Browse EX-10 agreements

DYNEX CAPITAL, INC.

INDEMNIFICATION AGREEMENT

This Indemnification Agreement (this “Agreement”) is made as of the ____ day of _____, 20__ by and between Dynex Capital, Inc., a Virginia corporation (the “Company”), and ________ (the “Indemnitee”), a director or officer of the Company.

WHEREAS, the Board of Directors of the Company (the “Board of Directors”) has determined that it is in the best interests of the Company and its stockholders to provide directors and officers with appropriate certainty of protection through insurance and indemnification against risks of claims and actions arising out of their service to and activities on behalf of the Company, in order to encourage effective service, the exercise of independent judgment, and the willingness of qualified persons to serve and continue to serve in such capacities; and

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AMENDED AND RESTATED

CHANGE OF CONTROL EXECUTIVE SEVERANCE AGREEMENT

This Amended and Restated Change of Control Executive Severance Agreement is entered into on this 21st day of May, 2026, but effective as of January 30, 2026 (the “Effective Date”) by and between SM Energy Company, a Delaware corporation (the “Company”), and the below named employee of the Company (the “Executive”).

RECITALS

A.The Board of Directors of the Company (the “Board”) has determined that it is in the best interests of the Company to ensure that the Company will have the continued dedication of the Executive notwithstanding the possibility of a Change of Control (as defined in Section 1) of the Company and to provide the Executive with customary compensation and benefits arrangements upon a Change of Control which ensure that the compensation and benefits expectations of the Executive will be satisfied and which are competitive with those of other companies, and therefore the Board has previously adopted a Change of Control Executive Severance Policy applicable to the Executive.

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ASSURANT, INC. 2017

LONG TERM EQUITY INCENTIVE PLAN,

AS AMENDED AND RESTATED

SECTION 1. Purpose; Definitions

1.1. Purpose. The purpose of this Assurant, Inc. 2017 Long Term Equity Incentive Plan (the “Plan”), as amended and restated as of May 13, 2021 and the Amendment Date (as defined in Section 1.2 below), is to give the Company (as defined in Section 1.2 below), a competitive advantage in attracting, retaining, and motivating officers, employees, directors, and consultants, and to provide the Company and its Subsidiaries and Affiliates with a long term incentive plan providing incentives directly linked to stockholder value.

1.2. Definitions. Certain terms used herein have definitions given to them in the first place where they are used. In addition, for purposes of this Plan, the following terms are defined as set forth below:

(a)“Act” means the Securities Exchange Act of 1934, as amended from time to time, any regulations promulgated thereunder, and any successor thereto.

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AMENDMENT NO. 3 TO THE FIFTH AMENDED AND RESTATED ADVISORY AGREEMENT

This Amendment No. 3 to the Fifth Amended and Restated Advisory Agreement (this “Amendment”), is dated and effective as of May 21, 2026, by and among BRAEMAR HOTELS & RESORTS INC., a Maryland corporation (“Braemar” or the “Company”), BRAEMAR HOSPITALITY LIMITED PARTNERSHIP, a Delaware limited partnership (the “Operating Partnership”), BRAEMAR TRS CORPORATION, a Delaware corporation (“Braemar TRS”), ASHFORD INC., a Maryland corporation (“Ashford Inc.”), and ASHFORD HOSPITALITY ADVISORS LLC, a Delaware limited liability company (“Ashford LLC” and, together with Ashford Inc., the “Advisor”). All capitalized terms appearing herein that are not otherwise defined shall have the meanings ascribed to them in the Fifth Amended and Restated Advisory Agreement, dated April 23, 2018, by and among the parties hereto (as amended from time to time (including pursuant to this Amendment), the “Advisory Agreement”).

WITNESSETH:

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Execution Version

SIXTH AMENDMENT TO CREDIT AGREEMENT

This SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 20, 2026, is by and among BKV UPSTREAM MIDSTREAM, LLC, a Delaware limited liability company (the “Borrower”), BKV CORPORATION, a Delaware corporation (“Holdings”), each other Credit Party, each of the Lenders party hereto, and CITIBANK, N.A., as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).

