Browse EX-10 agreements

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Exhibit 10.4

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2026, between Real Messenger Corporation, a Cayman Islands exempted company (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 (i) an effective registration statement under the Securities Act (as defined below), the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company 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

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AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT

This Amended and Restated Change in Control Agreement (the “Agreement”) is dated May 21, 2026 (the “Effective Date”), between Provident Financial Services, Inc. (the “Company”), a Delaware corporation, and the holding company of Provident Bank (the “Bank”), and Christopher Martin (the “Executive”). The Company and the Bank are sometimes collectively referred to as the “Employers”.

WITNESSETH

WHEREAS, the Executive is presently the Executive Chairman of the Bank and the Company; and

WHEREAS, the Company and the Executive entered into a change in control agreement dated as of December 31, 2021, as amended on December 19, 2023 and May 28, 2024 (the “Prior Agreement”); and

WHEREAS, the Company and the Executive desire to enter into this Agreement, which shall supersede and replace the Prior Agreement; and

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AMENDED AND RESTATED EXECUTIVE CHAIRMAN AGREEMENT

This Amended and Restated Executive Chairman Agreement (“Agreement”) is dated May 21, 2026 (the “Effective Date”), between Provident Financial Services, Inc. (the “Company”), a Delaware corporation, and the holding company of Provident Bank (the “Bank”), and Christopher Martin (the “Executive”).  The Company and the Bank are sometimes collectively referred to as the “Employer”.

WITNESSETH

WHEREAS, the Executive is presently the Executive Chairman of the Bank and the Company; and

WHEREAS, the Company and Executive entered into an Executive Chairman Agreement dated as of December 31, 2021, as amended on December 19, 2023 and May 28, 2024 (the “Prior Agreement”); and

WHEREAS,  the Company and the Executive desire to enter into this Agreement, which shall supersede and replace the Prior Agreement.

NOW, THEREFORE, in consideration of the mutual covenants herein contained, and upon the other terms and conditions hereinafter provided, the parties hereby agree as follows:

1. TERM

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Exhibit 10.1 Execution Version FACILITY AGREEMENT DATED 19 MAY 2026 between among others Ulanqab Lamb Weston Food Co., Ltd. (乌兰察布蓝威斯顿食品有限公司) as Borrower And HSBC Bank (China) Company Limited as Mandated Lead Arranger and Bookrunner HSBC Bank (China) Company Limited as Coordinator HSBC Bank (China) Company Limited, Shanghai Branch as Facility Agent The banks and financial institutions listed in Schedule 1 as Original Lenders King & Wood Shanghai

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FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT

This First Amendment to Asset Purchase Agreement (this “Amendment”) is entered into as of May 22, 2026, by and between Profusa Inc., a Delaware corporation, with its principal place of business at 626 Bancroft Way, Suite A, Berkeley, CA 94710 (“Buyer”), and Bio Insights LLC, a limited liability company, with its principal place of business at 108 Rotary Drive, Summit, NJ 07901 (“Seller,” and together with Buyer, the “Parties,” and each individually, a “Party”).

RECITALS

WHEREAS, Buyer and Seller are parties to that certain Asset Purchase Agreement, dated as of April 21, 2026 (the “Agreement”), pursuant to which Seller agreed to sell, transfer, assign, convey, and deliver to Buyer substantially all of the know-how assets relating to the PanOmics Platform, and Buyer agreed to purchase and acquire such assets from Seller, on the terms and subject to the conditions set forth therein;

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Exhibit 10.2

CONVERTIBLE PROMISSORY NOTE

$3,000,000.00	May 26, 2026 (“Issuance Date”)
Number: AEHL_2026-1

FOR VALUE RECEIVED, Antelope Enterprise Holdings Limited, an exempted company incorporated with limited liability under the laws of the British Virgin Islands (“Maker” or “Company”), hereby promises to pay to the order of Stratosphere Capital Management Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Investor”), or its registered assigns (collectively, “Holder”), at such place as Holder may from time to time direct, in lawful money of the United States of America, a principal sum of $3,000,000.00 (the “Principal Amount”) in accordance with the terms and provisions of this Convertible Promissory Note (this “Note”).

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Exhibit 10.1

NOTE PURCHASE AGREEMENT

This Note Purchase Agreement (the “Agreement”) is made and entered into as of May 24, 2026, by and among ANTELOPE ENTERPRISE HOLDINGS LIMITED, an exempted company incorporated with limited liability under the laws of the British Islands (the “Company”), whose class A ordinary shares, no par value per share (the “Ordinary Shares”), are listed on The Nasdaq Stock Market LLC (“Nasdaq”) under the ticker “AEHL,” and STRATOSPHERE CAPITAL MANAGEMENT INC. (the “Purchaser”).

Recital

On the terms and subject to the conditions set forth herein, the Purchaser desires to purchase from the Company, and the Company desires to sell and issue to the Purchaser, a convertible promissory note in the aggregate original principal amount of $3,000,000.00.

Agreement

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