Browse EX-10 agreements

Exhibit 10.5

May 7, 2026

Starlink AI Acquisition Corporation

605W W 42nd Street

New York, NY 10036

A.G.P./Alliance Global Partners 590 Madison Avenue, 28th Floor New York, New York 10022

Re:	Initial Public Offering

Ladies and Gentlemen:

This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Starlink AI Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and A.G.P./Alliance Global Partners as the representative (the “Representative”) of the underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit comprised of one ordinary share of the Company, par value $0.0001 (each, an “Ordinary Share”), and one right to receive one-fourth (1/4) of one Ordinary Share of the Company (each, a “Right”). Certain capitalized terms used herein are defined in paragraph 12 hereof.

In order to induce the Company and the Underwriters to enter into the Underwriting Agreement and to proceed with the IPO, and in recognition of the benefit that such IPO will confer upon the undersigned, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned hereby agrees, severally but not jointly, with the Company as follows:

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Exhibit 10.4

May 7, 2026

Starlink AI Acquisition Corporation

605W W 42nd Street

New York, NY 10036

A.G.P./Alliance Global Partners

590 Madison Avenue, 28th Floor

New York, New York 10022

Re:	Initial Public Offering

Ladies and Gentlemen:

This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Starlink AI Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and A.G.P./Alliance Global Partners as the representative (the “Representative”) of the underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit comprised of one ordinary share of the Company, par value $0.0001 (each, an “Ordinary Share”), and one right to receive one-fourth (1/4) of one Ordinary Share of the Company (each, a “Right”). Certain capitalized terms used herein are defined in paragraph 12 hereof.

In order to induce the Company and the Underwriters to enter into the Underwriting Agreement and to proceed with the IPO, and in recognition of the benefit that such IPO will confer upon the undersigned, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned hereby agrees, severally but not jointly, with the Company as follows:

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605W W 42nd Street, New York, NY 10036

January 19, 2026

JKapital Ltd. Akara Bldg., 24 De Castro Street, Wickhams Cay 1, Road Town, Tortola,

British Virgin Islands.

Re: Administrative Service Agreement

This Administrative Service Agreement (the “Agreement”) by and between Starlink AI Acquisition Corporation (the “Company”) and JKapital Ltd. (the “Sponsor”), dated as of the date hereof, will confirm our agreement that, commencing on the date of the Company’s final prospectus (the “Start Date”), pursuant to a Registration Statement on Form S-1 filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

(i) The Sponsor shall make available, or cause to be made available, to the Company, at 605W W 42nd Street, New York, NY 10036 (or any successor location of the Sponsor), certain office space, utilities and secretarial and administrative support as may be reasonably required by the Company. In exchange therefor, the Company shall pay to the Sponsor the sum of $10,000 per month beginning on the Start Date and continuing monthly thereafter until the Termination Date;

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Exhibit 10.2

AMENDMENT TO PRIVATE UNITS PURCHASE AGREEMENT

This Amendment to Private Units Purchase Agreement (this “Amendment”) is made into as of April 23, 2026, by and between Starlink AI Acquisition Corporation, a blank check company newly incorporated as a Cayman Islands exempted company (the “Company”), and JKapital Ltd., a British Virgin Islands business company with limited liability (the “Purchaser” and, together with the Company, the “Parties” and each a “Party”). All capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Private Units Purchase Agreement (as defined below).

Recitals

A. The Parties previously entered in that certain Private Units Purchase Agreement, dated January 19, 2026 (the “Private Units Purchase Agreement”), pursuant to which the Purchaser agreed to purchase, for a purchase price of $10.00 per unit, an aggregate of 171,600 private units of the Company (the “Private Units”) (or up to 178,600 private units if the Underwriters exercise the over-allotment option in full) , each unit consisting of one ordinary share, par value $0.0001 per share, and one right.

