Browse EX-10 agreements

Execution Version

 

AT THE MARKET OFFERING AGREEMENT

 

June 15, 2026

 

H.C. Wainwright & Co., LLC

430 Park Avenue

New York, New York 10022

 

Ladies and Gentlemen:

 

Roma Green Finance Limited , an exempted company incorporated under the laws of the Cayman Islands (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:

 

1. Definitions. The terms that follow, when used in this Agreement and any Terms Agreement, shall have the meanings indicated.

 

“Accountants” shall have the meaning ascribed to such term in Section 4(m).

 

“Act” shall mean the Securities Act of 1933, as amended, and the rules and regulations of the Commission promulgated thereunder.

 

“Action” shall have the meaning ascribed to such term in Section 3(p).

 

“Affiliate” shall have the meaning ascribed to such term in Section 3(o).

 

“Applicable Time” shall mean, with respect to any Shares, the time of sale of such Shares pursuant to this Agreement or any relevant Terms Agreement.

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Ohmyhome Limited

243 Alexandra Road

#02-01 BS Centre

Singapore 159932

 

12 June 2026

 

Re: Director Offer Letter

Dear WONG TAI KOK:

 

Ohmyhome Limited, a Cayman Islands limited liability company (the “Company” or “we”), is pleased to offer you a position as an Independent Director of the Company. We believe your background and experience will be a significant asset to the Company and we look forward to your participation as an Independent Director in the Company. Should you choose to accept this position as an Independent Director, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company. Your appointment shall begin on 12 June 2026.

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Confidential treatment has been requested for redacted portions of this exhibit.

 

This copy omits the information subject to the confidentiality request. Omissions are designated as ******.

 

CONVERTIBLE NOTE PURCHASE AGREEMENT

 

dated as of June 12, 2026

 

between

 

Lotus Technology Inc.

 

and

 

Geely International (Hong Kong) Limited

 

 

 

 

TABLE OF CONTENTS

 

ARTICLE I DEFINITION AND INTERPRETATION

1

SECTION 1.01   Definition, Interpretation and Rules of Construction

1

ARTICLE II PURCHASE AND SALE; CLOSING

5

SECTION 2.01   Issuance, Sale and Purchase of the Convertible Note

5

SECTION 2.02   Closing

5

ARTICLE III CONDITIONS TO THE CLOSING

6

SECTION 3.01   Conditions to Obligations of Both Parties

6

SECTION 3.02   Conditions to Obligations of Purchaser

6

SECTION 3.03   Conditions to Obligations of the Company

7

ARTICLE IV REPRESENTATIONS AND WARRANTIES

8

SECTION 4.01   Representations and Warranties of the Company

8

SECTION 4.02   Representations and Warranties of the Purchaser

16

ARTICLE V COVENANTS

17

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Form of Convertible Note

 

THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (AS AMENDED, THE “SECURITIES ACT”) OR UNDER THE SECURITIES LAWS OF ANY OTHER JURISDICTIONS. THESE SECURITIES MAY NOT BE TRANSFERRED, SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED: (A) IN THE ABSENCE OF (1) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR (2) AN EXEMPTION OR QUALIFICATION UNDER APPLICABLE SECURITIES LAWS, AND (B) UNLESS IN COMPLIANCE WITH THE CONVERTIBLE NOTE PURCHASE AGREEMENT BETWEEN THE COMPANY AND GEELY INTERNATIONAL (HONG KONG) LIMITED, DATED JUNE 12, 2026 (THE “PURCHASE AGREEMENT”). ANY ATTEMPT TO TRANSFER, SELL, PLEDGE OR HYPOTHECATE THIS SECURITY IN VIOLATION OF THESE RESTRICTIONS OR ANY OTHER RESTRICTIONS SET FORTH IN THE PURCHASE AGREEMENT SHALL BE VOID.

 

LOTUS TECHNOLOGY INC.

 

SENIOR CONVERTIBLE NOTE

 

US$128,324,684.58

[*], 2026

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EXCHANGE AGREEMENT

 

This Exchange Agreement (the “Agreement”) is entered into as of the date set forth on the signature pages below, by and among Ucommune International Ltd, an exempted company incorporated under the laws of the Cayman Islands with offices located at No. 12 Taiyanggong Middle Road, Guancheng Building, 10th Floor, Chaoyang District, Beijing 100028, the People’s Republic of China (the “Company”) and the investor signatory hereto (the “Holder”), with reference to the following facts:

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Bid Form

 

[DEALER_ADDRESS]

 

[________], 2026

 

To: ALMONTY INDUSTRIES INC.

