Browse EX-10 agreements

CIMG Inc.

Room R2, FTY D, 16/F, Kin Ga Industrial Building,

9 San On Street, Tuen Mun, Hong Kong 00000

+852 70106695

September 11, 2026

Mr. Dongwei Li

c/o CIMG Inc.

Room R2, FTY D, 16/F, Kin Ga Industrial Building, 

9 San On Street, Tuen Mun, Hong Kong 00000

Re:	Director Offer Letter

Dear Mr. Li

CIMG Inc., a Nevada corporation (the “Company”), is pleased to offer you a position as a member of its board of directors (the “Board”). We believe your background and experience will be a significant asset to the Company and we look forward to your participation on the Board.

Should you choose to accept this position as a member of the Board, this letter agreement (this “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company.

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INDEMNIFICATION AGREEMENT

This Indemnification Agreement (this “Agreement”), dated as of September 11, 2026, is made by and between CIMG Inc., a Nevada corporation (the “Company”), and Dongwei Li (the “Indemnitee”), an “agent” (as hereinafter defined) of the Company.

RECITALS

**A. **The Company recognizes that competent and experienced persons are reluctant to serve as directors or officers of public companies unless they are protected by comprehensive liability insurance or indemnification, or both, due to increased exposure to litigation costs and risks resulting from their service to such public companies, and due to the fact that the exposure frequently bears no reasonable relationship to the compensation of such directors and officers;

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AMENDMENT NO. 1

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TO

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STOCK EXCHANGE AND STOCKHOLDERS AGREEMENT

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This Amendment No. 1 (this “Amendment”), dated as of September 14, 2026, is entered into by and between CitroTech Inc., a Wyoming corporation (“CITR”), and BoltRock Holdings, LLC, a Delaware limited liability company (“Exchange Party”), and amends that certain Stock Exchange and Stockholders Agreement, dated as of May 28, 2026, between CITR and Exchange Party (the “Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.

WHEREAS, CITR’s Common Stock is listed on the NYSE American LLC, and the parties wish to ensure that the board nomination rights under the Agreement are proportionate to Exchange Party’s beneficial ownership of CITR’s outstanding voting power and comply with the applicable listing standards of the NYSE American LLC;

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AMENDMENT NO. 1

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TO

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STOCK EXCHANGE AND STOCKHOLDERS AGREEMENT

** **

This Amendment No. 1 (this “Amendment”), dated as of September 14, 2026, is entered into by and between CitroTech Inc., a Wyoming corporation (“CITR”), and TC Special Investments LLC, an Ohio limited liability company (“Exchange Party”), and amends that certain Stock Exchange and Stockholders Agreement, dated as of May 28, 2026, between CITR and Exchange Party (the “Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.

WHEREAS, CITR’s Common Stock is listed on the NYSE American LLC, and the parties wish to ensure that the board nomination rights under the Agreement are proportionate to Exchange Party’s beneficial ownership of CITR’s outstanding voting power and comply with the applicable listing standards of the NYSE American LLC;

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September 11, 2026

Dear Mr. Umair,

We are pleased to offer you the terms below as part of your title change, from President and Chief Executive Officer, to Chief Strategy Officer. Your commitment to meeting the ever-changing needs of our business has made you a valuable member of our team and a true asset to The Children’s Place. Unless expressly stated below, all other terms or conditions of your employment, from the letter to you dated May 29, 2024, remain the same.

Details of the change are as follows:

•EFFECTIVE DATE: July 1, 2026

•BUSINESS TITLE: Chief Strategy Officer

•ANNUAL BASE SALARY: $497,500

•ANNUAL BONUS: You are no longer eligible to participate in the Company’s annual management incentive plan

•EQUITY AWARDS: Your existing equity awards, in your previous position as President and Chief Executive Officer, are hereby forfeited as part of your title change.

•ONE-TIME LONG-TERM INCENTIVE AWARDS:

oAwards Granted: 250,000 shares of the Company’s common stock, split evenly between PRSUs (125,000 shares) and restricted stock (125,000 shares).

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THE EXCHANGE CONTEMPLATED HEREIN IS INTENDED TO COMPORT WITH THE REQUIREMENTS OF SECTION 3(a)(9) OF THE SECURITIES ACT OF 1933, AS AMENDED.

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EXCHANGE AGREEMENT

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This Exchange Agreement (this “Agreement”) is entered into as of September ____, 2026 by and between Streeterville Capital, LLC, a Utah limited liability company (“Lender”), and AIM ImmunoTech, Inc., a Delaware corporation (“Borrower”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Original Note (defined below).

