Browse EX-10 agreements

FORM OF CONTINGENT VALUE RIGHTS AGREEMENT

 

This Contingent Value Rights Agreement (this “Agreement”), dated as of [●] (the “Effective Date”), is entered into by and between Treeline Biosciences Holdings, Inc., a Delaware corporation (“Parent”), and [●], a [●], as Rights Agent (as defined herein).

 

RECITALS

 

A.           Parent, Siri Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), and Treeline Biosciences, Inc., a Delaware corporation (the “Company”), have entered into an Agreement and Plan of Merger and Reorganization, dated as of June 6, 2026 (as it may be amended, supplemented or otherwise modified from time to time pursuant to the terms thereof, the “Merger Agreement”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned Subsidiary of Parent. Capitalized terms used but not otherwise defined herein have the meanings ascribed thereto in the Merger Agreement.

…

FORM OF LOCK-UP AGREEMENT

 

June 6, 2026

 

Ladies and Gentlemen:

 

The undersigned stockholder (the “Undersigned”) to this lock-up agreement (this “Lock-Up Agreement”) understands that Standard BioTools Inc., a Delaware corporation (“Parent”), has entered into an Agreement and Plan of Merger and Reorganization, dated as of June 6, 2026 (as the same may be amended from time to time, the “Merger Agreement”) with Siri Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, and Treeline Biosciences, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement.

…

THE EXCHANGE CONTEMPLATED HEREIN IS INTENDED TO COMPORT WITH THE REQUIREMENTS OF SECTION 3(a)(9) OF THE SECURITIES ACT OF 1933, AS AMENDED.

Exchange Agreement

 

This Exchange Agreement (this “Agreement”) is executed as of June 5, 2026 by and between Vivos Therapeutics, Inc., a Delaware corporation (“Borrower”), and Streeterville Capital, LLC, a Utah limited liability company (“Lender”). Capitalized terms not defined herein shall have the same meaning as set forth in the Transaction Documents (as defined below).

 

A. Pursuant to that certain Note Purchase Agreement dated June 9, 2025 (“Purchase Agreement”) between Lender and Borrower, Borrower issued to Lender that certain Secured Promissory Note in the original principal amount of $8,225,000.00 and having an original issue date of June 9, 2025 (“Original Note,” and together with the Purchase Agreement and all other agreements and documents entered into in conjunction therewith, the “Transaction Documents).

…

Final Version

 

SHARE PURCHASE AGREEMENT

BY AND AMONG

GALMED PHARMACEUTICALS LTD.,

COLOSPAN LTD.,

THE SHAREHOLDERS OF COLOSPAN LTD.

and

Boaz Assaf AS THE COLOSPAN LTD. SHAREHOLDERS REPRESENTATIVE

June 8, 2026

 

 

 

 

SHARE PURCHASE AGREEMENT

THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of June 8, 2026, is entered into by and among (i) Colospan Ltd., an Israeli company (the “Company”), (ii) Galmed Pharmaceuticals Ltd., an Israeli company (“Purchaser”), (iii) the shareholders of the Company whose names appear on the signature page of this Agreement or that otherwise become parties to this Agreement under ‎Section 2.8 and ‎Section 2.9 hereof (each a “Selling Shareholder” and together, the “Selling Shareholders”) and (iv) Boaz Assaf, in his capacity as representative of the Selling Shareholders (the “Shareholders Representative”).

 

RECITALS

WHEREAS, the Company engages in the business of developing and commercializing medical devices and related products and services; and

…

Form of Lock-Up Agreement

June 5, 2026

A.G.P./Alliance Global Partners

590 Madison Avenue, 28th Floor

New York, New York 10022

Ladies and Gentlemen:

This lock-up agreement (this “Lock-Up Agreement”) is being delivered to you in connection with the offering (the “Offering”) contemplated by those certain Securities Purchase Agreements (each, a “Purchase Agreement” and collectively, the “Purchase Agreements”), each dated as of June 5, 2026, between Village Farms International, Inc. (the “Company”) and the purchaser parties thereto (collectively, the “Purchasers”), with respect to the issuance of common shares of the Company, no par value (“Common Shares”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in the Purchase Agreements.

