Browse EX-10 agreements

August 25, 2026

JATT III Acquisition Corp

153 Central Avenue

C/O 56

Westfield, NJ 07091

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 between JATT III Acquisition Corp, a Cayman Islands exempted company (the “Company”) and Guggenheim Securities, LLC, as representative (the “Representative”) of the underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of up to 6,900,000 of the Company’s ordinary shares, par value $0.0001 per share (including up to 900,000 shares that may be purchased to cover over-allotments, if any) (the “Ordinary Shares”). The Ordinary Shares will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”) and the Company has applied to have the Ordinary Shares listed on The Nasdaq Capital Market. Certain capitalized terms used herein are defined in paragraph 11 hereof.

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NAI-5017059628v12 FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of August 27, 2026 (this “Amendment”), is entered into by and among DECKERS OUTDOOR CORPORATION, a Delaware corporation (the “Company”), DECKERS EUROPE LIMITED, a limited liability company incorporated in England and Wales with company number 05663055 (“Deckers Europe”), DECKERS UK LTD, a limited liability company incorporated in England and Wales with company number 06618944 (“Deckers UK”), DECKERS OUTDOOR CANADA ULC, a British Columbia unlimited liability company (“Deckers Canada”), DECKERS OUTDOOR INTERNATIONAL LIMITED, a Hong Kong public company limited by shares (“Deckers Hong Kong”), DECKERS COROMAR, LLC, a Delaware limited liability company (“Deckers Coromar”) and DBRANDS SGP PTE. LTD., a Singapore private company limited by shares (registration number: 202236962W) (“Deckers Singapore” and, together with the Company, Deckers Europe, Deckers UK, Deckers Canada, Deckers Hong Kong and Deckers Coromar, each, a “Borrower” and, collectively, the “Borrowers”), DECKERS CONSUMER DIRECT CORPORATION, a California corporation (“Deckers Direct”), DECKERS RETAIL, LLC, a California limited liability company (“Deckers California”), DECKERS CAMINO, LLC, a Delaware limited liability company (“Deckers Camino”), and DECKERS PACIFIC CORPORATION, a Delaware corporation (“Deckers Pacific” and, together with Deckers Direct, Deckers California, and Deckers Camino, each a “Guarantor” and, collectively, the “Guarantors” and, together with the Borrowers, each a “Loan Party” and,

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SWEETGREEN, INC.

SEVERANCE PLAN

(Effective on August 27, 2026)

1. Introduction. The purpose of this Sweetgreen, Inc. Severance Plan (the “Plan”) is to provide specified severance benefits to eligible employees of the Company whose employment is involuntarily terminated other than for Cause or who resign for Good Reason under the circumstances described in the Plan.

2. Important Terms. As used in the Plan, the following definitions apply to the capitalized terms indicated below:

2.1 “Administrator” means the Compensation Committee of the Board or another duly constituted committee of members of the Board, or officers of the Company as delegated by the Board, or any person to whom the Administrator or Board has delegated any authority or responsibility pursuant to terms of the Plan, but only to the extent of such delegation.

2.2 “Board” means the Board of Directors of the Company.

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Execution Version

SETTLEMENT, TERMINATION AND RELEASE AGREEMENT

This Settlement, Termination and Release Agreement (this “Agreement”), effective as of August 25, 2026 (the “Effective Date”), is entered into by and between Allegro Merger Corp., a Delaware corporation (“Allegro”), the undersigned Allegro Stockholders (each, an “Allegro Stockholder” and collectively, the “Allegro Stockholders”), SeeQC, Inc., a Delaware corporation (the “Company”), and SEEQC Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of the Company (“Merger Sub”). Allegro, the Allegro Stockholders, the Company and Merger Sub are sometimes referred to individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not defined herein have the meanings set forth in the Merger Agreement (as defined below).

RECITALS

WHEREAS, on August 11, 2025, Allegro and the Company entered into that certain Nondisclosure Agreement (the “NDA”);

WHEREAS, pursuant to the terms set forth herein, Allegro and the Company desire to amend the NDA;

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**WHEREAS, **on January 16, 2026, Allegro, the Company and Merger Sub entered into that certain Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, among other things, Merger Sub was to merge with and into Allegro, with Allegro surviving as a wholly owned subsidiary of the Company (the “Transaction”);

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Amendment No. 2 to Registration Rights Agreement

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This Amendment No. 2 to Registration Rights Agreement (this “Amendment”) is dated as of August 28, 2026, and is entered into by and between Mobix Labs, Inc., a Delaware corporation (the “Company”), and Kips Bay Select LP, a limited partnership organized under the laws of the State of Delaware (the “Investor”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Registration Rights Agreement, dated as of May 19, 2026, between the Company and the Investor, as amended by that certain Amendment No. 1 to Registration Rights Agreement dated as of June 18, 2026 (as so amended, the “Registration Rights Agreement”).

