Browse EX-10 agreements

***FORWARD PURCHASE AGREEMENT ***

This Forward Purchase Agreement (this “Agreement”) is entered into as of August 4, 2026, by and between TCGX Acquisition Corp., an exempted company under the laws of the Cayman Islands (the “Company”), and TCG Crossover Fund III, LP, a Delaware limited partnership (the “Purchaser”).

WHEREAS, the Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”);

WHEREAS, the Company has filed with the U.S. Securities and Exchange Commission (the “SEC”) a registration statement on Form S-1 (the “Registration Statement”) for its initial public offering (“IPO”) of 7,500,000 Class A ordinary shares, par value $0.0001 per share (the “Class*** A Shares*”, and the Class A Shares sold in the IPO, the “Public Shares”) (or 8,625,000 Class A Shares if the underwriters’ over-allotment option (the “IPO Option”) is exercised in full) at a price of $10.00 per Public Share;

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**REGISTRATION RIGHTS AGREEMENT **

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 4, 2026, is made and entered into by and among TCGX Acquisition Corp., a Cayman Islands exempted company (the “Company”), TCGX Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), Jefferies LLC (“Jefferies”), TCG Crossover Fund III, LP, a Delaware limited partnership (the “Fund”),*** and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor, Jefferies and the Fund and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2* of this Agreement, a “Holder” and collectively the “Holders”).

**RECITALS **

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August 4, 2026

TCGX Acquisition Corp.

245 Lytton Ave., Suite 350

Palo Alto, California 94301

Re:	Initial Public Offering

Ladies and Gentlemen:

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between TCGX Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Jefferies LLC, as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 8,625,000 of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class********* A Ordinary Shares***”) (including up to 1,125,000 Class A Ordinary Shares that may be purchased to cover over-allotments, if any). The Class A Ordinary Shares will be sold in the Public Offering pursuant to a registration statement on Form S

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**INVESTMENT MANAGEMENT TRUST AGREEMENT **

This Investment Management Trust Agreement (this “Agreement”) is made effective as of August 4, 2026, by and between TCGX Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Odyssey Transfer and Trust Company, a Minnesota corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1 (File No. 333-297569) (the “Registration Statement”), and prospectus (the “Prospectus”) for the initial public offering of the Company’s Class A ordinary shares, $0.0001 par value per share (each, an “Ordinary Share”) (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission; and

WHEREAS, the Company has entered into an Underwriting Agreement (the “Underwriting Agreement”) with Jefferies LLC as the underwriter (the “Underwriter”) named therein; and

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**PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT **

THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT, dated as of August 4, 2026, (as it may from time to time be amended, this “Agreement”), is entered into by and between TCGX Acquisition Corp., a Cayman Islands exempted company (the “Company”), and TCGX Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering (the “Public Offering”) of shares of the Company’s Class A Ordinary Shares, par value $0.0001 per share (the “Shares”). The Purchaser has agreed to purchase an aggregate of 425,000 Shares (or 436,250 in the aggregate if the over-allotment option in connection with the Public Offering is exercised in full) (the “Private Placement Shares”).

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

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**PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT **

THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT, dated as of August 4, 2026, (as it may from time to time be amended, this “Agreement”), is entered into by and between TCGX Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Jefferies LLC, the representative of the underwriters of this offering (“Jefferies”), a Delaware LLC, (the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering (the “Public Offering”) of shares of the Company’s Class A Ordinary Shares, par value $0.0001 per share (the “Shares”). The Purchaser has agreed to purchase an aggregate of 75,000 Shares (or 86,250 in the aggregate if the over-allotment option in connection with the Initial Public Offering is exercised in full) (the “Private Placement Shares”).

