Browse EX-10 agreements

Preamble X Capital I, a series of Preamble X Capital LLC

CONFIDENTIAL SERIES LLC PACKET

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TABLE OF CONTENTS

Fund Definitions		2
Member Information Sheet to Subscription Agreement		7
	Relevant disclaimers	8
Schedule A: Fund Private Placement Memorandum		9
Schedule B: Operating Agreement		78
Schedule C: Fund Subscription Agreement		135

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**SECOND AMENDMENT TO MEMBER INTEREST AND **

**ASSET EXCHANGE AGREEMENT **

THIS SECOND AMENDMENT TO MEMBER INTEREST AND ASSET EXCHANGE AGREEMENT (this “Second Amendment”) is dated as of the 7th day of July, 2026, by and among Transportation and Logistics Systems, Inc., a Nevada corporation (“TLSS”), TLSS Acquisition, Inc., a Delaware corporation and a wholly-owned subsidiary of TLSS (“TA”), TLSS Reverse PGS, LLC, a Texas limited liability company, a wholly-owned subsidiary of TA (“Reverse”), Badcer Ops, Inc., a Nevada corporation (“Seller”), Jeff Badders (“Badders”) and Mercer Street Global Opportunity Fund, LLC (“Mercer” and with Badders, collectively, the “Seller Shareholders”), Patriot Glass Solutions, LLC, a Texas limited liability company (“PGS”) and Michael Wanke (“Wanke”), the twenty (20%) percent owner and the sole Manager of PGS, of which the Seller is an eighty (80%) percent owner. Each of the parties to this Second Amendment is individually referred to herein as a “Party” and collectively, as the “Parties.” Capitalized terms utilized herein shall have t

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**Execution Version **

**AMENDMENT NO. 8 TO CREDIT AND GUARANTY AGREEMENT **dated as of July 10, 2026 (this “Amendment”) among Dana Incorporated, a Delaware corporation (the “Borrower” or “Dana”), the guarantors listed on the signature pages hereto (the “Guarantors”), Citibank, N.A., as administrative agent and collateral agent (in such capacities, respectively, the “Administrative Agent” and “Collateral Agent”) and the other Lenders party hereto.

**PRELIMINARY STATEMENTS: **

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[AMENDED AND RESTATED] SEVERANCE AND

CHANGE IN CONTROL AGREEMENT

THIS [AMENDED AND RESTATED] SEVERANCE AND CHANGE IN CONTROL AGREEMENT(“Agreement”) is made by and between [KBR Technical Services, Inc.], a [Delaware corporation] (“Employer”), KBR, Inc., a Delaware corporation and parent company of Employer (“Company”), and _______________ (“Executive”).

W I T N E S S E T H:

[WHEREAS, Company, Employer and Executive are parties to a Severance and Change in Control Agreement dated as of ______________ (the “Original Agreement”), that provides Executive (i) severance termination benefits (prior to a change in control), (ii) change in control termination (double-trigger) benefits (on or after a change in control), and (iii) death, disability and retirement benefits (prior to, on, or after a change in control) on the terms and conditions, and for the consideration, set forth in the Original Agreement;

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AMENDED AND RESTATED SEVERANCE AND

CHANGE IN CONTROL AGREEMENT

THIS AMENDED AND RESTATED SEVERANCE AND CHANGE IN CONTROL AGREEMENT(“Agreement”) is made by and between KBR Wyle Services, LLC, a Delaware limited liability company (“Employer”), KBR, Inc., a Delaware corporation and parent company of Employer (“Company”), and Sonia Galindo (“Executive”).

W I T N E S S E T H:

WHEREAS, Company, KBR Technical Services, Inc. (“Prior Employer”), and Executive executed a Severance and Change in Control Agreement dated as of November 1, 2021 (the “Original Agreement”), that provides Executive (i) severance termination benefits (prior to a change in control), (ii) change in control termination (double-trigger) benefits (on or after a change in control), and (iii) death, disability and retirement benefits (prior to, on, or after a change in control) on the terms and conditions, and for the consideration, set forth in the Original Agreement.

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Exhibit ** 10.1**

AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT

DATED AS OF JULY 9, 2026

AMONG

FARADAY FUTURE INTELLIGENT ELECTRIC INC.

as the Issuer

and

THE PURCHASERS

FROM TIME TO TIME PARTY HERETO

ANNEXES, EXHIBITS AND SCHEDULES

ANNEXES
Annex A	-	Definitions
Annex B	-	Commitment Annex

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WARRANT TERMINATION AGREEMENT

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THIS WARRANT TERMINATION AGREEMENT, dated as of July [    ], 2026 (this “Agreement”), is by and between Faraday Future Intelligent Electric Inc., a Delaware corporation (the “Company”), and the signatory party hereto (the “Holder”).