RECITALS

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CONTINUING GUARANTY

In consideration of Hancock Whitney Bank, a Mississippi state chartered bank (“Bank”), with an office located at 2202 N. Westshore Boulevard, Suite 150, Tampa, Florida 33607, giving or extending credit to LMB AUBURN HILLS I, LLC, an Ohio limited liability company, and LMB LEWISTON, LLC, an Ohio limited liability company (hereinafter collectively referred to as “Borrower”), the undersigned (hereinafter referred to as “Guarantor,” which term means individually, collectively, and interchangeably any, each and/or all of them if more than one), hereby enters into this Continuing Guaranty (hereinafter this “Guaranty”) in favor of Bank and agrees as follows:

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CONTINUING GUARANTY

In consideration of Hancock Whitney Bank, a Mississippi state chartered bank (“Bank”), with an office located at 2202 N. Westshore Boulevard, Suite 150, Tampa, Florida 33607, giving or extending credit to LMB AUBURN HILLS I, LLC, an Ohio limited liability company, and LMB LEWISTON, LLC, an Ohio limited liability company (hereinafter collectively referred to as “Borrower”), the undersigned (hereinafter referred to as “Guarantor,” which term means individually, collectively, and interchangeably any, each and/or all of them if more than one), hereby enters into this Continuing Guaranty (hereinafter this “Guaranty”) in favor of Bank and agrees as follows:

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CONTINUING GUARANTY

In consideration of Hancock Whitney Bank, a Mississippi state chartered bank (“Bank”), with an office located at 2202 N. Westshore Boulevard, Suite 150, Tampa, Florida 33607, giving or extending credit to LMB AUBURN HILLS I, LLC, an Ohio limited liability company, and LMB LEWISTON, LLC, an Ohio limited liability company (hereinafter collectively referred to as “Borrower”), the undersigned (hereinafter referred to as “Guarantor,” which term means individually, collectively, and interchangeably any, each and/or all of them if more than one), hereby enters into this Continuing Guaranty (hereinafter this “Guaranty”) in favor of Bank and agrees as follows:

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COMMERCIAL BUSINESS LOAN AGREEMENT

This Agreement is dated May 1, 2026 and is made and entered into by and among Hancock WHITNEY BANK, a Mississippi state chartered bank (“Bank”), and LMB AUBURN HILLS I, LLC, an Ohio limited liability company, and LMB LEWISTON, LLC, an Ohio limited liability company (hereinafter referred to as “Borrower,” which term means individually, collectively, and interchangeably any, each and/or all of them) and GENERATION INCOME PROPERTIES, INC., a Maryland corporation, GIPTN 5780 WATERLEVEL HIGHWAY EAST, LLC, a Delaware limited liability company, and GIPFL 3815 SOUTH ORLANDO DRIVE, LLC, a Delaware limited liability company (hereinafter referred to as “Guarantor,” which term means individually, collectively, and interchangeably any, each and/or all of them). Borrower and Guarantor, if any, and any other person who may be liable now or in the future for any portion of any Loan are referred to as “Obligor,” which term means individually, collectively, and interchangeably any, each and/or all of them.

A.

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COMMERCIAL TERM NOTE

$3,800,000.00 May 1, 2026

For value received, the undersigned maker(s) (hereinafter referred to individually, collectively, and interchangeably as “Borrower”), jointly and severally, if more than one, promises to pay to the order of HANCOCK WHITNEY BANK, a Mississippi state chartered bank (“Bank”), with an office located at 2202 N. Westshore Blvd, Suite 150, Tampa, Florida 33607, the sum of Three Million Seven Hundred Fifty Thousand One Hundred Thirty-Six and 00/100 ($3,800,000.00) DOLLARS together with interest thereon, in accordance with the terms set forth in this Commercial Note (“Note”).

REPAYMENT:

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ADVISORY SERVICES AGREEMENT

THIS ADVISORY SERVICES AGREEMENT (this “Agreement”) is made and entered into as of May 19, 2026, but effective as of July 24, 2026 (the “Effective Date”), by and between SURF AIR MOBILITY INC., a Delaware corporation (the “Company”), and CARL ALBERT, an individual (“Advisor” and, together with the Company, each a “Party” and collectively, the “Parties”).

Services. Advisor’s services to the Board of Directors of the Company (the “Board”) hereunder shall be as set forth on Exhibit A attached hereto (the “Advisory Services”).

Term; Termination.

2.1

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PURCHASE AND SALE AGREEMENT

THIS PURCHASE AND SALE AGREEMENT("Agreement") is made and entered into as of the Effective Date (hereinafter defined) by and between GIPFL 10002 N DALE MABRY, LLC, a Delaware limited liability company (“Seller”), with an address of 401 East Jackson Street, Suite 3300, Tampa, Florida 33602, Attn: David Sobelman; Email: ds@gipreit.com, with a required copy to Trenam Law, 200 Central Avenue, Suite 1600, St. Petersburg, Florida 33702, Attn: Timothy M. Hughes, Esq., Email: thughes@trenam.com and ANDREW LIVINGSTONE, an individual and a Florida resident ("Purchaser"), with an address of 3107 Mossvale Lane, Tampa, FL 33618, Email: alivingstone1969@gmail.com, with a required copy to Buchanan Ingersoll & Rooney, 401 East Jackson Street, Suite 2400, Tampa, Florida 33602, Attn: Ted R. Tamargo, Esq., Email: ted.tamargo@bipc.com.

RECITALS

A.

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