Browse EX-10 agreements

CONGRESSIONAL BANCSHARES, INC.

5.75% FIXED TO FLOATING RATE SUBORDINATED NOTE DUE

DECEMBER 1, 2029

THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS NOT A DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY OR FUND.

THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS SUBORDINATED AND JUNIOR IN RIGHT OF PAYMENT TO SENIOR INDEBTEDNESS (AS DEFINED IN SECTION 3 (SUBORDINATION) OF THIS SUBORDINATED NOTE) OF CONGRESSIONAL BANCSHARES, INC. (THE “COMPANY”), INCLUDING OBLIGATIONS OF THE COMPANY TO ITS GENERAL AND SECURED CREDITORS AND IS UNSECURED. IT IS INELIGIBLE AS COLLATERAL FOR ANY EXTENSION OF CREDIT BY THE COMPANY OR ANY OF ITS SUBSIDIARIES.

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Exhibit 10.2

FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT

This First Amendment to the EXECUTIVE EMPLOYMENT AGREEMENT (the “First Amendment”) is dated May 12, 2026 (the “Effective Date”) by and between Polomar Health Services, Inc. (the “Employer”) having an address at 32866 US Hwy. 19 N, Palm Harbor, FL 34684 and Terrence M. Tierney (the “Executive “) having an address at 245 E 54th Street, # 9S, New York, NY 10022. The Employer and Executive are collectively referred to herein as the “Parties”.

WHEREAS, the Parties entered into that certain EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) dated September 15, 2025, with a mutually agreed upon Start Date, as that term is defined in the Agreement, of November 1, 2025; and

WHEREAS, the Parties desire to amend certain provisions of the Agreement as more fully set forth hereinbelow; and

WHEREAS, as of the Effective Date of this First Amendment, the total amount of accrued Base Salary due to Executive is $72,961.51, (“Accrued Base Salary”); and

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POLOMAR HEALTH SERVICES, INC.

Consent and Waiver Letter

May 11, 2026

Altanine, Inc.

10940 Wilshire Blvd, Suite 1500

Los Angeles, CA 90024

Attn: Charles Andres, Jr., CEO (CAndres@altanine.com)

	Re:	Consent and Waiver

Dear Mr. Andres:

Reference is made to that certain Agreement and Plan of Merger and Reorganization (the “Merger Agreement”), dated as of July 23, 2025, by and between Polomar Health Services, Inc., a Nevada corporation (“Polomar” or the “Parent”), Polomar Merger Sub, Inc., a Nevada corporation and wholly owned subsidiary of Polomar, and Altanine Inc., a Nevada corporation (“Altanine” or the “Company”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to those terms in the Merger Agreement.

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Exhibit 10.18

Exhibit 10.17

Exhibit 10.12

LIST OF SUBSIDIARIES OF THE REGISTRANT

Name		Jurisdiction of Incorporation
Masterbeef Limited		British Virgin Islands
Anping Grill Limited		British Virgin Islands
Tak Moon Food Supplies (BVI) Limited		British Virgin Islands
Taiwanese Sweeties Limited		British Virgin Islands
House of Talent (BVI) Limited		British Virgin Islands
General’s Feast Limited		British Virgin Islands
Worvity Limited		British Virgin Islands
Tak Moon Holdings Limited		Hong Kong
Anping Grill (HK) Limited		Hong Kong
Tak Moon Food Supplies Limited		Hong Kong
Taiwanese Sweeties (HK) Limited		Hong Kong
House of Talent Limited		Hong Kong
Generals Feast (HK) Limited		Hong Kong
Worvity (HK) Limited		Hong Kong
Luk Koon Limited		Hong Kong
Taiwanese Hotpot Limited		Hong Kong
Master Beef Hotpot Limited		Hong Kong
Able Force Limited		Hong Kong
Amazing Hotpot Limited		Hong Kong

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LEASE EXTENSION

Jack's Market, LLC of 1981 N. Berra Blvd., Tooele, UT 84074 herein-after referred to as Landlord, hereby extend the lease term, and let to GenFlat Holdings, Inc./GenFlat Inc., of 1983 N. Berra Blvd., Tooele City, UT 84074 hereinafter referred to as Tenant, all those premises situate, lying and being in the 400 Square Feet, Suite 1983 of Jack Market and more particularly described as follows, to wit: First floor office space of 400 square feet and common usage of basement storage space of 1,214 square feet.

TO HAVE AND TO HOLD the said premises, together with the appurtenances, unto the Tenant, from the first day of February 2026 for and during and until January 31, 2028, an extension of two years.

And Tenant covenants and agrees to pay to Landlord as rental; for said premises, the sum of $1,320, payable on the 1st day of each month.

Witness the signature of said Landlord and said Tenant at Tooele this 30th day of January 2026.

April 10, 2026

Bill Wafford

Dear Bill:

This letter agreement (this “Employment Agreement”) amends and restates the terms of the Employment Agreement, dated as of February 14, 2025, as amended, by and between Bill Wafford (“you”) and ER Development International, Inc. (the “Company”), a Pennsylvania corporation, and shall be effective on April 10, 2026 (the “Effective Date”), on the following terms:

1.Duties and Responsibilities. You will continue to be employed as Chief Administrative Officer & Chief Financial Officer, QVC Group. You will perform the duties and services of that position or any comparable position, as well as perform any other duties and services as the Company may reasonably request. You shall devote your full and exclusive business time, attention and energy to the performance of your duties and to the promotion of the business and interests of the Company and its subsidiaries and affiliated companies (the “QVC Group”). You shall also adhere to the Company’s general employee policies as they may be in effect from time to time. The Company may, at its discretion,

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