Browse EX-10 agreements

PERFORMANCE STOCK UNIT GRANT NOTICE

Skillsoft Corp., a Delaware corporation (the “Company”), pursuant to its 2020 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of Performance Stock Units set forth below (the “PSUs”). The PSUs are subject to all of the terms and conditions as set forth in this Performance Stock Unit Grant Notice (this “Grant Notice”), in the Performance Stock Unit Agreement (attached hereto), and in the Plan, all of which are incorporated herein in their entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan.

Participant: [*]

Date of Grant: [*]

Performance Period: [*]

**Vesting Commencement Date: **[*]

Target Number of Performance Stock Units: [*]

…

Exchange Agreement

August 2, 2026

GameStop Corp.

0.00% Convertible Senior Notes due 2030

The entity listed under “UNDERSIGNED” on the signature page hereto (the “Undersigned” or the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit Ahereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each, including the Undersigned if it is a party exchanging Notes (as defined below) hereunder, an “Exchanging Investor”), hereby agrees to exchange, with GameStop Corp., a Delaware corporation (the “Company”), certain of the Company’s 0.00% Convertible Senior Notes due 2030, CUSIP 36467WAE9 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (this “Agreement”). The Investor acknowledges and understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares (as defined below) under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction pursuant

…

AMENDMENT NO. 1 TO EXCHANGE AGREEMENT

This Amendment No. 1 to the Exchange Agreement (this “Amendment”) is made as of August 31, 2026 (the “Amendment Effective Date”), by and between GameStop Corp., a Delaware corporation (the “Company”), and the undersigned (the “Undersigned” or the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit Ahereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each, including the Undersigned if it is a party exchanging Notes (as defined below), an “Exchanging Investor”).

RECITALS

WHEREAS, the Company and the Undersigned previously entered into that certain Exchange Agreement, dated August 2, 2026 (the “Original Agreement”), with respect to certain of the Company’s 0.00% Convertible Senior Notes due 2032, CUSIP 36467WAG4 (the “Notes”);

WHEREAS, capitalized terms used but not defined herein shall have the meanings ascribed to them in the Original Agreement; and

…

Exchange Agreement

August 2, 2026

GameStop Corp.

0.00% Convertible Senior Notes due 2032

The entity listed under “UNDERSIGNED” on the signature page hereto (the “Undersigned” or the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit Ahereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each, including the Undersigned if it is a party exchanging Notes (as defined below) hereunder, an “Exchanging Investor”), hereby agrees to exchange, with GameStop Corp., a Delaware corporation (the “Company”), certain of the Company’s 0.00% Convertible Senior Notes due 2032, CUSIP 36467WAG4 (the “Notes”) for the Exchange Consideration (as defined below) pursuant to this exchange agreement (this “Agreement”). The Investor acknowledges and understands that the exchange (the “Exchange”) is being made without registration of the offer or sale of the Shares (as defined below) under the Securities Act of 1933, as amended (the “Securities Act”), or any securities laws of any state of the United States or of any other jurisdiction pursuant

…

AMENDMENT NO. 1 TO EXCHANGE AGREEMENT

This Amendment No. 1 to the Exchange Agreement (this “Amendment”) is made as of August 31, 2026 (the “Amendment Effective Date”), by and between GameStop Corp., a Delaware corporation (the “Company”), and the undersigned (the “Undersigned” or the “Investor”), for itself and on behalf of the beneficial owners listed on Exhibit Ahereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each, including the Undersigned if it is a party exchanging Notes (as defined below), an “Exchanging Investor”).

RECITALS

WHEREAS, the Company and the Undersigned previously entered into that certain Exchange Agreement, dated August 2, 2026 (the “Original Agreement”), with respect to certain of the Company’s 0.00% Convertible Senior Notes due 2030, CUSIP 36467WAE9 (the “Notes”);

WHEREAS, capitalized terms used but not defined herein shall have the meanings ascribed to them in the Original Agreement; and

…

EXECUTION VERSION

**AMENDMENT NO. 2 TO SALE AND SERVICING AGREEMENT **

This Amendment No. 2 to Sale and Servicing Agreement, dated as of September 2, 2026 (this “Amendment”) is by and among Horizon Funding II, LLC, a Delaware limited liability company, as issuer (the “Issuer”), Horizon Technology Finance Corporation, a Delaware corporation, as the seller (the “Seller”), as the originator (the “Originator”), and as the servicer (the “Servicer”), U.S. Bank Trust Company, National Association (“U.S. Bank”), not in its individual capacity but as the indenture trustee (the “Trustee”), and U.S. Bank National Association not in its individual capacity but as the backup servicer (the “Backup Servicer”), not in its individual capacity but as the custodian (the “Custodian”), not in its individual capacity but as the lockbox bank (the “Lockbox Bank”) and not in its individual capacity but solely as securities intermediary (the “Securities Intermediary”). Each of the Issuer, the Originator, the Servicer, the Trustee, the Bac

