Browse EX-10 agreements

Exhibit 10.4

FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT

THIS FIRST AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of the 1st day of July, 2022 (the “Execution Date”), by and between Old Dominion National Bank, a national banking association (the “Bank”) and Penny Bladich, a Virginia resident (“Officer”), (collectively, the “Parties”).

RECITALS

WHEREAS, the Bank desires to retain Officer as Executive Vice President and Chief Lending Officer of the Bank. Officer desires to accept such employment, all upon the terms and conditions hereinafter set forth.

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

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Autonomous Power Corporation

DBA Power.us

February 1, 2026

Andrew Fox

[***]

Dear Andrew:

On behalf of Autonomous Power Corporation, a Delaware corporation doing business under the name Power.us (the “Company”), it is my pleasure to offer you regular, full-time employment for the position of Chairman and Chief Executive Officer and founding team member of the Company. Your employment is subject to the terms and conditions set forth in this letter.

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TANDEM DEFENSE LLC

January 15, 2026

Andrew Valkenburg

[***]

Dear Andrew:

On behalf of Tandem Defense LLC (the “Company”), a wholly owned subsidiary of Autonomous Power Corporation, a Delaware corporation doing business under the name Power.us (“APC”), it is my pleasure to offer you regular, full-time employment for the position of Chief Operating Officer of the Company and founding team member of APC. Your employment is subject to the terms and conditions set forth in this letter.

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CONSULTING SERVICES AGREEMENT

This Consulting Services Agreement (“Agreement”) is made effective as of February 16, 2026 (“Effective Date”) by and between Autonomous Power Corporation, a Delaware corporation (“Powerus”), and Griseo Consulting LLC, a limited liability company (“Consultant”). Company and Consultant are referred to individually as a “Party” and together as the “Parties.”

1. Services. Powerus hereby engages Consultant as an independent contractor to provide the consulting and advisory services described in Exhibit A (the “Services”). Consultant will determine the manner and means of performing the Services, subject to Powerus’ reasonable objectives. Nothing in this Agreement requires Consultant to devote any minimum amount of time or to achieve any specific result., except as otherwise stated.

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AUTONOMOUS POWER CORPORATION

DBA Power.us

February 1, 2026

James Biehl

[***]

Dear Jim:

On behalf of Autonomous Power Corporation (the “Company”), it is my pleasure to offer you regular, full-time employment for the position of Chief Legal Officer and Secretary of the Company. Your employment is subject to the terms and conditions set forth in this letter.

In your capacity as Chief Legal Officer, Vice President and Secretary of the Company, you will perform duties and responsibilities that are commensurate with your position and such other duties as may be assigned to you from time to time. In addition to performing such duties for the Company, you may be required to perform similar duties for the Company’s existing subsidiaries or affiliates, and/or any subsidiaries and/or affiliates which may be formed or acquired from time to time in the future, (collectively, all such subsidiaries and/or affiliates, including subsidiaries formed after the date hereof, shall be referred to as the “Company Affiliates”). You will report directly to Andrew Fox, the Chief Executive O

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Autonomous Power Corporation

DBA Power.us

February 1, 2026

Brett Velicovich

[***]

Dear Brett:

On behalf of Autonomous Power Corporation, a Delaware corporation doing business under the name Power.us (the “Company”), it is my pleasure to offer you regular, full-time employment for the position of President and Chief Operating Officer and founding team member of the Company. Your employment is subject to the terms and conditions set forth in this letter.

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UNLESS PERMITTED UNDER SECURITIES LEGISLATION, THE HOLDER OF THIS SECURITY MUST NOT TRADE THE SECURITY BEFORE THE DATE THAT IS FOUR MONTHS AND A DAY AFTER THE LATER OF (I) MARCH 16, 2026, AND (II) THE DATE THE CORPORATION BECAME A REPORTING ISSUER IN ANY PROVINCE OR TERRITORY.

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WARRANTS CERTIFICATE

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WARRANTS TO PURCHASE COMMON SHARES

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IN THE CAPITAL OF

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GNQ INSILICO INC.

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CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS EXHIBIT (A) BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL OR (B) IN ACCORDANCE WITH ITEM 601(A)(6) OF REGULATION S-K DUE TO PERSONAL PRIVACY CONCERNS. INFORMATION THAT HAS BEEN SO REDACTED FROM THIS EXHIBIT HAS BEEN MARKED WITH “[***]” TO INDICATE THE OMISSION.

GENERAL SECURITY AGREEMENT

This GENERAL SECURITY AGREEMENT, dated as of March 16, 2026 (as amended, amended and restated, renewed, extended, supplemented, replaced or otherwise modified from time to time in accordance with the provisions hereof, this “Agreement”), is made by GNQ INSILICO INC., a corporation incorporated under the laws of Canada (the “Debtor”), in favour of ISLAND CAPITAL LLC, (the “Secured Party”).

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GNQ INSILICO INC.

CERTIFICATE OF DESIGNATION OF PREFERENCES,

RIGHTS AND LIMITATIONS

OF

SPECIAL VOTING PREFERRED STOCK

Pursuant to Section 151 of the

General Corporation Law of the State of Delaware

THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of GNQ Insilico Inc., a Delaware corporation (the “Corporation”), that the following resolution was duly adopted by the Board of Directors of the Corporation (the “Board of Directors”), in accordance with the provisions of Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”), at a meeting duly called and held on [ ], 2026, which resolution provides for the creation of a series of the Corporation’s Preferred Stock, par value $0.0001 per share, which is designated as “Special Voting Preferred Stock,” with the preferences, rights and limitations set forth therein.

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SECURED CONVERTIBLE PROMISSORY NOTE

$250,000	March 16, 2026

ARTICLE 1

PRINCIPAL SUM

Section 1.1 Principal Sum

For value received, GNQ Insilico Inc. (together with its successors and permitted assigns, the “Corporation”) shall pay to the order of **ISLAND CAPITAL LLC **(together with its successors and permitted assigns, the “Holder”) the principal sum of $250,000 in lawful money of the United States of America on presentation and surrender of this Note at such place as the Holder may designate on September 16, 2026.

Section 1.2 Interest

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AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2026, is made and entered into by and among IB Acquisition Corp., a Nevada corporation (the “Company”), I-B Good Works 4, LLC, a Delaware limited liability company (the “Sponsor”), the undersigned parties listed under Existing Holders on the signature page hereto (each such party, together with the Sponsor, an “Existing Holder” and collectively the “Existing Holders”), and the undersigned parties listed under New Holders on the signature page hereto (each such party, together with any person or entity deemed a “New Holder” who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “New Holder” and collectively the “New Holders”). Capitalized terms used but not otherwise defined in this Agreement shall have the meaning ascribed to such term in the Business Combination Agreement (as defined below).

RECITALS

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VOTING AND EXCHANGE AGENCY AGREEMENT

THIS VOTING AND EXCHANGE AGENCY AGREEMENT is dated ● between IB Acquisition Corp. (hereinafter referred to as “SPAC”), GNQ Exchange Inc. (hereinafter referred to as “ExchangeCo”), and ● (hereinafter referred to as the “Agent”).

RECITALS:

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