Browse EX-10 agreements

Membership Interest Purchase Agreement

 

BY AND AMONG

 

Intrusion Inc.,

 

OW Cyber LLC

 

AND

 

VigilAigent Corp.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Table of Contents

 

Article I.

Definitions and Interpretations

1

 

 

 

Section 1.01

Definitions.

1

Section 1.02

Interpretive Provisions.

6

 

 

 

Article II.

The Transactions

6

 

 

 

Section 2.01

The Acquisition.

6

Section 2.02

Purchase Prices.

7

Section 2.03

Seller Parties Deliverables at the First Closing.

7

Section 2.04

Buyer Deliverables at the First Closing.

8

Section 2.05

Post-First Closing Adjustment.

8

Section 2.06

Retained Shares.

9

Section 2.07

Conditions to the Second Closing.

10

Section 2.08

Seller Deliverables at the First Closing.

11

Section 2.09

Buyer Deliverables at the Second Closing.

11

Section 2.10

Earn-Out.

11

Section 2.11

Buyer Sale.

13

Section 2.12

Payment of Earn-Out Consideration.

13

Section 2.13

Registration.

14

Section 2.14

Lock-Up and Leak Out.

16

Section 2.15

Additional Documents.

17

Section 2.16

Conveyance Taxes.

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PURCHASE AGREEMENT

This PURCHASE AGREEMENT (the “Agreement”), dated as of 26th June, 2026, is entered into by and among:

(A)

CNET TECHNOLOGY LIMITED, a company organized and existing under the Laws of the British Virgin Islands, with its registered address at the office of Overseas Company Services, Limited, Unit 8, 3/F., Qwomar Trading Complex, Blackburne Road, Port Purcell, Road Town, Tortola, British Virgin Islands, VG1110 (the “Purchaser”);

(B)

AFFIRM MISSION LIMITED, a company organized and existing under the Laws of the British Virgin Islands, with its registered address at the office of Sea Meadow House, P.O. Box 116, Road Town, Tortola, British Virgin Islands (the “Seller”); and

(C)

MARGO ASIA LIMITED, a company organized and existing under the Laws of the British Virgin Islands, with its registered office at Sea Meadow House, P.O. Box 116, Road Town, Tortola British Virgin Islands (the “Company”).

WHEREAS:

(A)

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Execution Version

FOURTH AMENDMENT AGREEMENT

This FOURTH AMENDMENT AGREEMENT, dated as of June 30, 2026 (this “Fourth Amendment”), is entered into by and among Ecovyst Catalyst Technologies LLC, a Delaware limited liability company (the “Parent Borrower”), Eco Services Operations Corp., a Delaware corporation (“Eco Services”), Ecovyst Midco II Inc., a Delaware corporation (“Holdings”), the other Guarantors party hereto, each 2026 Incremental Term Lender (as defined below) and UBS AG, Stamford Branch, as administrative agent (the “Administrative Agent”).

RECITALS

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CUENTAS, INC.

 

and

 

OLDE MONMOUTH STOCK TRANSFER CO., INC., as

Warrant Agent

 

Amended and Restated Warrant Agency Agreement

 

Dated as of June 29, 2026

(Amending and Restating Warrant Agency Agreement dated February 1, 2021)

 

WARRANT AGENCY AGREEMENT

 

AMENDED AND RESTATED WARRANT AGENCY AGREEMENT, dated as of June 29, 2026 (this “Agreement”), between Cuentas, Inc., a corporation organized under the laws of the State of Florida (the “Company”), and Olde Monmouth Stock Transfer Co., Inc., a corporation organized under the laws of New Jersey (the “Warrant Agent”).

 

W I T N E S S E T H

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Redline - Truist-Main Street Capital Ninth Amendment

Exhibit 10.1

EXECUTION COPY

NINTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT

AGREEMENT

This NINTH AMENDMENT TO THIRD AMENDED AND RESTATED

CREDIT AGREEMENT, dated as of June 29, 2026 (this “Amendment”), by and among MAIN

STREET CAPITAL CORPORATION, a Maryland corporation (the “Borrower”), solely with

respect to Section 9, the GUARANTORS party hereto, the LENDERS party hereto (the “Lenders”)

and TRUIST BANK, as Administrative Agent (in such capacity, the “Administrative Agent”).

R E C I T A L S:

WHEREAS, the Borrower, the Guarantors, the Administrative Agent and the

lenders party thereto have entered into that certain Third Amended and Restated Credit Agreement

dated as of June 5, 2018 (as amended by that certain First Amendment to Third Amended and

Restated Credit Agreement, dated as of May 28, 2020, that certain Omnibus Amendment No. 1,

dated as of April 7, 2021, that certain Third Amendment to Third Amended and Restated Credit

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exh10_12026omnibusincent

Terex Corporation 2026 Omnibus Incentive Plan

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Contents Article 1. Establishment, Purpose, and Duration 1 Article 2. Definitions 1 Article 3. Administration 6 Article 4. Shares Subject to This Plan and Maximum Awards 8 Article 5. Eligibility and Participation 10 Article 6. Stock Options 10 Article 7. Stock Appreciation Rights 13 Article 8. Restricted Stock and Restricted Stock Units 14 Article 9. Performance Units/Performance Shares 15 Article 10. Cash-Based Awards and Other Stock-Based Awards 16 Article 11. Transferability of Awards and Shares 17 Article 12. Performance Measures 17 Article 13. Nonemployee Director Awards 18 Article 14. Dividend Equivalents 19 Article 15. Beneficiary Designation 19 Article 16. Rights of Participants 19 Article 17. Change in Control 19 Article 18. Disability 20 Article 19. Death 20 Article 20. Amendment and Termination 20 Article 21. Withholding 21 Article 22. Successors 21 Article 23. General Provisions 22

