Browse EX-10 agreements

1 TCO GROUP HOLDINGS, L.P. EQUITY INCENTIVE PLAN CLASS B UNIT AWARD AGREEMENT THIS AWARD AGREEMENT (this “Agreement”) evidences an award of Class B Units granted pursuant to the TCO Group Holdings, L.P. Equity Incentive Plan (as from time to time amended and in effect, the “Plan”) on May 11, 2026 (the “Grant Date”) and is entered into between TCO Group Holdings, L.P., a Delaware limited partnership (the “Partnership”), and the undersigned Participant (the “Participant”). All capitalized terms that are used but not defined in this Agreement (including Appendix A attached hereto) have the meanings ascribed to them in the Plan. 1. Grant. Subject to the terms and conditions set forth in this Agreement, the Plan and the LP Agreement, the Partnership hereby grants to the Participant on the Grant Date 1,260,000 Class B Units, each with a Hurdle Amount of $7.14 (this “Award”). It is intended that this Award qualify as a “profits interest” for U.S. federal income tax purposes and this Agreement will be interpreted in accordance with that intent. Notwithstanding anything to the contrary in thi

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EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2026 by and between Total Community Options, Inc., d/b/a InnovAge, a Colorado corporation (the “Company”), and Jennifer Browne (the “Executive”), and will become effective on the Executive’s employment start date of June 8, 2026 (the “Effective Date”). RECITALS The Company desires to offer to the Executive employment on the terms and conditions set forth in this Agreement. In consideration of the foregoing premises and the mutual promises, terms, provisions and conditions set forth in this Agreement, the parties hereby agree: 1. Employment. The Executive’s employment shall be subject to the terms and conditions set forth in this Agreement. 2. Term. This Agreement will continue in effect from the Effective Date until terminated in accordance with Section 5 hereof, noting that certain provisions of this Agreement will survive the term of this Agreement as described herein or otherwise pursuant to applicable law. The term of this Agreement is hereafter referred to as “the term of thi

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FIFTH AMENDMENT

FIFTH AMENDMENT, dated as of May 12, 2026 (this “Amendment”), among Cinemark Holdings, Inc., a Delaware corporation, as parent guarantor (the “Parent”), Cinemark USA, Inc., a Texas corporation (together with any of its permitted successors and assigns, the “Borrower”), each of the Guarantors party hereto, the Lenders parties hereto, and Barclays Bank PLC, as administrative agent (in such capacity, the “Administrative Agent”), to the Second Amended and Restated Credit Agreement, dated as of May 26, 2023, among the Parent, the Borrower, the Lenders from time to time parties thereto, the other agents and arrangers named therein and the Administrative Agent (as amended by the First Amendment, dated as of May 28, 2024, the Second Amendment, dated as of November 29, 2024, the Third Amendment, dated as of June 30, 2025, the Fourth Amendment, dated as of September 5, 2025, and as

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PAYABLE ACKNOWLEDGMENT AND SETTLEMENT AGREEMENT

(Between New Rise Renewables Reno LLC, XCF Global, Inc. and Encore DEC, LLC)

THIS PAYABLE ACKNOWLEDGMENT AND SETTLEMENT AGREEMENT (this “Agreement”) is made and entered into as of May 6, 2026 (the “Effective Date”), by and among:

	●	New Rise Renewables Reno LLC, a Delaware limited liability company (“New Rise Reno”);
	●	XCF Global, Inc., a Delaware corporation (“XCF”); and
	●	Encore DEC, LLC, a Nevada limited liability company (“Encore”).

New Rise Reno, XCF and Encore may each be referred to herein as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, Encore has provided certain engineering, construction, and related services to New Rise Reno in connection with the development and operations of New Rise Reno’s renewable fuels facilities;

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VOTING AND SUPPORT AGREEMENT

THIS VOTING AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of May 12, 2026, by and among BROOKFIELD BANCSHARES, INC., a Delaware corporation (“Purchaser”), and those directors and/or officers of NSTS BANCORP, INC., a Delaware corporation (the “Company”) whose names appear on the signature page of this Agreement and who own or control the voting of any shares of common stock of the Company (such stockholders collectively referred to in this Agreement as the “Principal Stockholders,” and individually as a “Principal Stockholder”).

Recitals

A.           As of the date hereof, each Principal Stockholder is the owner or controls the vote of certain shares of the Company’s common stock, $0.01 par value per share (“Company Common Stock”).

