Browse EX-10 agreements

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UNSECURED BRIDGE CREDIT AGREEMENT 

 

dated as of

  June 25, 2026,

  among

 

  H.B. FULLER COMPANY

The Lenders Party Hereto

  and 

 

GOLDMAN SACHS BANK USA, as Administrative Agent

 

 

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GOLDMAN SACHS BANK USA, as Sole Lead Arranger and Bookrunner

 

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Table of Contents

(continued)

Page

 

ARTICLE I

Definitions

1

 

 

 

SECTION 1.01.

Defined Terms

1

SECTION 1.02.

Classification of Loans and Borrowings

35

SECTION 1.03.

Terms Generally

35

SECTION 1.04.

Accounting Terms; GAAP

36

SECTION 1.05.

Currency Equivalents Generally

36

SECTION 1.06.

[Reserved]

36

SECTION 1.07.

Interest Rates; Benchmark Notification

36

SECTION 1.08.

[Reserved]

36

SECTION 1.09.

Divisions

36

 

 

 

ARTICLE II

The Credits

37

 

 

 

SECTION 2.01.

Commitments

37

SECTION 2.02.

Loans and Borrowings

37

SECTION 2.03.

Requests for Borrowings

37

SECTION 2.04.

[reserved]

38

SECTION 2.05.

[Reserved]

38

SECTION 2.06.

[Reserved]

38

SECTION 2.07.

Funding of Borrowings

38

SECTION 2.08.

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SECURED BRIDGE CREDIT AGREEMENT

 

dated as of

  June 25, 2026,

  among

  H.B. FULLER COMPANY

The Lenders Party Hereto

  and

 

GOLDMAN SACHS BANK USA, as Administrative Agent

 

 

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GOLDMAN SACHS BANK USA, as Sole Lead Arranger and Bookrunner

 

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Table of Contents

 

Page

 

ARTICLE I Definitions

1

 

 

SECTION 1.01. Defined Terms

1

SECTION 1.02. Classification of Loans and Borrowings

48

SECTION 1.03. Terms Generally

48

SECTION 1.04. Accounting Terms; GAAP

48

SECTION 1.05. Currency Equivalents Generally

49

SECTION 1.06. Collateral Limitation

49

SECTION 1.07. Interest Rates; Benchmark Notification

49

SECTION 1.08. Letter of Credit Amounts

49

SECTION 1.09. Divisions

49

 

 

ARTICLE II The Credits

50

 

 

SECTION 2.01. Commitments

50

SECTION 2.02. Loans and Borrowings

50

SECTION 2.03. Requests for Borrowings

51

SECTION 2.04. Determination of Dollar Amounts

52

SECTION 2.05. Swingline Loans

52

SECTION 2.06. Letters of Credit

54

SECTION 2.07. Funding of Borrowings

60

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Irrevocable undertaking

 

To:         H.B. Fuller Company (H.B. Fuller)

 

1200 Willow Lake Boulevard, St. Paul, MN. USA; and

 

H.B. Fuller Medical Adhesive Technologies Inc. (Bidco)

 

1200 Willow Lake Boulevard, St. Paul, MN. USA

 

25 June 2026

 

Offer for Advanced Medical Solutions Group plc (AMS)

 

I understand that Bidco intends to announce a firm intention to make an offer for the entire issued and to be issued share capital of AMS substantially on the terms and subject to the conditions set out in the draft of the Announcement attached at Appendix 1 to this undertaking and/or such other terms and conditions as required by (i) any applicable law or regulation; and (ii) the Code.

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REAL ESTATE PURCHASE AGREEMENT

 

THIS REAL ESTATE PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 24, 2026 (the “Effective Date”), by and between UTSI Finance, Inc., a Michigan corporation (“Seller”), and Lakeshore Ventures LLC, a Michigan limited liability company (“Buyer”). Seller and Buyer are referred to herein individually as a “Party” and collectively as the “Parties.”

 

Recitals:

 

WHEREAS, Seller is the owner of certain real property located in Kearny, New Jersey, together with all improvements, fixtures, easements, appurtenances and other rights pertaining thereto, as more particularly described on Exhibit A attached hereto (the “Property”);

 

WHEREAS, Buyer is the sole member of Passaic Ventures, LLC, a Michigan limited liability company (“Passaic Ventures”), which owns certain real property and improvements located in Newark, New Jersey;

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MEMBERSHIP INTEREST PURCHASE AGREEMENT

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is entered into and consummated as of June 24, 2026 (the “Effective Date”), by and between UTSI Finance, Inc., a Michigan corporation (“Buyer”), and Lakeshore Ventures LLC, a Michigan limited liability company (“Seller”). Buyer and Seller are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

Recitals

WHEREAS, Seller owns one hundred percent (100%) of the outstanding membership interests (the “Membership Interests”) of Passaic Ventures LLC, a Michigan limited liability company (“Passaic Ventures”);

WHEREAS, Passaic Ventures owns certain real property and improvements located in Newark, New Jersey (the “Newark Facility”);

WHEREAS, pursuant to that certain Real Estate Purchase Agreement, dated as of the Effective Date, between the Parties (the “Kearny REPA”), Seller is transferring the Membership Interests to Buyer under this Agreement as part of the consideration contemplated by the Kearny REPA;

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EXECUTION VERSION

 

 

 

 

 

 

 

 

AMENDMENT AND RESTATEMENT AGREEMENT

relating to a facility agreement originally dated 1 July 2020, as amended

and restated on 1 July 2021, 30 June 2022, 29 June 2023, 28 June

2024 and 27 June 2025.

