Browse EX-10 agreements

THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER THAT SUCH REGISTRATION IS NOT REQUIRED.

PROMISSORY NOTE

Principal Amount: Up to $400,000		Dated as of March 31, 2026

New York, New York

Pubco Space Acquisition 1, a Cayman Islands exempted company limited (the “Maker”), promises to pay to the order of Pubco Space Acquisition 1 LLC, a Delaware limited liability company, or its registered assigns or successors in interest (the “Payee”), the principal sum of up to Four Hundred Thousand Dollars ($400,000) in lawful money of the United States of America, on the terms and conditions described below. All payments on this Note shall be made by check or wire transfer of immediately available funds or as otherwise determined by the Maker to such account as the Payee may from time to time designate by written notice in accordance with the provisions of this Note.

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FORM OF INDEMNITY AGREEMENT

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2026, by and between FutureCorp Space Acquisition 1, a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).

RECITALS

WHEREAS, highly competent persons have become more reluctant to serve publicly-held companies as directors, officers 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 such companies;

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 (as defined below) from certain liabilities;

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PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

This PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (this “Agreement”) is made as of the [●] day of [●], 2026, by and between FutureCorp Space Acquisition 1, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co., a New York general partnership (“Cantor” or the “Subscriber”).

WHEREAS, the Company desires to sell to the Subscriber on a private placement basis (the “Offering”) an aggregate of 2,000,000 warrants (including if the underwriters’ over-allotment option is exercised in full) (each, a “Placement Warrant” and, collectively, the “Placement Warrants”) of the Company, for a purchase price of $1.00 per Placement Warrant. The Class A Ordinary Shares (as defined below) underlying the Warrants are hereinafter referred to as the “Warrant Shares”. The Placement Warrants and Warrant Shares, collectively, are hereinafter referred to as the “Securities.” Each whole Placement Warrant is exercisable to purchase one Class A Ordinary Share at an exercise price of $11.50, as provided in the registration statement in connection with the initial public offering (the “IPO”) of the Company’s units (the “Units”), as amended at the time it becomes effective (the “Registration Statement”), and expiring on the fifth anniversary of the consummation of the Company’s initial business combination (the “Business Combination”) (provided that so long as the Placement

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PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of [●], 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between FutureCorp Space Acquisition 1, a Cayman Islands exempted company (the “Company”), and FutureCorp Space Acquisition 1 LLC, a Delaware limited liability company (the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering of the Company’s units (the “Public Offering”), each unit consisting of one Class A ordinary share, par value $0.0001 per share, of the Company (an “Ordinary Share”), and one-half of one redeemable warrant. Each whole warrant entitles the holder to purchase one Ordinary Share at an exercise price of $11.50 per Ordinary Share. The Purchaser has agreed to purchase an aggregate of 4,000,000 warrants (whether or not the underwriters’ over-allotment option in connection with the Public Offering is exercised in full) (the “Private Placement Warrants”), each Private Placement Warrant entitling the holder to purchase one Ordinary Share at an exercise price of $11.50 per Ordinary Share.

NOW THEREFORE, in consideration of the mutual promises contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties to this Agreement hereby, intending legally to be bound, agree as follows:

AGREEMENT

Section 1 Authorization, Purchase and Sale; Terms of the Private Placement Warrants.

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2026, is made and entered into by and among FutureCorp Space Acquisition 1, a Cayman Islands exempted company (the “Company”), FutureCorp Space Acquisition 1 LLC, a Delaware limited liability company (the “Sponsor”), and Cantor Fitzgerald & Co., a New York general partnership (“Cantor” or the “Representative”) (the Sponsor and the Representative together with 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

WHEREAS, the Company has 5,750,000 Class B ordinary shares, par value $0.0001 per share (the “Founder Shares”), issued and outstanding, up to 750,000 of which will be surrendered to the Company for no consideration depending on the extent to which the underwriters of the Company’s initial public offering exercise their over-allotment option;

WHEREAS, the Founder Shares are convertible into Class A ordinary shares of the Company, par value $0.0001 per share (the “Ordinary Shares”), on the terms and conditions provided in the Company’s amended and restated memorandum and articles of association;

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INVESTMENT MANAGEMENT TRUST AGREEMENT

This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2026 by and between FutureCorp Space Acquisition 1, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1, (File No. 333-[●]) (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering of the Company’s units (the “Units”), each of which consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one Ordinary Share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;

WHEREAS, the Company has entered into an Underwriting Agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co., as representative (the “Representative”) of the underwriters (the “Underwriters”) named therein;

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[●], 2026

FutureCorp Space Acquisition 1

8605 Santa Monica Blvd., #54207

Los Angeles, CA 90069

	Re:	Initial Public Offering

Ladies and Gentlemen:

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among FutureCorp Space Acquisition 1, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co., as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”) and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the Public Offering pursuant to the registration statement on Form S-1 (File No. 333-[●]) and prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”) and the Company shall apply to have the Units listed on the Nasdaq Global Market. Certain capitalized terms used herein are defined in paragraph 11 hereof.

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202[] PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT NOTICE

UNDER THE

CAVA GROUP, INC.