B. The Parties now desire to amend the Private Units Purchase Agreement as set forth herein.

Agreements

In consideration of the mutual agreements contained herein, and intending to be legally bound hereby, the Parties hereby agree as follows:

1.	Amendment.

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Exhibit 10.1

PRIVATE UNITS PURCHASE AGREEMENT

January 19, 2026

605W W 42nd Street

New York NY 10036

Ladies and Gentlemen:

Starlink AI Acquisition Corporation (the “Company”), a blank check company newly incorporated as a Cayman Islands exempted company for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), in connection with its initial public offering (“IPO”). The Company currently anticipates selling units (“Units”) in the IPO, each comprising one ordinary share, par value $0.0001 per share (“Ordinary Share”) and one right, each right entitling the holder thereof to receive one-eighth (1/8) of one Ordinary Share upon consummation of the Company’s initial business combination (each, a “Right”).

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AMENDMENT TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT

THIS AMENDMENT NO. 4 TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT, AS AMENDED (this “Amendment”) is made as of May 7, 2026, by and between Aquaron Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited liability trust company (the “Trustee”). Capitalized terms contained in this Amendment, but not specifically defined in this Amendment, shall have the meanings ascribed to such terms in that certain Investment Management Trust Agreement, dated October 3, 2022 and amended on June 29, 2023, April 30, 2024, and May 6, 2025 by and between the parties hereto (the “Trust Agreement”).

WHEREAS, $54,984,377 of the gross proceeds from the IPO and sale of the Private Placement Units was deposited into the Trust Account;

WHEREAS, Section 1(i) of the Trust Agreement, as amended, provides that the Trustee is to liquidate the Trust Account and distribute the Property in the Trust Account only after and promptly after (x) receipt of, and only in accordance with, the terms of a Termination Letter; or (y) the later of (1) May 6, 2024, and (2) such later date as provided in the Company’s Amended and Restated Certificate of Incorporation (the “Last Date”) (the “Last Date”), provided a Termination Letter has not been received by the Trustee prior to such Last Date;

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THIS PROMISSORY NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS PROMISSORY 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 COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

UNSECURED PROMISSORY NOTE

Principal Amount: $191,475.00	Date: May 8, 2026

FOR VALUE RECEIVED, Future Vision II Acquisition Corp., a Cayman Islands exempted company (the “Maker”), hereby promises to pay to the order of HWei Super Speed Co. Ltd., a British Virgin Islands business company, or its registered assigns or successors in interest (the “Payee”), the principal sum of One Hundred Ninety-One Thousand Four Hundred Seventy-Five Dollars ($191,475.00) in lawful money of the United States of America, on the terms and conditions described below.

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STATEMENT OF WORK

This SOW No. 3 (“SOW”) is issued under the Services Agreement, dated as of November 1, 2025 (the “Agreement”) between Rent the Runway, Inc. (“RTR”) and Teri Bariquit (“Consultant”).  This SOW is effective as of the date that SOW No. 2 (“SOW No. 2”) issued under the Agreement terminates in accordance with its terms (the “Effective Date”) and shall supersede and replace SOW No. 2 as of the Effective Date; provided, however, that Consultant shall remain eligible to receive the Annual Bonus (as defined in SOW No. 2) in accordance with SOW No. 2 and the applicable annual incentive program.  This SOW includes the terms and conditions of the Agreement, which are incorporated by this reference.  In the event of any conflict in terms between the Agreement and this SOW, the Agreement shall prevail unless otherwise expressly stated in this SOW.  Terms used in this SOW and not defined shall have the meaning set forth in the Agreement.

RTR Contact:	Dhiren Fonseca
Fee:	$10,000/month, pro-rated for any partial months
Invoicing:	Consultant will invoice RTR monthly (by sending invoices to RTR Contact) and payment is due net 30 from receipt by RTR.
Start Date:	The Effective Date
Work Location(s):	Remote

Services & Scope of Work:

	●	Participate in weekly meetings to review and discuss the Company’s business strategies and plans.

	●	Advise on the Company’s inventory and merchandising work streams.

