Browse EX-10 agreements

COMPANY SUPPORT AGREEMENT

This COMPANY SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of September 10, 2026, by and among ARC Group Acquisition I Corp., a British Virgin Islands business company (“Purchaser”), Firstborn Top Capital Sdn. Bhd., a Malaysian private limited company (the “Company”), and the officers, directors and shareholders of the Company listed on Schedule A hereto (the “Company Shareholders”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Purchase Agreement (as defined below).

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RECITALS

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Firstborn Top Capital

2026 OMNIBUS equity incentive PLAN

SECTION 1.

ESTABLISHMENT, OBJECTIVES AND DURATION

1.1. ESTABLISHMENT. Subject to the approval of the shareholders of ARC Group Acquisition I Corp. (the “Company”), the Company has established the BlueCrest Investment, Inc. 2026 Omnibus Equity Incentive Plan (the “Plan”), as set forth herein, conditioned upon and effective as of the closing of the transactions contemplated by the Share Purchase Agreement (“Effective Date”). Following the Effective Date, references to the Company shall be construed as references to BlueCrest Investment, Inc., a British Virgin Islands business company, and the Plan shall be administered subject to the Company’s memorandum and articles of association and the BVI Business Companies Act, as amended from time to time.

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Exhibit 10.8

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Executive Employment Agreement

This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made as of [_________] (the “Effective Date”), by and between Firstborn Top Capital Sdn Bhd. (together with its successors and assigns, the “Company”), and [____________] (“Executive”). As the context of this Agreement so requires, Executive and the Company are sometimes individually referred to herein as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Company desires to employ Executive, and Executive desires to be employed by the Company, as the Company’s [●].

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants and conditions herein, and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereby agree as follows:

AGREEMENT

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Exhibit B

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made and entered into effective as of [●], 2026, by and among ARC Group Acquisition I Corp., a British Virgin Islands business company (“Purchaser”), MFH 2, LLC, a Delaware limited liability company (the “Sponsor”), and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

RECITALS

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INDEMNIFICATION AGREEMENT

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of ___________, between BlueCrest Investment, Inc., a British Virgin Islands business company (formerly known as ARC Group Acquisition I Corp., hereinafter referred to as the “Company”), and ______________ (“Indemnitee”).

WITNESSETH THAT:

WHEREAS, highly competent persons have become more reluctant to serve corporations as directors or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the Company;

WHEREAS, the Board of Directors of the Company (the “Board”) has determined that, in order to attract and retain qualified individuals, the Company will attempt to maintain on an ongoing basis, at its sole expense, liability insurance to protect persons serving the Company and its subsidiaries from certain liabilities;

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LOCK-UP AGREEMENT

THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of [●], between BlueCrest Investment, Inc., a British Virgin Islands business company (formerly known as ARC Group Acquisition I Corp., hereinafter referred to as “Purchaser” prior to the Closing and “PubCo” following the Closing)) and (ii) the undersigned (each of such undersigned, a “Holder” and collectively, the “Holders”). Purchaser or Pubco and the Holders are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Purchase Agreement (as defined below).

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SPONSOR SUPPORT AGREEMENT

This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of September 10, 2026, by and among MFH 2, LLC, a Delaware limited liability company (“Sponsor”), ARC Group Acquisition I Corp., a British Virgin Islands business company (“Purchaser”), and Firstborn Top Capital Sdn. Bhd., a Malaysian private limited company (the “Company”) and the officers, directors and shareholders of Purchaser listed on Schedule A hereto (“Purchaser Insiders”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Purchase Agreement (as defined below).

RECITALS

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FORM OF RESTRICTIVE COVENANT AGREEMENT

THIS RESTRICTIVE COVENANT AGREEMENT (this “Agreement”) is made and entered into as of [●], between (i) BlueCrest Investment, Inc., a British Virgin Islands business company (formerly known as ARC Group Acquisition I Corp., hereinafter referred to as “Purchaser” prior to the Closing and “PubCo” following the Closing), and (ii) the undersigned (each of such undersigned, a “Holder” and collectively, the “Holders”). Purchaser (or PubCo) and the Holders are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Purchase Agreement (as defined below).

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SUPPORT AGREEMENT

This support agreement (this “Agreement”) is dated September 10, 2026, and is among Copart, Inc., a Delaware corporation (“Parent”), and the stockholders of ACV Auctions Inc., a Delaware corporation (the “Company”), listed on the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”).

Recitals

A.       The Stockholders Own certain Shares (“Company Common Shares”).

B.       Parent, Apple Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and the Company are entering into an Agreement and Plan of Merger, dated as of the date hereof (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), which provides, among other things, for Merger Sub to commence the Offer to purchase all of the outstanding Company Common Shares, and, following completion of the Offer, for the merger of Merger Sub with and into the Company, with the Company surviving the Merger as a wholly owned subsidiary of Parent (the “Merger”).

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**EXECUTION VERSION **

**SUPPORT AGREEMENT **

This support agreement (this “Agreement”) is dated September 10, 2026, and is among Copart, Inc., a Delaware corporation (“Parent”), and the stockholders of ACV Auctions Inc., a Delaware corporation (the “Company”), listed on the signature pages hereto (each, a “Stockholder” and, collectively, the “Stockholders”).

**RECITALS **

A. The Stockholders Own certain Shares (“Company Common Shares”).

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INVESTOR RIGHTS AGREEMENT

**THIS INVESTOR RIGHTS AGREEMENT **(this “Agreement”) is made and entered into as of the 10th day of September, 2026, by and between MIG REF II INFR, LLC, a Delaware limited liability company (“Investor”), and Vulcan Infrastructure and Power Inc. (formerly known as Greenidge Generation Holdings Inc.), a Delaware corporation (the “Company”).

RECITALS

A. WHEREAS, on the date hereof, the Company is issuing and selling to Investor, and Investor is purchasing from the Company, (i) 2,923,976 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), for an aggregate purchase price of $5,000,000, (ii) a senior secured convertible promissory note in the aggregate principal amount of $10,000,000 (the “Convertible Note”), which is convertible into shares of Class A Common Stock (the “Conversion Shares”), and (iii) warrants (the “Warrants”) to purchase up to 1,754,386 shares of Class A Common Stock (the “Warrant Shares”), pursuant to the Subscription Agreement, dated as of July 19, 202

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SECURITY AGREEMENT

This SECURITY AGREEMENT, dated as of September 10, 2026 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), made by and among Vulcan Infrastructure and Power Inc., a Delaware corporation (f/ka Greenidge Generation Holdings Inc., the “Issuer”), Greenidge Generation LLC, a New York limited liability company (“Greenidge Generation”), and Greenidge North Dakota, LLC, a Delaware limited liability company (“Greenidge North Dakota” and, together with the Issuer and Greenidge Generation, each a “Grantor” and collectively the “Grantors”), in favor of MIG REF II INFR, LLC, a Delaware limited liability company (the “Secured Party”).

RECITALS

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