Browse EX-10 agreements

Execution Version

MASTER TRANSITION SERVICES AGREEMENT

NO. OCTV-26-03-7805

This Transition Services Agreement (this “Agreement”), dated as of May 22, 2026 (“Effective Date”), is made by and between Hexagon AB, a Swedish public company, on behalf of itself and the other Parent Group Companies (“Parent”), and Octave Intelligence plc, an Irish company, on behalf of itself and the other Spinco Group Companies (“Spinco”). Parent and Spinco are referred to herein individually as a “Party” and collectively as the “Parties.”

WHEREAS, effective the Effective Date, Spinco and the Spinco Group Companies have spun off from Hexagon AB (“Spin Off”);

WHEREAS, the Parent Group Companies have, in the ordinary course of business of intertwined companies, provided certain services to the Spinco Group Companies, including those services listed on Schedule I hereto (the “Parent Services”); and

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Execution Version

EMPLOYEE MATTERS AGREEMENT

BY AND BETWEEN

HEXAGON AB

and

OCTAVE INTELLIGENCE PLC

MAY 22, 2026

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TABLE OF CONTENTS

Article I DEFINITIONS									1
			Section 1.1			Certain Definitions			1
			Section 1.2			References; Interpretation			4
Article II GENERAL PRINCIPLES									5
			Section 2.1			Nature of Liabilities			5
			Section 2.2			Transfers of Employees			5
			Section 2.3			Assumption and Retention of Liabilities Generally			5
			Section 2.4			Participation in Parent Benefit Arrangements			6

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Execution Version

TAX DISAFFILIATION AGREEMENT

BETWEEN

HEXAGON AB

AND

OCTAVE INTELLIGENCE PLC

dated as of May 22, 2026

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TABLE OF CONTENTS

SECTION 1.			Definition of Terms						2
SECTION 2.			Allocation of Tax Liabilities						8
			2.1			Allocation of Taxes			8
			2.2			Tax Payments			10
SECTION 3.			Preparation and Filing of Tax Returns						10
			3.1			Combined Returns			10
			3.2			Separate Returns			10
			3.3			Agent			10

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GRANITE RIDGE RESOURCES, INC.

AMENDED AND RESTATED

2022 OMNIBUS INCENTIVE PLAN

1.PURPOSE OF THE PLAN. The purpose of the Amended and Restated 2022 Omnibus Incentive Plan (the “Plan”) is to provide favorable opportunities for directors, officers, employees, consultants or advisors employed by or providing service to Granite Ridge Resources, Inc., a Delaware corporation (the “Company”), or any of its Subsidiaries, to acquire shares of common stock, par value $0.0001 per share, of the Company (“Common Stock”) or to benefit from the appreciation thereof. Such opportunities should provide an increased incentive for these individuals to contribute to the future success and prosperity of the Company, thus enhancing the value of the Company’s Common Stock for the benefit of the stockholders, and increase the ability of the Company to attract and retain individuals of exceptional skill upon whom, in large measure, its sustained progress, growth and profitability depend.

2.DEFINITIONS.

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OFFICE PROPERTIES INCOME TRUST FORM OF [AMENDED AND RESTATED]1 INDEMNIFICATION AGREEMENT

THIS [AMENDED AND RESTATED] INDEMNIFICATION AGREEMENT (this “Agreement”), effective as of [DATE] (the “Effective Date”), by and between Office Properties Income Trust, a Maryland real estate investment trust (the “Company”), and [TRUSTEE/OFFICER] (“Indemnitee”).

WHEREAS, Indemnitee currently serves as a trustee and/or officer of the Company and may, in connection therewith, be subjected to claims, suits or proceedings arising from such service; and

WHEREAS, as an inducement to Indemnitee to continue to serve as such, the Company has agreed to indemnify and to advance expenses and costs incurred by Indemnitee in connection with any such claims, suits or proceedings, to the maximum extent permitted by law as hereinafter provided; and

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SECURITIES ACCOUNT CONTROL AGREEMENT

among

NISSAN AUTO RECEIVABLES 2026-A OWNER TRUST,

as Issuer,

NISSAN MOTOR ACCEPTANCE COMPANY LLC,

as Servicer,

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

in its capacity as Indenture Trustee, as Secured Party

and

U.S. BANK NATIONAL ASSOCIATION,

as Securities Intermediary

Dated as of May 27, 2026

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TABLE OF CONTENTS

				Page
ARTICLE I DEFINITIONS					1
Section 1.1		Defined Terms			1
Section 1.2		Other Interpretive Provisions			1
ARTICLE II ACCOUNTS					2
Section 2.1		Securities Accounts			2
ARTICLE III RIGHTS OF THE SECURED PARTY					3
Section 3.1		Control of Securities Accounts by Secured Party			3

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NISSAN AUTO RECEIVABLES 2026-A OWNER TRUST

