Browse EX-10 agreements

ADVISORY BOARD AGREEMENT

This ADVISORY BOARD AGREEMENT (this “Agreement”) dated as of April 22, 2026 is by and between Ambitious Entertainment, Inc., a Nevada corporation (the “Company”), and Robert Franke, a natural person and a resident of the Federal Republic of Germany (the “Advisor”).

RECITALS:

WHEREAS, the Company desires to retain the Advisor for its advisory board (the “Advisory Board”); and

WHEREAS, the Advisor is willing to serve on the Advisory Board upon the terms and conditions herein set forth.

NOW, THEREFORE, in consideration of the premises and mutual covenants herein set forth and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Company and the Advisor hereby agree as follows:

1. Retention. The Company hereby retains the Advisor to serve on the Advisory Board until removed by the Board or until the Advisor resigns.

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PROMISSORY NOTE II

Date: December 31, 2023

Borrower:	Ambitious Entertainment Inc of, Vancouver, British Columbia (the “Borrower”)
Lender:	JC3 Production (the “Lender”)
Principal Amount:	$25,000 USD

FOR VALUE RECEIVED, The Borrower promises to pay to the Lender at such address as may be provided in writing to the Borrower, the principal sum of $25,000 USD with interest payable at the rate of 10% per annum, calculated yearly not in advance, beginning on December 31, 2023.

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SECURITIES PURCHASE AGREEMENT

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [ ], 2026, between Professional Diversity Network, Inc., 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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STANDARD NUCLEAR, INC.

EXECUTIVE INCENTIVE BONUS PLAN

1. PURPOSE

The purpose of the Standard Nuclear, Inc. Executive Incentive Bonus Plan (as amended from time to time, the “Plan”) is to motivate and reward eligible employees for their contributions toward the achievement of certain Performance Goals (as defined below) by Standard Nuclear, Inc. (together with any of its Affiliates, the “Company”).

2. DEFINITIONS

The following definitions shall be applicable throughout the Plan:

(a) “Affiliate” means a Parent, a Subsidiary or any corporation or other entity that, directly or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the Company.

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STANDARD NUCLEAR, Inc.

2026 EQUITY INCENTIVE PLAN

1. Purposes of the Plan. The purposes of this Plan are (a) to attract and retain the best available personnel to ensure the Company’s success and accomplish the Company’s goals; (b) to incentivize Employees, Directors and Independent Contractors with long-term equity-based compensation to align their interests with the Company’s stockholders; and (c) to promote the success of the Company’s business.

The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, and Stock Bonuses.

2. Definitions. As used herein, the following definitions will apply:

(a) “Administrator” means the Board or the Committee that will be administering the Plan, in accordance with Section 4 of the Plan.

(b) “Affiliate” means a Parent, a Subsidiary or any corporation or other entity that, directly or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the Company.

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STANDARD NUCLEAR, INC.

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Adopted May 9, 2025; Amended June 11, 2025, August 14, 2025, and July 2, 2026

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2025 STOCK PLAN

1. Purposes of the Plan. The purposes of this 2025 Stock Plan are to attract and retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees and Consultants, and to promote the success of the Company’s business. Options granted under the Plan may be Incentive Stock Options or Nonstatutory Stock Options, as determined by the Administrator at the time of grant of an Option and subject to the applicable provisions of Section 422 of the Code and the regulations promulgated thereunder. Restricted Stock may also be granted under the Plan.

2. Definitions. As used herein, the following definitions shall apply:

(a) “Administrator” means the Board or a Committee.

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EXCHANGE AGREEMENT

THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of [●], 2026, by and between Standard Nuclear, Inc., a Delaware corporation (the “Company”), Thomas Hendrix (“Founder”) and the undersigned entity affiliated with Founder (the “Founder Entity”).

WHEREAS, the Company’s board of directors (the “Board”) has determined that it is in the best interests of the Company and its stockholders to update the Company’s existing dual class common stock structure in connection with the Company’s initial public offering of its capital stock (the “IPO”) to, among other things, enable the Company to execute its long-term vision;

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OTHER TRANSACTION AGREEMENT (OTA) FOR FUEL PRODUCTION LINE AUTHORIZATION

BETWEEN

THE UNITED STATES DEPARTMENT OF ENERGY

AND

STANDARD NUCLEAR INC.

FUEL LINE PRODUCTION PROGRAM

This Agreement is made and entered into as of the Effective Date by and between the United States Department of Energy (DOE or the Department), an agency of the United States Government (Government), and Standard Nuclear, Inc. (Standard Nuclear or Awardee) (collectively the Parties), a corporation organized and existing under the laws of State of Delaware, and provides as follows:

WHEREAS Awardee, pursuant to Executive Order 14301 (EO 14301) – *Reforming Nuclear Reactor Testing at the Department of Energy *and Request for Application No. DE-FOA-0003572, and under the authority, authorization and Control of DOE, seeks to construct and operate nuclear fuel production lines.

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standard nuclear, inc.

Indemnification Agreement

This Indemnification Agreement (this “Agreement”) is made as of __________, by and between Standard Nuclear, Inc., a Delaware corporation (the “Company”), and ____________________ (“Indemnitee”).

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RECITALS

The Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance for directors, officers and key employees, the significant increases in the cost of such insurance and the general reductions in the coverage of such insurance. The Company and Indemnitee further recognize the substantial increase in corporate litigation in general, subjecting directors, officers and key employees to expensive litigation risks at the same time as the availability and coverage of liability insurance has been severely limited. Indemnitee does not regard the current protection available as adequate under the present circumstances, and Indemnitee may not be willing to continue to serve in Indemnitee’s current capacity with the Company without additional protection. The Co

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EQUITY EXCHANGE RIGHT AGREEMENT

THIS EQUITY EXCHANGE RIGHT AGREEMENT (this “Agreement”) is made and entered into as of [●], 2026, by and between Standard Nuclear, Inc., a Delaware corporation (the “Company”), and Thomas Hendrix (“Founder”).

WHEREAS, the Company’s board of directors (the “Board”) has determined that it is in the best interests of the Company and its stockholders to update the Company’s existing dual class common stock structure in connection with the Company’s initial public offering of its capital stock (the “IPO”) to, among other things, enable the Company to execute its long-term vision;

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STANDARD NUCLEAR, INC.

2026 EMPLOYEE STOCK PURCHASE PLAN

1. General; Purpose.

(a) Purpose. The Plan provides a means by which Eligible Employees and/or Eligible Service Providers of either the Company or a Designated Company may be given an opportunity to purchase shares of Common Stock. The Plan permits the Company to grant a series of Purchase Rights to Eligible Employees and/or Eligible Service Providers. The Company, by means of the Plan, seeks to retain, and to assist its Related Corporations and Affiliates in retaining, the services of such Eligible Employees and Eligible Service Providers, to secure and retain the services of new Eligible Employees and Eligible Service Providers and to provide incentives for such persons to exert maximum efforts for the success of the Company and its Related Corporations and Affiliates.

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of [*], 2026, between iSpecimen Inc., 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:

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ARTICLE I.

DEFINITIONS

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