WHEREAS, the Company and the Investor are party to the Registration Rights Agreement; and

WHEREAS, pursuant to that certain Amendment No. 2 to Securities Purchase Agreement dated as of August 28, 2026 (the “SPA Amendment”), the Company is issuing and selling to the Investor 1,000 additional shares of the Company’s Series A 10% Convertible Preferred Stock (the “Second Closing Shares”) and a Warrant to purchase 6,000 shares of such preferred stock (the “Second Warrant”); and

WHEREAS, the Company and the Investor desire that all shares of Common Stock issuable in respect of the Second Closing Shares and the Second Warrant constitute Registrable Securities under the Registration Rights Agreement, with the independent filing deadline, effectiveness deadline, and liquidated damages provisions set forth herein.

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Amendment No. 2 to Securities Purchase Agreement

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This Amendment No. 2 to Securities Purchase Agreement (this “Amendment”) is dated as of August 28, 2026, and is entered into by and between Mobix Labs, Inc., a Delaware corporation (the “Company”), and Kips Bay Select LP, a limited partnership organized under the laws of the State of Delaware (the “Purchaser”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Securities Purchase Agreement, dated as of May 19, 2026, between the Company and the Purchaser, as amended by that certain Amendment No. 1 to Securities Purchase Agreement dated as of June 18, 2026 (as so amended, the “Purchase Agreement”).

WHEREAS, pursuant to the Purchase Agreement, at the Closing on May 19, 2026, the Company issued and sold to the Purchaser 2,000 shares of the Company’s Series A 10% Convertible Preferred Stock and a Warrant to purchase 6,000 shares of such preferred stock; and

WHEREAS, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase, 1,000 additional shares of Series A 10% Convertible Preferred Stock, together with a new Warrant to purchase 6,000 shares of such preferred stock, at a second closing on the terms set forth herein.

WHEREAS, the Company and the Purchaser also desire to extend the deadline by which the Company is required to hold the stockholder meeting contemplated by Section 4.13(c) of the Purchase Agreement, and to provide for the related waiver and extension fee set forth herein.

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INVESTOR RIGHTS AGREEMENT

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This Investor Rights Agreement (this “Agreement”) is dated as of August 28, 2026 (the “Effective Date”), by and between Mobix Labs, Inc., a Delaware corporation (the “Company”), and Leviston Resources, LLC, a Delaware limited liability company (including its successors and permitted assigns, the “Investor”). The Company and the Investor are each referred to herein as a “Party” and collectively as the “Parties”.

RECITALS

**A. **On March 31, 2026, the Parties entered into (i) that certain Securities Purchase Agreement (the “Original SPA”), (ii) that certain Senior Secured Convertible Note in the original principal amount of $4,000,000 (as amended by that certain First Amendment to Securities Purchase Agreement and Senior Secured Convertible Note dated May 13, 2026 (the “First Amendment”), that certain Second Amendment to Securities Purchase Agreement dated June 17, 2026 (the “Second Amendment”), and that certain Third Amendment to Securities Purchase Agreement dated August 28, 2026 (the “Third Amendment”)) issued by the Company to the Investor (the “Original Note”), (iii) that certain Registration Rights Agreement (the “Original RRA”), and (iv) that certain Pledge and Security Agreement (the “Original Security Agreement” and, together with the Original SPA, the Original Note, the Original RRA, the First Amendment, the Second Amendment, the Third Amendment, and any other documents or agreements executed in connection therewith, each as amended, restated, supplemented or otherwise modified from

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THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT

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THIS THIRD AMENDMENT TO SECURITIES PURCHASE AGREEMENT (the “Amendment”) is entered into as of August 28, 2026 (the “Effective Date”), by and between Mobix Labs, Inc., a corporation organized under the laws of the State of Delaware (the “Borrower”) and Leviston Resources, LLC, a limited liability company organized under the laws of the State of Delaware (the “Holder”).