 

8 Idaho St, Suite A Dillon, MT 59725, USA Attention: Lewis Black, Chairman, President & CEO Phone: (647) 438-9766 Email: info@almonty.com

 

Re: [Base][Additional] Call Option Transaction

 

The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [DEALER] (“Dealer”) [, represented by [DEALER_AGENT] (“Agent”)] and Almonty Industries Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.

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FORM OF AMENDMENT TO SECURITIES PURCHASE AGREEMENT

 

THIS AMENDMENT TO SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of June 5, 2026, is made by and between Robo.ai, Inc., a company organized in the Cayman Islands (the “Company”), and each of the investors listed on the signature page hereto (individually, a “Buyer” and collectively, the “Buyers”).

 

WHEREAS, on December 10, 2025, the Company and the Buyers entered into that certain Securities Purchase Agreement (the “Securities Purchase Agreement”) pursuant to which, among other things, the Company agreed to issue and sell, and the Buyer agreed to purchase, certain securities of the Company; all capitalized terms used, but not otherwise defined, herein shall have the respective meanings set forth in the Securities Purchase Agreement; and

 

WHEREAS, the Company and the Buyers desire to amend the Securities Purchase Agreement as set forth herein.

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[FORM OF THIRD SENIOR CONVERTIBLE PROMISSORY NOTE]

**NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THESE SECURITIES HAVE BEEN SOLD IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTIONS 3(c)(iii) AND 20(a) HEREOF. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE AND, ACCORDINGLY, THE SECURITIES ISSUABLE UPON CONVERS

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AMENDMENT AGREEMENT

 

THIS AMENDMENT AGREEMENT is made on 12 June 2026

 

BETWEEN:

 

1.

INVENTIVA, a limited company (société anonyme) incorporated under the laws of France, having its registered office at 50, rue de Dijon – 21121 DAIX, France, registered under single identification number 537 530 255 RCS Dijon;

 

(hereinafter referred to as the "Issuer" or the "Company")

 

ON THE FIRST PART

 

AND

 

2.

KREOS CAPITAL VIII (UK) LTD, a company incorporated in England and Wales under registration number 16637390 whose registered office is at 5 Churchill Place, 10th Floor, London, United Kingdom, E14 5HU,

 

3.

Claret European Specialty Lending Company IV, S.à r.l. a limited company (société à responsabilité limitée) incorporated under the laws of Luxembourg, having its registered office at 412F, route d'Esch, L-1471 Luxembourg, registered under identification number B291023,

 

4.

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Exhibit 10.1 

SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (this “Agreement”) is dated as of June 5, 2026 by and among Linkage Global Inc., an exempt company incorporated under the laws of Cayman Islands (the “Company”) and purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

 

WHEREAS, subject to the terms and conditions set forth in this Agreement, the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, certain securities of the Company as more fully described in this Agreement.

 

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

ARTICLE I.

DEFINITIONS

…

Rubico Inc.

 

 

June 12, 2026

 

Holder of Class C Common Share Purchase Warrants

 

Re: Inducement Offer to Exercise Class C Common Share Purchase Warrants

 

Dear Holder:

Rubico Inc., a corporation existing under the laws of the Republic of the Marshall Islands (the “Company”) is pleased to offer to you the opportunity to exercise all of the warrants to purchase shares of the Company’s common shares, par value $0.01 per share (the “Common Shares”), issued to you on May 21, 2026 (the “Existing Warrants”), as set forth on the signature page hereto and currently held by you (the “Holder”). The issuance of the Common Shares underlying the Existing Warrants (the “Existing Warrant Shares”) has been registered pursuant to the registration statement on Form F-1 (File No. 333-295716) (the “Registration Statement”). The Registration Statement is currently effective and, upon exercise of the Existing Warrants pursuant to this letter agreement, will be effective for the issuance of the Warrant Shares. Capitalized terms not otherwise defined herein shall have the meanings set forth i

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SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (this “Agreement”) is dated as of June 11, 2026, between ReTo Eco-Solutions, Inc, a BVI business company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

 

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an exemption from the registration requirements of Section 4(a)(2) of the Securities Act (as defined below), and Regulation D (as defined below) as promulgated thereunder, the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

 

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

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