Browse EX-10 agreements

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EMPLOYMENT AGREEMENT

This AGREEMENT made as of July 1st, 2026 (the “Effective Date”), by and between RenX Enterprises Corp., a corporation having its principal office at (hereinafter referred to as the “Company”), and James Burnham, an individual (hereinafter referred to as “Employee”).

W I T N E S S E T H

WHEREAS, the Company desires to employ Employee in a non-executive, director-level capacity to support the Company’s operations, business development, and merger and acquisition activities, and Employee desires to be employed by the Company, pursuant to the terms and conditions hereof;

NOW THEREFORE, in consideration of the premises and of the mutual promises herein contained, the parties hereto agree as follows:

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AMENDED AND RESTATED STANDBY EQUITY PURCHASE AGREEMENT

THIS AMENDED AND RESTATED STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of June 26, 2026 and effective as of the Effective Date is made by and between YA II PN, LTD., a Cayman Islands exempt limited company (the “Investor”), and **BENEFICIENT, **a company incorporated under the laws of the State of Nevada (the “Company”). The Investor and the Company may be referred to herein individually as a “Party” and collectively as the “Parties.”

**WHEREAS, **the Investor and the Company are parties to that certain Standby Equity Purchase Agreement, dated as of June 27, 2023 (the “Original Agreement”);

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**WHEREAS, **the Investor and the Company desire to amend and restate the Original Agreement in its entirety to reduce the commitment size of the Original Agreement and extend its maturity on the terms and conditions set forth herein;

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RESTRICTED STOCK UNIT AWARD AGREEMENT

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This Restricted Stock Unit Award Agreement (this “Agreement”) is made and entered into as of June 30, 2026 (the “Grant Date”) by and between CleanCore Solutions Inc., a Nevada corporation (the “Company”), and David J. Enholm (the “Grantee”).

WHEREAS, the Company has adopted the Company’s 2022 Equity Incentive Plan (the “Plan”) pursuant to which awards of Restricted Stock Units may be granted; and

WHEREAS, the Committee has determined that it is in the best interests of the Company and its stockholders to grant the award of Restricted Stock Units provided for herein.

NOW, THEREFORE, the parties hereto, intending to be legally bound, agree as follows:

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**SIDE LETTER **

This Side Letter Agreement (this “Agreement”) is entered into as of June 30, 2026 (the “Effective Date”), by and between:

CleanCore Solutions, Inc., a Delaware corporation (the “Company”); and

David J. Enholm, an individual (the “Executive”).

The Company and the Executive are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Executive currently serves as the Chief Financial Officer of the Company pursuant to that certain Employment Agreement between the Company and the Executive, dated March 27, 2023 (the “Employment Agreement”);

WHEREAS, the Parties desire to amend certain compensation terms of the Employment Agreement and to provide the Executive with an equity retention award under the Company’s 2022 Equity Incentive Plan (the “Plan”) in recognition of the Executive’s continued service and contributions to the Company;

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STAGEWISE STRATEGIES CORP.

64/2 Mahtumquili Street

Yashnobod District 100000

Tashkent City, Republic of Uzbekistan

June 30, 2026

59, Building #3, Block #3

Yunusabad District

Tashkent, 100000 Uzbekistan

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	RE:	Share Subscription Agreement

StageWise Strategies Corp., a Nevada Corporation (the “Company”), is pleased to accept the offer of Jakhongir Abidovich Artikkhodjaev (the “Subscriber” or “you”), to subscribe for 1,000,000 shares of common stock $0.001 par value per share, of the Company (the “Shares”). The terms on which the Company is willing to issue the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares (this “Agreement”), are as follows:

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1. Subscription for Shares.

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THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER THAT SUCH REGISTRATION IS NOT REQUIRED.

CONVERTIBLE PROMISSORY NOTE

Principal Amount: Up to $1,500,000	Dated as of June 30, 2026

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THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER THAT SUCH REGISTRATION IS NOT REQUIRED.

CONVERTIBLE PROMISSORY NOTE

Principal Amount: Up to $1,500,000	Dated as of June 30, 2026

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THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAKER THAT SUCH REGISTRATION IS NOT REQUIRED.

CONVERTIBLE PROMISSORY NOTE

Principal Amount: Up to $3,000,000	Dated as of June 30, 2026

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MUTUAL NOTE TERMINATION AGREEMENT

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June 30, 2026

This Mutual Note Termination Agreement (this “Agreement”) is entered into as of June 30, 2026, by and between Valuence Merger Corp. I (the “Maker”) and VMCA Sponsor, LLC (the “Payee”). The Maker and Payee are each referred to herein as a “Party” and together as the “Parties.”

WHEREAS, the Maker previously issued a certain Convertible Promissory Note to the Payee, dated as of February 27, 2026, in the principal amount of up to $1,500,000 (“Undrawn Note”);

WHEREAS, no amounts have ever been drawn down, and no principal or other amount is currently outstanding, under the Undrawn Note; and

WHEREAS, in connection with the Maker’s restructuring of its outstanding related-party advances and notes, the Maker and the Payee desire to terminate the Undrawn Note in their entirety, effective as of the date hereof;

NOW, THEREFORE, the Parties agree as follows:

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OMNIBUS NOTE EXCHANGE AND DEBT CONVERSION AGREEMENT

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June 30, 2026

This Omnibus Note Exchange and Debt Conversion Agreement (this “Agreement”) is entered into as of June 30, 2026, by and among Valuence Merger Corp. I (the “Company” or “Maker”), VMCA Sponsor, LLC (the “Sponsor” or “Original Payee”), CPC Sponsor Opportunities I, LP (“CPC I”), CPC Sponsor Opportunities I (Parallel), LP (“CPC I Parallel”), and NovoCG, LLC (“NovoCG”). The Company, Sponsor, CPC I, CPC I Parallel, and NovoCG are each referred to herein as a “Party” and together as the “Parties.”

WHEREAS, the Company previously issued a certain Convertible Promissory Note to the Original Payee, dated as of June 4, 2024, in the principal amount of up to $300,000 (the “Old Note”);

WHEREAS, the Company drew down the full $300,000 principal amount under the Old Note on June 4, 2024, which was funded by CPC I ($81,750), CPC I Parallel ($68,250), and NovoCG ($150,000), respectively, the entire balance of which remains outstanding as of the date hereof;

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MASTER SECURITY AGREEMENT

This Master Security Agreement, dated as of June 30, 2026 (as the same may from time to time be amended, restated, modified or supplemented, this “MSA”), is entered into by and between LIFEWAY FOODS, INC., an Illinois corporation (“Customer”; whose address for purposes of notices hereunder is set forth on Annex A attached hereto and made a part hereof), and CIBC BANK USA, an Illinois state chartered bank, having an address for purposes of notices hereunder at 120 S LaSalle St., Chicago, IL 60603, Attention: Equipment Finance (together with its successors and permitted assigns, "Lender"). If more than one person or entity executes this MSA or any Schedule (as defined below), the liability of all such persons and entities with respect to the Obligations (as defined below) incurred in connection therewith shall be joint and several.

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Exhibit 10.1

SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 30, 2026, is by and between DevvStream Corp., an Alberta corporation (“DEVS”), EEME Energy SPV I LLC, a Wyoming limited liability company (“EEME”), and Southern Energy Renewables Inc., a Louisiana corporation (“Southern”).

RECITALS

WHEREAS, the parties hereto are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act;

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