Browse EX-10 agreements

**AMENDED AND RESTATED INTERCREDITOR AGREEMENT **

This AMENDED AND RESTATED INTERCREDITOR AGREEMENT (this “Agreement”) dated as of July 28, 2026 by and among, SCE Recovery Funding LLC, a Delaware limited liability company (the “Issuer”), The Bank of New York Mellon Trust Company, N.A., a national banking association, in its capacity as indenture trustee (including any successor in such capacity, the “Initial Trustee”) under the Initial Indenture referred to below, Southern California Edison Company, in its capacity as the seller and initial servicer of the Initial Recovery Property referred to below (including any successor in such capacity, the “Initial Seller” and “Initial Servicer”, respectively), The Bank of New York Mellon Trust Company, N.A., a national banking association, in its capacity as indenture trustee (including any successor in such capacity, the “Second Trustee”, under the Second Indenture referred to below), and Southern California Edison Company, in its capacity as the seller and initial servicer of the Second Recovery Property referred to below (inclu

…

**ADMINISTRATION AGREEMENT **

This ADMINISTRATION AGREEMENT, dated as of July 28, 2026 (this “Administration Agreement”), by and between SOUTHERN CALIFORNIA EDISON COMPANY, a California corporation (“SCE”), as administrator (in such capacity, the “Administrator”), and SCE RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms used but not otherwise defined herein shall have the meanings specified in Appendix A attached to the Indenture (as defined below).

***RECITALS ***

WHEREAS, the Issuer is issuing Recovery Bonds pursuant to that certain Indenture, dated as of the date hereof (including Appendix A thereto, the “Indenture”), by and between the Issuer and The Bank of New York Mellon Trust Company, N.A., a national banking association, in its capacity as indenture trustee (the “Indenture Trustee”) and in its separate capacity as a securities intermediary (the “Securities Intermediary”), as the same may be amended, restated, supplemented or otherwise modified from time to time, and the Series Supplement;

…

YARROW BIOSCIENCE, INC.
2026 EMPLOYEE STOCK PURCHASE PLAN

	1.	Purpose

The purpose of this Yarrow Bioscience, Inc. 2026 Employee Stock Purchase Plan (the “Plan”) is to provide employees of the Company and its Designated Subsidiaries with an opportunity to purchase Common Stock through accumulated Contributions. The Company’s intention is to have the Plan qualify as an “employee stock purchase plan” under Section 423 of the Code. The provisions of the Plan, accordingly, will be construed to extend and limit Plan participation in a uniform and nondiscriminatory basis consistent with the requirements of Section 423 of the Code.

	2.	Definitions.

As used in the Plan, the following terms shall have the meanings set forth below:

…

YARROW BIOSCIENCE, INC.

2026 STOCK INCENTIVE PLAN

	1.	Purpose

The purpose of this Yarrow Bioscience, Inc. 2026 Stock Incentive Plan (the “Plan”) is to promote and closely align the interests of employees, officers, non-employee directors and other individual service providers of Yarrow Bioscience, Inc. and its stockholders by providing stock-based compensation and other performance-based compensation. The objectives of the Plan are to attract and retain the best available employees, officers, non-employee directors and other individual service providers for positions of substantial responsibility and to motivate Participants to optimize the profitability and growth of the Company through incentives that are consistent with the Company’s goals and that link the personal interests of Participants to those of the Company’s stockholders. The Plan provides for the grant of Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units and Other Stock-Based Awards and for Incentive Bon

…

July 27, 2026

Rachael Alford

[***]

Re: Amended and Restated Offer of Employment

Dear Rachael:

On behalf of Yarrow Bioscience, Inc. (f/k/a VYNE Therapeutics, Inc.) (the “Company”), we are very pleased to offer you continued employment as the Chief Operating Officer of the Company (“COO”) pursuant to this letter agreement (the “Agreement”). This Agreement will amend and restate the December 15, 2025 letter agreement between you and the Company, provided you accept such offer as indicated by your signature below, to be effective as of July 27, 2026 (the “Effective Date”).

1.             Positions. As COO, you will report to the Chief Executive Officer of the Company (“CEO”) and you shall have all duties, authorities, and responsibilities customarily associated with the COO position. This is a full-time employment position. It is understood and agreed that you will not engage in any other employment, consulting or other business activities (whether full-time or part-time), except as expressly authorized in writing by the Company.

