Browse EX-10 agreements

Execution Version

ABL CREDIT AND GUARANTY AGREEMENT

dated as of June 16, 2026

among

WHIRLPOOL CORPORATION

INSINKERATOR LLC

KITCHENAID GLOBAL LLC

WHIRLPOOL PROPERTIES, INC.

MAYTAG PROPERTIES, LLC

CERTAIN FINANCIAL INSTITUTIONS

and

JPMORGAN CHASE BANK, N.A.,

as Administrative Agent

and

THE BANK OF NOVA SCOTIA,

FIFTH THIRD BANK, NATIONAL ASSOCIATION,

THE HUNTINGTON NATIONAL BANK,

and

STANDARD CHARTERED BANK,

as Documentation Agents

and

JPMORGAN CHASE BANK, N.A.

BNP PARIBAS SECURITIES CORP.,

CITIBANK, N.A.,

MIZUHO BANK, LTD.,

WELLS FARGO BANK, NATIONAL ASSOCIATION,

BMO CAPITAL MARKETS CORP,

GOLDMAN SACHS BANK USA,

PNC BANK, NATIONAL ASSOCIATION

and

TD BANK, N.A.,

as Joint Lead Arrangers and Joint Bookrunners

 

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TABLE OF CONTENTS

 

 

 

 

  

Page

 

ARTICLE 1. DEFINITIONS

  

 

1

 

Section 1.01

 

Definitions

  

 

1

 

Section 1.02

 

Accounting Terms and Determinations

  

 

73

 

Section 1.03

 

Interest Rates; Benchmark Notification

  

 

74

 

Section 1.04

 

Other Interpretive Provisions

  

 

75

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Document

Exhibit 10.1

NOTE: PURSUANT TO ITEM 601(B)(10) OF REGULATION S-K, CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT URBAN ONE, INC. TREATS AS PRIVATE OR CONFIDENTIAL. SUCH INFORMATION IS MARKED IN THE EXHIBIT WITH AN ASTERISK [*].

EMPLOYMENT AGREEMENT

THIS AGREEMENT (“Agreement”) is made and entered into June 16th, 2026, but effective as of the 7th day of January 2025 (“Effective Date”), by and between Urban One, Inc. (“Company”), a Delaware corporation having its principal place of business at 1010 Wayne Avenue, 14th Floor, Silver Spring, Maryland, and Peter D. Thompson (“Employee”), an individual residing at [*].

RECITALS

WHEREAS, Company is engaged in the business of owning and managing broadcast media, directly and through subsidiaries and affiliates, including certain radio stations, cable television networks and websites serving various Nielsen Audio Total Survey Areas; and

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AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT

 

THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”), dated as of June 15, 2026 (the “Effective Date”), is entered into between Atlas Lithium Corporation, a Nevada corporation (Nasdaq: ATLX) (the “Company”), and Tiago Moreira de Miranda (“Executive”). The Company and Executive are sometimes referred to individually as a “Party” and collectively as the “Parties.” Unless otherwise defined within the Agreement, capitalized terms used in this Agreement are defined in Section 12 hereof.

 

WHEREAS, the Company and the Executive previously entered into that certain Employment Agreement, dated as of July 23, 2024 (the “Prior Agreement”).

 

WHEREAS, pursuant to the Prior Agreement, Executive has been employed by the Company;

 

WHEREAS, the Parties hereto desire to amend and restate the Prior Agreement and to enter into this Agreement, which shall supersede and replace the Prior Agreement; and

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No.:

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing Credit Line Agreement

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contract Version No.: SPDB202401

 

 

 

 

 

Financing Credit Line Agreement

 

 

Financing Credit Line Agreement

 

 

 

 

Company: Global Technology, Inc. (hereinafter referred to as “the Customer”)

 

Principal Business Address: No.88, Qiushi Rd., Wangchun Industrial Park, Ningbo, China

 

Contact Person: Li, Haiying

Tel.: 13755236244

 

 

Fax:/

Email:/

 

Bank: Shanghai Pudong Development Bank Co., Ltd. Ningbo Branch (hereinafter referred to as “the Financing Bank”)

Principal Business Address: No.21, Jiangxia Rd, Haishu, Ningbo, China

 

Contact Person: Zheng, Yuliang

Tel.: 15355172847

 

 

 

Based on the principles of equality, mutual benefit, and voluntariness, the parties hereto have entered into the following agreement (“this Agreement”) through friendly consultation in accordance with the relevant laws and regulations.

 

 

Part 1 General Terms and Conditions

 

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SUBSIDIARY GUARANTEE

THIS SUBSIDIARY GUARANTEE, dated as of June 11, 2026 (this “Guarantee”), made by each of CDT Equity Ltd., a United Kingdom corporation, located at 80-83 Long Lane, London, England, EC1A 9ET (together with any other entity that may become a party hereto as an Additional Guarantor as provided in Annex 1 hereto (individually and collectively the “Guarantor”)), in favor of J.J. Astor & Co., a Utah corporation (together with its permitted assigns, the “Lender”), to that certain Loan Agreement, dated as of June 11, 2026, by and among CDT Equity Inc., a Delaware corporation (the “Company”), and the Lender (the “Loan Agreement”).

