Browse EX-10 agreements

Exhibit 10.1

SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 21, 2026, by and between POLAR POWER, INC., a Delaware corporation, with headquarters located at 249 E. Gardena Boulevard, Gardena, CA 90248 (the “Company”), and CFI CAPITAL LLC, a Florida limited liability company, with its address at 2151 West Hillsboro Blvd., Suite 209, Deerfield Beach, FL 33442 (the “Buyer”).

WHEREAS:

A. The Company and the Buyer are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by the rules and regulations as promulgated by the United States Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “1933 Act”);

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Exhibit 10.(1)

Date: as of May 22, 2026

CNL Strategic Residential Credit, Inc.

CNL Holdings, LLC 450 South Orange Avenue

Orlando, FL 32801 Attention: Tammy Tipton

Re: First Amendment to Loan and Security Agreement

Ladies and Gentlemen:

This amendment letter (the “Amendment”) is entered into by and among CNL Strategic Residential Credit, Inc., a Maryland corporation (“Borrower”) and CNL Holdings, LLC, a Delaware limited liability company (“Guarantor” together with Borrower, individually and collectively, as the context requires, but in each case jointly and severally, “Obligor” or “you”) and Valley National Bank (“Bank”, “we” or “us”). We refer to that certain Loan and Security Agreement by and between Borrower and Bank dated December 31, 2025 (as amended, restated, supplemented or otherwise modified, the “Loan Agreement”). Unless otherwise defined in this Amendment, capitalized terms are used as defined in the Loan Agreement.

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Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type that the company treats as private or confidential. Brackets with triple asterisks denote omissions.

GLOBAL RESTRICTED STOCK PERFORMANCE UNIT AGREEMENT PURSUANT TO THE

AMENDED AND RESTATED

TAKE-TWO INTERACTIVE SOFTWARE, INC.

2017 STOCK INCENTIVE PLAN

THIS AGREEMENT (the “Agreement”) is made effective as of the Grant Date (as defined below) by and between Take-Two Interactive Software, Inc. (the “Company”) and <> (the “Participant”).

W I T N E S S E T H:

WHEREAS, the Company has adopted the Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan (as amended from time to time, the “Plan”), a copy of which has been delivered to the Participant, which is administered by a committee appointed by the Company’s Board of Directors (the “Committee”);

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Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type that the company treats as private or confidential. Brackets with triple asterisks denote omissions.

GLOBAL RESTRICTED STOCK PERFORMANCE UNIT AGREEMENT PURSUANT TO THE

AMENDED AND RESTATED

TAKE-TWO INTERACTIVE SOFTWARE, INC.

2017 STOCK INCENTIVE PLAN

THIS AGREEMENT (the “Agreement”) is made effective as of the Grant Date (as defined below) by and between Take-Two Interactive Software, Inc. (the “Company”) and <> (the “Participant”).

W I T N E S S E T H:

WHEREAS, the Company has adopted the Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan (as amended from time to time, the “Plan”), a copy of which has been delivered to the Participant, which is administered by a committee appointed by the Company’s Board of Directors (the “Committee”);

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Certain identified information has been excluded from the exhibit because it is both (i) not material and (ii) is the type that the company treats as private or confidential. Brackets with triple asterisks denote omissions.

GLOBAL RESTRICTED STOCK UNIT AGREEMENT PURSUANT TO THE

AMENDED AND RESTATED

TAKE-TWO INTERACTIVE SOFTWARE, INC.

2017 STOCK INCENTIVE PLAN

THIS AGREEMENT (the “Agreement”) is made effective as of the Grant Date (as defined below) by and between Take-Two Interactive Software, Inc. (the “Company”) and <> (the “Participant”).

