TAX RECEIVABLE AGREEMENT

between

JERSEY MIKE’S SUBS INC.

and

THE PERSONS NAMED HEREIN

Dated as of [_____], 2026

---

TABLE OF CONTENTS

			Page
ARTICLE I DEFINITIONS			2
SECTION 1.1	Definitions		2

…

STOCKHOLDERS AGREEMENT

DATED AS OF [], 2026

BETWEEN

JERSEY MIKE’S SUBS INC.

AND

THE OTHER PARTIES HERETO

---

TABLE OF CONTENTS

Page

ARTICLE I. INTRODUCTORY MATTERS		1
1.1	Defined Terms	1
1.2	Construction	5
ARTICLE II. CORPORATE GOVERNANCE MATTERS		5
2.1	Election of Directors	5
2.2	Compensation	7

…

EXCHANGE AGREEMENT

EXCHANGE AGREEMENT (this “Agreement”), dated as of July [_____], 2026, among Jersey Mike’s Subs Inc., a Delaware corporation, Jersey Mike’s HoldCo, LLC, a Delaware limited liability company, and the holders, other than the Corporation (as defined herein), of Common Units (as defined herein) from time to time party hereto.

WHEREAS, the parties hereto desire to provide for the exchange of Common Units for shares of Class A Common Stock (as defined herein), on the terms and subject to the conditions set forth herein.

NOW, THEREFORE, in consideration of the mutual covenants and undertakings contained herein and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

ARTICLE I

SECTION 1.1. Definitions

The following definitions shall be for all purposes, unless otherwise clearly indicated to the contrary, applied to the terms used in this Agreement.

“Agreement” has the meaning set forth in the preamble of this Agreement.

…

REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (as amended from time to time, this “Agreement”) is dated as of July [_____], 2026 and is between Jersey Mike’s Subs Inc., a Delaware corporation (the “Company”), the Blackstone Stockholders (as defined below) and the Founder Stockholders (as defined below).

W I T N E S S E T H

WHEREAS, the Company is effecting an IPO (as defined below) of its shares (as defined below);

WHEREAS, the Company desires to grant registration rights to the Blackstone Stockholders and the Founder Stockholders on the terms and conditions set out in this Agreement.

NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the Company, the Blackstone Stockholders and the Founder Stockholders agree as follows:

ARTICLE i

Definitions

In this Agreement:

…

---

** **

ARCHITECTURAL AND DESIGN SERVICES CONTRACT

by and between

ARTERIOR SOLUTIONS CORP

And

RV WHOLESALE DIRECT LLC

Effective as of June 16, 2026

…

CONSULTING AGREEMENT

[*], 2026

IR Agency LLC (the “Consultant” or “IR Agency”) is pleased to provide certain consulting services to iSpecimen Inc. (“you,” “Client” or “Company”) as more fully described in this agreement (the “Agreement”). This Agreement sets forth the terms and conditions pursuant to which Company engages Consultant to provide such services.

1.	Consulting Services.

…

Exhibit 10.12

EXCLUSIVE INTELLECTUAL PROPERTY LICENSE AGREEMENT

This Exclusive Intellectual Property License Agreement (this “Agreement”) is executed as of June 15, 2026 (the “Execution Date”), by and between GB Sciences, Inc., a Nevada corporation (“Licensor”), and Encore Medical, Inc., a Minnesota corporation (“Licensee”).

RECITALS

A.            Licensor owns or controls certain intellectual property, technology, know-how, trade secrets, trademarks, goodwill, patents, patent applications, copyrights, software, designs, technical information and related rights relating to the products and technologies described on Schedule A (collectively, the “Licensed Technology”).

B.            Licensee desires to obtain, and Licensor desires to grant, an exclusive, perpetual, irrevocable, worldwide, fully-paid license to the Licensed Technology upon the terms and conditions set forth herein.

…

Certain portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K because they are both (i) not material and (ii) the type of information that the registrant treats as private or confidential. Omitted portions are indicated by [***].

** **

MASTER SERVICES AGREEMENT

COVER SHEET

This Master Services Agreement (this “Agreement”) is entered into as of the Effective Date set forth below by and between Sixtyfour AI, Inc., located at 539 Bryant St., Suite 304, San Francisco, CA 94107 (the “Company”) and the Customer identified below. This Cover Sheet, together with the attached Terms and Conditions, constitutes the entire Agreement between the parties with respect to the subject matter hereof.

…

Stripe Capital Program

Loan Agreement

Your business loan under this Loan Agreement is being offered by Celtic Bank.

Financing Summary

Loan Amount The amount of credit extended to you under this Agreement.	$250,000.00	Fixed Fee The cost of your Loan.	$30,000.00

…

CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT AS MARKED WITH [***] BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

EXHIBIT A

to the Coinbase Prime Broker Agreement

COINBASE CUSTODY SERVICES AGREEMENT

This Coinbase Custody Services Agreement (the “Custody Agreement”) is entered into between by and between each entity listed in Schedule A to then Coinbase PBA, (each a “Client” and referred to together herein as the “Client”, except as otherwise expressly indicated) and Coinbase Custody and forms a part of the respective Coinbase PBA between each Client and the Coinbase Entities. Capitalized terms used in this Custody Agreement that are not defined herein shall have the meanings assigned to them in the other parts of the Coinbase PBA. This Custody Agreement shall constitute separate agreements, each between a single Client and the Coinbase Custody, as if such Client had executed a separate Custody Agreement naming only itself as the Client, and no Client shall have any liability for the

…

Exhibit 10.1

*** DELEGATED SPONSOR AGREEMENT***

**THIS DELEGATED SPONSOR AGREEMENT **(the “Agreement”), dated as of June 17, 2026, is made by and between Morgan Stanley Investment Management Inc., a Delaware corporation (the “Delegated Sponsor”), AGS Trustees Limited, a company incorporated in the Cayman Islands (the “Cayman Trustee”), and Morgan Stanley Ethereum Trust, a statutory trust organized under the laws of Delaware (the “Trust”). Capitalized terms used herein and not defined shall have the meaning set forth in the Trust Agreement.

1.            The Trust. The Trust is not an investment company under the Investment Company Act of 1940, as amended (the “1940 Act”) and it is not required to register thereunder. The Trust is not a commodity pool for purposes of the Commodity Exchange Act of 1936, as amended, and the Delegated Sponsor is not subject to regulation by the Commodity Futures Trading Commission as a commodity pool operator or a commodity trading advisor.

…

Exhibit 10.12

CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT AS MARKED WITH [***] BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

COINBASE TRADE FINANCE AGREEMENT

1.	Introduction

This Coinbase Trade Finance Agreement (“TFA”) dated as of June 23, 2026 pursuant to the Coinbase Prime Broker Agreement dated as of June 23, 2026 (including the Custody Agreement, and the Coinbase Master Trading Agreement), as amended from time to time, is entered into by and among the Client (i.e., each entity named in Schedule A to the Coinbase Prime Broker Agreement, each as “Borrower”), Coinbase Credit (“Lender”), Coinbase, Inc. (“Agent” or “Coinbase”), and Coinbase Custody as agent with respect to the Borrower’s balance of Digital Assets held in its Custodial Account (including any Vault Balance) or Vault Account (in each case for purposes of this TFA, the “Custodial Account”) pursuant to Borrower’s Custody Agreement, as ap

…