Browse EX-10 agreements

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WARRANT EXCHANGE AGREEMENT

THIS WARRANT EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of [●], 2026 (the “Effective Date”), by and between Newton Golf Company, Inc., formerly known as Sacks Parente Golf, Inc., a Delaware corporation (the “Company”), and [●], a [●] (“Seller”).

WHEREAS, Seller is the legal and beneficial owner of Series A Common Warrants to Purchase Common Stock issued by the Company on December 13, 2024 (the “Warrants”), which, as originally issued, entitled Seller to purchase up to [ORIGINAL WARRANT SHARE COUNT] shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”), at an initial exercise price of $2.40 per share; and

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is made as of September 23, 2026 by and between Brightline Interactive, Inc., a Nevada corporation (the “Company”), and ________________________________ (the “Purchaser”).

The Company, on the one hand, and the Purchaser, on the other hand, are hereinafter each referred to as a “Party” and collectively as the “Parties.”

W I T N E S S E T H:

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THE CAMPBELL’S COMPANY

2022 LONG-TERM INCENTIVE PLAN

NONQUALIFIED STOCK OPTION AGREEMENT

THIS NONQUALIFIED STOCK OPTION AGREEMENT(the “Agreement”) between The Campbell’s Company (f/k/a Campbell Soup Company and hereinafter, the “Company”) and [Employee Full Legal Name] (the “Optionee”), an employee of the Company or one of its participating subsidiaries, is effective as of(the “Grant Date”).

WHEREAS, the Company desires to award the Optionee Non-Qualified Stock Options to purchase shares of capital stock of the Company under the Company’s 2022 Long-Term Incentive Plan, as amended (the “Plan”); and

WHEREAS, by accepting this award, the Optionee agrees to the terms of this Agreement.

NOW, THEREFORE, in consideration of valuable considerations the legal sufficiency of which is hereby acknowledged,the Company and the Optionee, each intending to be legally bound hereby, agree as follows:

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SHARE PURCHASE AGREEMENT

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DATED SEPTEMBER 24, 2026

between

THE ELMET GROUP CO.

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and

MASAN HORIZON COMPANY LIMITED

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TABLE OF CONTENTS

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	Page
Article 1.   DEFINITIONS AND INTERPRETATION	1
Section 1.01   Definitions	1
Section 1.02   Interpretation	7
Article 2.   SALE AND PURCHASE OF SHARES	8
Section 2.01   Sale and Purchase of Shares	8
Section 2.02   Payment of Purchase Price and Settlement Arrangements	8

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SHAREHOLDERS’ AGREEMENT

DATED SEPTEMBER 24, 2026

between

THE ELMET GROUP CO.

as the Investor and

MASAN HORIZON COMPANY LIMITED

as the Major Shareholder

TABLE OF CONTENTS

				Page
Article 1. DEFINITIONS AND INTERPRETATION				2

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LIKE-KIND EXCHANGE AGREEMENT

by and among

PBT SUB, INC.

as PBT Sub,

BLACKBEARD HOLDINGS, LLC

as Blackbeard,

and

BLACKBEARD OPERATING, LLC

as BBO,

dated as of [______________], 2026

TABLE OF CONTENTS

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Article 1 DEFINITIONS		2
Section 1.1	Certain Definitions.	2
Article 2 LIKE KIND EXCHANGE		5

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SECOND AMENDED AND RESTATED

MASTER SURFACE USE AGREEMENT

This Amended and Restated Master Surface Use Agreement (this “Agreement”) is made and entered into this 1st day of January 2026 (the “Effective Date”), by and between US Land Guild, LLC, whose address is 1751 River Run, Suite 405, Fort Worth, TX 76107, (“Surface Owner”) and Blackbeard Operating, LLC, whose address is 300 N. Loraine, Suite 300, Midland, Texas 79701 (“Operator”). Together Operator and Surface Owner will hereinafter be referred to at times as the “Parties”.

WHEREAS, the Parties entered into that certain Master Surface Use Agreement, dated as of October 1, 2021 (the Original Agreement”);

WHEREAS, effective as of October 1, 2025 the Parties entered into an Amendment to the Original Agreement, to modify the description of the lands covered by the Original Agreement to include additional lands (the “First Amendment”);

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FORM OF

BUSINESS – SURFACE LEASE AND
SALT WATER DISPOSAL LEASE

	STATE OF TEXAS	§
	COUNTY OF CRANE	§		KNOW ALL MEN BY THESE PRESENTS:

This lease made, entered into and effective the [____] day of [_______], 20[__], by and between [_______], as Lessors, and Nile Midstream, LLC, as Lessee.

