Browse EX-10 agreements

Viking Acquisition Corp. II

900 Third Avenue, 18th Floor

New York, NY 10022

 

May 29, 2026

 

Viking Acquisition Sponsor II, LLC

900 Third Avenue, 18th Floor

New York, NY 10022

 

RE: Subscription Agreement for Founder Shares

 

Ladies and Gentlemen:

 

This agreement (this “Agreement”) is entered into on the date first written above, by and between Viking Acquisition Sponsor II, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Viking Acquisition Corp. II, a Cayman Islands exempted company with registration number 431997 (the “Company”).

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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 COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

PROMISSORY NOTE

 

May 28, 2026

 

Principal Amount: $100,000

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SECURITIES PURCHASE AGREEMENT 

ДОГОВОР КУПЛИ-ПРОДАЖИ ЦЕННЫХ БУМАГ

 

 

THIS SECURITIES PURCHASE AGREEMENT is entered into as of June 2, 2026 (this “Agreement”), by and between Yuliia Zaporozhan, located at Keselstrasse 65, Kempten 87435, Germany, with a passport issued by the country of Ukraine; Passport No. ES164261 (the “Seller”), and Artikkhodjaev Jakhongir Abidovich, with a passport issued by the country of the Republic of Uzbekistan; Passport No. FB7700000 (the “Buyer”). Seller and Buyer are sometimes referred to hereinafter individually as the “Party” and collectively as the “Parties”

НАСТОЯЩИЙ ДОГОВОР КУПЛИ-ПРОДАЖИ ЦЕННЫХ БУМАГ заключён 2 June 2026 года (далее — «Договор») между: Юлией Запорожан, проживающей по адресу: Keselstrasse 65, Kempten 87435, Германия, паспорт гражданина Украины № ES164261 (далее — «Продавец»), и

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SECURITIES PURCHASE AGREEMENT

 

 

ДОГОВОР КУПЛИ-ПРОДАЖИ ЦЕННЫХ БУМАГ

THIS SECURITIES PURCHASE AGREEMENT is entered into as of June 2, 2026 (this “Agreement”), by and between Viktor Balan, located at Pechhuttenstrasse 6, Schifferstadt 67105, Germany, with a passport issued by the country of Ukraine; Passport No. FT069197 (the “Seller”), and

 

Artikkhodjaev Jakhongir Abidovich, with a passport issued by the country of the Republic of Uzbekistan; Passport No. FB7700000 (the “Buyer”).

 

Seller and Buyer are sometimes referred to hereinafter individually as the “Party” and collectively as the “Parties.”

НАСТОЯЩИЙ ДОГОВОР КУПЛИ-ПРОДАЖИ ЦЕННЫХ БУМАГ заключён 2 June 2026 года (далее — «Договор») между:

 

Виктор Балан (Viktor Balan), проживающим по адресу: Pechhuttenstrasse 6, Schifferstadt 67105, Германия, паспорт гражданина Украины №FT069197, выданный 31 октября 2018 года (далее — «Продавец»), и

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driven-thirdamendmenttoo

THIRD AMENDMENT TO EMPLOYMENT AGREEMENT THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”), dated as of May 4, 2026, is entered into by Driven Brands Shared Services LLC, a Delaware limited liability company (the “Company”), and Scott O’Melia, in his individual capacity (“Executive”), and amends the Employment Agreement between the Company and Executive dated April 23, 2020 (as amended by those certain Amendments to Employment Agreement dated November 1, 2020; and March 2, 2023, (collectively, the “Employment Agreement”). BACKGROUND The parties wish to amend the Employment Agreement as set forth in this Amendment. Except as specifically modified in this Amendment, the Employment Agreement will continue in full force and effect in accordance with its terms. The Company and Executive agree as follows: SECTION 1. Term. The Term of the Employment Agreement is hereby extended until May 4, 2027 and thereafter shall automatically renew for consecutive twelve (12) month terms (each such period a “Term”) unless either party provides written notice of non

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PURCHASE AND SALE AGREEMENT

This Purchase and Sale Agreement (this “Agreement”) is made and entered into as of June 5, 2026 (the “Effective Date”), by and between Notes CS I, DST, a Delaware statutory trust (“Seller”), and O’Neil Roth Ford, LLC, a Colorado limited liability company (“Buyer”). Buyer and Seller may hereinafter be collectively referred to as the “Parties” and individually as a “Party.”

 

RECITALS

A.

Seller is the owner of that certain real property containing approximately 9.5 acres of land located in Colorado Springs, El Paso County, Colorado and legally described in Exhibit A, attached hereto and by this reference made a part hereof (the “Property”).

 

 

 

B.

Seller desires to sell, and Buyer desires to purchase, the Property and the attendant interests comprising the Property as set forth herein.

