Browse EX-10 agreements

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

 

 

Dated as of June 6, 2026

 

 

Principal Amount: Up to $750,000.00

…

INDEMNIFICATION AGREEMENT

 

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of June 8, 2026 between Elite Express Holding Inc., a Delaware corporation (the “Company”), and Ye Hua, an individual (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement.

 

WITNESSETH THAT:

 

WHEREAS, Indemnitee performs a valuable service for the Company; WHEREAS, the Board of Directors of the Company (the “Board”) has adopted the Amended and Restated Bylaws (the “Bylaws”) providing for the indemnification of the officers and directors of the Company to the maximum extent authorized by the Delaware General Corporation Law (the “DGCL”);

 

WHEREAS, the Bylaws and §145 of the DGCL, as amended (“Section 145”), by their nonexclusive nature, permit contracts between the Company and the officers or directors of the Company with respect to indemnification of its officers or directors;

…

[Certain confidential portions of this exhibit were omitted by means of marking such portions with brackets and asterisks because the identified confidential portions (i) are not material and (ii) would be competitively harmful if publicly disclosed, or constituted personally identifiable information that is not material.]

 

 

Employment Agreement

 

This EMPLOYMENT AGREEMENT (this “Agreement”) is made as of June 8, 2026 (the “Effective Date”) between Elite Express Holding Inc. (the “Company”), with an address of 23046 Avenida De La Carlota, Suite 600, Laguna Hills CA 92653, USA**,** and Ye Hua, with an address at [***] (“Employee”) (Company and Employee are each a “Party” and collectively the “Parties”).

 

WHEREAS, Employee is experienced in finance, U.S. Securities and Exchange Commission reporting, investor relations, and corporate administration; and

…

SIXTH AMENDMENT TO LOAN, GUARANTEE AND SECURITY AGREEMENT

 

 

This SIXTH AMENDMENT TO LOAN, GUARANTEE AND SECURITY AGREEMENT (this “Amendment”), dated as of June 8, 2026, is by and between GREAT ELM CAPITAL CORP., a Maryland corporation (“Borrower”) and CITY NATIONAL BANK (“CNB”), as lender (in such capacity, together with its successors and assigns in such capacity, “Bank”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement.

 

W I T N E S S E T H

 

A.

…

Document

SUPERPRIORITY SECURED DEBTOR-IN-POSSESSION

CREDIT AGREEMENT

dated as of June 5, 2026,    

among

INOTIV, INC., as the Borrower,

THE OTHER GUARANTORS PARTY HERETO, as Guarantors,

THE LENDERS PARTY HERETO,

and

ACQUIOM AGENCY SERVICES LLC,

as Administrative Agent and Collateral Agent

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TABLE OF CONTENTS

Article I DEFINITIONS    1

Section 1.01    Defined Terms    1

Section 1.02    Classification of Loans and Borrowings    33

Section 1.03    Terms Generally    33

Section 1.04    Accounting Terms; GAAP    34

Section 1.05    [Reserved]    34

Section 1.06    Resolution of Drafting Ambiguities    34

Section 1.07    Rounding    34

Section 1.08    Currency Fluctuations    34

Section 1.09    Divisions    35

Article II THE CREDITS    35

Section 2.01    Commitments    35

Section 2.02    Loans    36

Section 2.03    Borrowing Procedure    37

Section 2.04    Evidence of Debt; Repayment of Loans    38

Section 2.05    Premiums and Fees    38

Section 2.06    Interest on Loans    39

Section 2.07    Termination and Reduction of Commitments    40

…

Consulting Agreement

 

This Consulting Agreement (this “Agreement”) is entered into as of June 6, 2026 (“Effective Date”) by and between MIRA Pharmaceuticals, Inc. (“Company”), and Andriy Mushak (“Consultant”). Company and Consultant may be referred to collectively as the “Parties” or individually as a “Party.”

 

Recitals

 

WHEREAS, Consultant possesses expertise and experience in providing senior financial leadership, SEC reporting oversight, audit readiness, internal controls, capital-markets support, budgeting, treasury oversight, and related strategic finance services; and

 

WHEREAS, Company desires to engage Consultant to provide the services described in Section 1 below solely in Consultant’s capacity as a fractional chief financial officer and not for any other services unless expressly added by a written amendment signed by both Parties; and

 

WHEREAS, the Parties desire to set forth the terms and conditions governing that engagement.

 

NOW, THEREFORE, in consideration of the mutual covenants and promises set forth below, the Parties agree as follows:

…

Consulting Agreement

 

This Consulting Agreement (this “Agreement”) is entered into as of June 6, 2026 (“Effective Date”) by and between Telomir Pharmaceuticals, Inc. (“Company”) and Andriy Mushak (“Consultant”). Company and Consultant may be referred to collectively as the “Parties” or individually as a “Party.”

Recitals

 

WHEREAS, Consultant possesses expertise and experience in providing senior financial leadership, SEC reporting oversight, audit readiness, internal controls, capital-markets support, budgeting, treasury oversight, and related strategic finance services; and

 

WHEREAS, Company desires to engage Consultant to provide the services described in Section 1 below solely in Consultant’s capacity as a fractional chief financial officer and not for any other services unless expressly added by a written amendment signed by both Parties; and

 

WHEREAS, the Parties desire to set forth the terms and conditions governing that engagement.