W I T N E S S E T H:

The Lessor, in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency whereof being hereby expressly acknowledged, and in consideration of the premises, mutual covenants, agreements and obligation hereinafter set forth and to be paid, kept and performed, does hereby lease, demise and let unto Lessee the following described parcel of land situated in Crane County, Texas, to-wit:

[_______] as shown on Exhibit A

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AMENDED AND RESTATED

MASTER SURFACE USE AGREEMENT

This Amended and Restated Master Surface Use Agreement (this “Agreement”) is made and entered into this 1st day of January 2026 (the “Effective Date”), by and between US Land Guild, LLC, whose address is 1751 River Run, Suite 405, Fort Worth, TX 76107, (“Surface Owner”) and Blackbeard Operating, LLC, whose address is 300 N. Loraine, Suite 300, Midland, Texas 79701 (“Operator”). Together Operator and Surface Owner will hereinafter be referred to at times as the “Parties”.

**WHEREAS, **the Parties entered into that certain Master Surface Use Agreement, dated as of January 1, 2022 (the Original Agreement”);

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AMENDED AND RESTATED

LIMITED LIABILITY COMPANY AGREEMENT

OF

PBT LAND AND MINERALS OPCO, LLC

DATED AS OF [●]

THE LIMITED LIABILITY COMPANY INTERESTS IN PBT LAND AND MINERALS OPCO, LLC HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), THE SECURITIES LAWS OF ANY STATE, OR ANY OTHER APPLICABLE SECURITIES LAWS, AND HAVE BEEN OR ARE BEING ISSUED IN RELIANCE UPON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS. SUCH INTERESTS MUST BE ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE OFFERED FOR SALE, PLEDGED, HYPOTHECATED, SOLD, ASSIGNED OR TRANSFERRED AT ANY TIME EXCEPT IN COMPLIANCE WITH (I) THE SECURITIES ACT, ANY APPLICABLE SECURITIES LAWS OF ANY STATE AND ANY OTHER APPLICABLE SECURITIES LAWS; (II) THE TERMS AND CONDITIONS OF THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT; AND (III) ANY OTHER TERMS AND CONDITIONS AGREED TO IN WRITING BETWEEN THE MANAGING MEMBER AND THE APPLICABLE MEMBER (AS SUCH TERMS ARE DEFINED IN THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT). THE LIMITED

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MASTER SURFACE USE AGREEMENT

This Master Surface Use Agreement (this “Agreement”) is made and entered into this 1st day of July 2026 (the “Effective Date”), by and between **US Land Guild, LLC, **whose address is 1751 River Run, Suite 405, Fort Worth, TX 76107, (“Surface Owner”) and **Blackbeard Operating, LLC, **whose address is 300 N. Loraine, Suite 300, Midland, Texas 79701 (“Operator”). Together Operator and Surface Owner will hereinafter be referred to at times as the “Parties”.

**WHEREAS, **reference is hereby made to the following described lands (the “Lands):

See Exhibit “A”

**WHEREAS, **Surface Owner is the owner of the surface estate in and to the Lands; and,

**WHEREAS, **Operator is the owner and holder of certain oil and gas leases and/or may become the owner of oil and gas leases and/or other mineral interests within the Lands;

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AMENDED AND RESTATED

MASTER SURFACE USE AGREEMENT

This Amended and Restated Master Surface Use Agreement (this “Agreement”) is made and entered into this 1st day of January 2026 (the “Effective Date”), by and between US Land Guild, LLC, whose address is 1751 River Run, Suite 405, Fort Worth, TX 76107, (“Surface Owner”) and Blackbeard Operating, LLC, whose address is 300 N. Loraine, Suite 300, Midland, Texas 79701 (“Operator”). Together Operator and Surface Owner will hereinafter be referred to at times as the “Parties”.

**WHEREAS, **the Parties entered into that certain Master Surface Use Agreement, dated as of January 1, 2022 (the Original Agreement”);

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