Browse EX-10 agreements

LOAN AGREEMENT

This Loan Agreement (this “Agreement”) is entered into as of March 17, 2026 (the “Effective Date”),

BY AND BETWEEN

Good Mood Studio Inc.,

a company duly organized and existing under the laws of California

(“Lender”),

AND

Vestand Inc.,

a corporation duly incorporated and existing under the laws of the State of Delaware (“Borrower”).

Lender and Borrower may be referred to individually as a “Party” and collectively as the “Parties.”

1. LOAN AMOUNT AND DISBURSEMENT

1.1 Loan Amount

Lender agrees to lend to Borrower, and Borrower agrees to borrow from Lender, the principal amount of Two Hundred Thousand U.S. Dollars (USD $200,000) (the “Loan”).

1.2 Disbursement Date

The Loan shall be disbursed on March 17, 2026, by wire transfer or other immediately available funds to an account designated by Borrower.

1.3 Interest Commencement Date

Interest shall accrue from the date the Loan is actually disbursed to Borrower.

2. INTEREST

2.1 Interest Rate

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Exhibit 10.5

SECURITY AGREEMENT

THIS SECURITY AGREEMENT (this “Agreement”) is made as of May 21, 2026, by and between Vestand Inc., a Delaware corporation (the “Company”) on the one hand, and MIN GAN ZHE INVESTMENT LIMITED, a Hong Kong corporation (the “Secured Party”) on the other hand (collectively, the “Parties”).

The Parties hereto agree as follows:

Security Interest. In consideration of that certain loan (the “Loan”) made by the Secured Party to the Company pursuant to that certain Loan Agreement dated May 21, 2026 (the “Loan Agreement”), on even date herewith, and the financial accommodation made or extended by the Secured Party to or for the account of the Company, directly or indirectly, as principal, guarantor or otherwise, specifically the obligation evidenced by that certain Secured Promissory Note (the “Note”) between the Parties executed on even date herewith, the terms of which are incorporated herein by reference, the Company hereby grants to Secured Party a first priority

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Exhibit 10.4

SECURED PROMISSORY NOTE

$500,000	May 21, 2026

FOR VALUE RECEIVED, Vestand Inc., a Delaware corporation (“Payor”), promises to pay to MIN GAN ZHE INVESTMENT LIMITED, a Hong Kong corporation (the “Holder”), the principal sum of $500,000 (the “Principal Balance”) on the terms set forth below. Interest on the outstanding Principal Balance shall accrue at the rate of 8% per annum. Interest shall commence on the date hereof and shall continue on the outstanding principal until paid in full. Interest shall be computed on the basis of a year of 365 days for the actual number of days elapsed.

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Exhibit 10.3

LOAN AGREEMENT

THIS LOAN AGREEMENT (this “Loan Agreement”) is made and entered into as of May 21, 2026 (the “Effective Date”), among MIN GAN ZHE INVESTMENT LIMITED, a Hong Kong corporation (“Lender”), Vestand Inc., a Delaware corporation (“Borrower”), and Vestand Korea Co., Ltd. (“Vestand Korea”) with respect to the following:

RECITALS

WHEREAS, pursuant to a Financing Agreement dated May 21, 2026 (the “Financing Agreement”), the Lender has agreed to make the loan described in this Loan Agreement on the terms and conditions set forth in this Loan Agreement; and

WHEREAS, Lender and Borrower agreed pursuant to the Financing Agreement that the loan created by this Loan Agreement shall not be convertible into any shares of capital stock or other equity securities of the Borrower, and shall be secured by a loan receivable owing to the Borrower, including the principal and interest, pursuant to that certain loan agreement, dated October 10, 2025, between the Borrower and Vestand Korea.

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Exhibit 10.2

SECURITIES PURCHASE AGREEMENT

THIS SECURITIES PURCHASE AGREEMENT (this “Agreement,” as the same may hereafter be modified, supplemented, extended, amended, restated, or amended and restated from time to time), is entered into and made effective as of May 21, 2026 (the “Effective Date”), by and among Vestand Inc., a Delaware corporation (the “Company”), and MIN GAN ZHE INVESTMENT LIMITED, a Hong Kong corporation (the “Investor”).

RECITALS

WHEREAS, pursuant to a Financing Agreement dated May 21, 2026 (the “Financing Agreement”), Investor agreed to purchase shares of Class A Common Stock of Company at a purchase price of $0.371 per Share;

WHEREAS, Company desires to sell to Investor and Investor desires to purchase from Company, 1,347,708 shares (the “Shares”) of the Company’s Class A Common Stock (“Common Stock”), subject to final rounding and confirmation by the Company and its Transfer Agent; and

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Exhibit 10.1

FINANCING AGREEMENT

This Financing Agreement (this “Agreement”) is entered into as of May 21, 2026, by and between Vestand Inc., a Delaware corporation (the “Company”), and MIN GAN ZHE INVESTMENT LIMITED, a Hong Kong corporation (the “Investor”) (individually referred to as a “Party” and collectively as the “Parties”).