AMENDED AND RESTATED

2023 EQUITY INCENTIVE PLAN

CAVA Group, Inc., a Delaware corporation (the “Company”), pursuant to its Amended and Restated 2023 Equity Incentive Plan, as it may be further amended and/or restated from time to time (the “Plan”), hereby grants to the Participant set forth below the target number of Performance-Based Restricted Stock Units (“PBRSUs”) set forth below (the “Target PBRSUs”), with a maximum number of PBRSUs that may be earned as set forth below (“Maximum PBRSUs”). The PBRSUs are subject to all terms and conditions as set forth herein, in the Performance-Based Restricted Stock Unit Agreement (attached hereto), and in the Plan, all of which are incorporated herein in their entirety. Capitalized terms not otherwise defined herein (including Exhibit A attached to the Performance-Based Restricted Stock Unit Agreement) shall have the meaning set forth in the Plan.

Participant:			[]
Date of Grant:			[]
Performance Period:			The applicable performance period is as set forth on Exhibit A attached to the Performance-Based Restricted Stock Unit Agreement.
Target PBRSUs Granted:			[]
Maximum PBRSUs:			[]
Vesting Schedule:			[]
Dividend Equivalents:			The PBRSUs will be credited with dividend equivalent payments as provided in Section 12(c)(iii) of the Plan.

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Separation Agreement and General Release

This Separation Agreement and General Release (the “Agreement”) is entered into by and between Cava Holding Company (referred to throughout this Agreement as “Company”) and Kenneth R. Bertram (“Employee”). The term “Party” or “Parties” as used herein shall refer to Company, Employee, or both, as may be appropriate.

1.Last Day of Employment.

Company and Employee agree that Employee’s last day of employment with Company was April 17, 2026 (“Separation Date”). This Agreement shall become effective upon expiration of the Revocation Period (defined in Section 14 hereof), assuming no timely revocation.

Employee acknowledges and agrees that except as specifically provided in Section 2 hereof, all rights to compensation shall cease as of April 17, 2026 and all outstanding grants of equity (including, without limitation, stock options, restricted stock units and performance stock units) that are unvested as of April 17, 2026 are hereby cancelled and terminated in their entirety.

2.Consideration/Indemnification for Tax Consequences.

In consideration for Employee timely signing this Agreement and not timely revoking it, and complying with all covenants, terms, releases, waivers, and provisions hereof, consistent with the terms of the Executive Severance Plan, Company agrees:

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EMPLOYMENT OFFER AGREEMENT

Vice President, Space Operations Starfighters Space Inc.

This Employment Offer Agreement ("Agreement") is made as of April 27, 2026, by and between:

Starfighters Space Inc., a Delaware corporation (the "Company"), and Jose Arias, an individual residing in Florida (the "Executive").

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1. Position and Duties

The Company hereby employs Executive as Vice President (VP), Space Operations.

Executive shall:

• Lead all spaceflight operations, mission execution, and integration activities

• Oversee production, testing, and operational readiness of aerospace systems

• Direct cross-functional coordination across engineering, manufacturing, quality, and flight operations

• Develop and execute operational strategies aligned with Company objectives

• Report directly to the Chief Executive Officer (CEO) and participate in senior leadership decisions

Executive agrees to devote full business time and best efforts to Company business.

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2. Start Date

Employment shall commence on May 11, 2026

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3. Compensation

3.1 Base Salary

Executive shall receive an annual base salary of $190,000 USD, payable in accordance with Company payroll practices.

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3.2 Sign-On Bonus

Executive shall receive a one-time sign-on bonus of $20,000 USD, payable within 30 days of the Start Date. If Executive voluntarily resigns within 12 months, the bonus must be repaid in full.

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3.3 Annual Bonus

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CERTAIN INFORMATION HAS BEEN OMITTED FROM THIS DOCUMENT BECAUSE IT IS NOT MATERIAL, IS THE TYPE THAT HAEMONETICS CORPORATION TREATS AS CONFIDENTIAL AND WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. OMISSIONS ARE MARKED [***].

Dated this 8th day of January 2026

QUALPROP LIMITED

(the “Landlord”)

M. & M. QUALTECH LIMITED

(MMQ”)

VIVASURE MEDICAL LIMITED

(the “Tenant”)

BUSINESS LETTING AGREEMENT

MG Ryan Kieran Murphy LLP Solicitors,

Abbeygate House,

34/36 Upper Abbeygate Street, Galway

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MEMORANDUM OF AGREEMENT made the 8th day of January, 2026

BETWEEN

1.     QUALPROP LIMITED having its registered office at Parkmore Industrial Estate, Galway and the expression the “Landlord” shall where the context so admits or requires include its successors and assigns; and

2.    M. & M. QUALTECH LIMITED having its registered office at Parkmore Industrial Estate, Galway and the expression “MMQ” shall where the context so admits or requires include its’ successors and assigns; and

3.     VIVASURE MEDICAL LIMITED having its registered office at Parkmore Business Park West, Galway and the expression the “Tenant” shall include its successors and permitted assigns.

1    DEFINITIONS:

“Agreement”    means this Business Letting Agreement and any schedules annexed thereto;

The Premises:    PART 1

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