Browse EX-10 agreements

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2026, by and among Surf Air Mobility Inc., a Delaware corporation (the “Company”), Southern Airways Pacific, LLC and Southern Airways Express, LLC, each a Delaware limited liability company (individually and collectively, as the context requires, the “Subsidiaries”), each buyer identified on the signature pages hereto (each, including its successors and assigns, a “Buyer” and collectively, the “Buyers”), and JGB Collateral LLC, a Delaware limited liability company, as Collateral Agent.

WHEREAS, subject to the terms and conditions set forth in this Agreement, the Company desires to issue and sell to each Buyer, and each Buyer, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

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OMNIBUS AMENDMENT AND EXCHANGE AGREEMENT

This OMNIBUS AMENDMENT AND EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of June 30, 2026, by and between Surf Air Mobility Inc., a Delaware corporation (the “Company”), High Trail Special Situations LLC (the “Note Holder”), and HT Investments MA LLC (the “Warrant Holder,” and together with the Note Holder, each, a “Holder,” and collectively, the “Holders”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Securities Purchase Agreement (as defined below).

RECITALS

WHEREAS, the Company and the Holders are parties to that certain Securities Purchase Agreement, dated as of November 10, 2025, by and among the Company and the Holders, as amended from time to time (the “Securities Purchase Agreement”);

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Execution Version

THIRD AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT

dated as of

June 30, 2026

by and among

BATTALION OIL CORPORATION,

as Holdings,

HALCÓN HOLDINGS, LLC, as the Borrower,

the other Loan Parties party hereto,

FORTRESS CREDIT CORP.,

​ as Administrative Agent,

and the Lenders party hereto

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TABLE OF CONTENTS

ARTICLE I DEFINITIONS AND ACCOUNTING MATTERS‌1

Section 1.01Terms Defined Above‌1

Section 1.02Certain Defined Terms‌1

Section 1.03Terms Generally; Rules of Construction‌45

Section 1.04Accounting Terms and Determinations; GAAP‌46

Section 1.05Interest Rates.‌46

Section 1.06Divisions‌47

ARTICLE II THE CREDITS‌47

Section 2.01Term Loan Commitments‌47

Section 2.02Loans and Term Loan Commitments‌48

Section 2.03Requests for Loans‌49

Section 2.04Evidence of Debt‌50

Section 2.05Scheduled Termination of Term Loan Commitments‌50

Section 2.06Letters of Credit‌50

ARTICLE III PAYMENTS OF PRINCIPAL AND INTEREST; PREPAYMENTS; FEES‌55

Section 3.01Repayment of Loans‌55

Section 3.02Interest‌55

Section 3.03Alternate Rate of Interest‌56

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termloancreditagreement

CERTAIN INFORMATION, MARKED IN THIS EXHIBIT WITH BRACKETS, HAS BEEN EXCLUDED FROM THIS EXHIBIT IN RELIANCE ON REGULATION S-K, ITEM 601(B) (10)(IV) BECAUSE SUCH INFORMATION IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS CONFIDENTIAL. Execution Version TERM LOAN CREDIT AGREEMENT dated as of July 1, 2026 among BELDEN INC. The Other Loan Parties Party Hereto The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A. as Administrative Agent JPMORGAN CHASE BANK, N.A., WELLS FARGO SECURITIES, LLC and GOLDMAN SACHS BANK USA, as Joint Bookrunners and Joint Lead Arrangers and HSBC SECURITIES (USA) INC., TRUIST SECURITIES, INC. and U.S. BANK NATIONAL ASSOCIATION, as Co-Documentation Agents

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Document

Exhibit 10.1

SECOND AMENDMENT TO THE SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ALIGHT HOLDING COMPANY, LLC

This Second Amendment (this "Amendment") to the Second Amended and Restated Limited Liability Company Agreement of Alight Holding Company, LLC, a Delaware limited liability company (the "Company"), is effective as of June 30, 2026 at 5:00 p.m., by Alight, Inc., a Delaware corporation, as the managing member of the Company (the "Managing Member"). Capitalized terms used but not defined in this Amendment have the definitions assigned to such terms in the LLC Agreement (as defined below).

W I T N E S S E T H

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STRATEGIC PARTNERSHIP

AND REVENUE SHARING AGREEMENT

This Strategic Partnership and Revenue Sharing Agreement (“Agreement”) is entered into as of June 25, 2026 (the “Effective Date”), by and between:

 

MarineMax, Inc. a Florida corporation (“MarineMax”), and Off The Hook Yacht Sales NC, LLC, a North Carolina limited liability company (“OTH”). MarineMax and OTH may be referred to individually as a “Party” and collectively as the “Parties.”

 

1. Purpose. The Parties desire to establish a strategic commercial relationship to collaborate on pre-owned vessel transactions, financing, insurance, and related services, in order to increase transaction volume, speed, and revenue opportunities for both Parties and all affiliates of each party now or in the future.

This Agreement is intended to document a commercial collaboration only and does not create a partnership, joint venture, or fiduciary relationship.

 

For purposes of this Agreement:

 

(a) “NEXTBOAT AI Platform” means OTH’s proprietary AI-driven vessel valuation and transaction platform.

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EQUITY FOR INTEREST EXCHANGE AGREEMENT

 

This Equity for Interest Exchange Agreement (the “Agreement”) is entered into as of [●] (the “Effective Date”) by and between SunPower Inc., a Delaware corporation (the “Company”), and the holder(s) party hereto (collectively, the “Holder”).

