Browse EX-10 agreements

**CONFIDENTIAL **

***EXECUTION VERSION ***

EQUITY PURCHASE AGREEMENT

BY AND BETWEEN

OXFORD ECONOMICS USA, INC.

AND

FISCALNOTE, INC.,

DATED AS OF AUGUST 27, 2026

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**TABLE OF CONTENTS **

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ARTICLE 1 PURCHASE AND SALE OF THE INTERESTS							1
		Section 1.1		Purchase and Sale of the Interests			1

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June 3, 2026

Crystal Peterson

[ADDRESS]

Dear Crystal:

Effective August 1, 2026, your employment with the Company is ending.

The Company is offering you transition benefits to help you with this change. This letter explains various benefits, the transition payments the Company is offering you, and the actions you need to take.

Please note that some benefits require your prompt attention and have a time limit in which to act. Pay careful attention to the information contained in this document and don’t hesitate to reach out if you have additional questions. Please take time now to make sure that your address and contact information are accurate in Workday so that you receive any future communications.

Section 1 – General Information

This section describes your rights in various matters and explains steps you may need to take to receive certain benefits. You do not have to sign the Release and Agreement to receive the benefits listed in Section 1 - General Information.

Holiday Bonus

You will receive a pro-rata portion of the current year’s holiday bonus for your period of employment from December 1st through your termination date. If possible, this amount will be added to your final paycheck; otherwise, it will be paid in the next payroll cycle following termination.

Employee Stock Purchase Plan

If you participate in the Employee Stock Purchase Plan, you can keep your account or elect to receive payment of your balance in cash or shares of stock. You may contact Computershare for further information and election forms at 800-736-3001.

Credit Union

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Exhibit 10.2 GUARANTY GUARANTY, dated as of 2 September 2026 (this “Guaranty”), made by NXP Semiconductors N.V., a public limited company (naamloze vennootschap) registered with the Dutch trade register under number 34253298, incorporated in the Netherlands, with its official seat (statutaire zetel) in Eindhoven, the Netherlands (“NXP Semiconductors”), NXP USA, Inc., a Delaware corporation (“NXP Inc.”) and NXP Funding LLC, a Delaware corporation (“NXP LLC” and, together with NXP Semiconductors and NXP Inc. and any other Subsidiary that becomes a party hereto as a Guarantor (in each case, unless and until such person ceases to be a Guarantor in accordance with this Guaranty), individually, a “Guarantor” and, collectively, the “Guarantors”) and European Investment Bank, as bank (in such capacity, together with its successors in such capacity, the “Bank”). W I T N E S S E T H: WHEREAS, reference is hereby made to the Facility A Agreement (as defined below) and the Facility B Agreement (as defined below), each among NXP B.V. (the "Borrower") and the Bank; WHEREAS, pursuant to each Facility Agreement (as defined below), the Bank has agreed to make Loans to the Borrower upon the terms and subject to the conditions set forth therein; WHEREAS, each Guarantor acknowledges that it will derive substantial direct and/or indirect benefit from the making of the Loans; and WHEREAS, it is a condition precedent to the obligation of the Bank to make the Loans to the Borrower under each Facility Agreement that the Guarantors shall have executed and delivered this Guaranty in favor of the

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Exhibit 10.1 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED OR OMITTED. FI N°: 50840 Serapis N°: 2025-0385 GLOBAL GATEWAY CHIP SUPPLY CHAIN STRENGHTENING USD 250,000,000 Facility A Agreement between European Investment Bank and NXP B.V. 1 September 2026

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CONTENTS CLAUSE PAGE 1. DEFINITIONS AND INTERPRETATION ................................................................................................................... 1 2. THE FACILITY AND PURPOSE ............................................................................................................................... 24 3. CONDITIONS OF UTILISATION .............................................................................................................................. 25 4. REPAYMENT .............................................................................................................................................................. 25 5. VOLUNTARY PREPAYMENT AND CANCELLATION ......................................................................................... 25 6. MANDATORY PREPAYMENT AND CANCELLATION ........................................................................................ 26 7. RESTRICTIONS .......................................................................................................................................................... 28 8. INTEREST

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1

Exhibit 10.11

ACCELEVATION HOLDINGS CORP.

OMNIBUS INCENTIVE PLAN

ARTICLE I

PURPOSE

The purpose of this Accelevation Holdings Corp. Omnibus Incentive Plan (this “Plan”) is

to promote the success of the Company’s business for the benefit of its stockholders by enabling

the Company to offer Eligible Individuals cash and stock-based incentives in order to attract,

retain, and reward such individuals and strengthen the mutuality of interests between such

individuals and the Company’s stockholders. This Plan is effective as of the date set forth in

Article XIV.