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HAZEL PARTNERS HOLDINGS LLC

 

June 26, 2026

 

MSP Recovery, LLC

2701 South Le Jeune Road, 10th Floor

Coral Gables, FL 33134

 

Attn: John Ruiz, Chief Executive Officer

 

Dear Mr. Ruiz:

 

Reference is made to:

 

1. the Amendment No. 3 to Second Amended and Restated Credit Agreement, dated October 1, 2024 (the “Credit Agreement”), among Subrogation Holdings, LLC, a Delaware limited liability company (the “Borrower”), MSP Recovery Claims, Series LLC – Series 15-09-321 (the “Series”), a registered series of MSP Recovery Claims, Series LLC, a Delaware limited liability company, and MSP Recovery, LLC, a Florida limited liability company (the “Parent”) and Hazel Partners Holdings LLC, as Lender (the “Lender”) and as Administrative Agent (in such capacity, the “Administrative Agent”).

 

Unless otherwise defined in this letter, capitalized terms used in this letter have the meanings assigned to such terms in the Credit Agreement.

 

The Borrower has requested funding in the amount of $208,000 to increase the Operational Collection Floor.

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Certain personally identifiable information has been omitted from this exhibit pursuant to

item 601(a)(6) of Regulation S-K. [***] indicates that information has been redacted.

 

TWENTY ONE CAPITAL, INC.

INDEPENDENT DIRECTOR AGREEMENT

 

This Independent Director Agreement (this “Agreement”) is made and entered into as of June 30, 2026, by and between Twenty One Capital, Inc. (the “Company”), a Texas corporation, and Karl E. Olsoni (the “Director”).

 

I. SERVICES

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Draft Mou 18 March 2026 Final

MEMORANDUM OF UNDERSTANDING

 

This Memorandum of Understanding is made on the seventeenth day of March, Two Thousand and Twenty-Six.

 

BETWEEN

 

*(1)*Phytocyte Pty Ltd (ACN 612 512 571), a company limited by shares incorporated in Australia, whose registered office is at c/o Pascoes Accounting & Advisory, 123 Albany Highway, Kojonup WA 6395, AUSTRALIA ("Phytocyte"); 

 

(2)Inter-M Traders FZ-LLE, a limited liability establishment organized under the laws of the United Arab Emirates, whose registered office is at Fujairah Creative Tower 

P.O.Box 4422 Fujairah UNITED ARAB EMIRATES ("Inter-M"); and

 

*(3)*Bakhu Holdings, Corp., a corporation incorporated under the laws of the State of Nevada, United States of America, with its principal executive offices at One World Trade Center, Suite 130, Long Beach, California 90831, UNITED STATES (the "Company"). 

 

Phytocyte, Inter-M and the Company are hereinafter collectively referred to as the “Parties” and individually as a “Party”.

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BINDING HEADS OF AGREEMENT

Convertible Funding, Compliance Restoration and Governance Arrangement

Dated 7 April 2026

 

This Binding Heads of Agreement (Agreement) is made on 7 April 2026.

 

Party

Details

 

PhytoCyte Pty Ltd

a company limited by shares incorporated in Australia, whose registered office is c/o Pascoes Accounting & Advisory, 123 Albany Highway, Kojonup WA 6395, Australia

 

Bakhu Holdings, Corp.

a corporation incorporated under the laws of the State of Nevada, United States of America, with its principal executive offices at One World Trade Center, Suite 130, Long Beach, California 90831, United States

 

PhytoCyte Pty Ltd and Bakhu Holdings, Corp. are referred to together as the Parties and individually as a Party

 

**1.**Background

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BAKHU HOLDINGS, CORP.

INDEMNIFICATION, HOLD HARMLESS AND ADVANCEMENT LETTER AGREEMENT

 

March 18, 2026

 

To: Efstathios Galazis

Dear Ms. Galazis,

 

This letter agreement is made by and between Bakhu Holdings, Corp., a Nevada corporation (the “Company”), and Efstathios Galazis (“Indemnitee”). It is intended to confirm, evidence and supplement the rights and protections available to the Indemnitee in respect of his service to the Company.

 

**1.**Indemnification and Hold Harmless.

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AMENDED VIVAKOR, INC.

2025 EQUITY AND INCENTIVE PLAN

 

SECTION 1. GENERAL PURPOSE OF THE PLAN: DEFINITIONS

 

The name of the plan is the AMENDED VIVAKOR, INC. 2025 EQUITY AND INCENTIVE PLAN (the “Plan”). The purpose of the Plan is to encourage, retain and enable the officers, employees, directors, Consultants and other key persons of VIVAKOR, INC., a Nevada corporation (including any successor entity, the “Company”) and its Subsidiaries, upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business, to acquire a proprietary interest in the Company.

 

The following terms shall be defined as set forth below:

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