Browse EX-10 agreements

EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of September 9, 2026 (the “Effective Date”), by and between Fly-E Group, Inc., incorporated under the laws of the State of Delaware (the “Company”), and Qiang (John) Chen, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).

RECITALS

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This deed is made on 8 September 2026

between	**SharonAI Holdings Inc. **of 745 Fifth Avenue, Suite 500, New York, NY 10151 (Parent Company)

and	SharonAI Pty Ltd ACN 645 215 194 of Level 1, 32 Walker Street, North Sydney NSW 2006 (the Employer)

and	Andrew Leece, of [***] (Employee) (Parties)
Date	8 September 2026

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Term NoTE

Principal Amount: $3,000,000.00 (the “Principal Amount”)	September 8, 2026 (the “Issuance Date”)

FOR VALUE RECEIVED, the undersigned T3 Defense Inc., a Delaware corporation (the “Maker”) promises to pay, on the dates set forth herein, to Esousa Group Holdings LLC (the “Lender”), at an address that has been designated by the Lender, the sum of Three Million Dollars and No Cents ($3,000,000.00). The Maker shall pay to the Lender the Principal Amount plus all accrued and unpaid interest on the earliest to occur of the following (the “Maturity Date”): (i) December 8, 2026; (ii) the consummation of the transactions contemplated by the Securities Purchase Agreement dated February 24, 2026 by and between the Maker and the Lender and (iii) the consummation by the Maker of a financing in gross proceeds of at least $3,000,000 (other than

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Execution Version

WAIVER AGREEMENT

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This Waiver Agreement (this “Agreement”) is entered into as of the 10th day of September, 2026, by and between Volato Group, Inc., a Delaware corporation with offices located at 1954 Airport Road, Suite 124, Chamblee, GA 30341 (the “Company”), and the investor signatory hereto (the “Investor”), with reference to the following facts:

A. Prior to the date hereof, pursuant to that Securities Purchase Agreement, dated as of December 4, 2024, by and between the Company and the investors party thereto (including the Investor) (as amended, modified or waived prior to the date hereof, the “Securities Purchase Agreement”), the Company, among other things, initially issued to the Investor certain senior secured convertible notes and granted the Investor the right to purchase additional senior secured convertible notes at one or more additional closings thereunder (the “Additional Notes”). Capitalized terms not defined herein shall have the meaning set forth in the Securities Purchase Agreement.

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LOCK-UP AGREEMENT

THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of *          *, 2026, by and between Volato Group, Inc., a Delaware corporation (“Parent”), and *                                         * (the “Subject Party”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement (defined below).

WHEREAS, Parent, Volato Alignment Merger Sub, LLC, a Delaware limited liability company (“Merger Sub”), and Alignment Engine Inc., a Delaware corporation (“Aligned”), are parties to that certain Agreement and Plan of Merger, dated as of August 25, 2026, as amended by that certain Amendment No. 1 thereto, dated as of September 4, 2026 (as may be further amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”); and

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STOCKHOLDER VOTING AND SUPPORT AGREEMENT

This Stockholder Voting and Support Agreement (this “Agreement”) is made and entered into as of _____________, 2026, by and among Volato Group, Inc., a Delaware corporation (“Parent”) and the stockholders listed on Schedule A hereto (each, a “Stockholder” and collectively, the “Stockholders”). Capitalized terms used herein but not otherwise defined shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).

RECITALS

WHEREAS, Parent, Volato Alignment Merger Sub, LLC (“Merger Sub”), and Alignment Engine Inc. (“Aligned”) have entered into that certain Agreement and Plan of Merger, dated as of August 25, 2026 (as such agreement may be amended or supplemented from time to time pursuant to the terms thereof, the “Merger Agreement”), pursuant to which, subject to the terms and conditions set forth therein, Aligned will merge with and into Merger Sub, with Merger Sub continuing as the surviving company and a wholly owned subsidiary of Parent;

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PLACEMENT AGENCY AGREEMENT

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September 10, 2026

Dawson James Securities, Inc.

2700 N. Military Trail – Suite 100

Boca Raton, FL 33431

Ladies and Gentlemen:

This letter (this “Agreement”) constitutes the agreement between Glucotrack, Inc., a Delaware corporation (the “Company”), and Dawson James Securities, Inc. (“Dawson” or the “Placement Agent”) pursuant to which the Placement Agent shall serve as the placement agent (the “Services”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and private placement of its Securities (as defined in Section 3) in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “Commission”) under the Securities Act, and the Placement Agent agrees to act as the Company’s exclusive Placement Agent (the “Offering”). The Company and the Placement A

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (as amended, supplemented, restated and/or modified from time to time, this “Agreement”) is entered into as of September 10, 2026, by and between Glucotrack, Inc., a corporation incorporated under the laws of the State of Delaware (the “Company”), and the investors named on the signature pages annexed hereto (collectively, the “Investors”).

BACKGROUND

A. The board of directors (the “Board of Directors”) of the Company has authorized the issuance to the Investors of certain Notes (as defined below) and Warrants (as defined below).

B The Investor desires to purchase the Note on the terms and conditions set forth in this Agreement.

NOW THEREFORE, in consideration of the foregoing recitals and the covenants and agreements set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Investor hereby agree as follows:

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SECURITIES PURCHASE AGREEMENT

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This Securities Purchase Agreement (this “Agreement”) is dated as of September 4, 2026, between Banzai International, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 promulgated thereunder, 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:

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BANZAI INTERNATIONAL, INC. - LOCK-UP AGREEMENT

September 4, 2026

Banzai International, Inc.

435 Ericksen Ave NE

Suite 250

Bainbridge Island, WA 98110

United States

Ladies and Gentlemen:

The undersigned understands that Banzai International, Inc., a Delaware corporation (the “Company”), entered into a Securities Purchase Agreement (the “SPA”) on September 4, 2026 with each purchaser (each, a “Purchaser”, and collectively “Purchasers”) identified on the signature page of the SPA, providing for the private placement (the “Transaction”) of unsecured convertible promissory notes (the “Notes”), convertible into Class A ordinary shares of Common Stock, $0.0001 par value per share, of the Company (“Shares”) and warrants (“Warrants”) to purchase shares of Common Stock. Capitalized terms used but not defined in this Agreement have the meanings ascribed to them in the SPA.

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September 9, 2026

Thomas A. Fitzgerald

Re: Separation and Transition Services Agreement

Dear Tom:

This letter agreement follows our conversation of August 19, 2026, regarding your employment with TransCode Therapeutics, Inc. (the “Company”) and confirms the termination of your employment with the Company effective September 9, 2026 (the “Separation Date”). We appreciate your contributions and would like to work with you to make this transition as smooth as possible.

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PREFERRED STOCK REDEMPTION AGREEMENT

This Preferred Stock Redemption Agreement (this “Agreement”) is entered into as of September 4, 2026 (the “Effective Date”), by and between Bonk, Inc., a Delaware corporation (the “Company”), and Core4 Capital, an Ohio corporation (the “Holder”). The Company and the Holder are each referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, Core4 Capital is the holder of 100,000 Preferred Series A Shares of Stock (“Preferred Shares”) in the Company;

WHEREAS, the Company desires to redeem and purchase from Core4 Capital 26,667 Shares of the Preferred Shares for the purchase price of Four Million Dollars ($4,000,000.00) in aggregate value (the “Redeemed Shares”), and Core4 Capital desires to sell such Redeemed Shares to the Company, on the terms and subject to the conditions set forth herein; and

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