Browse EX-10 agreements

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Exhibit 10.3

NEUTRON HOLDINGS, INC.

2026 EMPLOYEE STOCK PURCHASE PLAN

ARTICLE 1

PURPOSE

The Plan’s purpose is to assist employees of the Company and its Designated Subsidiaries in acquiring a stock ownership interest in the Company, and to help such employees provide for their future security and to encourage them to remain in the employment of the Company and its Subsidiaries.

The Plan consists of two components: the Section 423 Component and the Non-Section 423 Component. The Section 423 Component is intended to qualify as an “employee stock purchase plan” under Section 423 of the Code and shall be administered, interpreted and construed in a manner consistent with the requirements of Section 423 of the Code. In addition, this Plan authorizes the grant of Options under the Non-Section 423 Component, which need not qualify as Options granted pursuant to an “employee stock purchase plan” under Section 423 of the Code; such Options granted under the Non-Section 423 Component shall be granted pursuant to separate Offerings containing such sub-plans, appendices, rules or

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Exhibit 10.2

NEUTRON HOLDINGS, INC.

2026 INCENTIVE AWARD PLAN

ARTICLE I.

PURPOSE

The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities.

ARTICLE II.

DEFINITIONS

As used in the Plan, the following words and phrases have the meanings specified below, unless the context clearly indicates otherwise:

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Exhibit 10.4

NEUTRON HOLDINGS, INC.

NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM

This Neutron Holdings, Inc. (the “Company”) Non-Employee Director Compensation Program (this “Program”) has been adopted under the Company’s 2026 Incentive Award Plan (the “Plan”) and shall be effective upon the date of the effectiveness of the registration statement on Form S-1 filed by the Company with the U.S. Securities and Exchange Commission that registers existing capital stock of the Company for resale (the “IPO”). Capitalized terms not otherwise defined herein have the meaning ascribed in the Plan.

Cash Compensation

Effective upon the IPO, annual retainers will be paid in the following amounts to Non-Employee Directors:

Board Service

Member

    $45,000

Non-Executive Chair

    $50,000

Lead Independent Director

    $30,000

Additional Service

Chair

Non-Chair

Audit Committee

    $25,000

    $12,500

Compensation Committee

    $20,000

    $10,000

Nominating and Corporate Governance Committee

    $15,000

    $7,500

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Exhibit 10.5

NEUTRON HOLDINGS, INC.

INDEMNIFICATION AND ADVANCEMENT AGREEMENT

This Indemnification and Advancement Agreement (“Agreement”) is made as of ________ __, 20__ by and between Neutron Holdings, Inc., a Delaware corporation (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering indemnification and advancement of expenses.

RECITALS

WHEREAS, the Board of Directors of the Company (the “Board”) believes that highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers, or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification and advancement of expenses against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the corporation;

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Exhibit 10.6

Neutron Holdings, Inc.

May 21, 2026

Wayne Ting

By email

Re: Amended and Restated Offer Letter

Dear Wayne:

You and Neutron Holdings, Inc. (the “Company”) are parties to an offer letter dated June 30, 2020 (the “Prior Offer Letter”) that sets forth the terms of your employment with the Company. This letter agreement sets forth the terms of your continued employment with the Company effective as of the date of this letter agreement, and, except as set forth herein, supersedes in its entirety the Prior Offer Letter. Effective as of the date of this letter agreement, the terms of your employment with the Company are as follows:

1.Position. You will continue to serve as the Company’s Chief Executive Officer, and you will report to the Company’s Board of Directors (the “Board”). This is a full-time position based in the Company’s office located in San Francisco, California. In your role, you are expected to devote your full time, ability, attention, energy and skills in performing all duties as assigned and delegated to you by the Company.

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Exhibit 10.15

Neutron Holdings, Inc.

October 4th, 2023

Uber Technologies, Inc.

1515 3rd Street

San Francisco, CA 94158

Re:    Letter Agreement

Ladies and Gentlemen:

Reference is made herein to that certain License and Integration Agreement, dated as of August 10, 2018, by and among Uber Technologies, Inc., a Delaware corporation (“UTI”), Neutron Holdings, Inc., DBA “Lime”, a Delaware corporation (the “Company”), and the other parties thereto (as amended to date and as may be further amended and/or restated, the “License and Integration Agreement”). In connection with the execution of Amendment 10 to the License and Integration Agreement, dated as of the date hereof, UTI and the Company hereby agree to the terms and obligations of this letter agreement (this “Letter Agreement”). Reference is made herein to that certain Investors’ Rights Agreement, dated as of May 7, 2020, by and among the Company, UTI and the other parties thereto (as may be amended and/or restated from time to time, the “Rights Agreement”). Capitalized terms used but not defined herein shall have th

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Exhibit 10.7

Neutron Holdings, Inc.

May 21, 2026

Ann Gugino

By email

Re: Amended and Restated Offer Letter

Dear Ann:

You and Neutron Holdings, Inc. (the “Company”) are parties to an offer letter dated December 3, 2023 (the “Prior Offer Letter”) that sets forth the terms of your employment with the Company. This letter agreement sets forth the terms of your continued employment with the Company effective as of the date of this letter agreement, and, except as set forth herein, supersedes in its entirety the Prior Offer Letter. Effective as of the date of this letter agreement, the terms of your employment with the Company are as follows:

1.Position. You will continue to serve as the Company’s Chief Financial Officer, and you will report to the Company’s Chief Executive Officer. This is a full-time position. In your role, you are expected to devote your full time, ability, attention, energy and skills in performing all duties as assigned and delegated to you by the Company.

