Browse EX-10 agreements

INDEMNITY AGREEMENT

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 2026, by and between Freedom Metals Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).

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RECITALS

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WHEREAS, highly competent persons have become more reluctant to serve publicly-held companies 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 companies;

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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 (as defined below) from certain liabilities;

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Exhibit 10.1

MUTUAL TERMINATION AGREEMENT

DEVVSTREAM HOLDINGS, INC. and KARBON-X CORP.

CARBON CREDIT FORWARD PURCHASE AGREEMENT

This Mutual Termination Agreement (this “Termination Agreement”) is entered into as of May 29, 2026 (the “Termination Date”) between Karbon-X Corp., a corporation organized under the laws of Canada (“KARX”), and DevvStream Holdings, Inc. (as predecessor to DevvStream Corp., “DEVV”, and together with KARX, the “Parties”).

RECITALS

A.          The Parties entered into that certain Carbon Credit Forward Purchase Agreement dated October 28, 2024 (the “Agreement”), pursuant to which KARX agreed to sell and deliver to DEVV certain CDR Global Artisan C-Sink or Industrial C-Sink verified greenhouse gas offset or carbon credits (the “C-Sink Credits”) according to the delivery schedule set forth in Schedule A to the Agreement, for an aggregate purchase price of USD $2,892,000 at USD $120.00 per unit.

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Exhibit 10.1

Execution Version

REGISTRATION RIGHTS AND LOCK-UP AGREEMENT

This Registration Rights and Lock-Up Agreement (this “Agreement”) is made and entered into effective as of July 8, 2026 (the “Effective Date”), by and among Bed Bath & Beyond, Inc., a Delaware corporation (the “Corporation”), each Person (as defined herein) listed under the header “Initial Holders” on the signature pages hereto (each, an “Initial Holder” and, collectively, the “Initial Holders”) and each Person who becomes a party to this Agreement by entering into a joinder agreement in the form attached hereto as Exhibit A.

RECITALS

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Execution Version

FOURTH AMENDED AND RESTATED SENIOR SECURED
REVOLVING CREDIT AGREEMENT

dated as of

July 2, 2026

among

GOLUB CAPITAL BDC, INC.,
as Borrower

The LENDERS Party Hereto

and

JPMORGAN CHASE BANK, N.A.
as Administrative Agent and
as Collateral Agent

$ 1,997,500,000

__________________

MUFG BANK, LTD.,

SUMITOMO MITSUI BANKING CORPORATION,

TRUIST BANK, and

WELLS FARGO SECURITIES, LLC

as Syndication Agents

JPMORGAN CHASE BANK, N.A.,
MUFG BANK, LTD.,

SUMITOMO MITSUI BANKING CORPORATION

TRUIST SECURITIES, INC., and

WELLS FARGO SECURITIES, LLC

as Joint Bookrunners and Joint Lead Arrangers

TABLE OF CONTENTS

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BY HAND or BY E-MAIL

To: Mr. Emmanuel Babeau

Lausanne, July 6, 2026

SEPARATION AGREEMENT (the “Agreement”) and RELEASE

Dear Emmanuel,

We refer to the discussion you have had with representatives of PMI Management Sàrl (the “Company”), during which you were informed of the Company’s decision to end your employment with the Company and would like to confirm additional terms and conditions relating to your termination as follows. Such terms and conditions are intended, among other things, to implement the severance terms set forth in the “Termination of Employment” section of the Employment Agreement, effective May 1, 2020, between you and Philip Morris Products S.A., as amended (the “Employment Contract”). To the extent any provision of this Agreement is inconsistent or in conflict with any term or provision of the Employment Contract, this Agreement shall govern.

1.    Definitions

In this Agreement the expressions below shall have the following meanings:

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LIMITED GUARANTY

Limited Guaranty, dated as of July 6, 2026 (this “Limited Guaranty”), by Face Haus LLC, a Delaware limited liability company (the “Guarantor”), in favor of XWELL, Inc., a Delaware corporation (the “Guaranteed Party”).

1.              LIMITED GUARANTY. To induce the Guaranteed Party to enter into the Securities Purchase Agreement, dated as of the date hereof (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”; capitalized terms used but not defined herein shall have the meanings given to such terms in the Purchase Agreement) by and among Express Wellness Group, LLC, a Delaware limited liability company (the “Buyer”), XpresSpa Holdings, LLC a Delaware limited liability company (“XpresSpa”), XpresTest, Inc., a Delaware corporation (“XpresTest” and, together with XpresSpa, each a “Company” and collectively, the “Companies”), and the Guaranteed Party, pursuant to which, subject to the terms and conditions set forth therein, among other things, at the Closing the Buyer will purchase fro

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STOCK PURCHASE AGREEMENT

This STOCK PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of July 6, 2026 (the “Effective Date”), among T3 Defense Inc., a Delaware corporation (“Buyer” or “T3”), Project 35 Ltd., an Israeli corporation (the “Company”), and X S.A. Security and Defense Ltd., an Israeli corporation (“Seller” or “XSA”, and together with the Buyer and the Company, the “Parties” and each, a “Party”).