…

July 27, 2026

Rebecca Frey

[***]

Re: Amended and Restated Offer of Employment

Dear Rebecca:

On behalf of Yarrow Bioscience, Inc. (f/k/a VYNE Therapeutics, Inc.) (the “Company”), we are very pleased to offer you continued employment as the Chief Executive Officer of the Company (“CEO”) pursuant to this letter agreement (the “Agreement”). This Agreement will amend and restate the January 6, 2026 letter agreement between you and the Company, provided you accept such offer as indicated by your signature below, to be effective as of July 27, 2026 (the “Effective Date”).

1.             Positions.

(a)             As CEO, you will report to the Board of Directors (the “Board”) of the Company, and you shall have all duties, authorities, and responsibilities customarily associated with the CEO position. This is a full-time employment position. It is understood and agreed that you will not engage in any other employment, consulting or other business activities (whether full-time or part-time), except as expressly authorized in writing by the Company.

…

** **

Execution Version

** **

INDEMNIFICATION AGREEMENT

This Agreement, made and entered into effective as of July 22, 2026 (“Agreement”), by and between Charlton Aria Acquisition Corporation, a Cayman Islands exempted company (“Company”), and the undersigned indemnitee (“Indemnitee”).

WHEREAS, the adoption of the Sarbanes-Oxley Act of 2002 and other laws, rules and regulations being promulgated have increased the potential for liability of officers and directors; and

WHEREAS, the board of directors of the Company (“Board”) has determined that the ability to attract and retain such persons is in the best interests of the Company’s shareholders; and

WHEREAS, it is reasonable, prudent and necessary for the Company to obligate itself contractually to indemnify, hold harmless, exonerate and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that such persons will serve or continue to serve the Company free from undue concern that they will not be adequately indemnified; and

…

Charlton Aria Acquisition Corporation

Board of Director Officer Letter

** **

July 22, 2026

Dear [      ],

On behalf of Charlton Aria Acquisition Corporation, a Cayman Islands exempted company (the “Company”), I am pleased to invite you to join the Company’s Board of Directors (the “Board”), effective as of the date hereof (the “Effective Date”). You will serve as a director from the Effective Date until the date upon which you are not re-elected or your earlier removal or resignation.

In consideration of your service on the Board and subject to approval by the Board, you will receive the compensation set forth in Schedule I attached hereto.

…

** **

---

** **

CHARLTON ARIA ACQUISITION CORPORATION

PO Box 309, Ugland House

Grand Cayman KY1-1104, Cayman Islands

July 22, 2026

Paul Strickland

120 State Ave Ne, Ste 1014,

Olympia, WA 98501

Dear Mr. Strickland,

Charlton Aria Acquisition Corporation, a Cayman Islands exempted company (the “Company”), is pleased to offer you a position as Chief Financial Officer and a member of the board of directors of the Company (the “Board”). We believe your background and experience will be a significant asset to the Company and we look forward to your service as Chief Financial Officer. Should you choose to accept the position as Chief Financial Officer (the “Office”), this letter agreement (the “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. Capitalized terms used but not defined herein shall have the meanings set forth in the Company’s Memorandum and Articles of Association (the “Memorandum and Articles”).

…

---

\	\
Scheme Implementation Deed
\

Scheme Implementation Deed

---

Contents

Table of contents

…

SHARES ISSUANCE AGREEMENT

This SHARES ISSUANCE AGREEMENT (this “Agreement”), dated as of July 22, 2026 (the “Effective Date”), is by and among LiveOne, Inc., a Delaware corporation (“LiveOne”), and Slacker, Inc., a Delaware corporation (“Slacker”), each with offices at 269 South Beverly Drive, Suite 1450, Beverly Hills, CA 90212, United States of America, on the one hand, and Music Story SAS (“Music Story”), a company incorporated under the laws of France with offices at 14 rue du Carrousel, 59650 Villeneuve d’Ascq, France, on the other hand. Capitalized terms that are used but not defined in this Agreement shall have the meanings accorded to them in the Subject Agreement (as defined below).

** **

RECITALS

A. Music Story is entitled to certain fees from LiveOne due under the Metadata license and service agreement, dated and effective as of February 24, 2022 (the “Subject Agreement”), entered into between the parties hereto.

…

Note: Certain portions of this exhibit (marked with [***]) have been omitted in accordance with Item 601(b)(10)(iv) of Regulation S-K because they are both (i) not material and (ii) the type of information that the Company customarily and actually treats as private or confidential.

Mojave Water Bank Project

Northern Pipeline Facilities

Construction

CONSTRUCTION

MANAGEMENT AT-RISK

(CMAR)

Amended Agreement

Mojave Groundwater Bank
NPL – Pump Stations

CONTENTS

…