Browse EX-10 agreements

REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [●]th day of [●], 2026, by and among New Iceland Arctic Acquisition Corp., a Cayman Islands exempted company (the “Company”), New Iceland Arctic Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), Chardan Capital Markets, LLC (“Chardan”), and the undersigned parties listed under Investors on the signature page hereto (each, a “Holder” and collectively, the “Holders”).

RECITALS

…

PRIVATE PLACEMENT UNIT PURCHASE AGREEMENT

This PRIVATE PLACEMENT UNIT PURCHASE AGREEMENT (this “Agreement”) is made as of the [●] day of [●] 2026, by and between New Iceland Arctic Acquisition Corp., a Cayman Islands exempted company (the “Company”), having its principal place of business at 1300 Jackson Street, Suite 100, Golden, CO 80401, and New Iceland Arctic Acquisition Sponsor LLC, a Cayman Islands limited liability company (the “Purchaser”).

…

INVESTMENT MANAGEMENT TRUST AGREEMENT

This Investment Management Trust Agreement (this “Agreement”) is made effective as of __________, 2026 by and between New Iceland Arctic Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1 (File No. 333-_______) (the “Registration Statement”), including a prospectus (the “Prospectus”) for the initial public offering of the Company’s units (the “Units”), each of which consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), one half of one redeemable public warrant, each whole public warrant entitling the holder thereof to purchase one Ordinary Share, and one right to receive one-fifth of one Class A ordinary share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commiss

…

** **

---

** **

---

** **

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of ______, 2026, between Laser Photonics Corporation, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act (as defined below), the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

ARTICLE I.
DEFINITIONS

…

LOCK-UP AGREEMENT

______, 2026

H.C. Wainwright & Co., LLC,

as placement agent in the Offering (as defined below)

	Re:	Offering (as defined below) by Laser Photonics Corporation (the “Company”)

Ladies and Gentlemen:

The undersigned irrevocably agrees with the Company that, from the date hereof until thirty (30) days following the closing of the Company’s offering of registered securities pursuant to an effective registration statement on Form S-1 (File No. 333-____) (the “Offering”) (such period, the “Restriction Period”) for which Offering H.C. Wainwright & Co., LLC (the “Placement Agent”) is acting as exclusive placement agent of the Company, the undersigned will not offer, sell, contract to sell, hypothecate, pledge or otherwise dispose of (or enter into any transaction which is designed to, or might reasonably be expected to, result in the disposition (whether by ac

…

Transition and Separation Agreement and General Release This Transition and Separation Agreement and General Release and Exhibits (collectively, the “Agreement”) is entered into between David Vice, ChargePoint, Inc. (the “Company”), a wholly-owned subsidiary of ChargePoint Holdings, Inc. (“Parent”), and Parent. This Agreement concerns the terms of your transition and separation from employment and offers you certain benefits to which you would not otherwise be entitled, conditioned upon your provision of an effective general release of claims and covenant not to sue as provided below. If you agree to the terms outlined here, please sign and return this Agreement to me in the timeframe outlined below. 1. Transition and Separation from Employment: Effective as of July 28, 2026 (the “Transition Date”), you will resign from your position as Chief Revenue Officer of the Company and will be relieved of all duties with respect to the Company and Parent, except as otherwise set forth herein. For the entire period between the Transition Date and November 30, 2026 (the “Separation Date,” and s

…

---

**

*Exhibit 10.1
*

*
*

FIRST AMENDMENT TO PROMISSORY NOTE

This First Amendment to Promissory Note (this “Agreement”) is made as of August 31, 2026, by and between PDS BIOTECHNOLOGY CORPORATION, a Delaware corporation (the “Company”), and YA II PN, LTD. (“Holder”).

RECITALS

A.        The Company and Holder are parties to that certain Promissory Note made by the Company in favor Holder, issued as of June 15, 2026 (as amended, supplemented or otherwise modified from time to time, the “Note”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Note.

B.        The Company has requested that Holder make certain amendments to the Note as more fully described herein and, subject to the express terms and conditions set forth herein, Holder has agreed to Company’s requests.

NOW, THEREFORE, in consideration of the foregoing premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each party hereto, the parties hereby agree as follows:

…

** **

AMENDMENT NUMBER 1 TO
AGREEMENT AND PLAN OF MERGER

This Amendment to Agreement and Plan of Merger (this “Amendment”) is made and entered into as of September 1, 2026, amends that certain Agreement and Plan of Merger (as amended or modified from time to time in accordance with the terms thereof, the “Merger Agreement”), dated as of May 20, 2026 by and among Greenland Mines Ltd, a Delaware corporation (“Purchaser”), Greenland Rare Earths Corp., a Delaware corporation (“Merger Sub”), Neo North Star Resources, Inc, a Delaware corporation (“Neo”), the stockholders of Neo set forth on Schedule A thereto, and Lazaros Nikeas, a resident of Connecticut, as the representative of the stockholders of Neo (the “Neo Stockholder Representative”). Capitalized terms used herein, but not otherwise defined herein, shall have the same meanings ascribed to such terms in the Merger Agreement.

WHEREAS, the Parties desire to amend the Merger Agreement on the terms and conditions set forth in this Amendment pursuant to Section 6.4 of the Merger Agreement.

…

**LEASE AGREEMENT **

THIS LEASE AGREEMENT (this “Lease”) is made this 15th day of September, 2020, between ARE-SD REGION NO. 31, LLC, a Delaware limited liability company (“Landlord”), and **ADARx PHARMACEUTICALS, INC., **a Delaware corporation (“Tenant”).

Building:		5871 Oberlin Drive, San Diego, California

…

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

**Collaboration and License Option Agreement **

**Between **

**ADARx Pharmaceuticals, Inc. **

**and **

**The Puerto Rico Branch of AbbVie Biotechnology Ltd **

**Dated as of May 9, 2025 **

---

***TABLE OF CONTENTS ***

…

**SEPARATION AGREEMENT AND RELEASE **

This Separation Agreement and Release (“Agreement”) is made by and between Ajim Tamboli (“Employee”) and ADARx Pharmaceuticals, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”).

**RECITALS **

WHEREAS, Employee was employed by the Company;

WHEREAS, Employee signed an offer letter with the Company on July 11, 2024 (the “Offer Letter”); WHEREAS, Employee signed an Employee Confidential Information and Invention Assignment

Agreement with the Company effective as of July 8, 2024 (the “Confidentiality Agreement”);

WHEREAS, the Company and Employee have entered into a Stock Option Agreement, dated July 31, 2024, granting Employee the option to purchase 955,614 shares of the Company’s common stock (the “Option”) subject to the terms and conditions of the Company’s 2020 Equity Incentive Plan and the Stock Option Agreement (collectively the “Stock Agreements”);

WHEREAS, the Company terminated Employee’s employment with the Company effective December 12, 2025 (the “Separation Date”); and

…