDINGS, INC., a company incorporated under the laws of the State of Delaware, United States of America, having its principal office at 10900 NE 4th Street, Suite 2300, Bellevue, WA 98004, U.S.A. (“Buyer”).

The Seller and the Buyer are hereinafter referred to collectively as the “Parties” and individually as a “Party”.

RECITALS

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Exhibit 10-B

DONALDSON COMPANY, INC.

COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS

Amended on March 27, 2026

I. Introduction

The Company has previously established and presently maintains an automatic equity grant program and a deferred compensation program for non-employee directors. Set forth in writing below are the provisions of both programs combined into one plan document entitled the Donaldson Company, Inc. Compensation Plan for Non-Employee Directors (hereinafter, the “Plan”).

All equity awards granted hereunder, as well as any amounts deferred that are payable in shares of the Company’s common stock, par value of US$5.00 per share (“Common Stock”) are subject to the terms, conditions, and restrictions set forth in the Company’s 2019 Master Stock Incentive Plan (the “Master Stock Plan”). In the event of any inconsistency between the terms contained in both plans, the Master Stock Plan shall govern. All capitalized terms that are not defined herein have the meanings set forth in the Master Stock Plan.

II. Plan Year

The Plan shall operate on a calendar year basis.

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CONVERSION AGREEMENT

by and among

QUANTUM CORPORATION

and

DIALECTIC TECHNOLOGY SPV LLC

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

as Trustee and Notes Collateral Agent (solely with respect to Sections 7.1 and 7.3 and Articles III and X)

Dated as of June 1, 2026

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CONVERSION AGREEMENT

THIS CONVERSION AGREEMENT (this “Agreement”) is made and entered into as of June 1, 2026 (the “Agreement Date”), by and among Quantum Corporation, a Delaware corporation (the “Company”), Dialectic Technology SPV LLC, a Delaware limited liability company (“Dialectic”), and, solely with respect to Sections 7.1 and 7.3 and Articles III and X hereof, U.S. Bank Trust Company, National Association (“US Bank”), a national banking association, as trustee (in such capacity, the “Trustee”) and notes collateral agent (in such capacity, the “Notes Collateral Agent”) under the Indenture (as defined below). The Company and Dialectic are each referred to herein individually as a “Party” and collectively as the

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SIXTEENTH AMENDMENT TO

TERM LOAN CREDIT AND SECURITY AGREEMENT

THIS SIXTEENTH AMENDMENT TO TERM LOAN CREDIT AND SECURITY AGREEMENT (this “Amendment”), dated as of June 1, 2026 (the “Sixteenth Amendment Signing Date”), is entered into by and among QUANTUM CORPORATION, a Delaware corporation (“Quantum”, and together with each other Person joined to the Credit Agreement (as defined below) as a borrower from time to time, collectively, the “Borrowers”, and each, a “Borrower”), QUANTUM LTO HOLDINGS, LLC, a Delaware limited liability company (“Quantum LTO”, and together with each other Person joined to the Credit Agreement as a guarantor from time to time, collectively, the “Guarantors”, and each, a “Guarantor”, and together with the Borrowers, collectively, the “Loan Parties”, and each, a “Loan Party”), the financial institutions which are now or which hereafter become a party to the Credit Agreement as lenders (collectively, the “Lenders”, and each, a

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 1, 2026, by and between Quantum Corporation, a Delaware corporation (the “Company”), and each of the investors identified on the signature pages hereto (including its respective successors and assigns, the “Purchasers” and each, a “Purchaser”).

WHEREAS, the Company and each Purchaser is executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (together with the rules and regulations thereunder, the “Securities Act”) and/or Rule 506(b) of Regulation D promulgated thereunder; and

WHEREAS, the Company desires to issue and sell to the Purchasers, and the Purchasers, severally and not jointly, desire to purchase from the Company, securities of the Company as more fully described in this Agreement.

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