Browse EX-10 agreements

Execution Version

SECOND AMENDMENT TO MANAGEMENT AGREEMENT

This SECOND AMENDMENT (this "Amendment") to MANAGEMENT AGREEMENT is entered into as of September 29, 2026 by and among STAR HOLDINGS, a Maryland statutory trust (the "Company"), and SAFEHOLD MANAGEMENT SERVICES INC., a Delaware corporation (with its permitted assigns, the "Manager"). Capitalized terms used but not otherwise defined herein have the meanings set forth in the Existing Management Agreement (defined below).

RECITALS

WHEREAS, the Company and the Manager have previously entered into the Management Agreement, dated as of March 31, 2023, as amended by the First Amendment to Management Agreement, dated as of March 28, 2025 (the "Existing Management Agreement"); and

WHEREAS, the Company and the Manager have agreed to amend certain terms of the Existing Management Agreement.

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NEW LENDER JOINDER AGREEMENT

This NEW LENDER JOINDER AGREEMENT (this “Agreement”) is entered into as of September 29, 2026, by and among FNLR OP LP, a Delaware limited partnership (the “Parent Borrower”), certain Wholly Owned Foreign Subsidiaries of the Parent Borrower party hereto (collectively with the Parent Borrower, the “Borrowers” and each individually, a “Borrower”), FORTRESS NET LEASE REIT, a Maryland statutory trust (the “Parent”), certain subsidiaries of the Parent party hereto (collectively with the Parent, the “Guarantors” and each individually, a “Guarantor”), ASSOCIATED BANK, NATIONAL ASSOCIATION (the “New Lender”) and acknowledged and consented to by BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and as the sole L/C Issuer under the Credit Agreement referred to below.

WITNESSETH

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THIRTEENTH AMENDMENT TO THE

FOURTHAMENDEDANDRESTATEDAGREEMENTOFLIMITEDPARTNERSHIP OF

SUNCOMMUNITIESOPERATINGLIMITEDPARTNERSHIP

ThisThirteenthAmendmenttotheFourthAmendedandRestatedagreementof LimitedPartnershipofSunCommunitiesOperatingLimitedPartnership (this “Amendment”) is made and entered into on October 1, 2026 (the “Effective Date”), by SUN COMMUNITIES,INC.,aMarylandcorporation(the“GeneralPartner”),asthegeneralpartnerandowner of more than 50% of the Common OP Units of SUN COMMUNITIES OPERATING LIMITED PARTNERSHIP, a Michigan limited partnership (the “Partnership”).

Recitals

A.Saint Lucia/Rowan Oak MHC, LLC (“Contributor”) and Sun ACQ II LLC, a subsidiary of the Partnership, entered into a Contribution Agreement, dated June 30, 2026, as amended (the “Contribution Agreement”), with respect to the Partnership’s indirect acquisition of Contributor’s interest in certain real property located in Eugene, Oregon, and other assets.

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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 entered into as of September 28, 2026 by and between Streeterville Capital, LLC, a Utah limited liability company (“Lender”), and Cloudastructure, Inc., a Delaware corporation (“Borrower”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Original Note (defined below).

A.Borrower previously sold and issued to Lender that certain Promissory Note dated June 30, 2026, with a deemed original issuance date of April 14, 2025, in the original principal amount of $1,299,870.00 (the “Original Note”) pursuant to that certain Exchange Agreement dated June 30, 2026 by and between Lender and Borrower (the “Exchange Agreement,” and together with the Original Note and all other documents entered into in conjunction therewith, the “Transaction Documents”).

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FORM OF SUBSCRIPTION AGREEMENT

This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on [●], 2026, by and among Hall Chadwick Acquisition Corp., a Cayman Islands exempted company (which entity will transfer by way of continuation to and domesticate as a Delaware corporation as part of the Domestication (as defined below) prior to the closing of the Merger (as defined below), the “Issuer”) and the subscriber named on the signature page hereto (“Subscriber”).

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CHANGE OF CONTROL SEVERANCE AGREEMENT

This CHANGE OF CONTROL SEVERANCE AGREEMENT (the “Agreement”), is made as of the 1stday of October, 2026 (the “Effective Date”), by and between THE GORMAN-RUPP COMPANY, an Ohio corporation (the “Company”), and (the “Executive”).

WHEREAS, the Company desires to enter into an agreement with the Executivein recognition of the importance of the Executive’s services to the continuity of management of the Company and based upon its determination that it will be in the best interests of the Company to encourage the Executive’s continued attention and dedication to the Executive’s duties in the potentially disruptive circumstances of a possible Change of Control of the Company. As used in this Agreement, the term “Change of Control” and certain other capitalized terms have the meanings ascribed to them in Section 8 hereof.

NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein, the parties agree as follows:

1.

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CHANGE OF CONTROL SEVERANCE AGREEMENT

This CHANGE OF CONTROL SEVERANCE AGREEMENT (the “Agreement”), is made as of the 1stday of October, 2026 (the “Effective Date”), by and between THE GORMAN-RUPP COMPANY, an Ohio corporation (the “Company”), and Scott A. King (the “Executive”).

WHEREAS, the Company desires to enter into an agreement with the Executivein recognition of the importance of the Executive’s services to the continuity of management of the Company and based upon its determination that it will be in the best interests of the Company to encourage the Executive’s continued attention and dedication to the Executive’s duties in the potentially disruptive circumstances of a possible Change of Control of the Company. As used in this Agreement, the term “Change of Control” and certain other capitalized terms have the meanings ascribed to them in Section 8 hereof.

NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein, the parties agree as follows:

1.

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EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT, dated as of October 1, 2026, is by and between SCIENTIFIC INDUSTRIES, INC., a Delaware corporation with its principal executive offices at 80 Orville Drive, Suite 102, Bohemia, New York, 11716 (the “Company”) and ZACHARY ROVINSKY, an individual residing at 4 Netto Lane, Plainview, NY 11803 (“Employee”).

W I T N E S S E T H:

WHEREAS, the Company desires to continue to employ Employee as a senior executive of the Company, and Employee desires to continue to serve in such capacity, all on the terms and conditions set forth below.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:

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EXHIBIT 10.3

AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT

This Amendment No. 2 to the Employment Agreement between Scientific Bioprocessing, Inc. (the “Company”) and John Moore (“Employee”) is made this 1st day of October, 2026 (“Amendment”). The Company and Employee are hereinafter collectively referred to as the “Parties.”

WHEREAS, the Company and Employee are parties to an existing Employment Agreement, dated July 1, 2020, as amended by that certain Amendment No. 1 to Employment Agreement dated as of May 20, 2025 (as amended, the “Agreement”);

WHEREAS, the Term (as defined in the Agreement and extended through amendment) expired on June 30, 2026 and has since continued on the terms set forth in the Agreement; and

WHEREAS, the Parties wish to amend the Agreement to provide for an additional extension of the Term of the Agreement, as set forth in this Amendment.

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Parties, intending to be legally bound, agree as follows.

1. Recitals. The above recitals are incorporated herein.

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AMENDMENT NO. 3 TO EMPLOYMENT AGREEMENT

This Amendment No. 3 to the Employment Agreement between Scientific Industries, Inc. (the “Company”) and Helena Santos (“Employee”) is made this 1st day of October, 2026 (“Amendment”). The Company and Employee are hereinafter collectively referred to as the “Parties.”

WHEREAS, the Company and Employee are parties to that certain Employment Agreement, dated July 1, 2017, as amended by that certain Amendment No. 1 to Employment Agreement, dated as of June 23, 2022 and Amendment No. 2 to Employment Agreement dated May 20, 2025 (as amended, the “Agreement”);

WHEREAS, the Term (as defined in the Agreement and extended by amendment) expired on June 30, 2026 and has since continued on the terms set forth in the Agreement; and

WHEREAS, pursuant to Section 18 of the Agreement, the Parties wish to amend the Agreement to provide for an additional extension of the Term of the Agreement, as set forth in this Amendment.

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CNS PHARMACEUTICALS, INC.

2020 EQUITY PLAN

(Amended and Restated)

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Section 1.	Establishment and Purpose.

1.1 The Board of Directors of CNS Pharmaceuticals, Inc. (the “Company”) established the CNS Pharmaceuticals, Inc. 2020 Equity Plan (the “Plan”) effective as of April 6, 2020, which was approved by the Company’s stockholders at the Company’s annual meeting on June 8, 2020. The Plan was amended effective as of August 9, 2023, as of March 26, 2024, and on November 17, 2025 and on September 30, 2026, subject to approval by the Company’s stockholders at the Company’s annual meeting on September 30, 2026.

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This Promissory Note (this “Note”) and the securities issuable upon conversion of this Note pursuant to the terms hereof have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and neither this note, such securities nor any interest therein may be offered, sold, transferred, pledged or otherwise disposed of except pursuant to an effective registration statement under such act or such laws or an exemption from registration under such act and such laws which, in the opinion of counsel for maker, is available.

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CONVERTIBLE PROMISSORY NOTE

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Principal Amount: $25,000	Dated as of September 30, 2026

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