ARTICLE II

DEFINITIONS

For purposes of this Plan, the following terms shall have the following meanings:

2.1“Affiliate”means a corporation or other entity controlled by, controlling, or

under common control with the Company. The term “control” (including, with correlative

meaning, the terms “controlled by” and “under common control with”), as applied to any Person,

means the possession, directly or indirectly, of the power to direct or cause the direction of

management and policies of such Person, whether through the ownership of voting or other

securities, by contract or otherwise.

2.2“Applicable Law” means the requirements relating to the administration of

equity-based awards and the related shares under U.S. state corporate law, U.S. federal and state

securities laws, the rules or requirements of any stock exchange or quotation system on which

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	Exhibit 10.10

September 8, 2023

Ms. Ericka Harrison

(sent via email to ****)

Dear Ericka,

On behalf of Accelevation LLC, I am pleased to offer you a full-time position as Vice President

of Supply Chain, reporting to Chip Hillman, Chief Strategy Officer. The terms of this offer are as

follows:

Salary

This is an exempt, salaried position with an annual salary of $195,000 (with weekly pay cycles).

Requested Start Date

Monday, September 25, 2023

Bonus

Based on Company financial and employee performance, you may be eligible for a bonus of up

to 25% of your base salary at the end of the fiscal year.

Profit Incentive Units

Based upon performance, you may be issued 100,000 Profit Incentive Units after 90 days of

employment.

Benefits:

•Holiday Pay for 6 holidays.

•You are eligible to participate in the Company’s health and wellness plans (after 60 days

of employment).

•Paid Time Off (PTO): 20 days per year, which is prorated based on your start date and

accrues per pay period (after 60 days of employment).

•Participation in our 401(k) Retirement Plan with Company match (after successful

completion of 6 months of employment).

Accelevation LLC is an at-will employer, and your employment is a voluntary one subject to

termination by you or by the company at will, with or without cause, and with or without notice,

at any time.

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EMPLOYMENT AGREEMENT

Accelevation LLC, a Delaware limited liability company (“Employer”), and Brent Jewell, a

natural person (“Executive”) hereby enter into this “Employment Agreement”, on Friday, May

22nd, 2026, and agree as follows:

Employer and Executive desire to enter into this Agreement in respect of the employment of

Executive by Employer on the terms set forth herein, including the covenants and other

obligations of Executive set forth in Sections 5and 6.

1.Employment. Employer hereby employs Executive, and Executive hereby accepts

such employment with Employer, on the terms set forth in this Agreement for the period

beginning on June 15, 2026 (or such other date as mutually agreed by the parties hereto) (the

“Start Date”) and ending on the Termination Date pursuant to Section 4(“Employment Period”).

2.Position and Duties.

(a)During the Employment Period, Executive shall serve as the Chief

Operating Officer of the Company Group and shall report directly to the Chief Executive Officer.

Executive shall have the normal duties, responsibilities and authority implied by such position,

subject to the customary oversight and authority of the Chief Executive Officer and the Board,

including the authority to expand or limit such duties, responsibilities and authority.

3.Compensation and Benefits.

(a)Salary. During the Employment Period, Employer will pay Executive a

base salary (the “Annual Base Salary”) at the rate of $600,000 per annum. The Annual Base

Salary shall be payable by Employer in regular weekly installments in accordance with

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		Exhibit 10.8

December 23, 2022

Dear Chip,

On behalf of Accelevation, I am pleased to offer you the position of Chief Strategy Officer. You

will report to Michael Rubiera, President of Accelevation Holdings. This letter outlines the terms

of our employment offer made on the date of this letter.

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EMPLOYMENT AGREEMENT

Accelevation LLC, a Delaware limited liability company (“Employer”), and Kenneth Krause, a

natural person (“Executive”) hereby enter into this “Employment Agreement”, on May 26, 2026,

and agree as follows:

Employer and Executive desire to enter into this Agreement in respect of the employment of

Executive by Employer on the terms set forth herein, including the covenants and other

obligations of Executive set forth in Sections 5and 6.

1.Employment. Employer hereby employs Executive, and Executive hereby accepts

such employment with Employer, on the terms set forth in this Agreement for the period

beginning on June 15, 2026 (or such other date as mutually agreed by the parties hereto) (the

“Start Date”) and ending on the Termination Date pursuant to Section 4(“Employment Period”).

2.Position and Duties.

(a)During the Employment Period, Executive shall serve as the Chief

Financial Officer of the Company Group. Executive shall have the normal duties, responsibilities

and authority implied by such position, subject to the customary oversight and power of the

Chief Executive Officer and the Board, including to expand or limit such duties, responsibilities

and authority.

