Browse EX-10 agreements

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CONVERTIBLE NOTE

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$500,000	August 12, 2026

For value received, the undersigned hereby promises to pay to Nicholas R. Liuzza, Jr. (the “Creditor”), on order, at 79 Wapping Road, Portsmouth, RI 02871, the principal sum of Five Hundred Thousand Dollars ($500,000).

This Promissory Note shall automatically convert into shares of the common stock of Beeline Holdings, Inc. at 4:00 p.m. Eastern Time on August 19, 2026 at the higher per share price of $1.50 or (ii) the average of the 5-day VWAP (using regular trading hours). No principal is due or payable prior to such conversion. For purposes of the Promissory Note, “VWAP” means, for any date, the daily volume weighted average price of the common stock for such date (or the nearest preceding date) on the Nasdaq Capital Market as reported by Bloomberg L.P. (based on a trading day from 9:30 a.m. (New York, N.Y. time) to 4:02 p.m. (New York, N.Y. time)).

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THE ISSUANCE AND SALE OF THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR OTHER APPLICABLE SECURITIES LAWS. THIS NOTE MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN OPINION OF COUNSEL TO THE HOLDER (IF REQUESTED BY THE COMPANY), IN A FORM REASONABLY ACCEPTABLE TO THE COMPANY, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR (II) UNLESS SOLD OR ELIGIBLE TO BE SOLD PURSUANT TO RULE 144 OR RULE 144A UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE, INCLUDING SECTION 7(a) HEREOF.

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ORIGINAL INTEREST DISCOUNT Promissory note

BEELINE HOLDINGS, INC.

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May 14, 2026

M3-Brigade Acquisition VI Corp.

1700 Broadway, 19th Floor

New York, NY 10019

Re: Appointment of Director

Ladies and Gentlemen:

This letter (this “Letter Agreement”) is being delivered to you in connection with undersigned’s appointment as a director of M3-Brigade Acquisition VI Corp., a Cayman Islands exempted company (the “Company”). Reference is made to the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between the Company and Cantor Fitzgerald & Co., 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 34,500,000 of the Company’s units (including up to 4,500,000 units that were purchased to cover over-allotments) (the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one- third of one redeemable warrant. Each whole warrant (each, a “Warrant”) entitles the holder thereof to

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INDEMNITY AGREEMENT

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THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of May 14, 2026, by and between M3-Brigade Acquisition VI Corp., a Cayman Islands exempted company (the “Company”), and Michael Neruda (“Indemnitee”).****

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RECITALS

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WHEREAS, 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 against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of such corporations;

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WHEREAS, the board of directors of the Company (the “Board”) has determined that, in order to attract and retain qualified individuals, the Company will attempt to maintain on an ongoing basis, at its sole expense, liability insurance to protect persons serving the Company and its subsidiaries, if any, from certain liabilities;

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of July 2, 2026, between Nomadar Corp., a Delaware corporation (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, (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”), including Section 4(a)(2) thereof, Regulation D and/or Regulation S promulgated thereunder, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, the Shares (as defined below), as more fully described in this Agreement; and

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POLOMAR HEALTH SERVICES, INC.

2026 EQUITY AND INCENTIVE COMPENSATION PLAN

(As Amended and Restated Effective July 1, 2026)

RECITALS:

This Plan was originally adopted as the Trustfeed Corp. 2024 Equity and Incentive Compensation Plan by the Board (as defined herein) on July 11, 2024, and approved by the Stockholders of the Company (as defined herein) on July 11, 2024. Following the change of the Company’s name to Polomar Health Services, Inc., the Plan was renamed the Polomar Health Services, Inc. 2026 Equity and Incentive Compensation Plan and was amended and restated by the Board effective July 1, 2026.

1. Purpose. The purpose of this Plan is to attract and retain officers, Non-Employee Directors, consultants, independent contractors and other key employees of the Company and its Subsidiaries and to provide to such persons incentives and rewards for performance.

