Browse EX-10 agreements

Execution Version

ABL CREDIT AND GUARANTY AGREEMENT

dated as of June 16, 2026

among

WHIRLPOOL CORPORATION

INSINKERATOR LLC

KITCHENAID GLOBAL LLC

WHIRLPOOL PROPERTIES, INC.

MAYTAG PROPERTIES, LLC

CERTAIN FINANCIAL INSTITUTIONS

and

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

and

THE BANK OF NOVA SCOTIA,

FIFTH THIRD BANK, NATIONAL ASSOCIATION,

THE HUNTINGTON NATIONAL BANK,

and

STANDARD CHARTERED BANK,

as Documentation Agents

and

JPMORGAN CHASE BANK, N.A.

BNP PARIBAS SECURITIES CORP.,

CITIBANK, N.A.,

MIZUHO BANK, LTD.,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

BMO CAPITAL MARKETS CORP,

GOLDMAN SACHS BANK USA,

PNC BANK, NATIONAL ASSOCIATION

and

TD BANK, N.A.,

as Joint Lead Arrangers and Joint Bookrunners

 

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TABLE OF CONTENTS

 

 

 

 

  

Page

 

ARTICLE 1. DEFINITIONS

  

 

1

 

Section 1.01

 

Definitions

  

 

1

 

Section 1.02

 

Accounting Terms and Determinations

  

 

73

 

Section 1.03

 

Interest Rates; Benchmark Notification

  

 

74

 

Section 1.04

 

Other Interpretive Provisions

  

 

75

…

ORDINARY SHARE PURCHASE AGREEMENT

 

Dated as of February 26, 2026

 

by and between

 

REDCLOUD HOLDINGS PLC

 

and

 

TUMIM STONE CAPITAL, LLC

 

 

 

 

Table of Contents

 

 

Page

 

 

Article I DEFINITIONS

1

 

 

 

Article II PURCHASE AND SALE OF ORDINARY SHARES

2

Section 2.1.

Purchase and Sale of Ordinary Shares

2

Section 2.2.

Closing Date

2

Section 2.3.

Initial Public Announcements and Required Filings

2

 

 

 

Article III PURCHASE TERMS

3

Section 3.1.

VWAP Purchases

3

Section 3.2.

Settlement

6

Section 3.3.

Compliance with Rules of Trading Market.

6

Section 3.4.

Beneficial Ownership Limitation

7

 

 

 

Article IV REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE INVESTOR

7

Section 4.1.

Organization and Standing of the Investor

7

Section 4.2.

Authorization and Power

7

Section 4.3.

No Conflicts

8

Section 4.4.

Investment Purpose

8

Section 4.5.

Accredited Investor Status

8

Section 4.6.

Reliance on Exemptions

8

Section 4.7.

Information

9

Section 4.8.

No Governmental Review

9

Section 4.9.

…

ORDINARY SHARE PURCHASE AGREEMENT

 

Dated as of February 26, 2026

 

by and between

 

REDCLOUD HOLDINGS PLC

 

and

 

AMIENS TECHNOLOGY INVESTMENTS LLC

 

 

 

 

Table of Contents

 

 

Page

 

 

Article I DEFINITIONS

1

 

 

 

Article II PURCHASE AND SALE OF ORDINARY SHARES

2

Section 2.1.

Purchase and Sale of Ordinary Shares

2

Section 2.2.

Closing Date

2

Section 2.3.

Initial Public Announcements and Required Filings

2

 

 

 

Article III PURCHASE TERMS

3

Section 3.1.

VWAP Purchases

3

Section 3.2.

Settlement

6

Section 3.3.

Compliance with Rules of Trading Market.

6

Section 3.4.

Beneficial Ownership Limitation

7

 

 

 

Article IV REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE INVESTOR

7

Section 4.1.

Organization and Standing of the Investor

7

Section 4.2.

Authorization and Power

7

Section 4.3.

No Conflicts

8

Section 4.4.

Investment Purpose

8

Section 4.5.

Accredited Investor Status

8

Section 4.6.

Reliance on Exemptions

8

Section 4.7.

Information

9

Section 4.8.

No Governmental Review

9

Section 4.9.

…

REGISTRATION RIGHTS AGREEMENT

 

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 26, 2026, is by and between Tumim Stone Capital, LLC, a Delaware limited liability company (the “Investor”), and RedCloud Holdings plc, a public limited company organized under the laws of England and Wales (the “Company”).

 

RECITALS

 

A. The Company and the Investor have entered into that certain Ordinary Share Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may issue, from time to time, to the Investor up to $15,000,000 in aggregate gross purchase price of newly issued ordinary shares of the Company, par value £0.002 per share (“Ordinary Shares”), as provided for therein.

…

REGISTRATION RIGHTS AGREEMENT

 

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 26, 2026, is by and between Amiens Technology Investments LLC, a Delaware limited liability company (the “Investor”), and RedCloud Holdings plc, a public limited company organized under the laws of England and Wales (the “Company”).

 

RECITALS

 

A. The Company and the Investor have entered into that certain Ordinary Share Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may issue, from time to time, to the Investor up to $15,000,000 in aggregate gross purchase price of newly issued ordinary shares of the Company, par value £0.002 per share (“Ordinary Shares”), as provided for therein.

