Browse EX-10 agreements

THIRD AMENDMENT TO REVOLVING CREDIT AGREEMENT

This THIRD AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of July 15, 2026, is entered into by and among STONEPEAK-PLUS INFRASTRUCTURE FUND MASTER AGGREGATOR LP, a Cayman Islands exempted limited partnership, acting through its general partner, Stonepeak-Plus Infrastructure Fund Associates (CYM) LP, a Cayman Islands exempted limited partnership, itself acting through its general partner, Stonepeak-Plus Infrastructure Fund Cayman Ltd, a Cayman Islands exempted company (the “Borrower”), each of the parties listed on the signature pages hereto as a “Guarantor” (collectively, the “Guarantors”, and each, individually, a “Guarantor”), ING CAPITAL LLC, as the Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”), the Lead Arranger, the Letter of Credit Issuer and a Lender under the Credit Agreement referred to below, and each of the Lenders party hereto.

RECITALS

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TerraVolt Holdings, Inc.

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2021 Equity Incentive Plan

(As amended through June 1, 2026)

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1. Purpose. The purpose of the TerraVolt Holdings, Inc. 2021 Equity Incentive Plan is to further and promote the interests of TerraVolt Holdings, Inc., its Subsidiaries (as defined below) and its stockholders by enabling the Company and its Subsidiaries to attract, retain and motivate employees, directors and consultants, or those who will become employees, directors or consultants, and to align the interests of those individuals and the Company’s stockholders.

2. Certain Definitions. For purposes of the Plan, the following terms shall have the meanings set forth below:

2.1 “Award” means an award or grant made to a Participant under Section 6 or 7 of the Plan.

2.2 “Award Agreement” means the agreement executed by a Participant pursuant to Sections 3.2 and 11.2 of the Plan in connection with the granting of an Award.

2.3 “Board” means the Board of Directors of the Company, as constituted from time to time.

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***CONFIDENTIAL ***

**Execution Version **

HARBOURVEST PRIVATE EQUITY SECONDARIES CAYMAN PARALLEL FUND L.P.

SECOND AMENDED AND RESTATED EXEMPTED LIMITED PARTNERSHIP AGREEMENT

Dated August 10, 2026

THE LIMITED PARTNER INTERESTS (THE “UNITS”) OF HARBOURVEST PRIVATE EQUITY SECONDARIES CAYMAN PARALLEL FUND L.P. HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED FROM TIME TO TIME (THE “SECURITIES ACT”), THE SECURITIES LAWS OF ANY STATE IN THE UNITED STATES OR ANY OTHER APPLICABLE SECURITIES LAWS IN RELIANCE UPON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS. THE UNITS MUST BE ACQUIRED FOR INVESTMENT ONLY AND ARE SUBJECT TO SIGNIFICANT RESTRICTIONS ON TRANSFERABILITY AND MAY NOT BE OFFERED FOR SALE, PLEDGED, CHARGED, HYPOTHECATED, SOLD, ASSIGNED OR TRANSFERRED AT ANY TIME EXCEPT IN COMPLIANCE WITH THE SECURITIES ACT, THE EXEMPTED LIMITED PARTNERSHIP ACT OF THE CAYMAN ISLANDS, ANY APPLICABLE STATE SECURITIES LAWS AND ANY OTHER APPLICABLE SECURITIES LAWS AND THE TERMS AND CONDITIONS OF THIS PARTNERSHIP AGREEMENT.

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*MANAGEMENT AGREEMENT *

This AMENDED AND RESTATED MANAGEMENT AGREEMENT (this “Agreement”) is entered into as of August 10, 2026 among HarbourVest Partners L.P., a Delaware limited partnership (the “Management Company”), HarbourVest GP LLC, a Delaware limited liability company (the “General Partner”), and HarbourVest Private Equity Secondaries Fund L.P., a Delaware limited partnership (the “Partnership”) and amends and restates in its entirety the Management Agreement among the Management Company, the General Partner and the Partnership dated March 13, 2026. All capitalized terms not defined herein shall have the meanings set forth in the Partnership Agreement (defined below).

W I T N E S S E T H:

WHEREAS, the Partnership has been formed to make investments in accordance with the Second Amended and Restated Limited Partnership Agreement of the Partnership, dated as of August 10, 2026, as amended from time to time (the “Partnership Agreement”);

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Execution Version

REVOLVING CREDIT AGREEMENT

dated as of

June 24, 2026

by and among

HSEC HOLDINGS L.P.,

as Borrower,

HARBOURVEST PRIVATE EQUITY SECONDARIES FUND L.P. and HARBOURVEST

PRIVATE EQUITY SECONDARIES CAYMAN PARALLEL FUND L.P.,

as the Parents,

THE OTHER GUARANTORS FROM TIME TO TIME PARTY HERETO,

JPMORGAN CHASE BANK, N.A.,

as the Administrative Agent, Documentation Agent, Lender and Sole Lead Arranger,

and

THE OTHER LENDERS FROM TIME TO TIME PARTY HERETO

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LOAN EXTENSION AGREEMENT

1.	**THE PARTIES. **This Loan Extension Agreement (“Agreement”) made August 3, 2026 between:

	Borrower/Issuer:	NovelStem International Corp., with a mailing address of 7740 Cavern Lane, Suite 100, Parkland FL 33067 (“Borrower or Issuer”) and

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LOAN EXTENSION AGREEMENT

1.	**THE PARTIES. **This Loan Extension Agreement (“Agreement”) made August 3, 2026 between:

	Borrower/Issuer:	NovelStem International Corp., with a mailing address of 7740 Cavern Lane, Suite 100, Parkland FL 33067 (“Borrower or Issuer”) and

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LOAN EXTENSION AGREEMENT

1.	**THE PARTIES. **This Loan Extension Agreement (“Agreement”) made August 3, 2026 between:

	Borrower/Issuer:	NovelStem International Corp., with a mailing address of 7740 Cavern Lane, Suite 100, Parkland FL 33067 (“Borrower or Issuer”) and

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Exhibit 10.2

May 6, 2026

PERSONAL AND CONFIDENTIAL

Jeannine Lynch

Re:          Separation Agreement

Dear Jeannine:

This letter will service as a written “notice of termination” pursuant to Section 9.4(iv) of the Employment Agreement between the Lifeward, Inc. f/k/a ReWalk Robotics, Inc. (the “Company”) and you (the “Employment Agreement”).  Your employment with the Company will terminate, effective as of May 3, 2026 (such date, the “Separation Date”).

The Company is also proposing an agreement with you, with the purpose of establishing an amicable arrangement for ending your employment relationship (the “Agreement”).  Regardless of whether you sign the Agreement, each of the below will apply.

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