Browse EX-10 agreements

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of [●]1 (the “Effective Date”) is entered into by and between Midera Food Processing, Inc. (the “Parent”), Alkar Holdings, Inc. (the “Company” and collectively with the Parent, the “Employer”) and Mark M. Salman (“Employee”).

R E C I T A L S

The Employer desires to extend an offer of employment to Employee as Chief Executive Officer of the Employer and Employee desires to serve the Employer in such capacities, all on the terms and conditions hereinafter provided.

NOW, THEREFORE, in consideration of the mutual covenants contained in this Agreement, Employee’s employment by the Employer, the compensation to be paid to Employee while employed by the Employer, and other good and valuable consideration, the receipt and sufficiency of which is acknowledged, the parties agree as follows:

1.	Employment. The Employer agrees to employ Employee and Employee agrees to be employed by the Employer subject to the terms and provisions of this Agreement.

…

MIDERA FOOD PROCESSING, INC.

2026 LONG-TERM INCENTIVE PLAN

PERFORMANCE STOCK UNIT AWARD AGREEMENT

This PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [DATE] (the “Date of Grant”) is entered into by and between Midera Food Processing, Inc., a Delaware corporation (the “Company”) and __________________________ (the “Grantee” and, together with the Company, the “Parties”).

RECITALS

…

MIDERA FOOD PROCESSING, INC.

2026 LONG-TERM INCENTIVE PLAN

PERFORMANCE STOCK UNIT AWARD AGREEMENT

This PERFORMANCE STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [DATE] (the “Date of Grant”) is entered into by and between Midera Food Processing, Inc., a Delaware corporation (the “Company”) and           (the “Grantee” and, together with the Company, the “Parties”).

RECITALS

Pursuant to the Midera Food Processing, Inc. 2026 Long-Term Incentive Plan (the “Plan”), the Board of Directors of the Company (the “Board”) and the Compensation Committee of the Board (the “Committee”), as the administrators of the Plan, have determined to grant to the Grantee Performance Stock Units (the “PSUs”) that will settle in shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) subject to the vesting, restrictions and other terms and conditions set forth herein, and hereby grants such PSUs. Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Plan.

…

MIDERA FOOD PROCESSING, INC.

2026 LONG-TERM INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT

This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [DATE] (the “Date of Grant”) is entered into by and between Midera Food Processing, Inc., a Delaware corporation (the “Company”) and            (the “Grantee” and, together with the Company, the “Parties”).

RECITALS

Pursuant to the Midera Food Processing, Inc. 2026 Long-Term Incentive Plan (the “Plan”), the Board of Directors of the Company (the “Board”) and the Compensation Committee of the Board (the “Committee”), as the administrators of the Plan, have determined to grant to the Grantee Restricted Stock Units (the “RSUs”) that will settle in shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) subject to the vesting, restrictions and other terms and conditions set forth herein, and hereby grants such RSUs. Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Plan.

…

MIDERA FOOD PROCESSING, INC.

2026 LONG-TERM INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT

This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [DATE] (the “Date of Grant”) is entered into by and between Midera Food Processing, Inc., a Delaware corporation (the “Company”) and            (the “Grantee” and, together with the Company, the “Parties”).

RECITALS

Pursuant to the Midera Food Processing, Inc. 2026 Long-Term Incentive Plan (the “Plan”), the Board of Directors of the Company (the “Board”) and the Compensation Committee of the Board (the “Committee”), as the administrators of the Plan, have determined to grant to the Grantee Restricted Stock Units (the “RSUs”) that will settle in shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) subject to the vesting, restrictions and other terms and conditions set forth herein, and hereby grants such RSUs. Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Plan.

…

MIDERA FOOD PROCESSING, INC.

2026 LONG-TERM INCENTIVE PLAN

RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS

This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [DATE] (the “Date of Grant”) is entered into by and between Midera Food Processing, Inc., a Delaware corporation (the “Company”) and            (the “Grantee” and, together with the Company, the “Parties”).

RECITALS

Pursuant to the Midera Food Processing, Inc. 2026 Long-Term Incentive Plan (the “Plan”), the Board of Directors of the Company (the “Board”) have determined to grant to the Grantee restricted stock units (the “RSUs”) that will settle in shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”) subject to the vesting, restrictions and other terms and conditions set forth herein, and hereby grants such RSUs. Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Plan.

NOW, THEREFORE, the Parties hereto agree as follows:

…

The Midera Food Processing, Inc. 2026 Long-Term Incentive Plan

Introduction

The Midera Food Processing, Inc. 2026 Long-Term Incentive Plan (the “Plan”) is intended to promote the interests of Midera Food Processing, Inc. (the “Company”) and its stockholders by providing officers and other employees of the Company and its affiliates (including directors who are also employees of the Company or its affiliates) with appropriate incentives and rewards to encourage them to enter into and continue in the employ of the Company and its affiliates and to acquire a proprietary interest in the long-term success of the Company; and to reward the performance of individual officers, other employees, non-employee directors and consultants in fulfilling their personal responsibilities for long-range achievements. The Plan is also designed to encourage stock ownership by such persons, thereby aligning their interest with those of the Company’s stockholders. The Plan has been adopted and approved by the Board

…

MOBILITY GLOBAL INC.

as the Company

5.050% Senior Notes due 2029

5.450% Senior Notes due 2031

6.050% Senior Notes due 2036

FIRST SUPPLEMENTAL INDENTURE

Dated as of May 29, 2026

to the Indenture Dated as of May 29, 2026

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee

TABLE OF CONTENTS

Page

Article 1 DEFINITIONS		2
Section 1.01.	Certain Terms Defined in the Indenture; Additional Terms	2
Article 2 FORM AND TERMS OF THE NOTES		7
Section 2.01.	Form and Dating	7
Section 2.02.	Paying Agent; Depository	7
Section 2.03.	Registration	8
Section 2.04.	Transfer and Exchange	9
Section 2.05.	Terms of the Notes	9
Section 2.06.	Optional Redemption	10
Section 2.07.	Special Mandatory Redemption	11
Section 2.08.	Offer to Repurchase Upon a Change of Control Triggering Event	12
Section 2.09.	Registration Default	14
Article 3 COVENANTS		15
Section 3.01.	Limitation on Liens	15

…

REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT dated May 29, 2026 (this “Agreement”) is entered into by and among Mobility Global Inc., a Delaware corporation (the “Company”), and Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC and BofA Securities, Inc. (together, the “Representatives”) as representatives of the several initial purchasers named in Schedule I of the Purchase Agreement (the “Initial Purchasers”).

The Company and the Representatives are parties to the Purchase Agreement dated May 19, 2026 (the “Purchase Agreement”), which provides for the sale by the Company to the Initial Purchasers of $650,000,000 aggregate principal amount of its 5.050% Senior Notes due 2029, $650,000,000 aggregate principal amount of its 5.450% Senior Notes due 2031 and $700,000,000 aggregate principal amount of its 6.050% Senior Notes due 2036 (collectively, the “Securities”). The Securities are being issued in connection with the separation of the Company from S&P Global, Inc., a New York corporation (the “Parent”), and the distribution of 100% of the

…