AMENDED AND RESTATED TRUST AGREEMENT

between

NISSAN AUTO RECEIVABLES COMPANY II LLC,

as Depositor,

WILMINGTON TRUST, NATIONAL ASSOCIATION,

as Owner Trustee

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

as Certificate Registrar and Certificate Paying Agent

Dated as of May 27, 2026

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TABLE OF CONTENTS

		Page
ARTICLE I DEFINITIONS			1
SECTION 1.01. Defined Terms			1
SECTION 1.02. Other Interpretive Provisions			1
ARTICLE II ORGANIZATION			2
SECTION 2.01. Trust Name and Status			2
SECTION 2.02. Office			2
SECTION 2.03. Purposes and Powers			2
SECTION 2.04. Appointment of the Owner Trustee			3
SECTION 2.05. Declaration of Trust			3
SECTION 2.06. Liability of the Certificateholders			4

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ASSET REPRESENTATIONS REVIEW AGREEMENT

among

NISSAN AUTO RECEIVABLES 2026-A OWNER TRUST,

as Issuer

NISSAN MOTOR ACCEPTANCE COMPANY LLC,

as Sponsor and Servicer

and

CLAYTON FIXED INCOME SERVICES LLC,

as Asset Representations Reviewer

Dated as of May 27, 2026

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TABLE OF CONTENTS

				Page
ARTICLE I DEFINITIONS					1
Section 1.1.		Defined Terms			1
Section 1.2.		Other Interpretive Provisions			1
Section 1.3.		Additional Definitions			2
ARTICLE II ENGAGEMENT OF ASSET REPRESENTATIONS REVIEWER					3
Section 2.1.		Engagement; Acceptance			3
Section 2.2.		Confirmation of Scope			3
ARTICLE III ASSET REPRESENTATIONS REVIEW PROCESS					3
Section 3.1.		Review Notices			3

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ADMINISTRATION AGREEMENT

among

NISSAN AUTO RECEIVABLES 2026-A OWNER TRUST

as Issuer,

NISSAN MOTOR ACCEPTANCE COMPANY LLC,

as Administrator,

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

as Indenture Trustee

Dated as of May 27, 2026

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TABLE OF CONTENTS

				Page
ARTICLE 1. DEFINITIONS					1
Section 1.01		Defined Terms			1
Section 1.02		Other Interpretive Provisions			2
ARTICLE 2. DUTIES OF THE ADMINISTRATOR					2
Section 2.01		Duties of the Administrator			2
Section 2.02		Records			5
Section 2.03		Additional Information to be Furnished to the Issuer			5
Section 2.04		Administrator’s Compensation			5
Section 2.05		Other Activities of Administrator			6
Section 2.06		Term of Agreement			6

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SALE AND SERVICING AGREEMENT

among

NISSAN AUTO RECEIVABLES 2026-A OWNER TRUST,

as Issuer,

NISSAN AUTO RECEIVABLES COMPANY II LLC,

as Seller,

NISSAN MOTOR ACCEPTANCE COMPANY LLC,

as Servicer

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

as Indenture Trustee

Dated as of May 27, 2026

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TABLE OF CONTENTS

		Page
ARTICLE I. DEFINITIONS			1
SECTION 1.01 Definitions			1
SECTION 1.02 Other Interpretive Provisions			1
ARTICLE II. CONVEYANCE OF RECEIVABLES			2
SECTION 2.01 Conveyance of Receivables			2
SECTION 2.02 Custody of Receivable Files			3
SECTION 2.03 Acceptance by Issuer			3
ARTICLE III. THE RECEIVABLES			4
SECTION 3.01 Duties of Servicer as Custodian			4
SECTION 3.02 Instructions; Authority To Act			4

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PURCHASE AGREEMENT

between

NISSAN MOTOR ACCEPTANCE COMPANY LLC

as Seller,

and

NISSAN AUTO RECEIVABLES COMPANY II LLC,

as Purchaser

Dated as of May 27, 2026

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TABLE OF CONTENTS

				Page
ARTICLE I DEFINITIONS				1
Section 1.1		Defined Terms		1
Section 1.2		Other Interpretive Provisions		1
ARTICLE II PURCHASE AND SALE OF RECEIVABLES				2
Section 2.1		Purchase and Sale of Receivables		2
Section 2.2		Receivables Purchase Price		3
ARTICLE III REPRESENTATIONS AND WARRANTIES				3
Section 3.1		Warranties of the Purchaser		3
Section 3.2		Representations and Warranties of the Seller		4
ARTICLE IV COVENANTS OF THE SELLER				5
Section 4.1		Protection of Right, Title and Interest		5
Section 4.2		Other Liens or Interests		6

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AMENDMENT TO THE

EMPLOYMENT AGREEMENT

This Amendment (“Amendment”) is entered into as of the 20th day of May 2026, by and between Home Bank, N.A. (the “Bank”) and John J. Zollinger (the “Executive”).

WITNESSETH

WHEREAS, the Bank and the Executive previously entered into an Employment Agreement, dated as of May 20, 2025 (the “Agreement”); and

WHEREAS, the parties desire to amend the Agreement in order to extend its term, as provided in Section 2(b) thereof.

NOW, THEREFORE, the parties hereto, intending to be legally bound hereby, agree as follows:

1.    The last sentence in Section 2(a) of the Agreement is amended and restated to read as follows: “The terms and conditions of this Agreement shall be and remain in effect during the period beginning on the Effective Date of this Agreement and ending on May 20, 2028, plus such extensions, if any, as are provided pursuant to Section 2(b) hereof (the “Employment Period”).”

2.    Except to the extent expressly amended hereby, the Agreement shall continue unmodified and shall remain in full force and effect.

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