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AMENDED AND RESTATED DISTRIBUTION REINVESTMENT PLAN Effective July 31, 2026 This Amended and Restated Distribution Reinvestment Plan (the “Plan”) is adopted by Golub Capital Private Credit Fund (the “Fund”) and amends and restates in its entirety the Distribution Reinvestment Plan adopted by the Fund effective as of April 4, 2023. 1. Distribution Reinvestment. As agent for the shareholders (the “Shareholders”) of the Fund who (i) purchase Class S shares, Class D shares or Class I shares of the Fund’s common shares of beneficial interest (collectively the “Shares”) pursuant to the Fund’s continuous public offering (the “Offering”), or (ii) purchase Shares pursuant to any future offering of the Fund, and who do not opt out of participating in the Plan (or, in the case of investors in certain states that do not permit automatic enrollment in the Plan, as described in the Prospectus (defined below) (the “Opt-In States”), and clients of participating broker-dealers that do not permit automatic enrollment in the Plan, who opt to participate in the Plan) (the “Participants”), the Fund will

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Exhibit 10.1

CONVERTIBLE NOTE PURCHASE AGREEMENT

This CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”), dated August 5, 2026, is entered into by and between Silvaco Group, Inc., a Delaware corporation (the “Company”), and Micron Technology, Inc., a Delaware corporation (the “Purchaser”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an exemption from the registration requirements of Section 5 of the Securities Act of 1933, as amended (the “Securities Act”), the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, a Senior Convertible Promissory Note representing a principal amount of indebtedness in an amount equal to $10,000,000 (the “Principal Amount”) in the form attached hereto as Exhibit A(the “Note”), which will be convertible into a number of shares of the common stock of the Company, par value $0.0001 (“Common Stock”), pursuant to the terms of the Note (such shares of Common Stock issued upon conversion of the Note, the “Shares”).

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CONTRIBUTION AND WARRANTS ISSUANCE AGREEMENT

This CONTRIBUTION AND WARRANTS ISSUANCE AGREEMENT (this “Agreement”) dated as of August 4, 2026, is entered into by and between Eos Energy Enterprises, Inc., a Delaware corporation (the “Contributor”), and Frontier Power USA Parent, LLC, a Delaware limited liability company (the “Company”). The Contributor and the Company are referred to herein collectively as the “Parties” and each, a “Party.”

WHEREAS, the Company has been formed as a limited liability company under the Delaware Limited Liability Company Act and is currently governed by that certain Limited Liability Company Agreement of Frontier Power USA Parent, LLC, dated as of May 7, 2026 (the “Original Company Agreement”);

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AMENDED AND RESTATED

LIMITED LIABILITY COMPANY AGREEMENT

of

FRONTIER POWER USA PARENT, LLC,
a Delaware limited liability company

THE SECURITIES REPRESENTED BY THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR REGISTERED OR QUALIFIED UNDER ANY STATE SECURITIES LAWS.  BECAUSE SUCH SECURITIES HAVE NOT BEEN REGISTERED OR QUALIFIED THEY MAY NOT BE OFFERED FOR SALE, SOLD, DELIVERED AFTER SALE, TRANSFERRED, PLEDGED, OR HYPOTHECATED UNLESS THE SECURITIES HAVE BEEN QUALIFIED AND REGISTERED UNDER APPLICABLE STATE AND FEDERAL SECURITIES LAWS.  TRANSFER OF THE SECURITIES REPRESENTED BY THIS AGREEMENT IS FURTHER SUBJECT TO THE RESTRICTIONS, TERMS AND CONDITIONS SET FORTH HEREIN.

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**THIRD AMENDMENT TO LOAN GUARANTEE AGREEMENT

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This THIRD AMENDMENT TO LOAN GUARANTEE AGREEMENT, dated August 4, 2026 (this "Amendment"), is made by and between the UNITED STATES DEPARTMENT OF ENERGY, an agency of the United States of America ("DOE") and EOS ENERGY ENTERPRISES, INC., a corporation organized and existing under the laws of the State of Delaware (the "Borrower" and together with DOE, each a "Party" and collectively the "Parties").

RECITALS

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Private and Strictly Confidential

August 4, 2026

CCM Frontier JV Holdco, LLC

Cerberus European Capital Advisors, LLP

5 Savile Row

London W1S 3PB

E-mail: amaczonis@cerberusuk.com

Cerberus Operations and Advisory Company, LLC

875 3rd Avenue

New York, NY 10022

E-mail: OGC@cerberus.com

Ladies and Gentlemen:

This letter agreement, dated as of August 4, 2026 (this “Agreement”), is entered into by and among Eos Energy Enterprises, Inc., a Delaware corporation (“Eos”), CCM Frontier JV Holdco, LLC, a Delaware limited liability company (“CCM Frontier”), and Frontier Power USA Parent, LLC, a Delaware limited liability company (the “Company”).

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