2. Definitions. As used in this Plan:

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CERTAIN INFORMATION CONTAINED IN THIS DOCUMENT HAS BEEN EXCLUDED AND REPLACED BY [**] BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

AMENDMENT 2 TO

**COUNTERFEIT DETERRENCE SYSTEM **

DEVELOPMENT AND LICENSE AGREEMENT

This AMENDMENT 2 TO COUNTERFEIT DETERRENCE SYSTEM DEVELOPMENT AND LICENSE AGREEMENT (the “Amendment”), effective as of the date of the last signature below (the “Effective Date”), is between DMRC LLC, an Oregon limited liability company, d/b/a Digimarc, having its principal place of business at 8500 SW Creekside Place, Beaverton, Oregon 97008, USA, and the Bank for International Settlements, created pursuant to The Hague Agreements of January 1930, having its head office at Centralbahnplatz 2, CH-4051 Basel, Switzerland.

The parties entered a Counterfeit Deterrence System Development and License Agreement on January 1, 2013 (as amended on January 1, 2023, the “Agreement”); and

The parties desire to amend the Agreement.

The parties therefore agree as follows:

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CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

LICENSE AND SUPPLY AGREEMENT

This License and Supply Agreement (the “Agreement”), dated as of May 14th, 2026 (“Effective Date”), is by and between:

PLASTIAPE S.p.A., organized and existing under the laws of Italy, registered with the Trade Register of Lecco under number 00231050139 with offices at via 1° Maggio, 8, I-23875 Osnago, Italy, duly represented by its Managing Director, Mr. Alfredo Masuello (the “Supplier”); and

ORPHAI THERAPEUTICS, Inc, organized and existing under the laws of Delaware, having a principal place of business at 530 Old Whitfield Street, Guilford, Connecticut 06437, duly represented by its Chief Financial Officer, Mr. Paul Boni (the “Customer”).

Supplier and Customer may be referred to individually as “Party” and collectively as “Parties”.

PREAMBLE



Supplier is engaged in the design, manufacture and supply of inhalation devices.

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Transaction Award Agreement

This Transaction Award Agreement (the “Agreement”) is entered into as of the 4th day of May, 2026, by and between Vaso Corporation (the “Company”) and Peter Castle (“Executive”), President and CEO of NetWolves, LLC (“NetWolves”).

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BACKGROUND

The Company is considering a potential transaction (the “Transaction”) in which the Company would sell NetWolves, its wholly-owned subsidiary, or Netwolves’ assets to, and NetWolves would be acquired by, CS Investments Holdco, LLC or an affiliate (the “Purchaser”). The Executive is expected to play an important role in the process leading up to the Transaction and the success of the Transaction. Thus, in consideration of Executive’s expected role in connection with the possible Transaction, and upon satisfaction of the terms and conditions set forth herein, the Company agrees to pay to Executive the Transaction Award (defined below).

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Amendment to
Transaction Award Agreement

This Amendment to Transaction Award Agreement (the “Agreement”) is entered into effective as of July 10, 2026, by and between Vaso Corporation (the “Company”) and Peter Castle (“Executive”), President and CEO of NetWolves, LLC (“NetWolves”).

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BACKGROUND

The parties entered into that certain Transaction Award Agreement on May 4, 2026 (the “Agreement”). The parties desire to extend the Deadline provided for in the Agreement.

Now therefore, intending to be legally bound hereby, the parties agree as follows:

1. Section 1(a) of the Agreement is hereby amended and restated, in its entirety, as follows:

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CURIS, INC

Notice of Grant and Restricted Stock Unit Agreement

Curis, Inc. (the “Company”) hereby grants you the following restricted stock units (“RSUs”) pursuant to the CURIS INC. 2026 Incentive Plan (as amended, the “Plan”). The terms and conditions attached hereto are also a part hereof.

Notice of Grant

Name of recipient (the “Participant”):					[[FIRSTNAME]] [[LASTNAME]]
Number of RSUs granted:					[[SHARESGRANTED]]
Date of Grant:					[[GRANTDATE]]

This grant of RSUs satisfies in full all commitments that the Company has to the Participant with respect to the issuance of the RSUs.

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