Browse EX-10 agreements

REGISTRATION RIGHTS AGREEMENT

 

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 10, 2026, between Bio Green Med Solution, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory 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 agrees as follows:

 

1. Definitions.

 

Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given 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(c).

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The Company has redacted provisions or terms of this exhibit pursuant to Item 601(b)(10)(iv) of Regulation S-K. While portions of the exhibit have been redacted, this exhibit includes a prominent statement on the first page of the exhibit that certain identified information has been excluded from the exhibit because it is both not material and is the type that the Registrant treats as private or confidential. The Company agrees to furnish an unredacted copy of the exhibit to the SEC upon its request.

Technical Development Service Agreement

 

Client (Party A): APEXVEST HOLDINGS LIMITED

 

Party B (the entrusted party): NINETECH TECHNOLOGY (HONGKONG) LIMITED

 

Date of Signing: June 8, 2026

 

 

 

 

Principal (Party A): APEXVEST HOLDINGS LIMITED

Authorized representative: DING WEI

Address: ROOM 805S, 8/F, BLOCK 1, 33 CANTON ROAD, TSIM SHA TSUI, KOWLOON, HONGKONG

 

Party B (the entrusted party): NINETECH TECHNOLOGY (HONGKONG) LIMITED

Legal representative: [           ]

Correspondence address: [         ]

 

In view of

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SEPARATION AND CONSULTING AGREEMENT

 

This Separation and Consulting Agreement (this “Agreement”) is entered into as of [DATE] (the “Effective Date”), by and between [EXECUTIVE NAME] (the “Executive”) and Masimo (the “Company”).

 

WHEREAS, the Company has entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which a change in control of the Company will be consummated (the date on which such closing occurs, the “Closing Date”), and the Executive desires to resign Executive’s employment and the parties desire to set forth the terms of the Executive’s separation from employment and subsequent consulting engagement in connection therewith;

 

WHEREAS, the parties desire to condition the payment of certain severance benefits upon the Executive’s execution and non-revocation of a general release of claims and entry into the restrictive covenant agreement set forth in Exhibit A hereto;

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NON-REDEMPTION AGREEMENT AND ASSIGNMENT OF ECONOMIC INTEREST

 

This Non-Redemption Agreement and Assignment of Economic Interest (this “Agreement”) is entered as of [___], 2026 by and among Lionheart Holdings, a Cayman Islands exempted company (“Lionheart”), Lionheart Sponsor, LLC, a Florida limited liability company (the “Sponsor”), and the undersigned investors (collectively, the “Investor”).

RECITALS

WHEREAS, the Sponsor currently holds Lionheart Class B ordinary shares, par value $0.0001 per share, initially purchased in a private placement prior to Lionheart’s initial public offering (the “Founder Shares”);

WHEREAS, Lionheart expects to hold an extraordinary general meeting of shareholders (the “Meeting”) for the purpose of approving, among other things, an amendment to Lionheart’s Amended and Restated Memorandum and Articles of Association (the “M&A”) to extend the date by which Lionheart must consummate an initial business combination (the “Initial Business Combination”) by nine additional months until March 20, 2027 (the “Extension”);

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EXECUTION VERSION

 

TERM LOAN AGREEMENT

 

dated as of June 8, 2026,

 

among

 

AMAZON.COM, INC.,

 

CITIBANK, N.A.,as Administrative Agent,

 

and

 

the LENDERS party hereto

 

 

 

CITIBANK, N.A.,

JPMORGAN CHASE BANK, N.A.,

BOFA SECURITIES, INC.,

HSBC UK BANK PLC

and

WELLS FARGO SECURITIES, LLC,

as Joint Lead Arrangers and Joint Bookrunners

 

JPMORGAN CHASE BANK, N.A., as Syndication Agent

 

CITIBANK, N.A.,

JPMORGAN CHASE BANK, N.A.,

BOFA SECURITIES, INC.,

HSBC UK BANK PLC,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

BARCLAYS BANK PLC,

BNP PARIBAS,

DEUTSCHE BANK SECURITIES INC.,

GOLDMAN SACHS BANK USA,

MORGAN STANLEY SENIOR FUNDING, INC.,

ROYAL BANK OF CANADA,

SOCIETE GENERALE,

TD SECURITIES (USA) LLC

and

THE BANK OF NOVA SCOTIA,

as Co-Documentation Agents

 

BANCO BILBAO VIZCAYA ARGENTARIA, S.A. NEW YORK BRANCH,

BANCO SANTANDER, S.A., NEW YORK BRANCH,

BANK OF CHINA, LOS ANGELES BRANCH,

ING BANK N.V., DUBLIN BRANCH,

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Filed by Avantafile.com - Agassi Sports Entertainment Corp. - Exhibit 10.1

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NAME AND LIKENESS LICENSE AGREEMENT

 

This Name and Likeness License Agreement (this “Agreement”) is made to be effective as of June 4, 2026 (“Effective Date”), by and between Darren Cahill, an individual (“Cahill”), and Agassi Sports Entertainment Corp., a Nevada corporation (“AASP”). Cahill and AASP shall be referred to herein collectively as the “Parties” and each may be referred to individually as a “Party.”