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CREDIT AGREEMENT

Dated as of May 12, 2026

among

SOLARIS ENERGY INFRASTRUCTURE, LLC,

as the Borrower,

SOLARIS ENERGY INFRASTRUCTURE, INC.,

as Parent

MUFG BANK, LTD.,

as Administrative Agent,

CSC DELAWARE TRUST COMPANY,

as Collateral Agent,

and

THE LENDERS AND L/C ISSUERS PARTY HERETO FROM TIME TO TIME

MUFG BANK, LTD., BANCO SANTANDER, S.A., NEW YORK BRANCH, CANADIAN IMPERIAL BANK OF COMMERCE, NEW YORK BRANCH, GOLDMAN SACHS BANK USA, MORGAN STANLEY SENIOR FUNDING, INC.

and

TD SECURITIES (USA) LLC

as Joint Lead Arrangers and Joint Bookrunners

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TABLE OF CONTENTS

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THIRD AMENDMENT

TO THE

INFUSYSTEM HOLDINGS, INC.

2021 EQUITY INCENTIVE PLAN

THIS THIRD AMENDMENT to the InfuSystem Holdings, Inc. 2021 Equity Incentive Plan (the "Plan") was adopted by the Board of Directors (the “Board”) on April 2, 2026 and approved by the stockholders of InfuSystem Holdings, Inc. (the “Company”) on May 11, 2026.

WHEREAS, the Company maintains the Plan to (i) attract and retain the types of employees, consultant and directors who will contribute to the Company’s long range success; (ii) provide incentives that align the interests of employees, consultant and directors with those of the stockholders of the Company; and (iii) promote the success of the Company’s business;

WHEREAS, pursuant to Section 17 of the Plan, the Board may amend the Plan subject to stockholder approval as required; and

WHEREAS, the Board desires to amend the Plan to increase the number of shares of the Company’s common stock available for the granting of awards under Section 5 of the Plan.

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Exhibit 10.2

FORBEARANCE AGREEMENT

This Forbearance Agreement (“Agreement”) is made and entered into this 4th day of May, 2026, by and between, CEDARVIEW OPPORTUNITIES MASTER FUND LP, as an investor and as agent for investors under the Existing Notes (“Investor”), and VIVAKOR, INC., a Nevada corporation (“Vivakor” or the “Company”) (collectively, the “Parties”).

WHEREAS, the Parties refer herein to the following:

(i) that certain Loan and Security Agreement, dated February 5, 2024, by and among the Company, certain of its subsidiaries, the Investor and Cedarview Capital Management, LLC., in its capacity as agent (in such capacity, the “Agent”) (as amended, modified or waived prior to the Effective Date (as defined below), the “Initial Loan and Security Agreement”), pursuant to which the Company issued a senior secured note to the Investor in an aggregate principal amount of $3,000,000 (the “Initial Note”);

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FORBEARANCE AND NOTE PAYMENT AMENDMENT AGREEMENT

This Forbearance and Note Payment Amendment Agreement (“Agreement”) is made and entered into this 6th day of May 2026 (the “Effective Date”), by and between, J.J. ASTOR & CO., a Utah corporation (the “Lender”), and VIVAKOR, INC., a Nevada corporation (“Vivakor” or the “Company”). The Company and the Lender are sometimes referred to collectively as the “Parties.”

RECITALS

WHEREAS, on March 17, 2025, the Company and the Lender entered into a loan agreement, as amended on June 17, 2025, July 9, 2025, and February 27, 2026 (the “Loan Agreement”); and

WHEREAS, on July 9, 2025, the Company issued the Lender a $5,940,000 principal amount amended and restated convertible installment secured promissory note (the “Second Note”), of which $6,815,805.71 is currently outstanding, due and payable as of the Effective Date of this Agreement; and

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NON-REDEMPTION AGREEMENT

This Non-Redemption Agreement (this “Agreement”) is entered as of [●], 2026 by and among GP-Act III Acquisition Corp., a Cayman Islands exempted company (the “Company”), GP-Act III Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), and each of the undersigned investors, severally and not jointly (collectively referred to herein as, the “Investor”).

RECITALS

WHEREAS, the Sponsor was initially issued Class B ordinary shares, par value $0.0001 per share, of the Company (the “Class B Ordinary Shares”) initially issued in a private placement prior to the Company’s initial public offering (the “IPO”), which Class B Ordinary Shares were converted into Class A Ordinary Shares (as defined below) on May 4, 2026 (such Class A Ordinary Shares issued upon conversion of the Class B Ordinary Shares, the “Founder Shares”);

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[Dealer name and address]

To:		Tempus AI, Inc. [__________] [__________]
From:		[Dealer]
Re:		[Base][Additional] Capped Call Transaction
Date:		[____], 2026

Dear Ladies and Gentlemen:

The purpose of this communication (this “Confirmation”) is to set forth the terms and conditions of the above-referenced transaction entered into on the Trade Date specified below (the “Transaction”) between [Dealer] (“Dealer”) and Tempus AI, Inc., a Nevada corporation (“Counterparty”). This communication constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.

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