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RECITALS

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WHEREAS, on [ ], the Company entered into a securities purchase agreement (the “SPA”) with the investors party thereto (each, a “Investor” and collectively, the “Investors”), pursuant to which the Company issued to each Investor warrants (the “Warrants”) to purchase shares of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”). The number of outstanding Warrants currently held by the Holder are further described on Schedule A hereto;

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WHEREAS, the Company and the Holder have agreed to irrevocably terminate the Warrants set forth on Schedule B hereto.

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AGREEMENT

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Exhibit 10.4

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CONSULTING AGREEMENT

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THIS CONSULTING AGREEMENT(this “Agreement”) is made this 1st day of July 2026, by and between Nu-Med Plus, Inc., a Utah corporation (the “Company”), The Interim Opportunity Fund LLC,  a New York limited liability company (the “Consultant”), and William Hayde, an individual (the “Chairman”) (each of the Company, Consultant, and Chairman are referred to herein as a “Party”, and collectively referred to herein as the “Parties”).

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WITNESSETH:

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WHEREAS, the Company desires to obtain the services of Consultant, and Consultant desires to provide consulting services to the Company upon the terms and conditions hereinafter set forth.

WHEREAS, the Consultant will direct the Chairman to provide the services of Chairman to the Company throughout the term in order to fulfil its obligations hereunder.

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Exhibit 10.5

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CONSULTING AGREEMENT

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THIS CONSULTING AGREEMENT(this “Agreement”) is made this 1st day of July 2026, by and between Nu-Med Plus, Inc., a Utah corporation (the “Company”), and Keith Merrell, an individual (the “Consultant”) (each of the Company, Consultant, and CFO are referred to herein as a “Party”, and collectively referred to herein as the “Parties”).

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WITNESSETH:

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WHEREAS, the Company desires to obtain the services of Consultant, and Consultant desires to provide consulting services to the Company upon the terms and conditions hereinafter set forth.

WHEREAS, the Consultant will direct the CFO to provide the services of Chief Financial Officer to the Company throughout the term in order to fulfil its obligations hereunder.

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NOW, THEREFORE, in consideration of the premises, the agreements herein contained and other good and valuable consideration, receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as of the Effective Date as follows:

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Exhibit 10.2

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is entered into as of the ___ day of July, 2026 by and among Nu-Med Plus, Inc., a Utah corporation (the “Company”), and the persons executing this Agreement listed on the signature page hereto under the heading “Series A Shareholders” (each, a “Series A Shareholder” and collectively, the “Series A Shareholders”).

This Agreement is made pursuant to the Share Exchange Agreement, dated as of even date herewith, between the Company and the Series A Shareholders (the “Share Exchange Agreement”).

The Company and the Series A Shareholders hereby agree as follows:

1. Definitions. Capitalized terms used and not otherwise defined herein that are defined in the Share Exchange Agreement shall have the meanings given such terms in the Share Exchange Agreement.** **As used in this Agreement, the following terms shall have the following meanings:

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Exhibit 10.3

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VOTING AGREEMENT

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THIS VOTING AGREEMENT, dated July 9, 2026 and effective July 8, 2026 (the “Effective Date”) (this “Agreement”), is made by and among the person(s) executing this Agreement listed on the signature page hereto under the heading “Avid Gold Stockholders” (referred to as the “Avid Gold Stockholders”), and stockholders of Nu-Med Plus., Inc., a Utah corporation (the “Company”) who execute this Agreement (collectively, the “Majority Stockholders”).

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RECITALS

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WHEREAS, as a required term and condition of that certain share exchange agreement (the “Exchange Agreement”), by and between the Company, Avid Gold Ltd, a limited company registered under the laws of England and Wales (“Avid Gold”), and the Avid Gold Stockholders, is that the Majority Stockholders enter into this Agreement; and

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**Amendment No. 1 to the Team, Inc. **

**Corporate Executive Officer Compensation and Benefits Continuation Policy **

THIS AMENDMENT NO. 1 to the Team, Inc. Corporate Executive Officer Compensation and Benefits Continuation Policy as amended and restated February 9, 2022 (the “Policy”) is approved by the Board of Directors of Team, Inc., a corporation organized under the laws of Delaware (the “Company”), effective as of July 7, 2026.

WHEREAS, the Company previously established the Policy; and

WHEREAS, the Company now desires to amend the Policy to reduce the benefits payable for a Separation from Service or a Termination of Employment related to a Change in Control, as those terms are defined in the Policy.

NOW, THEREFORE, the Policy is hereby amended, as follows:

All references in Section III of the Policy to time periods of longer than 24 months for supplemental salary payments or supplemental compensation are hereby replaced with a time period of 24 months.

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