RECITALS

 

A. The Holder is the beneficial and record owner of the aggregate principal amount of (a) 12.0% Convertible Senior Notes due 2029 of the Company (the “12.0% Notes”) and/or (b) 7.0% Convertible Senior Notes due 2029 of the Company (the “7.0% Notes”), as applicable, as set forth on Schedule A (the “Applicable Notes”).1

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 1, 2026, is entered into by and among SiTime Corporation,a Delaware corporation (“Purchaser”) and Renesas Electronics America Inc., a California corporation (“Seller”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Asset Purchase Agreement (as defined below).

WHEREAS:

A. On February 4, 2026, Purchaser and Seller entered into that certain Asset Purchase Agreement (the “Asset Purchase Agreement”), pursuant to which Seller agreed to sell and assign, and to cause the other Divesting Entities to sell and assign, to Purchaser, and Purchaser has agreed to purchase and assume from the Divesting Entities, the Transferred Assets and Assumed Liabilities.

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SiTime Corporation Deferred Compensation Plan

Adoption Agreement

 

 

Effective as of July 1, 2026

 

 

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Table of Contents

 

1.01

 

Preamble

  

 

1

 

1.02

 

Plan

  

 

1

 

1.03

 

Plan Sponsor

  

 

1

 

1.04

 

Employer

  

 

2

 

1.05

 

Administrator

  

 

2

 

1.06

 

Key Employee Determination Dates

  

 

2

 

2.01

 

Participation

  

 

3

 

3.01

 

Compensation

  

 

4

 

3.02

 

Bonuses

  

 

5

 

4.01

 

Participant Contributions

  

 

6

 

5.01

 

Employer Contributions

  

 

9

 

6.01

 

Distributions

  

 

12

 

7.01

 

Vesting

  

 

18

 

8.01

 

Unforeseeable Emergency

  

 

22

 

9.01

 

Investment Decisions

  

 

23

 

10.01

 

Trust

  

 

24

 

11.01

 

Termination Upon Change in Control

  

 

25

 

11.02

 

Automatic Distribution Upon Change in Control

  

 

25

 

11.03

 

Change in Control

  

 

25

 

12.01

 

Governing State Law

  

 

26

 

Appendix A

 

  

 

28

 

 

 

SiTime Corporation Deferred Compensation Plan

  

TOC-i

 

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1.01

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TRANSITION SERVICES AGREEMENT

This Transition Services Agreement (this “Agreement”), dated as of July 1, 2026 (“Effective Date”), by and between Renesas Electronics America Inc., a California corporation (“Seller”), and SiTime Corporation, a Delaware corporation (“Purchaser”).

WHEREAS, Seller and Purchaser are parties to the Asset Purchase Agreement, dated as of February 4, 2026 (the “Purchase Agreement”), pursuant to which Seller agreed to sell and assign to Purchaser, and Purchaser has agreed to purchase and assume from the Divesting Entities, the Transferred Assets and Assumed Liabilities, subject to the terms and conditions set forth in the Purchase Agreement; and

WHEREAS, following the consummation of the transactions contemplated by the Purchase Agreement, as an accommodation to both parties, each party has agreed to perform certain Services for certain periods following the Closing Date for the benefit of the other party with respect to Purchaser’s operation of the Business and Facilities and Seller’s operation of its business.

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Deal CUSIP: 82983LAA0

Revolving Credit Commitment CUSIP: 82983LAB8

CREDIT AGREEMENT

Dated as of June 30, 2026

among

SITIME CORPORATION,

as the Borrower,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent and Collateral Agent,

THE LENDERS PARTY HERETO,

WELLS FARGO SECURITIES, LLC,

GOLDMAN SACHS BANK USA,

BARCLAYS BANK PLC,

MORGAN STANLEY SENIOR FUNDING, INC.,

AND

UBS SECURITIES LLC,

as Joint Lead Arrangers and Joint Bookrunners

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Table of Contents

 

 

 

 

  

Page

 

ARTICLE I

  

DEFINITIONS AND ACCOUNTING TERMS

  

Section 1.01.

 

Defined Terms

  

 

1

 

Section 1.02.

 

Other Interpretive Provisions

  

 

66

 

Section 1.03.

 

Accounting Terms

  

 

66

 

Section 1.04.

 

Rounding

  

 

68

 

Section 1.05.

 

References to Agreements, Laws, Etc.

  

 

68

 

Section 1.06.

 

Times of Day

  

 

68

 

Section 1.07.

 

Timing of Payment or Performance

  

 

68

 

Section 1.08.

 

Currency Equivalents Generally

  

 

68

 

Section 1.09.

 

Certain Calculations and Tests

  

 

69

 

Section 1.10.

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THIRD AMENDMENT AND RESTATEMENT AGREEMENT

This THIRD AMENDMENT AND RESTATEMENT AGREEMENT, dated as of June 30, 2026 (this “Amendment Agreement”), is entered into by and among FTI Consulting, Inc., a Maryland corporation (the “Borrower”), the Subsidiaries of the Borrower party hereto, as Guarantors, the Lenders and L/C Issuers party hereto and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

WHEREAS, the Borrower, the Guarantors party thereto, the lenders party thereto, the letter of credit issuers party thereto (the “Existing L/C Issuers”) and the Administrative Agent entered into that certain Second Amended and Restated Credit Agreement, dated as of November 21, 2022 (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof and including all exhibits and schedules thereto, the “Existing Credit Agreement”);

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