…

---

---

SECOND SUPPLEMENTAL INDENTURE

by and between

HORIZON FUNDING II, LLC,
as the Issuer,

and

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
*as the Trustee *

Dated as of September 2, 2026

---

---

HORIZON FUNDING II, LLC
Asset Backed Notes

---

THIS SECOND SUPPLEMENTAL INDENTURE, dated as of September 2, 2026 (as amended, modified, restated, supplemented and/or waived from time to time, this “Second Supplemental Indenture”), is by and between HORIZON FUNDING II, LLC, a Delaware limited liability company, as the issuer (together with its successors and assigns, the “Issuer”) and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, (“U.S. Bank”) not in its individual capacity, but solely in its capacity as the trustee (together with its successors and assigns, in such capacity, the “Trustee”).

Each party hereto agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Notes.

…

SECOND AMENDED AND RESTATED NOTE FUNDING AGREEMENT
Between

HORIZON FUNDING II, LLC,

as Issuer,

and

TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF AMERICA,

PACIFIC LIFE INSURANCE COMPANY

and

THE LINCOLN NATIONAL LIFE INSURANCE COMPANY

as the Initial Purchasers

dated as of September 2, 2026

---

TABLE OF CONTENTS

		Page

…

EXECUTION VERSION

ANNEX A TO SECONDTHIRDAMENDMENT AGREEMENT

(Conformed Credit Agreement)

REVOLVING CREDIT AGREEMENT

AGL Private Credit Income Fund,
as the Initial Borrower

the other Borrowers from time to time party hereto,

the General Partners from time to time party hereto,

SOCIETE GENERALE,
as the Administrative Agent, the Letter of Credit Issuer, a Lender and the Sole Lead Arranger

and

the other Lenders from time to time party hereto

October 18, 2024

USActive 62194779.4DOCPROPERTY "DocID" \* MERGEFORMAT USActive 64201697.6

---

TABLE OF CONTENTS

Page

1. DEFINITIONS. 1

1.1 Defined Terms 1

1.2 Construction 5556

1.3 Accounting Terms; Changes in GAAP 5758

1.4 UCC Terms 5758

1.5 References to Agreement and Laws 5758

1.6 Times of Day 5758

1.7 Letter of Credit Amounts 58

1.8 Exchange Rates; Currency Equivalents 58

1.9 Benchmark Exculpation 5859

1.10 Delaware Divisions 5859

2. REVOLVING CREDIT LOANS AND LETTERS OF CREDIT. 5960

2.1 The Commitment 5960

2.2 Revolving Credit Commitment 60

2.3 Manner of Borrowing 6061

2.4 Minimum Loan Amounts 6264

…

LETTER OF INTENT

Party A: TRANSUITE.ORG INC. (hereinafter referred to as “Party A” or “TRSO”)

Registered Address: 732 S 6th St # 4304, Las Vegas, NV 89101, USA

Representative: Mengqing Fan

Party B: Zhongke Haichuang (Fujian) Technology Co., Ltd. (hereinafter referred to as “Party B” or the “Target Company”)

Registered Address: 20th Floor, Building 20, Phase II, Innovation Park, Fuzhou High-Tech Zone, Fujian Province, China

Representative: Chunsen Song

This Letter of Intent (the “Letter of Intent” or this “Agreement”) sets forth the preliminary understanding reached by Party A and Party B with respect to a proposed acquisition transaction (the “Transaction”), pursuant to which Party A (TRSO) will acquire fifty-one percent (51%) of the equity interest in Party B (the Target Company) through the issuance of shares of TRSO common stock, and the execution and implementation of the definitive acquisition documents are to be completed by March 31, 2027.

This Letter of Intent was executed on September 2, 2026.

…

EXECUTION COPY

LIMITED CONSENT AND AMENDMENT AGREEMENT

** **

This Limited Consent and Amendment Agreement (the “Agreement”), dated as of September 8, 2026, is by and between SRX Global Inc., a Delaware corporation (the “Company”), and the holder identified on the signature page hereto (the “Holder”).

R E C I T A L S

A. Reference is made to (i) that certain Securities Purchase Agreement, dated as of August 27, 2026 (as amended, the “Securities Purchase Agreement”), by and among the Company and the Holder (in such capacity, the “Buyer”), pursuant to which, among other things, the Buyers purchased 3,579 shares of the Company’s Series C convertible preferred stock, par value $0.001 per share (the “Series C Preferred Stock”), which are convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), for an aggregate purchase price of $2.825 million; and (ii) the Certificate of Designations, filed by the Company with the Secretary of State of the State of Delaware on August 27, 2026, which designated the Series C P

…

** **

REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [__], 2026, is made and entered into by and among Southport Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), and Southport Acquisition Sponsor II LLC, a Delaware limited liability company (the “Sponsor”), Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC (the “Representative”), and the undersigned parties listed under Holder on the signature pages hereto (together with 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

** **

…