 

NOW, THEREFORE, the Parties hereby agree as follows:

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GROUND LEASE AGREEMENT

 

PARTIES

 

1.1.

This Ground Lease Agreement (the “Lease”) is made and entered into as of June 4, 2026 (the “Effective Date”) by and between O’Neil Roth Ford, LLC, a Colorado limited liability company (herein referred to as “Landlord”), and Sunset Amphitheater, LLC, a Colorado limited liability company (herein referred to as “Tenant”). Landlord owns the “Property” as defined in Section 2 below. Landlord desires to lease to Tenant, and Tenant desires to take and lease from Landlord, the Property, subject to the terms and conditions hereof.

 

DESCRIPTION OF LEASED PREMISES

 

2.1.

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AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENT

 

This Amendment No. 1 to Share Purchase Agreement (this “Amendment”) is entered into as of June 11, 2026 by and among (i) MANSIONS CATERING AND HOTEL LTD, a company incorporated under the laws of the United Kingdom (the “Purchaser”), (ii) Leyong Lin (林楽勇), the shareholder of 100% issued shares of common stock of the Company (the “Seller”), (iii) Mirai Co., Ltd. (株式会社みらい), a corporation incorporated under the laws of Japan, corporate registration number 0118-01-043165 (the “Company”), and (iv) MDJM LTD, a Cayman Islands exempted company and the parent company of the Purchaser (the “Parent” or the “Issuer”). The Purchaser, the Seller, the Company and the Parent are sometimes referred to herein individually as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement (as defined below).

 

RECITALS

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Document

Navan, Inc.

Non-Employee Director Compensation Policy

Each member of the Board of Directors (the “Board”) of Navan, Inc. (the “Company”) who is not also serving as an employee of or consultant to the Company or any of its subsidiaries (each such member, an “Eligible Director”) will receive the compensation described in this Non-Employee Director Compensation Policy (this “Policy”) for their Board service upon and following the effective date of the registration statement in connection with the initial public offering of the Company’s common stock (the “Effective Date”). An Eligible Director may decline all or any portion of their compensation by giving notice to the Company prior to the date cash may be paid or equity awards are to be granted, as the case may be.

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Document

February 3, 2026

Aurélien Nolf

Dear Aurélien:

Navan, Inc. (the “Company”) is pleased to offer you employment on the following terms:

1.Position. Your initial title will be Chief Financial Officer, and you will report to Ariel Cohen, Chief Executive Officer (“CEO”). This is a full-time position based in our Palo Alto office. While you render services to the Company, you will not engage in any other employment, consulting or other business activity (whether full-time or part-time) that would create a conflict of interest with the Company or that is in any way competitive with the business or proposed business of the Company, nor will you assist any other person or organization in competing with the Company or in preparing to engage in competition with the business or proposed business of the Company. By signing this letter agreement, you confirm to the Company that you have no contractual commitments or other legal obligations that would prohibit you from performing your duties for the Company.

2.Compensation.

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Document

Exhibit 10.1

THIRD AMENDMENT TO THE

NEW YORK MORTGAGE TRUST, INC.

2017 EQUITY INCENTIVE PLAN

This Third Amendment to the New York Mortgage Trust, Inc. 2017 Equity Incentive Plan (as amended from time to time, the “Plan”), is made and adopted by Adamas Trust, Inc., a Maryland corporation formerly named New York Mortgage Trust, Inc. (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Plan.

W I T N E S S E T H:

WHEREAS, the Company previously adopted the Plan, under which the Company is authorized to grant equity-based incentive awards to certain employees and other service providers of the Company and its affiliates;

WHEREAS, Article XVIII of the Plan provides that the Company’s board of directors (the “Board”) may amend the Plan from time to time, except that any amendment must be approved by the stockholders of the Company if such approval is required by law or the rules of any exchange on which the shares of common stock of the Company (the “Common Stock”) is listed;

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Document

Exhibit 10.3

ADAMAS TRUST, INC.

2017 EQUITY INCENTIVE PLAN

2024 PERFORMANCE SHARE UNIT

TIME OF SETTLEMENT ELECTION FORM

    Please complete this Time of Settlement Election Form (the “Election Form”) and return a signed copy to the Company’s Chief Financial Officer , no later than June 30, 2026 if you would like to defer settlement of the award of performance share units (“PSUs”) or dividend equivalents corresponding to such PSUs (“Dividend Equivalents”) under the Adamas Trust, Inc. 2017 Equity Incentive Plan, as amended from time to time (the “LTIP”) granted to you on [_________], 2024 (the “2024 PSU Award”) to a later date.

Participant:        _______________________        

NOTE: This Election Form relates to the 2024 PSU Award. If you do not complete this Election Form, payment of the PSUs will be made to you at the time specified in the award agreement governing the 2024 PSU Award (the “Agreement”). If you do wish to make a Deferral Election, all sections of this Election Form must be completed.

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