RECITALS

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WHEREAS, the Seller is the record and beneficial holder of 60 shares in the Company, representing 60% equity interest in the Company on a fully diluted basis;

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WHEREAS, the Buyer is a Delaware corporation whose shares of common stock are listed on The Nasdaq Stock Market LLC under the symbol “DFNS”; and

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WHEREAS, the Buyer desires to purchase from the Seller, and the Seller desires to sell to the Buyer, the 60 shares of the Company held by the Seller (the “Purchased Shares”) on the terms and conditions provided for herein.

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**Execution Copy **

**SEPARATION AND GENERAL RELEASE AGREEMENT **

This Separation and General Release Agreement (the “Agreement and General Release”) is dated July 8, 2026, by and among enCore Energy Corp. (“enCore”) (together with any subsidiaries, affiliates or successors, the “Company”), and Robert J. Willette (“Executive”). The foregoing parties are sometimes referred to herein individually as “Party” or collectively as “Parties”.

WHEREAS, the Company employs Executive pursuant to the Employment Agreement, made and entered into as of September 24, 2025, by and between the Company and Executive (the “Employment Agreement”);

WHEREAS, Executive’s employment with the Company terminated without Cause effective April 20, 2026 (the “Separation Date”);

WHEREAS, Executive is eligible for certain separation payments and benefits set forth in this Agreement and General Release; and

WHEREAS, the Parties wish to resolve all outstanding claims and disputes between them relating to such employment.

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***ENCORE ENERGY CORP. ***

***2024 LONG TERM INCENTIVE PLAN ***

***NONQUALIFIED STOCK OPTION AWARD AGREEMENT ***

enCore Energy Corp. (the “Company”) has granted [ ] (the “Participant”) a vested option (the “Option”) under its 2024 Long Term Incentive Plan (the “Plan”) to purchase three hundred thousand (300,000) shares of Stock of the Company (the “Shares”) at the purchase price per Share stated of $[ ] (the “Exercise Price”). Capitalized terms not explicitly defined in this Agreement but defined in the Plan shall have the meanings set forth in the Plan. The terms of the Option, as specified in this Agreement, constitute the Participant’s Award Agreement under the Plan.

The general terms and conditions applicable to Participant’s Option are as follows:

1. Kind of Option**. **This Option is a Nonqualified Stock Option.

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Agreement of Merger

This Agreement of Merger is entered into between A&B Aerospace, Inc., a California corporation, with California Entity Number 1806662 (herein “Surviving Corporation”), and AGA Precision Systems LLC, a California limited liability company with California Entity Number 202103510407 (herein “Merging Entity”).

WHEREAS, the Merging Entity and the Surviving Entity are each 100% owned by PMGC Holdings Inc., a Nevada corporation (“Parent”); and

WHEREAS, the Parent is desirous of having the Merging Entity merge with and into the Surviving Corporation (the “Merger”); and

WHEREAS, the Board of Directors of the Parent, acting as the sole shareholder of each of the Merging Entity and the Surviving Corporation, have approved the terms of the Merger and this Agreement of Merger.

NOW, THEREFORE, the parties hereto hereby agree as follows:

	1.	Merging Entity shall be merged into Surviving Corporation.

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FIRST AMENDMENT TO THE
TRAWS PHARMA, INC. 2021 INCENTIVE COMPENSATION PLAN

Effective as of November 21, 2025, Traws Pharma, Inc. (f/k/a Onconova Therapeutics, Inc.) (the “Company”) established the Traws Pharma, Inc. 2021 Incentive Compensation Plan (the “Plan”). By adoption of this instrument, the Company now desires to amend the Plan to increase the number of shares of stock reserved and available for grant pursuant to the Plan by an additional 2,000,000 shares and to make certain other changes to the Plan as set forth in this First Amendment.

1.             This First Amendment shall be effective as of the date it is approved by the stockholders at the Company’s 2026 Annual Meeting of Stockholders and shall be void in the absence of such approval.

2.             Section 2(c) of the Plan (Committee Authority) is hereby amended and restated in its entirety to read as follows:

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**ADVISOR AGREEMENT **

This Advisor Agreement is entered into between Coinbase, Inc.** **(“Company”) and the advisor named on the signature page hereto (“Advisor”) as of the date Advisor and Company sign this Advisor Agreement (“Effective Date”). Company and Advisor agree as follows:

1. Services. Advisor shall serve as an advisor to the Company from August 1, 2026 to October 31, 2026 (“Term”). Advisor will provide advising and transitional services to the Company, including, without limitation, meeting with members of the Company’s leadership team regarding product, legal and regulatory strategy and other matters and such other services as requested by the Company’s management (the “Services”). Advisor represents that Advisor has the qualifications, the experience and the ability to properly perform the Services. Advisor shall use commercially reasonable efforts to perform the Services such that the results are satisfactory to the Company.

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