 

NOW, THEREFORE, in consideration of the mutual covenants and promises set forth below, the Parties agree as follows:

…

Exhibit 10.1

PALLADYNE AI CORP.

AMENDED AND RESTATED 2021 EQUITY INCENTIVE PLAN

(effective as of June 8, 2026)

Purposes of the Plan. The purposes of this Plan are:

•

to attract and retain the best available personnel for positions of substantial responsibility,

•

to provide additional incentive to Employees, Directors and Consultants, and

•

to promote the success of the Company’s business.

The Plan permits the grant of Incentive Stock Options, Nonstatutory Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units and Performance Awards.

Definitions. As used herein, the following definitions will apply:

2.1.

“Administrator” means the Board or any of its Committees as will be administering the Plan, in accordance with Section 4 of the Plan.

2.2.

…

STOCKHOLDERS AGREEMENT

DATED AS OF JUNE 3, 2026

between

LIFTOFF MOBILE, INC.

AND

GENERAL ATLANTIC (LFT), L.P.

 

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Table of Contents

 

 

Page

ARTICLE I. INTRODUCTORY MATTERS

3

1.1

Defined Terms

3

1.2

Construction

7

ARTICLE II. CORPORATE GOVERNANCE MATTERS

7

2.1

Election of Directors

7

2.2

Compensation

9

ARTICLE III. INFORMATION; VCOC

9

3.1

Books and Records; Access

9

3.2

Certain Reports

10

3.3

VCOC

10

3.4

Confidentiality

12

3.5

Information Sharing

13

ARTICLE IV. ADDITIONAL COVENANTS

13

4.1

Pledges or Transfers

13

4.2

Spin-Offs or Split-Offs

13

4.3

Expense Reimbursement

14

4.4

Additional Issuances for Earn-Out

14

ARTICLE V. INDEMNIFICATION; LIABILITY INSURANCE

15

5.1

Indemnification of Designating Stockholder

15

5.2

Jointly Indemnifiable Claims

16

5.3

Non-Exclusive Right

15

5.4

Directors and Officers Insurance

17

5.5

Other Rights of Designees

17

ARTICLE VI. GENERAL PROVISIONS

17

6.1

Termination

17

6.2

Notices

18

6.3

Amendment; Waiver

19

6.4

Further Assurances

19

6.5

Assignment

19

6.6

…

STOCKHOLDERS AGREEMENT

DATED AS OF JUNE 3, 2026

between

LIFTOFF MOBILE, INC.

AND

BCP Redbird Aggregator L.P.

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Table of Contents

Page

 

ARTICLE I. INTRODUCTORY MATTERS

3

1.1

Defined Terms

3

1.2

Construction

6

ARTICLE II. CORPORATE GOVERNANCE MATTERS

5

2.1

Election of Directors

5

2.2

Compensation

7

2.3

Board Committees

7

ARTICLE III. INFORMATION; VCOC

7

3.1

Books and Records; Access

7

3.2

Certain Reports

8

3.3

VCOC

8

3.4

Confidentiality

10

3.5

Information Sharing

11

ARTICLE IV. ADDITIONAL COVENANTS

11

4.1

Pledges or Transfers

11

4.2

Spin-Offs or Split-Offs

11

4.3

Expense Reimbursement

11

ARTICLE V. INDEMNIFICATION; LIABILITY INSURANCE

14

5.1

Indemnification of Designating Stockholder

14

5.2

Jointly Indemnifiable Claims

15

5.3

Non-Exclusive Right

16

5.4

Directors and Officers Insurance

16

5.5

Other Rights of Designees

16

ARTICLE VI. GENERAL PROVISIONS

17

6.1

Termination

17

6.2

Notices

17

6.3

Amendment; Waiver

18

6.4

Further Assurances

18

6.5

Assignment

18

6.6

Third Parties

19

6.7

…

REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (as amended from time to time, this “Agreement”) is dated as of June 3, 2026 and is between Liftoff Mobile, Inc., a Delaware corporation (the “Company”), BCP Redbird Aggregator L.P. and its related vehicles (“Blackstone”), the Founders (as defined below) and General Atlantic (LFT), L.P., a Delaware limited partnership (“General Atlantic”).

W I T N E S S E T H

WHEREAS, the Company, Blackstone and the Founders entered into that certain Registration Rights Agreement, dated as of March 17, 2021 (the “Existing Registration Rights Agreement”);

WHEREAS, in connection with the initial public offering of the Company, each of the Company and Blackstone has agreed to amend the Existing Registration Rights Agreement as set forth in this Agreement;

…

Certain confidential information contained in this document, marked by brackets and asterisk ([***]), has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K, because the Company customarily and actually treats such information as private or confidential and the omitted information is not material.

 

Date: December 23, 2024

 

Client Name:

Silentium Ltd. (hereinafter: “the Borrower” or “the Company”)

 

Company No. 512491143

 

 

Address:

5 Golda Meir St., Ness Ziona

 

 

Account No.:

[***] at the Rehovot Science Park Branch (132) (hereinafter: “the Borrower’s Account”)

 

To: Mizrahi Tefahot Bank Ltd. (hereinafter: “the Bank”)

 

Dear Sir/Madam,

 

Re: Loan Agreement

…