Browse EX-10 agreements

SECOND AMENDMENT TO CREDIT AGREEMENT

This Second Amendment to Credit Agreement ( this “Second Amendment”), dated as of September 20, 2024 (the “Second Amendment Effective Date”) is entered into by and among FORGE NANO, INC., a Delaware corporation (“Borrower”), each of the undersigned Lenders party to the Credit Agreement ( as defined below), and OIC INVESTMENT AGENT, LLC, as administrative agent and collateral gent (the “Agent”).

RECITALS

WHEREAS, the parties hereto have entered into that certain Credit Agreement, dated as of May 5, 2023, among Borrower, the Lenders from time to time party thereto, and the Agent (and as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”);

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Exhibit 10.21

EXECUTIVE EMPLOYMENT AGREEMENT

**THIS EXECUTIVE EMPLOYMENT AGREEMENT **(“Agreement”) is entered into and to be effective as of May 14, 2019 (the “Effective Date”), between Paul Lichty (the “Executive”) and Forge Nano, Inc. (the “Company”).

RECITALS

A.The Company is in the business of nano-coating of batteries and catalysts and related products and technology, and all work relating to the above (the “Business”).

B.The Company wishes to employ the Executive in connection with its operation and development of the Business, and the Executive is willing to make his services available to the Company pursuant to the terms and conditions of this Agreement.

C.Capitalized terms defined in this Agreement or the recitals to this Agreement shall have the respective meaning provided therein.

AGREEMENT

In consideration of the foregoing, the covenants and agreements set forth herein, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

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THIRD AMENDMENT TO CREDIT AGREEMENT

This Third Amendment to Credit Agreement (this “Third Amendment”), dated as of November 5, 2025 (the “Third Amendment Effective Date”), is entered into by and among FORGE NANO, INC., a Delaware corporation (“Borrower”), each of the undersigned Lenders party to the Credit Agreement (as defined below), OIC INVESTMENT AGENT, LLC, as administrative agent and collateral gent (the “Agent”), and solely for purposes of consenting to the amendment to the Warrants contemplated by Section 3 hereof, OIC Growth Fund I GP, L.P. (the “GP”).

RECITALS

WHEREAS, the parties hereto have entered into that certain Credit Agreement, dated as of May 5, 2023, among Borrower, the Lenders from time to time party thereto, and the Agent (and as the same may be amended, supplemented or otherwise modified from time to time, the “Credit Agreement”):

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Exhibit 10.9

CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE THE REGISTRANT HAS DETERMINED THAT IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

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LEASE AGREEMENT

DATED MARCH 31, 2025

Between

401 SOUTHPORT, LLC,

a Delaware limited liability company

AS LANDLORD

and

FORGE BATTERY, INC.

a Delaware corporation

AS TENANT

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TABLE OF CONTENTS

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DATED

SCHEDULED WASTES MANAGEMENT SERVICES AGREEMENT

** **

BETWEEN

** **

FUTURE NRG SDN BHD

(Company No.814147-M)

** **

AND

** **

SCHEDULED WASTES MANAGEMENT SERVICES AGREEMENT

This Agreement is made on the_____________________________

BETWEEN

FUTURE NRG SDN BHD (Company No. 814147-M), a company incorporated in Malaysia under the Companies Act 1965 and having its principal place of business at PT6127, Jalan Techvalley 3A/1, Sendayan Techvalley, Bandar Sri Sendayan, 71950 Negeri Sembilan (hereinafter referred to as the “Principal”) of the First Part;

AND

The party whose particulars are as stated in Schedule 1 hereto (hereinafter referred to as the “Customer”) of the Second Part;

WHEREAS :

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Execution Copy

AMENDED AND RESTATED

EXECUTIVE OFFICER SERVICES AGREEMENT

THIS AMENDED AND RESTATED EXECUTIVE OFFICER SERVICES AGREEMENT (this “Agreement”), dated as of July 13, 2026, between Bio Green Med Solution, Inc. (the “Company”), a Delaware corporation, with an address at 1 Level 10, Tower 11, Avenue 5, No. 8, Jalan Kerinchi, Kuala Lumpur, Malaysia 59200, and Datuk Dr. Doris Wong Sing Ee, Chief Executive Officer of the Company (the “Employee”), with an address of c/o the Company at Level 10, Tower 11, Avenue 5, No. 8, Jalan Kerinchi, Kuala Lumpur, Malaysia 59200, amends and restates that certain executive officer and director services agreement dated as of April 22, 2025, sets forth the agreement of the parties hereto as follows:

1. Employee Services: During the term of this Agreement, the Employee agrees to serve as the Chief Executive Officer of the Company in compliance with the bylaws of the Company (“Bylaws”) and applicable law (the “Services”).