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Exhibit 10.20

REGISTRATION RIGHTS AGREEMENT

 

by and among

 

SINDA LTD.

 

and

 

THE STOCKHOLDERS THAT ARE SIGNATORIES HERETO

 

Dated as of          , 2026

 

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TABLE OF CONTENTS

 

 

PAGE

ARTICLE 1

Definitions

Section 1.01.

Definitions

1

Section 1.02.

Other Definitional and Interpretative Provisions

4

ARTICLE 2

Registration Rights

Section 2.01.

Demand Registration

4

Section 2.02.

Piggyback Registration

6

Section 2.03.

Lock-Up Agreements

7

Section 2.04.

Registration Procedures

7

Section 2.05.

Indemnification by the Company

10

Section 2.06.

Indemnification by Participating Stockholders

11

Section 2.07.

Conduct of Indemnification Proceedings

11

Section 2.08.

Contribution

12

Section 2.09.

Participation in Public Offering

13

Section 2.10.

Other Indemnification

13

Section 2.11.

Cooperation by the Company

13

Section 2.12.

No Transfer of Registration Rights

13

ARTICLE 3

General Provisions

Section 3.01.

Binding Effect; Assignability; Benefit

13

Section 3.02.

Severability

14

Section 3.03.

Entire Agreement

14

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Exhibit 10.26

Execution Version

COMMON STOCK PURCHASE AGREEMENT

 

THIS COMMON STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of June 22, 2026, between Sinda Ltd., an exempted company in the Cayman Islands (“Sinda Cayman”), and Fresnillo plc (the “Investor”).

 

WHEREAS, the Investor has a substantive, pre-existing relationship with the Company;

 

WHEREAS, prior to the effectiveness of the Registration Statement (as defined below) and as further described therein, Sinda Cayman will de-register in the Cayman Islands and register by way of continuation in the State of Delaware by filing a Certificate of Domestication to incorporate in the State of Delaware (the “Redomiciliation”) as Sinda Ltd., a Delaware corporation (“Sinda Delaware”), and references in this Agreement to the “Company” shall be to (i) Sinda Cayman, prior to the consummation of the Redomiciliation and (ii) Sinda Delaware, following consummation of the Redomiciliation;

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Exhibit 10.9

SERVICES AGREEMENT

This Services Agreement (this “Agreement”) is effective as of January I, 2019, between The Electrum Group LLC (“Provider”) and Minera Adularia LLC (“Recipient”).

WHEREAS Provider has the resources and capacity to provide certain professional and administrative services that may be useful to Recipient and

WHEREAS Recipient desires to utilize such services, and Provider is willing to provide such services to Recipient, subject to the terms of this Agreement.

NOW, THEREFORE, the parties agree as follows:

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Exhibit 10.18

STOCKHOLDERS AGREEMENT

 

by and among

 

SINDA LTD.

 

and

 

THE STOCKHOLDERS THAT ARE SIGNATORIES HERETO

 

Dated as of          , 2026

 

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TABLE OF CONTENTS

 

Page

 

ARTICLE 1

 

DEFINITIONS

 

Section 1.01.

Definitions

1

Section 1.02.

Other Interpretive Provisions

4

 

ARTICLE 2

 

REPRESENTATIONS AND WARRANTIES

 

Section 2.01.

Existence; Authority; Enforceability

4

Section 2.02.

Absence of Conflicts

4

Section 2.03.

Consents

5

 

ARTICLE 3

 

GOVERNANCE

 

Section 3.01.

Board of Directors

5

Section 3.02.

Actions that Require Electrum Approval

6

Section 3.03.

Actions Requiring Consultation with Electrum

8

Section 3.04.

Actions that Require Independent Director Approval

8

Section 3.05.

Information; Duties

8

 

ARTICLE 4

 

TRANSFERS OF SHARES

 

Section 4.01.

Rights and Obligations of Affiliate Stockholders

9

 

ARTICLE 5

 

GENERAL PROVISIONS

 

Section 5.01.

Further Assurances

9

Section 5.02.

Assignment; Benefit

9

Section 5.03.

Freedom to Pursue Opportunities

9

Section 5.04.

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Exhibit 10.27

 

INVESTOR RIGHTS AGREEMENT

 

SINDA, LTD.

 

and

 

FRESNILLO PLC

 

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, 2026

 

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TABLE OF CONTENTS

 

Article 1

 

INTERPRETATION

 

 

 

1.1

Defined Terms

1

1.2

Rules of Construction

5

 

Article 2

 

PARTICIPATION RIGHT

 

2.1

Notice of Issuances

6

2.2

Grant of Participation Right

6

2.3

Top-up Offering

7

2.4

Exercise Notice

8

2.5

Issuance of Offered Securities and Top-up Shares

8

2.6

Blackout Periods

9

2.7

Issuances Not Subject to Participation Right or Top-up Right

9

 

Article 3

 

REPRESENTATIONS AND WARRANTIES

 

3.1

Representations and Warranties of the Company

10

3.2

Representations and Warranties of the Investor

11

 

Article 4

 

COVENANTS

 

4.1

Reporting Issuer Status and Listing of Shares of Common Stock

12

4.2

No Conflict With Shareholders’ Rights Plan

12

4.3

Registration Rights; Shelf Registration Statement

12

4.4

Standstill

14

4.5

Compliance with Mexican Antitrust Laws.

15

 

Article 5

 

MISCELLANEOUS

 

5.1

Termination

16

5.2

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