…

Document

Exhibit 10.1

NOTE: PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT URBAN ONE, INC. TREATS AS PRIVATE OR CONFIDENTIAL. SUCH INFORMATION IS MARKED IN THE EXHIBIT WITH AN ASTERISK [*].

EMPLOYMENT AGREEMENT

THIS AGREEMENT (“Agreement”) is made and entered into June 16th, 2026, but effective as of the 7th day of January 2025 (“Effective Date”), by and between Urban One, Inc. (“Company”), a Delaware corporation having its principal place of business at 1010 Wayne Avenue, 14th Floor, Silver Spring, Maryland, and Peter D. Thompson (“Employee”), an individual residing at [*].

RECITALS

WHEREAS, Company is engaged in the business of owning and managing broadcast media, directly and through subsidiaries and affiliates, including certain radio stations, cable television networks and websites serving various Nielsen Audio Total Survey Areas; and

…

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 COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

 

PROMISSORY NOTE

 

Principal Amount: Up to $300,000

Dated as of April 28, 2026

New York, New York

…

MARKET TECHNOLOGY ACQUISITION CORP

April 28, 2026

 

To: Market Technology Acquisition Sponsor LLC

 

RE: Securities Subscription Agreement

 

Ladies and Gentlemen:

 

This agreement (the “Agreement”) is between Market Technology Acquisition Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Market Technology Acquisition Corp, a Cayman Islands exempted company (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 7,666,667 Class B Ordinary Shares, $0.0001 par value per share of the Company (the “Shares”), up to 1,000,000 of which are subject to surrender and cancellation by you to the extent the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

 

1. Purchase of Securities.

…

CONSULTING AGREEMENT

 

This Consulting Agreement (this “Agreement”), dated as of June 10, 2026 (the “Effective Date”), is between PodcastOne, Inc., a Delaware corporation (the “Company”), and Adam Carolla, an individual (“Carolla”).

 

RECITALS

 

A. The Company has previously entered into that certain podcasting Letter Agreement, dated as of December 20, 2023 (the “Original Podcasting Agreement”), with Carolla Digital, Inc. (“Lender”), as amended by that certain Amendment No. 1 to Letter Agreement, dated as of October 14, 2024, Amendment No. 2 to Letter Agreement, dated as of March 31, 2025, Amendment No. 3 to Letter Agreement, dated as of December 15, 2025 and Amendment No. 4 to Letter Agreement, dated as of the Effective Date (“Amendment No. 4” and collectively with the Original Podcasting Agreement and all other amendments, the “Podcasting Agreement”), pursuant to which Carolla Digital and Podcasters (as defined in the Original Podcasting Agreement) provide certain services to the Company.

…

Execution Copy

 

FIRST AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT

 

THIS AGREEMENT is made effective as of the 16th day of June, 2026,

 

BETWEEN:

NUCLEA ENERGY INC., a company organized under the laws of the Province of British Columbia, with a registered office at 20 – 15315 66 Avenue, Surrey, British Columbia, V3S 2A1

 

(the “Company”)

 

AND:

JOSEF FREUNDORFER, an individual, residing at 8-148 Glenlake Avenue, Toronto, Ontario, M6P 1E7

 

(the “Executive”)

 

WHEREAS:

 

A.

The Company and the Executive entered into an executive employment agreement made as of June 1, 2026 (the “Executive Employment Agreement”); and

 

B.

The Company and the Executive wish to amend the Executive Employment Agreement on the terms and conditions set out herein.

 

NOW THEREFORE THIS AGREEMENT WITNESSES that for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each party, the parties hereby agree as follows:

 

1.1

Definitions

…

AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT

 

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated as of June 15, 2026 (the “Effective Date”), is entered into between Atlas Lithium Corporation, a Nevada corporation (Nasdaq: ATLX) (the “Company”), and Tiago Moreira de Miranda (“Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.” Unless otherwise defined within the Agreement, capitalized terms used in this Agreement are defined in Section 12 hereof.

 

WHEREAS, the Company and the Executive previously entered into that certain Employment Agreement, dated as of July 23, 2024 (the “Prior Agreement”).

 

WHEREAS, pursuant to the Prior Agreement, Executive has been employed by the Company;

 

WHEREAS, the Parties hereto desire to amend and restate the Prior Agreement and to enter into this Agreement, which shall supersede and replace the Prior Agreement; and

…

No.:

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing Credit Line Agreement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contract Version No.: SPDB202401

 

 

 

 

 

Financing Credit Line Agreement

 

 

Financing Credit Line Agreement

 

 

 

 

Company: Global Technology, Inc. (hereinafter referred to as “the Customer”)

 

Principal Business Address: No.88, Qiushi Rd., Wangchun Industrial Park, Ningbo, China

 

Contact Person: Li, Haiying

Tel.: 13755236244

 

 

Fax:/

Email:/

 

Bank: Shanghai Pudong Development Bank Co., Ltd. Ningbo Branch (hereinafter referred to as “the Financing Bank”)

Principal Business Address: No.21, Jiangxia Rd, Haishu, Ningbo, China

 

Contact Person: Zheng, Yuliang

Tel.: 15355172847

 

 

 

Based on the principles of equality, mutual benefit, and voluntariness, the parties hereto have entered into the following agreement (“this Agreement”) through friendly consultation in accordance with the relevant laws and regulations.

 

 

Part 1 General Terms and Conditions

 

…