 

W I T N E S S E T H:

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PLEDGE AND SECURITY AGREEMENT

THIS PLEDGE AND SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of June 11, 2026, is made and entered into by and among (x) CDT Equity Inc., a Delaware corporation (the “Company”); and (y) each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all other direct or indirect Subsidiaries of the Company hereafter formed or acquired after the date hereof for so long as this Agreement remains in effect (the “Additional Subsidiaries” and together with the Company hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”), on the one hand, and J.J. Astor & Co., a Utah corporation (the “Lender”) in its capacity as Collateral Agent for the benefit of itself as the Lender and each other Lender (if any), on the other hand (each Lender, together with its respective successors and assigns, a “Secured Party,” and collectively the “Secured Parties”).

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Senior Secured Convertible Note

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY THIS SECURITY.

 

Original Issue Date: June 11, 2026

 

Funding Amount

 

$

1,401,601

 

Final Maturity Date: November 26, 2026

 

Original Principal Amount:

 

$

1,971,000

 

 

CDT EQUITY INC.

SENIOR SECURED CONVERTIBLE NOTE

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REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 11, 2026 by and between CDT Equity Inc., a Delaware corporation (the “Company”), and J.J. Astor & Co., a Utah corporation (“Lender”).

 

This Agreement is made pursuant to the Loan Agreement, dated as of the date hereof, between the Company and the Lender (the “Loan Agreement”).

 

The Company and the Lender hereby agree as follows:

 

1. Definitions.

Capitalized terms used and not otherwise defined herein that are defined in the Loan Agreement or the Note shall have the meanings given such terms in the Loan Agreement or the Note. As used in this Agreement, the following terms shall have the following meanings:

 

“Allowable Grace Period” shall have the meaning set forth in Section 3.(n).

 

“Commission” means the United States Securities and Exchange Commission.

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LOAN AGREEMENT

This Loan Agreement (this “Agreement”) is dated as of June 11, 2026 (the “Agreement Date”) and is made and entered into between CDT Equity Inc., (formerly Conduit Pharmaceuticals Inc.) a Delaware corporation (the “Company”), and J.J. Astor & Co., a Utah corporation (including its successors and assigns, the “Lender”).

 

WHEREAS, the Company wishes to borrow the sum of up to One Million Four Hundred Sixty Thousand ($1,460,000) Dollars (the “Loan”), and the Company wishes to enter into this Agreement and the Exhibits hereto and issue to the Lender, the One Million Nine Hundred Seventy-One Thousand ($1,971,000) Dollar Original Issue Amount senior secured convertible installment promissory note in the form of Exhibit A hereto reflecting a factor rate of 1.35 times the amount of the Loan (the “Note”); and

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Document

Exhibit 10.1

Execution Version

EIGHTH AMENDMENT TO FOURTH

AMENDED AND RESTATED CREDIT AGREEMENT

This EIGHTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is entered into as of June 10, 2026 (the “Eighth Amendment Effective Date”), by and among MRC ENERGY COMPANY, a Texas corporation (the “Borrower”), the LENDERS party hereto and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).

WITNESSETH:

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Exhibit 10.1

INGERSOLL RAND INC.

2026 OMNIBUS INCENTIVE PLAN

1.         Purpose. The purpose of the Ingersoll Rand Inc. 2026 Omnibus Incentive Plan is to provide a means through which the Company and the other members of the Company Group may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advisors of the Company and the other members of the Company Group can acquire and maintain an equity interest in the Company, or be paid incentive compensation, including incentive compensation measured by reference to the value of Common Stock, thereby strengthening their commitment to the welfare of the Company Group and aligning their interests with those of the Company’s stockholders.

2.         Definitions. The following definitions shall be applicable throughout the Plan.

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Exhibit 10.2

Execution Version

SECURITY AGREEMENT

 

THIS SECURITY AGREEMENT (this “Agreement”) is made and entered into this 15th day of June, 2026, by and among WHITNEY AUTOMOTIVE GROUP, INC., a Delaware corporation (“WAG”), GO FIDO, INC., a Delaware corporation (“Go Fido”), and AUTOMOTIVE SPECIALTY ACCESSORIES AND PARTS, INC., a Delaware corporation (“ASAPI”, and together with WAG and Go Fido, collectively, the “Debtors”, and each a “Debtor”), and FIRST BUSINESS SPECIALTY FINANCE, LLC, a Wisconsin limited liability company (the “Lender”).

 

RECITALS

 

A.        Carparts.com, Inc., a Delaware corporation (“Borrower”), and the Lender have entered into that certain Loan and Security Agreement dated June 15, 2026 (as amended, modified, supplemented or restated from time to time, the “Loan Agreement”).

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