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Browse EX-10 agreements

16,699 total material contract exhibits.


EXHIBIT 10.18

Scancell Holdings plc

Exhibit 10.18

Dated 24 September 2026

KREOS CAPITAL VIII (UK) LTD

and

SCANCELL HOLDINGS PLC

AGREEMENT FOR THE PROVISION OF A LOAN
FACILITY OF UP TO USD 25,000,000

Hogan Lovells Cadwalader International LLP
Atlantic House
50 Holborn Viaduct
London, EC1A 2FG

Tel: +44 (0) 20 7296 2000
Fax: +44 (0) 20 7296 2001

TABLE OF CONTENTS

Page

1 DEFINITIONS 4
2 INTERPRETATION 18
3 LOAN FACILITY 20
4 TERM 24
5 REPAYMENT AND PREPAYMENT 24
6 INTEREST 28

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EX-10.18·F-4·CIK 2141116·ACC 0001104659-26-114823·Filed Oct 09, 2026, 06:06 ET

EXHIBIT 10.7

CITY THERAPEUTICS, INC.

**City Therapeutics, Inc.
**NON-EMPLOYEE DIRECTOR COMPENSATION POLICY

The purpose of this Non-Employee Director Compensation Policy (the “Policy”) of City Therapeutics, Inc. (the “Company”) is to provide a total compensation package that enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries (“Outside Directors”). This Policy will become effective as of the effective time of the registration statement for the Company’s initial public offering of its equity securities (the “Effective Date”). Unless otherwise determined by the Board of Directors, Outside Directors who are employees of, or otherwise affiliated with, an institutional investor in the Company shall not be eligible to receive compensation under this Policy. In furtherance of the purpose stated above, all Outside Directors shall be paid compensation for services provided to the Company as Outside Directors as set forth below:

Cash Retainers

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EX-10.7·S-1/A·CIK 2143850·ACC 0001104659-26-114815·Filed Oct 09, 2026, 06:04 ET

EXHIBIT 10.6

CITY THERAPEUTICS, INC.

City Therapeutics, Inc.
SENIOR EXECUTIVE CASH INCENTIVE BONUS PLAN

1. Purpose

This Senior Executive Cash Incentive Bonus Plan (the “Incentive Plan”) is intended to provide an incentive for superior work and to motivate eligible executives of City Therapeutics, Inc. (the “Company”) and its subsidiaries toward even higher achievement and business results, to tie their goals and interests to those of the Company and its stockholders and to enable the Company to attract and retain highly qualified executives. The Incentive Plan is for the benefit of Covered Executives (as defined below).

2. Covered Executives

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EX-10.6·S-1/A·CIK 2143850·ACC 0001104659-26-114815·Filed Oct 09, 2026, 06:04 ET

EXHIBIT 10.2

CITY THERAPEUTICS, INC.

Exhibit 10.2

CITY THERAPEUTICS, INC.

2026 STOCK OPTION AND INCENTIVE PLAN

SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS

The name of the plan is the City Therapeutics, Inc. 2026 Stock Option and Incentive Plan (as amended from time to time, the “Plan”). The purpose of the Plan is to encourage and enable the officers, employees, Non-Employee Directors and Consultants of City Therapeutics, Inc. (the “Company”) and its Affiliates upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business to acquire a proprietary interest in the Company. It is anticipated that providing such persons with a direct stake in the Company’s welfare will assure a closer identification of their interests with those of the Company and its stockholders, thereby stimulating their efforts on the Company’s behalf and strengthening their desire to remain with the Company or one of its Affiliates.

The following terms shall be defined as set forth below:

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EX-10.2·S-1/A·CIK 2143850·ACC 0001104659-26-114815·Filed Oct 09, 2026, 06:04 ET

EXHIBIT 10.8

CITY THERAPEUTICS, INC.

City Therapeutics, Inc.

COMPENSATION RECOVERY POLICY

Adopted as of September 19, 2026, subject to effectiveness of the Company’s Registration Statement on Form S-1 for its initial public offering.

City Therapeutics, Inc., a Delaware corporation (the “Company”), has adopted a Compensation Recovery Policy (this “Policy”) as described below.

1. Overview

The Policy sets forth the circumstances and procedures under which the Company shall recover Erroneously Awarded Compensation from Covered Persons (as defined below) in accordance with rules issued by the United States Securities and Exchange Commission (the “SEC”) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the Nasdaq Global Market. Capitalized terms used and not otherwise defined herein shall have the meanings given in Section 3 below.

2. Compensation Recovery Requirement

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EX-10.8·S-1/A·CIK 2143850·ACC 0001104659-26-114815·Filed Oct 09, 2026, 06:04 ET

EXHIBIT 10.9

CITY THERAPEUTICS, INC.

city THERAPEUTICS, INC.

