Browse EX-10 agreements

Zhejiang University National University Science Park (Jiangxi)

Lease Agreement for Venture Building

According to the provisions of the Civil Code of the People’s Republic of China and relevant laws and regulations, Party A and B, in the spirit of equality, voluntariness, fairness and the principle of honesty and credit, and by consensus, reached an agreement on the lease of the premises of the Venture Building in the National University Science and Technology Park of Zhejiang University (Jiangxi), and signed this contract.

Article 1 Contractual parties

Lessor (hereinafter referred to as Party A): Jiangxi Zhejiang University Zhongkai Science and Technology Park Development Co.

Legal representative/responsible person: Wu Youxia

Address: No. 698 Jingdong Avenue, Hi-Tech Development Zone, Nanchang, Jiangxi, China

Contact: Xie Xuezhen

Tel: 88161680

Lessee (hereinafter referred to as Party B): Jiangxi Ruanyun Technology Co.

Legal representative/responsible person: Fu Yan

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Zhejiang University National University Science Park (Jiangxi)

Lease Agreement for Venture Building

According to the provisions of the Civil Code of the People’s Republic of China and relevant laws and regulations, Party A and B, in the spirit of equality, voluntariness, fairness and the principle of honesty and credit, and by consensus, reached an agreement on the lease of the premises of the Venture Building in the National University Science and Technology Park of Zhejiang University (Jiangxi), and signed this contract.

Article 1 Contractual parties

Lessor (hereinafter referred to as Party A): Jiangxi Zhejiang University Zhongkai Science and Technology Park Development Co.

Legal representative/responsible person: Wu Youxia

Address: No. 698 Jingdong Avenue, Hi-Tech Development Zone, Nanchang, Jiangxi, China

Contact: Xie Xuezhen

Tel: 88161680

Lessee (hereinafter referred to as Party B): Jiangxi Huizuoye Education Technology Co.

Legal representative/responsible person: Zhao Cong

…

Zhejiang University National University Science Park (Jiangxi)

Lease Agreement for Venture Building

According to the provisions of the Civil Code of the People’s Republic of China and relevant laws and regulations, Party A and B, in the spirit of equality, voluntariness, fairness and the principle of honesty and credit, and by consensus, reached an agreement on the lease of the premises of the Venture Building in the National University Science and Technology Park of Zhejiang University (Jiangxi), and signed this contract.

Article 1 Contractual parties

Lessor (hereinafter referred to as Party A): Jiangxi Zhejiang University Zhongkai Science and Technology Park Development Co.

Legal representative/responsible person: Wu Youxia

Address: No. 698 Jingdong Avenue, Hi-Tech Development Zone, Nanchang, Jiangxi, China

Contact: Xie Xuezhen

Tel: 88161680

Lessee (hereinafter referred to as Party B): Jiangxi Ruanyun Zhitou Education Consulting Co., Ltd.

Legal representative/responsible person: Zhao Cong

…

Education Book Purchase and Sales Contract

Party A: Jiangxi Xinhua Distribution Group Co., Ltd. Education Book Branch

Party B: Jiangxi Ruanyun Technology Co., Ltd.

In order to strengthen cooperative relations in the book distribution business, maintain a sound market distribution environment, standardize business operations in book distribution, and establish a long-term and stable partnership, both parties hereby, on the basis of abiding by relevant national laws and regulations voluntarily and adhering to the principles of integrity, mutual benefit and reciprocity, enter into this Contract for Party A’s purchase of products distributed by Party B through friendly negotiations. Both parties shall faithfully abide by and perform this Contract.

Article 1 Product Quality and Liability Commitment

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Zhejiang University National University Science Park (Jiangxi)

Lease Agreement for Venture Building

According to the provisions of the Civil Code of the People’s Republic of China and relevant laws and regulations, Party A and B, in the spirit of equality, voluntariness, fairness and the principle of honesty and credit, and by consensus, reached an agreement on the lease of the premises of the Venture Building in the National University Science and Technology Park of Zhejiang University (Jiangxi), and signed this contract.

Article 1 Contractual parties

Lessor (hereinafter referred to as Party A): Jiangxi Zhejiang University Zhongkai Science and Technology Park Development Co.

Legal representative/responsible person: Wu Youxia

Address: No. 698 Jingdong Avenue, Hi-Tech Development Zone, Nanchang, Jiangxi, China

Contact: Xie Xuezhen

Tel: 88161680

Lessee (hereinafter referred to as Party B): Jiangxi Alphabet Technology Co.

