Browse EX-10 agreements

J.J. Astor & Co.

26 S Rio Grande Street, #2072

Salt Lake City, Utah 84101

August 17, 2026

Boxlight Corporation

2750 Premiere Pkwy, Suite 900

Duluth, GA 30097

Re: August 17, 2026 - BOXL Conversion

Dear Sir or Madam:

Reference is made to the Inventory Finance Agreement dated May 27, 2025, as amended and restated in its entirety by that certain Amended and Restated Inventory Finance Agreement dated November 3, 2025, and as further amended by that certain Amendment to Amended and Restated Inventory Finance Agreement dated as of April 1, 2026 (the “Agreement”), between J.J. Astor & Co. (the “Inventory Purchaser”) and Boxlight Corporation (the “Company”). All capitalized terms set forth herein shall have the same meaning as they are defined in the Agreement.

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MADISON AIR SOLUTIONS CORPORATION

(a Delaware corporation)

78,093,713 Shares of Class A Common Stock ($0.0000001 par value per share)

SECURITIES PURCHASE AGREEMENT

Dated: August 25, 2026

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MADISON AIR SOLUTIONS CORPORATION (a Delaware corporation)

78,093,713 Shares of Class A Common Stock

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of August 25, 2026, by and among Madison Air Solutions Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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LOCK-UP AGREEMENT

Madison Air Solutions Corporation Lock-Up Agreement

August 25, 2026

Madison Air Solutions Corporation 444 W. Lake Street, Suite 4460

Chicago, IL 60606 Attn: General Counsel

Re: Madison Air Solutions Corporation - Lock-Up AgreementLadies and Gentlemen:

This Lock-Up Agreement is being delivered to you in connection with the Securities Purchase Agreement (the “Purchase Agreement”), dated as of August 25, 2026 by and among Madison Air Solutions Corporation, a Delaware corporation (the “Company”) and the undersigned (the “Purchaser”), with respect to the issuance of shares of the Company’s common stock, $0.0000001 per share par value (the “Shares”) in a private placement transaction (the “Private Placement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Purchase Agreement.

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MADISON AIR SOLUTIONS CORPORATION

(a Delaware corporation)

12,014,417 Shares of Class A Common Stock ($0.0000001 par value per share)

SECURITIES PURCHASE AGREEMENT

Dated: August 25, 2026

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MADISON AIR SOLUTIONS CORPORATION (a Delaware corporation)

12,014,417 Shares of Class A Common Stock

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of August 25, 2026, by and between Madison Air Solutions Corporation, a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (including such purchaser’s heirs, assigns executors, administrators, legal representatives and permitted assigns, the “Purchaser”).

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REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 25, 2026, by and among Madison Air Solutions Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).

The Company and each Purchaser hereby agree as follows:

1.Definitions.

Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given to such terms in the Purchase Agreement.As used in this Agreement, the following terms shall have the following meanings:

“Advice” shall have the meaning set forth in Section 6(b).

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FORM OF

AMENDED AND RESTATED
REGISTRATION RIGHTS AGREEMENT

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THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], is made and entered into by and among [●], a Delaware corporation (formerly known as Bleichroeder Acquisition Corp. III, a Cayman Islands exempted company, prior to the Domestication (as defined herein)) (the “Company”), Bleichroeder Sponsor 3 LLC, a Delaware limited liability company (the “Sponsor”), the members of the Sponsor identified on the signature pages hereto under “Other Sponsor Holders” (such members, together with the Sponsor, the “Sponsor Holders”), each of the undersigned parties listed on the signature page hereto under “PIPE Holders,” which shall include the holders of Series A Preferred Stock and Series A Investor Warrants issued in the Signing PIPE Investment, the holders receiving Pre-Funded Preferred Consideration or Pre-Funded Preferred Investor Warrant Consideration and each investor purchasing Common Stock or other Registrable Securities pursuant to a Subscri

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Execution Version

SELLER VOTING AND SUPPORT AGREEMENT

This SELLER VOTING AND SUPPORT AGREEMENT (this “Agreement”), is dated as of ___, 2026, by and among Bleichroeder Acquisition Corp. III, a Cayman Islands exempted company (which shall transfer by way of continuation and domesticate as a Delaware corporation prior to the Closing) (the “Purchaser”), the Persons set forth on Schedule I hereto (the “Sellers”) and Ursa Major Technologies, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).

WHEREAS, as of the date hereof, the Sellers are the holders of such number and type of Company Securities as are indicated opposite each of their names on Schedule I attached hereto (collectively, the “Subject Securities”);

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Execution Version

SPONSOR SUPPORT AGREEMENT

This Sponsor Support Agreement (this “Agreement”) is dated as of August __, 2026, by and among Bleichroeder Sponsor 3 LLC, a Delaware limited liability company (the “Sponsor” or “Restricted Holder”), Bleichroeder Acquisition Corp. III, a Cayman Islands exempted company limited by shares (which shall domesticate as a Delaware corporation prior to the Closing) (the “Purchaser”), and Ursa Major Technologies, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined below).

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WHEREAS, as of the date hereof, the Sponsor is the holder of record and the “beneficial owner” (within the meaning of Rule 13d-3 under the Exchange Act) of (i) 11,500,000 Purchaser Class B Ordinary Shares (the “Founder Shares”) and (ii) 5,000,000 private placement warrants of the Purchaser (the “Private Placement Warrants” and, together with the Founder Shares, the “Subject Securities”);

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FORM OF LOCK-UP AGREEMENT

THIS LOCK-UP AGREEMENT (this “Agreement”), dated as of [●], is made and entered into by and among [●], a Delaware corporation (the “Company”) (formerly known as Bleichroeder Acquisition Corp. III, a Cayman Islands exempted company, prior to its domestication as a Delaware corporation), and the Persons set forth on Schedule I hereto (such Persons, together with any Person who hereafter becomes a party to this Agreement pursuant to Section 2 or Section 7 of this Agreement, the “Securityholders” and each, a “Securityholder”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined herein).

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2026, by and among Bleichroeder Acquisition Corp. III, a Cayman Islands exempted company (to be renamed Inflection Point Mach X Bleichroeder, the “Company”), Ursa Major Technologies, Inc., a Delaware corporation (the “Target”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).

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FORM OF LOCK-UP AGREEMENT

THIS LOCK-UP AGREEMENT (this “Agreement”), dated as of [●], is made and entered into by and among [●], a Delaware corporation (the “Company”) (formerly known as Bleichroeder Acquisition Corp. III, a Cayman Islands exempted company, prior to its domestication as a Delaware corporation), and Bleichroeder Sponsor 3 LLC, a Delaware limited liability company (the “Sponsor” and, together with any Person who hereafter becomes a party to this Agreement pursuant to Section 2 or Section 7 of this Agreement, the “Securityholders” and each, a “Securityholder”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement (as defined herein).

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of August 24, 2026, by and between Ursa Major Technologies, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act (as defined below), the Company desires to issue and sell to the Purchaser, and the Purchaser 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 the Purchaser agree as follows:

ARTICLE 1

DEFINITIONS

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