(b)Executive shall devote Executive’s best efforts and full business time and

attention to the business and affairs of the Company Group, shall perform Executive’s duties,

responsibilities and functions to the Company Group to the best of Executive’s abilities and in a

diligent, trustworthy, professional and efficient manner and shall comply with the Company

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SETCo Tool LLC

August 9, 2022

Michael Rubiera

****

****

Re:	Terms of Employment with SETCo Tool LLC

Dear Mr. Rubiera:

This letter sets forth the terms and conditions on which you (“Employee”) and SETCo

Tool LLC, an Ohio limited liability company (the “Company”), have agreed that Employee will

perform services as an employee thereof.

1.Employee has agreed to be employed by the Company on a full-time basis (the

period during which the Company employs Employee, the “Employment Term”) and will report

to the board of managers of the Company at the office(s) of the Company.

2.During the Employment Term, Employee’s base salary will be at the annual rate

of $250,000 per year. Employee’s annual base salary shall be subject to applicable withholdings

and deductions.

3.While employed by the Company, Employee shall be eligible to participate in the

Company’s health plan and 401(k) plan and shall be eligible for such other employee benefits as

are from time to time offered to the Company’s other full-time employees generally.

4.Employee shall be authorized to incur reasonable expenses in carrying out

Employee’s duties and responsibilities for the Company and the Company shall promptly

reimburse Employee for all reasonable business expenses incurred in connection with the

performance of Employee’s duties hereunder, subject to the Employee’s provision of reasonable

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JOINDERAGREEMENTANDFOURTHAMENDMENTTOCREDITAGREEMENT

JOINDERAGREEMENTANDFOURTHAMENDMENTTOCREDITAGREEMENT,

datedasofJune25,2026(this“Amendment”),byandamongeachAmendmentNo.4TermLoanLender,

each Amendment No. 4 Delayed Draw Term Loan Lender, each of the other Lenders party hereto,

Accelevation Intermediate LLC, a Delaware limited liability company (“Holdings”), Accelevation Buyer

LLC, a Delaware limited liability company (“Intermediate Holdings”), Accelevation LLC, a Delaware

limited liability company ( the “Borrower”), and MidCap Financial Trust, as the Administrative Agent.

RECITALS:

WHEREAS, reference is hereby made to the Credit Agreement, dated as of January 2,

2025 (as amended, restated, supplemented or otherwise modified from time to time, including pursuant to

this Amendment, the “Credit Agreement”), among Holdings, Intermediate Holdings, the Borrower, the

several lenders from time to time parties thereto (each a “Lender” and, collectively, the “Lenders”) and

MidCapFinancialTrust,astheAdministrativeAgent(capitalizedtermsusedbutnotdefinedhereinhaving

the meaning provided in the Credit Agreement);

WHEREAS, subject to the terms and conditions of the Credit Agreement, the Borrower

mayestablishNewTermLoanCommitmentspursuanttoSection2.14oftheCreditAgreementby,among

other things, entering into one or more Joinder Agreements with New Term Loan Lenders;

WHEREAS, the Borrower has requested the Lenders agree to make certain amendments

to the Credit Agreement; and

WHEREAS, subject to the terms and conditions of the Credit Agreement, the Borrower

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JOINDERAGREEMENTANDTHIRDAMENDMENTTOCREDITAGREEMENT

JOINDERAGREEMENTANDTHIRDAMENDMENTTOCREDITAGREEMENT,

datedasofFebruary13,2026(this“Amendment”), byandamongeachoftheundersignedLenders(each,

an“AmendmentNo.3IncrementalLender”),AccelevationIntermediateLLC,aDelawarelimitedliability

company (“Holdings”), Accelevation Buyer LLC, a Delaware limited liability company (“Intermediate

Holdings”), Accelevation LLC, a Delaware limited liability company (the “Borrower”), and Kidnap

Financial Trust, as the Administrative Agent.

RECITALS:

WHEREAS, reference is hereby made to the Credit Agreement, dated as of January 2,

2025 (as amended, restated, supplemented or otherwise modified from time to time, including pursuant to

this Amendment, the “Credit Agreement”), among Holdings, Intermediate Holdings, the Borrower, the

several lenders from time to time parties thereto (each a “Lender” and, collectively, the “Lenders”) and

MidCapFinancialTrust,astheAdministrativeAgent(capitalizedtermsusedbutnotdefinedhereinhaving

the meaning provided in the Credit Agreement);

WHEREAS, subject to the terms and conditions of the Credit Agreement, the Borrower

mayestablishNewTermLoanCommitmentspursuanttoSection2.14oftheCreditAgreementby,among

other things, entering into one or more Joinder Agreements with New Term Loan Lenders;

WHEREAS, subject to the terms and conditions of the Credit Agreement, the Borrower

may amend the Credit Agreement in the manner contemplated by Section 2 of this Amendment with the

consent of the Amendment No. 3 Incremental Lenders.

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