RECITALS

WHEREAS, the Company desires to raise an aggregate amount of US$1,000,000 (the “Financing Amount”) from the Investor;

WHEREAS, the Parties intend for the financing to be structured in two separate components: (i) an equity investment in the Company’s Class A Common Stock (the “Equity Portion”) in the amount of US$500,000 (the “Equity Investment Amount”), and (ii) a non-convertible loan to the Company (the “Debt Portion”) in the principal amount of US$500,000 (the “Debt Amount”);

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Execution Version

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of May 28 2026, between Outlook Therapeutics, Inc., a Delaware corporation (the “Company”), and the purchaser identified on the signature pages hereto (including its successors and assigns, the “Purchaser”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act (as defined below), the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, Shares (as defined below) 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 the Purchaser agree as follows:

ARTICLE I. DEFINITIONS

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THIRD AMENDMENT TO CREDIT AGREEMENT

This THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is made as of May 26, 2026, by and among Allbirds, Inc., a Delaware public benefit corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto and Second Avenue Capital Partners LLC, as Administrative Agent and Collateral Agent (in such capacities, the “Agent”).

W I TNESS ET H:

A. Reference is made to that certain Credit Agreement dated as of June 30, 2025 (as amended by that certain Consent and First Amendment to Credit Agreement, dated as of March 29, 2026 and that certain Second Amendment to Credit Agreement and Other Loan Documents, dated as of April 19, 2026, the “Existing Credit Agreement”, and as amended by this Amendment and as may be further amended, restated, amended and restated, modified, supplemented and in effect from time to time, the “Amended Credit Agreement”) by and among, among others, the Borrower, the Guarantors from time to time party thereto, the Lenders from time to time party thereto and the Agent. Capitalized terms used but not defined h

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Exhibit 10.1

SETTLEMENT AGREEMENT

This SETTLEMENT AGREEMENT (this “Agreement”) is entered into as of May 21, 2026 (the “Effective Date”), by and between Celularity Inc., a Delaware corporation (the “Company”), and Helena Global Investment Opportunities 1 Ltd, a Cayman Islands exempted company (the “Holder”). The Company and the Holder are each a “Party” and collectively the “Parties.”

RECITALS

**WHEREAS,**the Company and the Holder are parties to (i) that certain Securities Purchase Agreement, dated as of October 24, 2025 (as amended, the “Purchase Agreement”); (ii) that certain Exchange Promissory Note issued by the Company to the Holder (the “Note”); (iii) that certain Security Agreement, dated as of October 24, 2025 (as amended and as further amended concurrently herewith, the “Security Agreement”); (iv) that certain Registration Rights Agreement, dated as of October 24, 2025 (the “Registration Rights Agreement”);

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Richtech Robotics Receives Notification from Nasdaq Regarding Late Filing of Form 10-Q

LAS VEGAS, May 28, 2026 (GLOBE NEWSWIRE) — Richtech Robotics Inc. (Nasdaq: RR) (“Richtech Robotics” or “the Company”), a Nevada-based robotics company developing AI-driven automation solutions for commercial and industrial applications, announces that it has received a notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”), stating that the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”), because it has not timely filed its Quarterly Report on Form 10-Q for the period ended March 31, 2026 (the “Form 10-Q”) with the U.S. Securities and Exchange Commission (the “SEC”). The Rule requires Nasdaq-listed companies to timely file all required periodic financial reports with the SEC.

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Certain schedules and exhibits to this Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The omitted schedules and exhibits are not material and would not contain information material to investors. The registrant agrees to furnish supplementally to the Securities and Exchange Commission a copy of any omitted schedule or exhibit upon request.

INCREMENTAL ASSUMPTION AND AMENDMENT AGREEMENT NO. 1

Dated as of May 27, 2026

among

PRIME SECURITY SERVICES HOLDINGS, LLC,

as Holdings,

PRIME SECURITY SERVICES BORROWER, LLC

and

THE ADT SECURITY CORPORATION,

as Borrowers,

THE SUBSIDIARY LOAN PARTIES PARTY HERETO,

THE LENDER PARTY HERETO

and

FIFTH THIRD BANK, NATIONAL ASSOCIATION,

as Administrative Agent

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INCREMENTAL ASSUMPTION AND AMENDMENT AGREEMENT NO. 1

This INCREMENTAL ASSUMPTION AND AMENDMENT AGREEMENT NO. 1 (this “Agreement”), dated as of May 27, 2026, is made by and among Prime Security Services Holdings, LLC, a Delaware limited liability company (“Holdings”), Prime Security Services Borrower, LLC, a Delaware limited liability company (the “Borrower”), The ADT Security Corporation, a Delaware corporation (“ADTSC” or the “Co-Borrower” and, together with the Borrower, the “Borrowers”), each “Subsidiary Loan Party” listed on the signature pages hereto (each, a “Subsidiary Loan Party” and, collectively, jointly and severally, the “Subsidiary Loan Parties”), Fifth Third Bank, National Association, as Administrati

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