EXECUTIVE SEVERANCE PLAN AND
SUMMARY PLAN DESCRIPTION

1. Introduction and Purpose

This document serves as the Plan document and Summary Plan Description (“SPD”) for the severance pay and benefits provided under the City Therapeutics, Inc. Executive Severance Plan (the “Plan”). City Therapeutics, Inc., a Delaware corporation (including its successors, the “Company”), considers it essential to foster the continuous employment of key management personnel. The Company acknowledges the possibility of an involuntary termination of employment exists and that such possibility, and the uncertainty and questions that it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company.

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EX-10.9·S-1/A·CIK 2143850·ACC 0001104659-26-114815·Filed Oct 09, 2026, 06:04 ET

EXHIBIT 10.3

CITY THERAPEUTICS, INC.

Exhibit 10.3

CITY THERAPEUTICS, INC.

2026 EMPLOYEE STOCK PURCHASE PLAN

The purpose of the City Therapeutics, Inc. 2026 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of City Therapeutics, Inc. (the “Company”) and each Designated Company (as defined in Section 11) with opportunities to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). 503,322 shares of Common Stock in the aggregate have been approved and reserved for this purpose, plus on January 1, 2027 and each January 1 thereafter until the Plan terminates pursuant to Section 20, the number of shares of Common Stock reserved and available for issuance under the Plan shall be cumulatively increased by the least of (i) 1,509,966 shares of Common Stock, (ii) 1% of the number of Outstanding Shares on the immediately preceding December 31, and (iii) such number of shares of Common Stock as determined by the Administrator (as defined in Section 1). The Plan includes two components: a Code Section 423 Component (the “423 Component”) and a non-Code Se

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EX-10.3·S-1/A·CIK 2143850·ACC 0001104659-26-114815·Filed Oct 09, 2026, 06:04 ET

SETTLEMENT AGREEMENT AND STIPULATION

THIS SETTLEMENT AGREEMENT and STIPULATION is dated as of October 1, 2026 (the "Settlement Date") by and between Sky Quarry, Inc. ("SKYQ" or the "Company"), a corporation formed under the laws of the State of Delaware, and LendSpark Corporation, ("LS"), an Indiana Corporation, replaces that Settlement Agreement and Stipulation previously executed by and between SKYQ and LS on September 25, 2026 which shall be of no force or effect.

BACKGROUND:

WHEREAS, there are bona fide outstanding liabilities of the Company in the principal amount of not less than $638,998.00 and

WHEREAS, these liabilities are in default or past due; and

WHEREAS, SKYQ is responsible to LS for payment of such liabilities on the terms and conditions set forth in the annexed debt instrument(s), subject however to the agreement of the Company and compliance with the provisions hereof; and

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EX-10.1·8-K·CIK 1812447·ACC 0001096906-26-001527·Filed Oct 08, 2026, 20:00 ET

EX-10.8

Elevation Acquisition Group Inc.

** **

THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN.

THE PURCHASE OF THE SECURITIES INVOLVES A HIGH DEGREE OF RISK AND SHOULD BE CONSIDERED ONLY BY PERSONS WHO CAN BEAR THE RISK OF THE LOSS OF THEIR ENTIRE INVESTMENT.

FORM OF SUBSCRIPTION AGREEMENT

This Subscription Agreement (this “Agreement”) is entered into as of [*], 2026, between Elevation Acquisition Group Inc., a Cayman Islands exempted company with limited liability (the “Company”), and [             ]       (the “Purchaser”).

WHEREAS, the Company was incorporated for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities (each, a “Business Combination”);

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EX-10.8·S-1/A·CIK 2131124·ACC 0001493152-26-046384·Filed Oct 08, 2026, 18:15 ET

EX-10.22(B)

Kensington Capital Acquisition Corp. VI

Exhibit 10.22(b)

NTHCYCLE,INC.

OMNIBUSAMENDMENTTONOTEPURCHASEAGREEMENTANDSUBORDINATED CONVERTIBLE PROMISSORY NOTES

This Omnibus Amendment to Note Purchase Agreement and Subordinated ConvertiblePromissory Notes (this “Amendment”),isenteredintoasofJuly7,2026(the“EffectiveDate”),by andamongNth Cycle,Inc.,aDelawarecorporation(the“Company”),andtheotherpartiessetforth onthesignaturepageshereto,comprisingholdersoftheNoteApprovalAmount(asdefinedbelow), andamendsandmodifies(i)theNotePurchaseAgreement,datedasofApril24,2026,byand amongtheCompanyandtheindividualsandentitieswhobecamepartiesthereto(the“Purchasers”) (collectively, the “Purchase Agreement”) and (ii) all Subordinated Convertible Promissory Notes issuedunder the Purchase AgreementasoftheEffectiveDate(the“Notes”).All capitalized terms usedbutnototherwisedefinedhereinshallhavethemeaningsascribedtosuchtermsinthe Purchase Agreement.

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EX-10.22(B)·S-4/A·CIK 2102713·ACC 0001193125-26-418129·Filed Oct 08, 2026, 18:06 ET