 

RECITALS

 

WHEREAS, Cahill is the holder of the right of publicity to the name, and related uses of the name, of Darren Cahill (the “Name”);

 

WHEREAS, Cahill is a former professional tennis player and professional tennis coach, including previously serving as the tennis coach of Andre K. Agassi;

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Execution Version

 

CERVOMED INC.

 

SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (the “Agreement”) is made as of June 9, 2026 (the “Effective Date”), by and between CervoMed Inc. , a Delaware corporation (the “Company”), and each of the purchasers whose names are set forth on Schedule A hereto (each, a “Purchaser” and, collectively, the “Purchasers”).

 

Whereas , the Purchasers desire to purchase, severally and not jointly, and the Company has agreed to sell and issue to the Purchasers, upon the terms and subject to the conditions set forth in this Agreement, an aggregate of $10.55 million of units (the “Units”) set forth opposite the name of such Purchaser on Schedule A hereto, each Unit comprised of (i) (A) one share of the Company’s common stock, par value $0.001 per share (the “Common Stock”), or (B) one pre-funded warrant, in the form attached hereto as Exhibit A, to purchase shares of Common Stock (each, a “Pre-Funded Warrant”), and in each case, (ii) one warrant, in the form

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Document

            

    

David S. Regnery

Chair and Chief Executive Officer

June 5, 2026

Donald Simmons

Dear Donny:

I am pleased to present to offer you the position of Executive Vice President and Chief Operating Officer reporting to me with overall accountability for the financial and operating performance of all three regions. This role will be based in Davidson, North Carolina, and becomes effective on July 1, 2026 (the “effective date”). In this role, you will remain an Elected (Section 16) Officer of Trane Technologies (“the Company) and a member of the Enterprise Leadership Team (“ELT”). I look forward to your acceptance of this offer and the contributions you will make in this role.

1.    Your base salary will be set at an annual rate of $950,000 (Nine Hundred Fifty Thousand U.S. dollars) paid monthly. This represents an increase of $100,000 or 11.8%.

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[Bid version]

 

[Dealer Name and Address]

June [__], 2026

 

To: Keel Infrastructure Corp. 120 Broadway

Suite 1075

New York, NY 10004

 

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 Name] (“Dealer”) and Keel Infrastructure Corp. (“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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PROPOSED AMENDMENT No. 1

TO THE INVESTMENT MANAGEMENT TRUST AGREEMENT

 

This Amendment No. 1 (this “Amendment”), dated as of June 9, 2026, to the Investment Management Trust Agreement is made by and between Pantages Capital Acquisition Corporation (the “Company”) and Wilmington Trust, N.A., as trustee (the “Trustee”). All terms used but not defined herein shall have the meanings assigned to them in the Trust Agreement.

 

WHEREAS, the Company and the Trustee entered into an Investment Management Trust Agreement, dated December 6, 2024 (the “Original Trust Agreement”);

 

WHEREAS, Section 1(i) of the Trust Agreement sets forth the terms that govern the liquidation of the Trust Account (as defined Original Trust Agreement) under the circumstances described therein; and

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REGISTRATION RIGHTS AGREEMENT

 

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 9, 2026, is made and entered into by and among Einride AB, a limited liability company formed under the laws of Sweden (the “Company”), and the undersigned parties listed on the signature page hereto (each a “Holder” and collectively the “Holders”).

 

RECITALS

 

WHEREAS, on the date hereof, upon the closing (the “Closing”) of the transactions (such transactions, the “Transactions,” and the date of such Closing, the “Closing Date”) contemplated by that certain Business Combination Agreement, dated November 12, 2025 (as amended from time to time in accordance with the terms thereof, the “Business Combination Agreement”), by and among Legato Merger Corp. III, a Cayman Islands exempted company (together with its successors, “SPAC”), the Company and Einride Cayman Sub Limited, a Cayman Islands exempted company and a direct, wholly owned subsidiary of the Company (“Merger Sub”), among other matters, (a) the SPA

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SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (this “Agreement”) is dated as of June 7, 2026, between VolitionRx Limited, 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”).

 

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act (as defined below), 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:

 

ARTICLE I.

DEFINITIONS

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