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DATED

SCHEDULED WASTES TRANSPORTER AGREEMENT

** **

BETWEEN

** **

FUTURE NRG SDN BHD

** **

(Company No.814147-M)

** **

AND

SCHEDULED WASTES TRANSPORTER AGREEMENT

This Agreement is made on the

BETWEEN

**FUTURE NRG SDN BHD **(Company No. 814147-M) , a company incorporated in Malaysia under the Companies Act 1965 and having its principal place of business at PT6127, Jalan Techvalley 3A/1, Sendayan Techvalley, Bandar Sri Sendayan, 71950 Negeri Sembilan (hereinafter referred to as the “Future NRG”) of the First Part;

AND

The party whose particulars are as stated in Schedule 1 hereto (hereinafter referred to as the “Transporter”) of the Second Part;

WHEREAS :

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Execution Copy

AMENDED AND RESTATED

EXECUTIVE OFFICER AND DIRECTOR SERVICES AGREEMENT

THIS AMENDED AND RESTATED EXECUTIVE OFFICER AND DIRECTOR SERVICES AGREEMENT (this “Agreement”), dated as of July 13, 2026, between Bio Green Med Solution, Inc. (the “Company”), a Delaware corporation, with an address at 1 Level 10, Tower 11, Avenue 5, No. 8, Jalan Kerinchi, Kuala Lumpur, Malaysia 592000, and Kiu Cu Seng, Chief Financial Officer, Secretary and Executive Employee of the Company (the “Employee”), with an address of c/o the Company at Level 10, Tower 11, Avenue 5, No. 8, Jalan Kerinchi, Kuala Lumpur, Malaysia 592000, amends and restates that certain executive officer and director services agreement dated as of April 22, 2025, sets forth the agreement of the parties hereto as follows:

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**Employment Agreement **

This Employment Agreement is made by and between XTEND REALITY EXPANSION LTD., an Israeli company, registration number 515871861, with its offices at 7 Habarzel St., Tel Aviv (the “Company”), and Mor Swiel (the “Employee”).

The Employee has been employed by the Company since September 1st, 2025 (the “Commencement Date”) pursuant to the employment agreement signed on or about the same date (the “Prior Employment Agreement”), and the Company and the Employee wish to amend, restate and replace the Prior Employment Agreement in its entirety by entering into this Employment Agreement, effective as of the Effective Date (as such term defined below).

Below is a table summarizing the specific terms of Employee’s employment with the Company (the “Specific Terms”). The general terms and conditions of Employee’s employment with the Company are included in the pages following this table (the “General Terms”).

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Date: 6/24/2026

Asheesh Birla

[***]

[***]

Dear Asheesh,

As you know, on October 19, 2025, Evernorth Holdings, Inc. (the “Parent”), Pathfinder Digital Assets LLC (the “Company”) and Armada Acquisition Corp. II entered into that certain Business Combination Agreement (as may be amended from time to time, the “BCA”), pursuant to which the Parent will become a publicly traded company, with the Company continuing as a subsidiary of the Parent (the transactions contemplated by the BCA, the “Transactions”).

In connection with the Transaction, we are pleased to offer you employment with the Company on the terms and conditions set forth in this Executive Employment Offer Letter (together with all exhibits hereto, this “Agreement”). Any capitalized terms that are not defined in this Agreement will have the meaning given to such terms as set forth on Exhibit A hereto.

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May 26, 2026

Matt Frymier

[***]

[***]

Dear Matt,

As you know, on October 19, 2025, Evernorth Holdings, Inc. (the “Parent”), Pathfinder Digital Assets LLC (the “Company”) and Armada Acquisition Corp. II entered into that certain Business Combination Agreement (as may be amended from time to time, the “BCA”), pursuant to which the Parent will become a publicly traded company, with the Company continuing as a subsidiary of the Parent (the transactions contemplated by the BCA, the “Transactions”).

In connection with the Transaction, we are pleased to offer you employment with the Company on the terms and conditions set forth in this Executive Employment Offer Letter (together with all exhibits hereto, this “Agreement”). Any capitalized terms that are not defined in this Agreement will have the meaning given to such terms as set forth on Exhibit A hereto.

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[DATE]

[______]

Via E-mail

**Re: Special Founder RSU Award **

**Dear [_____]: **

As you know, on October 19, 2025, Evernorth Holdings, Inc. (the “Company”), Pathfinder Digital Assets LLC (“Pathfinder”) and Armada Acquisition Corp. II entered into that certain Business Combination Agreement (as may be amended from time to time, the “BCA”), pursuant to which the Company will become a publicly traded company, with Pathfinder continuing as a subsidiary of the Company (the transactions contemplated by the BCA, the “Transactions”).

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