A. Borrower previously sold and issued to Lender that certain Promissory Note dated November 18, 2025 in the original principal amount of $3,301,250.00 (the “Original Note”) pursuant to that certain Note Purchase Agreement dated November 18, 2025 by and between Lender and Borrower (the “Purchase Agreement,” and together with the Original Note and all other documents entered into in conjunction therewith, the “Transaction Documents”).

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REGISTRATION RIGHTS AGREEMENT

by and among

THE ELMET GROUP CO.

and

THE UNITED STATES DEPARTMENT OF WAR

dated as of September 14, 2026

TABLE OF CONTENTS

		Page
Article I Resale Shelf Registration		1
Section 1.01 Resale Shelf Registration Statement		1
Section 1.02 Effectiveness Period		2
Section 1.03 Subsequent Shelf Registration Statement		2

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INVESTOR RIGHTS AGREEMENT

by and between

THE ELMET GROUP CO.,

and

**THE UNITED STATES DEPARTMENT OF WAR

**dated as of September 14, 2026

TABLE OF CONTENTS

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				Page
1.		Definitions; Interpretation.		1
2.		Board of Directors		12
3.		Protective Provisions		13
4.		Restrictions on Transfer		18
5.		Drag-Along Rights.		19

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INVESTMENT AGREEMENT

by and between

**THE ELMET GROUP CO.

and

THE UNITED STATES DEPARTMENT OF WAR

**dated as of September 11, 2026

TABLE OF CONTENTS

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Article 1 CERTAIN DEFINITIONS		2

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1 6. ADMINISTERED BY CODE 7. FOR SOLICITATION INFORMATION CALL: SOLICITATION/CONTRACT/ORDER FOR COMMERCIAL ITEMS OFFEROR TO COMPLETE BLOCKS 12, 17, 23, 24, & 30 1 . REQUISITION NUMBER SP8000 - 26 - D - 0029 2. CONTRACT NO. 3. AWARD/EFFECTIVE DATE 2026 SEP 1 1 4. ORDER NUMBER 5. SOLICITATION NUMBER 6. SOLICITATION ISSUE DATE a. NAME b. TELEPHONE NUMBER (No collect calls) 8. OFFER DUE DATE/ LOCAL TIME 9. ISSUED BY CODE SP8000 DCSO COLUMBUS 3990 EAST BROAD STREET COLUMBUS OH 4321 8 USA Local Admin: Chelsea Lee DCL01 28 Tel: 804 - 41 8 - 1 651 Email: CHELSEA.LEE@DLA.MIL 1 0. THIS ACQUISITION IS UNRESTRICTED OR SET ASIDE: % FOR: WOMEN - OWNED SMALL BUSINESS (WOSB) ELIGIBLE UNDER THE WOMEN - OWNED SMALL BUSINESS PROGRAM SMALL BUSINESS HUBZONE SMALL BUSINESS SERVICE - DISABLED VETERAN - OWNED SMALL BUSINESS NAICS: 21 2290 SIZE STANDARD: 1 ,250 Employees 1 1 . DELIVERY FOR FOB DESTINA - TION UNLESS BLOCK IS MARKED Net 30 days 1 2. DISCOUNT TERMS 1 3a. THIS CONTRACT IS A RATED ORDER UNDER DPAS (1 5 CFR 700) 1 3b. RATING 1 4. METHOD OF SOLICITATION RFQ IFB RFP 1 5. DELIVER TO CODE SP8000 SEE B

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THE ELMET GROUP CO.

SUPPLEMENTAL MARKET CAPITALIZATION
CASH BONUS AWARD AGREEMENT

This Supplemental Market Capitalization Cash Bonus Award Agreement (this “Agreement”) is entered into as of September 9, 2026 (the “Effective Date”), by and between The Elmet Group Co., a Delaware corporation, together with its subsidiaries and affiliates, as applicable, the “Company,” and Scott Knoll (“Executive”). References to the “Compensation Committee” means the Compensation Committee of the Board of Directors of the Company (the “Board”).

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1. Purpose

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The purpose of this Agreement is to document a special, one-time, performance-based cash bonus opportunity for Executive in recognition of Executive’s work developing and supporting strategic opportunities related to the closing of a Department of War investment in the Company in an amount that exceeds Two Hundred and Fifty Million dollars ($250,000,000) (the “Conditions Precedent”).

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