WHEREAS, the Borrower and the Holder entered into a Securities Purchase Agreement dated March 31, 2026 (the “SPA”) and a Senior Secured Convertible Note dated March 31, 2026 (the “Note”), in each case as amended by that certain First Amendment to Securities Purchase Agreement and Senior Secured Convertible Note dated May 13, 2026 (the “First Amendment”) and that certain Second Amendment to Securities Purchase Agreement dated June 17, 2026 (the “Second Amendment”);

WHEREAS, pursuant to that certain Investor Rights Agreement dated May 13, 2026 (the “Original IRA”), the Borrower issued to the Holder Additional Notes in an aggregate principal amount of $4,000,000, and no investment rights remain outstanding under the Original IRA;

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THIRD AMENDMENT TO REGISTRATION RIGHTS AGREEMENT

THIS THIRD AMENDMENT TO REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is entered into as of August 28, 2026 (the “Effective Date”), by and between Mobix Labs, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Leviston Resources, LLC, a limited liability company organized under the laws of the State of Delaware (the “Investor”).

WHEREAS, the Company and the Investor are parties to that certain Registration Rights Agreement dated March 31, 2026, as amended by that certain First Amendment to Registration Rights Agreement dated May 18, 2026 and that certain Second Amendment to Registration Rights Agreement dated June 22, 2026 (the “Original RRA”);

WHEREAS, the Company and the Investor are parties to that certain Securities Purchase Agreement dated March 31, 2026 (as amended, the “SPA”), and that certain Senior Secured Convertible Note dated March 31, 2026, as amended (the “Original Note”);

WHEREAS, the Company and the Investor are entering into that certain Third Amendment to Securities Purchase Agreement dated August 28, 2026 (the “Third Amendment”), pursuant to which the Company is issuing to the Investor a Senior Secured Convertible Note in the principal amount of $1,200,000 (the “New Note”), and that certain Investor Rights Agreement dated August 28, 2026 (the “IRA”), pursuant to which the Investor has the right to purchase Additional Notes on the terms set forth therein;

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GRAF INDUSTRIAL CORP. II

1790 Hughes Landing Blvd., Suite 400

The Woodlands, Texas 77380

[●], 2026

Graf Industrial II Sponsor LLC

1790 Hughes Landing Blvd., Suite 400

The Woodlands, Texas 77380

G-SPAC Management LLC

1790 Hughes Landing Blvd., Suite 400

The Woodlands, Texas 77380

Re: Administrative Services and Indemnification Agreement

Ladies and Gentlemen:

This administrative services and indemnification agreement (this “Agreement”) by and between Graf Industrial Corp. II (the “Company”), Graf Industrial II Sponsor LLC (the “Sponsor”) and G-SPAC Management LLC, an affiliate of the Sponsor (“G-SPAC”), dated as of the date hereof, will confirm our agreement that:

1. In connection with the Company’s initial public offering of securities (the “Offering”) and related listing on the New York Stock Exchange (“NYSE”), commencing on the date the securities of the Company are first listed on the NYSE (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the U.S. Securities and Exchange Commission (the “Registration Statement”) and continuing until the earlier of the consummation by the Company of an initial business combination (“Business Combination”) or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), G-SPAC shall make available, or cause to be made available, to the Company, at 1790 Hughes Landing Blvd., Suite 400, The Woodlands, Texas 77380 (or any successor location), office space and secretarial and

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Graf Industrial Corp. II

1790 Hughes Landing Blvd., Suite 400

The Woodlands, TX 77380

United States of America

June 30, 2026

Graf Industrial II Sponsor LLC

1790 Hughes Landing Blvd., Suite 400

The Woodlands, TX 77380

United States of America

RE: Securities Subscription Agreement

Ladies and Gentlemen:

Graf Industrial Corp. II, a Cayman Islands exempted company (the “Company”, “we” or “us”), is pleased to accept the offer made by Graf Industrial II Sponsor LLC a Delaware limited liability company (“Subscriber” or “you”), to subscribe for and purchase 8,433,333 Class B ordinary shares of the Company, $0.0001 par value per share (the “Shares”), up to 1,100,000 of which are subject to forfeiture by you to the extent that the underwriters of the initial public offering (“IPO”) of the Company’s units, each comprised of one Class A ordinary share and one, or a portion of one, warrant to purchase one Class A ordinary share (“Units”), do not fully exercise their option to purchase additional Units to cover over-allotments, if any (the “Over-allotment Option”). The terms of the sale by the Company of the Shares to Subscriber, and the Company and Subscriber’s agreements regarding the Shares, are as follows:

*1.*Subscription and Purchase of Securities.

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