 

 

 

 

 

Dated 23 June 2026

 

 

 

for

 

 

CBOE CLEAR EUROPE N.V.

 

with

 

CBOE GLOBAL MARKETS, INC.

 

as the Guarantor

 

with

 

 

BANK OF AMERICA EUROPE DAC

 

acting as Co-ordinator and Facility Agent

 

 

and

 

CITIBANK N.A., LONDON BRANCH

 

acting as Security Agent

 

 

 

 

CONTENTS

 

CLAUSE

 

PAGE

 

 

 

1.

Definitions and interpretation

1

2.

Conditions precedent

4

3.

Representations

4

4.

Amendment

5

5.

Cancellation, reduction and increase of commitments

5

6.

Security, guarantee and security confirmation

5

7.

Transaction expenses

6

8.

Fees

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Execution Version

 

NOTE CONVERSION AGREEMENT

 

This Note Conversion Agreement (this “Agreement”), is made and entered into as of June 25, 2026, by and among (i) Veea Inc., a Delaware corporation (the “Company”), and (ii) NLabs Inc., a Delaware corporation (the “NLabs”). The Company and NLabs are each sometimes referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used and not otherwise defined herein shall have the meanings given to those terms in the Notes (as hereinafter defined).

WHEREAS, the Company issued to the Noteholder the demand notes, with an issue date and having an initial principal amount as listed on Schedule 1 (collectively, the “Subject Notes”); and

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Third Certificate of Amendment

to the

Eighth Amended and Restated

Certificate of Incorporation

Myomo, Inc., a corporation organized and existing under virtue of the provisions of the General Corporation Law of the State of Delaware (the “DGCL”) does hereby certify as follows:

 

The name of the corporation is Myomo, Inc. (the “Corporation”).

The Eighth Amended and Restated Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on June 8, 2017.

The Certificate of Amendment to the Eighth Amended and Restated Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on January 30, 2020.

The Second Certificate of Amendment to the Eighth Amended and Restated Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on June 10, 2021.

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AMENDMENT TO

ALIGOS THERAPEUTICS, INC.

2020 EMPLOYEE STOCK PURCHASE PLAN

THIS AMENDMENT (this “Amendment”) to the Aligos Therapeutics, Inc. 2020 Employee Stock Purchase Plan (the “Plan”) is made and adopted by the Board of Directors (the “Board”) of Aligos Therapeutics, Inc., a Delaware corporation (the “Company”), subject to, and effective upon, the approval of the Company’s stockholders (the date of such approval, the “Effective Date”). All capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Plan.

RECITALS

WHEREAS, pursuant to Section 7.5 of the Plan, the Board has the authority to amend the Plan from time to time, including to increase the maximum aggregate number of shares of Common Stock available for issuance thereunder, subject to approval of the Company’s stockholders; and

WHEREAS, the Board believes it is in the best interests of the Company and its stockholders to amend the Plan as set forth herein.

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WORTHINGTON ENTERPRISES, INC.

2024 LONG-TERM INCENTIVE PLAN

 

PERFORMANCE SHARE AWARD AGREEMENT

(ADJUSTED EBITDA AND ADJUSTED ROA)

This Performance Share Award Agreement (this “Agreement”) is made effective as of ______ (the “Grant Date”), by and between Worthington Enterprises, Inc. (“Worthington”) and _______________ (the “Participant”). Capitalized terms that are not defined in this Agreement have the same meaning as in the Worthington Enterprises, Inc. 2024 Long-Term Incentive Plan (the “Plan”).

Section 1. Award of Performance Shares.

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Exhibit 10.1

 

AMENDMENT No. 4 TO CELLDEX THERAPEUTICS, INC.

2021 OMNIBUS EQUITY INCENTIVE PLAN

 

Dated: April 19, 2026

 

This Agreement amends the Celldex Therapeutics, Inc. 2021 Omnibus Equity Incentive Plan (the “Plan”). All capitalized terms not defined herein shall have the meanings set forth in the Plan.

 

R E C I T A L S

 

WHEREAS, Section 17.2 of the Plan reserves to the Board of Directors (“Board”) of Celldex Therapeutics, Inc. (the “Company”) the right to amend the Plan from time to time; and

 

WHEREAS, the Board desires to amend the Plan to increase the number of shares available for awards under the plan by 3,400,000 shares in the manner hereinafter provided subject to approval by the Company’s stockholders; and

 

WHEREAS, the Board desires to amend the Plan to increase the limitation on outside director compensation under the Plan in the manner hereinafter provided.

 

NOW THEREFORE, the Plan is hereby amended as follows:

 

1.    Amendment to Plan Share Limitation.

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Exhibit 10.1

BRIDGEBIO PHARMA, INC.

THIRD AMENDED AND RESTATED

2021 STOCK OPTION AND INCENTIVE PLAN

Section 1.

GENERAL PURPOSE OF THE PLAN; DEFINITIONS

The name of the plan is the BridgeBio Pharma, Inc. Third Amended and Restated 2021 Stock Option and Incentive Plan (the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of BridgeBio Pharma, Inc. (the “Company”) and its Affiliates upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business to acquire a proprietary interest in the Company. It is anticipated that providing such persons with a direct stake in the Company’s welfare will assure a closer identification of their interests with those of the Company and its stockholders, thereby stimulating their efforts on the Company’s behalf and strengthening their desire to remain with the Company or one of its Affiliates.

The following terms shall be defined as set forth below:

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