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STATEMENT OF WORK

This SOW No. 2 (“SOW”) is issued under the Services Agreement, dated as of November 1, 2025 (the “Agreement”) between Rent the Runway, Inc. (“RTR”) and Teri Bariquit (“Consultant”).  This SOW is effective as of May 15, 2026 (the “Effective Date”) and shall supersede and replace SOW No. 1 issued under this Agreement as of the Effective Date.  This SOW shall automatically terminate on the date that Consultant ceases providing services to RTR as its interim Chief Executive Officer and President (such date, the “Termination Date” and the period beginning on the Effective Date and ending on the Termination Date, the “Term”). This SOW includes the terms and conditions of the Agreement, which are incorporated by this reference.  In the event of any conflict in terms between the Agreement and this SOW, the Agreement shall prevail unless otherwise expressly stated in this SOW.  Terms used in this SOW and not defined shall have the meaning set forth in the Agreement.

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May 12, 2026

Jennifer Y. Hyman

Benjamin Stauffer

JYH 2021 Children’s Trust dtd 10/12/21 Justin Finnegan TTEE

BS 2021 Family Trust dtd 10/12/21 Justin Finnegan TTEE

JYH 2012 Article 2nd Trust dtd 1/23/20 Linda Hyman & Justine Finnegan TTEES

Linda S Hyman & Dov I Hyman JTWROS

Dear Ladies and Gentlemen:

Reference is made to certain Separation, Consulting and Release Agreement, dated May 12, 2026, by and between Jennifer Y. Hyman and Rent the Runway, Inc., a Delaware corporation (the “Company”, and such agreement, the “Separation Agreement”).  This letter agreement (this “Agreement”) confirms the mutual understanding and agreement between Ms. Hyman and Founder (each, a “ Party,” and collectively, the “Parties”), and the Company with respect to the termination of its rights pursuant to that certain Investor Rights Agreement, dated as of August 20, 2025 (the “Investor Rights Agreement”), between the Company and the parties listed as Investors on Exhibit A thereto.  Capitalized terms used but not defined herein shall have the meanings given to them in the Investor Rights Agreement.

In consideration of the promises and mutual covenants herein and for other good and valuable consideration, including the consideration set forth in the Separation Agreement, the receipt and sufficiency of which are hereby acknowledged by the parties hereto, the parties agree as follows:

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SEPARATION, ADVISOR AND RELEASE AGREEMENT

May 12, 2026

Ms. Jennifer Hyman At the address on file with the Company

Dear Jenn:

This Separation, Advisor and Release Agreement (the “Agreement”) confirms the agreement between you, Rent the Runway, Inc. (together with its subsidiaries and affiliates, the “Company”) and, solely for purposes of Section 6(d) and Section 9 of this Agreement, the Investor Group (as defined below) describing the terms and conditions of your separation from, and advisor services to, the Company and the transition of your duties and responsibilities on behalf of the Company following your resignation from the Company without Good Reason, as defined in that certain employment agreement entered into by and between you and the Company, as most recently amended on August 20, 2025 (the “Employment Agreement”).

	1.	Separation and Transition Services.

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AMENDED & RESTATED EMPLOYMENT AGREEMENT

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made effective as of May 12, 2026 (the “Effective Date”), by and between Protalix Ltd., a company organized under the laws of the State of Israel (the “Company”) and Yaron Naos, a resident of the State of Israel (the “Executive”) (each of the Company and Executive shall be referred to herein, as a “Party” and collectively, the “Parties”).

WHEREAS, the Executive, who was promoted to Sr. Vice President & Chief Executive Officer, is currently an employee of the Company and of its parent company, Protalix BioTherapeutics, Inc. (the “Parent Company”), and was a party to that certain Employment Agreement between the Company and the Executive, effective as of September 8, 2004 which agreement is superseded in its entirety by this Agreement; and

WHEREAS, the Company and the Executive desire to restate the terms and conditions of the Executive’s employment by the Company as hereinafter set forth.

NOW, THEREFORE, based on the representations contained herein and in consideration of the mutual premises and covenants set forth herein, the Company and the Executive hereby agree that the terms and conditions of the Executive’s employment are hereby amended and restated in their entirety to read as follows:

1.	Employment**.**

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