Legal representative/responsible person: Zhao Cong

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PERSONAL AND CONFIDENTIAL

Eva Boratto

Re: Sign-on Bonus Reimbursement Agreement

Dear Eva,

This Sign-on Bonus Reimbursement Agreement (“Agreement”) is between Cencora, Inc. (the “Company”) and Eva Boratto (“Executive”). As an inducement for Executive to join the Company in the role of Executive Vice President and Chief Financial Officer, the Company agrees to provide Executive with a sign-on bonus in order to encourage Executive’s employment with the Company, subject to the terms and conditions stated below.

Executive acknowledges that this Agreement supplements and does not supersede that certain Employment Agreement, entered into by and between the Company and Executive in connection with the commencement of Executive’s employment with the Company (the “Employment Agreement”), effective as of the “Effective Date” (as defined in the Employment Agreement and referred to as the “Start Date” herein); provided that this Agreement will only be effective once the Employment Agreement becomes effective on the Effective Date.

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AMENDED AND RESTATED TENAYA THERAPEUTICS, INC.

2021 EQUITY INCENTIVE PLAN

(as amended and restated)

Purposes of the Plan. The purposes of this Plan are:

•

to attract and retain the best available personnel for positions of substantial responsibility,

•

to provide additional incentive to Employees, Directors and Consultants, and

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to promote the success of the Company’s business.

The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units and Performance Awards.

Definitions. As used herein, the following definitions will apply:

2.1

“Administrator” means the Board or any of its Committees as will be administering the Plan, in accordance with Section 4 of the Plan.

2.2

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Exhibit 10.1

PARENT STOCKHOLDER SUPPORT AGREEMENT

This Parent Stockholder Support Agreement (this “Agreement”) is made and entered into as of May 27, 2026, by and among HOST DIGITAL INFRASTRUCTURE LLC, a Delaware limited liability company (the “Company”), HEALTHY CHOICE WELLNESS CORP., a Delaware corporation (“Parent”), and the undersigned stockholder (the “Stockholder”) of Parent.

RECITALS

WHEREAS, concurrently with the execution and delivery hereof, Parent, Healthy Choice Wellness II Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the Company have entered into an Agreement and Plan of Merger (as such agreement may be amended or supplemented from time to time pursuant to the terms thereof, the “Merger Agreement”), pursuant to which Merger Sub will merge with and into the Company, with the Company surviving the merger as the surviving entity and a wholly owned subsidiary of Parent (the “Merger”);

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Exhibit 10.2

FORM OF LOCK-UP AGREEMENT

May 27, 2026

Healthy Choice Wellness Corp.

3800 North 28th Way

Hollywood, FL 33020

Attention: John Ollet

E-mail: jollet@hcwc.com

Ladies and Gentlemen:

The undersigned signatory of this lock-up agreement (this “Lock-Up Agreement”) understands that Healthy Choice Wellness Corp., a Delaware corporation (“Parent”), has entered into an Agreement and Plan of Merger, dated as of May 27, 2026 (as the same may be amended from time to time in accordance with the provisions thereof, the “Merger Agreement”), with Healthy Choice Wellness II Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Host Digital Infrastructure LLC, a Delaware limited liability company (the “Company”), pursuant to which Merger Sub will merge with and into the Company and the Merger Sub will cease to exist and the Company will become a wholly owned subsidiary of Parent. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.

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THIS PRE-paid purchase (AS DEFINED BELOW) IS ISSUED IN EXCHANGE FOR (WITHOUT ANY ADDITIONAL CONSIDERATION) THE FOLLOWING SECURITIES: (A) that certain SECURED CONVERTIBLE PROMISSORY NOTE DATED AUGUST 25, 2025 IN THE ORIGINAL PRINCIPAL AMOUNT OF $2,220,000.00; (B) THAT CERTAIN SECURED CONVERTIBLE PROMISOSRY NOTE DATED OCTOBER 30, 2025 IN THE ORIGINAL PRINCIPAL AMOUNT OF $560,000.00; AND (C) THAT CERTAIN SECURED CONVERTIBLE PROMISSORY NOTE DATED DECEMBER 19, 2025 IN THE ORIGINAL PRINCIPAL AMOUNT OF $560,000.00 (COLLECTIVELY, THE “NOTES”). FOR PURPOSES OF RULE 144 OF THE SECURITIES ACT OF 1933, AS AMENDED (the “1933 Act”), THIS PRE-PAID PURCHASE SHALL BE DEEMED TO HAVE BEEN ISSUED ON DECEMBER 19, 2025.

PRE-PAID PURCHASE #2

May 22, 2026	U.S. $3,471,923.00

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