W I T N E S S E T H:

WHEREAS, the Company has adopted the Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan (as amended from time to time, the “Plan”), a copy of which has been delivered to the Participant, which is administered by a committee appointed by the Company’s Board of Directors (the “Committee”);

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FIRST NORTHWEST BANCORP

AMENDED AND RESTATED 2020 EQUITY INCENTIVE PLAN

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TABLE OF CONTENTS

	Page
ARTICLE 1. ADOPTION AND PURPOSE	5
1.1 Adoption	5
1.2 Purpose	5
ARTICLE 2. DEFINITIONS	5
2.1 Defined Terms	5
2.2 Number	9
ARTICLE 3. ADMINISTRATION	10
3.1 General	10
3.2 Authority of the Committee	10
3.3 Liability of Committee Members	10
3.4 Costs of Plan	10
ARTICLE 4. DURATION OF THE PLAN AND SHARES SUBJECT TO THE PLAN	11
4.1 Duration of the Plan	11
4.2 Shares Subject to the Plan	11
4.3 Reservation of Shares	11
ARTICLE 5. ELIGIBILITY	11
ARTICLE 6. AWARDS	11
6.1 Types of Awards	11
6.2 General	12
6.3 Nonuniform Determinations	12
6.4 Award Agreements	12
6.5 Provisions Governing All Awards	12
6.6 Performance Goals	14

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Exhibit 10.8

May __, 2026

AmperCap Acquisition Company

12 East 49th Street, 18th Floor

New York, NY, 10017

Gentlemen:

AmperCap Acquisition Company (“Company”), a blank check company formed in the Cayman Islands for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses (a “Business Combination”), intends to register its securities under the Securities Act of 1933, as amended (“Securities Act”), pursuant to its registration statement on Form S-1 initially filed on March 17, 2026 (as may be amended, the “Registration Statement”) in connection with its initial public offering (“IPO”).

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Exhibit 10.5

PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of this [●], 2026, by and between AmperCap Acquisition Company, a Cayman Islands exempted company (the “Company”), having its principal place of business at 12 East 49th Street, 18th Floor, New York, NY 10017 and EarlyBirdCapital, Inc. (“EBC or the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one ordinary share (“Ordinary Share”) of the Company, par value $0.0001 per share and one right to receive one-tenth (1/10) of one Ordinary Share. The Purchaser has agreed to purchase on a private placement basis (the “Offering”) an aggregate of 137,500 private placement units (or up to 158,125 private placement units if the underwriters’ over-allotment option is exercised in full) (the “Private Placement Units”),

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Exhibit 10.4

PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of this [●], 2026, by and between AmperCap Acquisition Company, a Cayman Islands exempted company (the “Company”), having its principal place of business at 12 East 49th Street, 18th Floor, New York, NY 10017 and AmperSPAC LLC, a Delaware limited liability company (the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one ordinary share (“Ordinary Share”) of the Company, par value $0.0001 per share and one right to receive one-tenth (1/10) of one Ordinary Share upon the consummation of the Company’s initial business combination.

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _________, 2026, is made and entered into by and among AmperCap Acquisition Company, a Cayman Islands exempted company (the “Company”), AmperSPAC LLC, a Delaware limited liability company (the “Sponsor”), EarlyBirdCapital, Inc. (“EBC”), and third-party investors (“TPI”), and each of the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor, EBC and TPI and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

RECITALS

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INVESTMENT MANAGEMENT TRUST AGREEMENT

This Investment Management Trust Agreement (this “Agreement”) is made effective as of [●], 2026 by and between AmperCap Acquisition Company, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1, as amended (File No. 333-294363) (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering of the Company’s units (the “Units”), each of which consists of one of the Company’s ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one right to receive one-tenth (1/10) of one Ordinary Share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;

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[●], 2026

AmperCap Acquisition Company

12 East 49th Street, 18th Floor

New York, NY 10017

Re: Initial Public Offering

Ladies and Gentlemen:

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among AmperCap Acquisition Company, a Cayman Islands exempted company (the “Company”), and EarlyBirdCapital, Inc., as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of up to 14,375,000 of the Company’s units (including up to 1,875,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each Unit comprised of one ordinary share, par value $0.0001 per share, of the Company (the “Ordinary Shares”) and one right (each right, a “Share Right”). Each Share Right entitles the holder thereof to receive one-tenth

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