…

FORM OF SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 5, 2026, between Village Farms International, Inc., a corporation continued under the laws of the Province of Ontario (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”), the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, the securities as more fully described in this Agreement.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

ARTICLE I.

DEFINITIONS

…

WAIVER, CONSENT, AND AMENDMENT AGREEMENT

This Waiver, Consent, and Amendment Agreement (this “Agreement”), dated as of June5, 2026, is made by and between CONNECTICUT GREEN BANK, (the “Administrative Agent” and the “Lender”) and FUELCELL ENERGY FINANCE HOLDCO, LLC, a Delaware limited liability company (the “Borrower”).  Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Credit Agreement, as defined below.

WHEREAS, the Borrower has entered into a Credit Agreement, dated as of August 18, 2023 (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time in accordance with its provisions, the “Credit Agreement”), among the Borrower and the Lender party thereto;

​

…

WAIVER, CONSENT, AND AMENDMENT AGREEMENT

This Waiver, Consent, and Amendment Agreement (this “Agreement”), dated as of June 5, 2026, is made by and between LIBERTY BANK, in its capacity as administrative agent (the “Administrative Agent”) under the Credit Agreement (as defined below) and the lenders listed on the signature pages hereto as lenders (the “Lenders”) and FUELCELL ENERGY FINANCE HOLDCO, LLC, a Delaware limited liability company (the “Borrower”).  Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Credit Agreement, as defined below.

WHEREAS, the Borrower has entered into a Credit Agreement, dated as of August 18, 2023 (as the same may be amended, amended and restated, supplemented or otherwise modified from time to time in accordance with its provisions, the “Credit Agreement”), among the Borrower, the Lenders party thereto and the Agent;

​

…

Exhibit 10.8

 

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made and entered into as of January 23, 2026 by and among Graham Corporation, a Delaware corporation with its principal place of business at 20 Florence Avenue, Batavia, New York 14020 (the “Company”), FlackTek Manufacturing, LLC, a subsidiary of the Company with its principal place of business at 486 S. Pierce Avenue, Louisville, Colorado 80027 (the “Employer”), and Matthew Gross, with a business address at 7555 S. Boulder Rd., Boulder, Colorado 80303 (the “Executive”).

WHEREAS, simultaneously with the execution of this Agreement, pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among, among other parties, FlackTek Holdings, Inc., a Delaware corporation and each of its wholly-owned subsidiaries (“FlackTek”) and the Company (the “Purchase Agreement”), the Company is acquiring all of the issued and outstanding membership interests of FlackTek Manufacturing, LLC and all of the issued and outstanding membership interests of FlackTek Sales, LLC;

…

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made and entered into as of November 14, 2025 by and among Graham Corporation, a Delaware corporation with its principal place of business at 20 Florence Avenue, Batavia, New York 14020 (the “Company”), and William Zmyndak, with a home address of 442 Parkside Avenue, Buffalo, New York 14126 (the “Executive”).

WHEREAS, the Company and the Executive desire to enter into this Agreement to describe the employment relationship and obligations of the parties.

NOW, THEREFORE, the parties hereto, intending to be legally bound and in consideration of the mutual covenants herein contained, agree as follows:

Employment. The Company hereby agrees to employ the Executive and the Executive hereby accepts employment, upon the terms and conditions hereinafter set forth.

Duties.

(a)

…

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”), is made and entered into as of February 5, 2025 by and among Graham Corporation, a Delaware corporation with its principal place of business at 20 Florence Avenue, Batavia, New York 14020 (the “Company”), Barber Nichols LLC, a subsidiary of the Company, with its principal place of business at 6325 West 55th Avenue, Arvada, Colorado 80002 (“BNI”), and Michael Dixon, with a business address at 6325 West 55th Avenue, Arvada, Colorado 80002 (the “Executive”).

WHEREAS, the Company and the Executive desire to enter into this Agreement to describe the employment relationship and obligations of the parties.

NOW, THEREFORE, the parties hereto, intending to be legally bound and in consideration of the mutual covenants herein contained, agree as follows:

Employment. The Company hereby agrees to employ the Executive and the Executive hereby accepts employment, upon the terms and conditions hereinafter set forth.

Duties.

(a)

…