Browse EX-10 agreements

ADDENDUM NO. 2 TO SECURITIES PURCHASE AGREEMENT

THIS ADDENDUM NO. 2 (this “Addendum”), dated as of May 10, 2026, to that certain Securities Purchase Agreement (the “Notes SPA”), dated as of June 26, 2025, is entered into by and between Nexera Technologies Ltd (formerly Jeffs’ Brands Ltd), a company incorporated under the law of the State of Israel (the “Company”), and L.I.A. Pure Capital Ltd, a company incorporated under the laws of the State of Israel (the “Buyer”).

Capital terms used but not otherwise defined herein shall have the meanings set forth in the Notes SPA.

WHEREAS, the Company and Buyer have entered into the Notes SPA pursuant to which the Company may issue sell, from time to time, convertible promissory notes (the “Convertible Notes”), in the aggregate principal amount of up to $100,000,000; and

WHEREAS, the parties desire to amend certain terms, effective as of April 1, 2026, as hereinafter set forth.

NOW, THEREFORE, the parties hereby agree as follows:

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1 TCO GROUP HOLDINGS, L.P. EQUITY INCENTIVE PLAN CLASS B UNIT AWARD AGREEMENT THIS AWARD AGREEMENT (this “Agreement”) evidences an award of Class B Units granted pursuant to the TCO Group Holdings, L.P. Equity Incentive Plan (as from time to time amended and in effect, the “Plan”) on May 11, 2026 (the “Grant Date”) and is entered into between TCO Group Holdings, L.P., a Delaware limited partnership (the “Partnership”), and the undersigned Participant (the “Participant”). All capitalized terms that are used but not defined in this Agreement (including Appendix A attached hereto) have the meanings ascribed to them in the Plan. 1. Grant. Subject to the terms and conditions set forth in this Agreement, the Plan and the LP Agreement, the Partnership hereby grants to the Participant on the Grant Date 1,260,000 Class B Units, each with a Hurdle Amount of $7.14 (this “Award”). It is intended that this Award qualify as a “profits interest” for U.S. federal income tax purposes and this Agreement will be interpreted in accordance with that intent. Notwithstanding anything to the contrary in thi

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EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2026 by and between Total Community Options, Inc., d/b/a InnovAge, a Colorado corporation (the “Company”), and Jennifer Browne (the “Executive”), and will become effective on the Executive’s employment start date of June 8, 2026 (the “Effective Date”). RECITALS The Company desires to offer to the Executive employment on the terms and conditions set forth in this Agreement. In consideration of the foregoing premises and the mutual promises, terms, provisions and conditions set forth in this Agreement, the parties hereby agree: 1. Employment. The Executive’s employment shall be subject to the terms and conditions set forth in this Agreement. 2. Term. This Agreement will continue in effect from the Effective Date until terminated in accordance with Section 5 hereof, noting that certain provisions of this Agreement will survive the term of this Agreement as described herein or otherwise pursuant to applicable law. The term of this Agreement is hereafter referred to as “the term of thi

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THIS INSTRUMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS INSTRUMENT MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.

SECURED PROMISSORY NOTE

$510,000.00		March 11, 2026

FOR VALUE RECEIVED, GROWN ROGUE MANAGEMENT ASSOCIATES LLC, an Illinois limited liability company (“Borrower”), hereby unconditionally promise to pay to the order of FOREFATHERS VENTURES, LLC, an Illinois limited liability company (“Holder”), the principal amount of Five Hundred Ten Thousand Dollars ($510,000.00) (the “Principal Amount”), together with interest thereon as set forth herein.

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THIS INSTRUMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THIS INSTRUMENT MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT OR AN EXEMPTION THEREFROM.

SECURED PROMISSORY NOTE

$490,000.00		March 11, 2026

FOR VALUE RECEIVED, GROWN ROGUE MANAGEMENT ASSOCIATES LLC, an Illinois limited liability company (“Borrower”), hereby unconditionally promise to pay to the order of INVENTIONPORT, INC., an Illinois corporation (“Holder”), the principal amount of Four Hundred Ninety Thousand Dollars ($490,000.00) (the “Principal Amount”), together with interest thereon as set forth herein.

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MEMBERSHIP INTEREST PURCHASE AGREEMENT

This MEMBERSHIP INTEREST PURCHASE AGREEMENT (“Agreement”), dated as of March 11, 2026 (the “Agreement Date”), is entered into by and among Grown Rogue Management Associates, LLC, an Illinois limited liability company (“Buyer”), Inventionport, Inc., an Illinois corporation (“Kane Seller”), Forefathers Ventures LLC, an Illinois limited liability company (“Wilson Seller,” and together with Kane Seller, collectively, “Sellers”) and Sea Craft, LLC, an Illinois limited liability company (the “Company,” and together with Sellers, the “Company Group”).

RECITALS

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Exhibit 10.3

EXECUTION VERSION

CERTAIN CONFIDENTIAL INFORMATION (MARKED BY BRACKETS AS “[***]”) HAS BEEN EXCLUDEDFROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE OF INFORMATIONTHAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT

This First Amendment to Asset Purchase Agreement (together with Exhibit A-1, this “Amendment”), is made as of February 27, 2026 (the “Effective Date”), by and among (i) Vireo Health, Inc., a Delaware corporation (“ Original Buyer”), (ii) Vireo Growth Inc., a British Columbia corporation (“Parent”), (iii) the entities set forth on the “Acquiring Entities” signature page attached hereto (collectively, the “ Acquiring Entities”), (iv) the entities set forth on the “Company” signature page attached hereto (collectively, the “Company”), (v) PharmaCann Inc., a Delaware corporation (“PharmaCann”), and (vi) Argent Institutional Trust Company, as collateral agent under the Indenture (as defined below) (“Agent”). The Company and PharmaCann are each referred to herein a

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FIFTH AMENDMENT

FIFTH AMENDMENT, dated as of May 12, 2026 (this “Amendment”), among Cinemark Holdings, Inc., a Delaware corporation, as parent guarantor (the “Parent”), Cinemark USA, Inc., a Texas corporation (together with any of its permitted successors and assigns, the “Borrower”), each of the Guarantors party hereto, the Lenders parties hereto, and Barclays Bank PLC, as administrative agent (in such capacity, the “Administrative Agent”), to the Second Amended and Restated Credit Agreement, dated as of May 26, 2023, among the Parent, the Borrower, the Lenders from time to time parties thereto, the other agents and arrangers named therein and the Administrative Agent (as amended by the First Amendment, dated as of May 28, 2024, the Second Amendment, dated as of November 29, 2024, the Third Amendment, dated as of June 30, 2025, the Fourth Amendment, dated as of September 5, 2025, and as

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Execution Version THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 25, 2026 (this “Amendment”), is entered into by and among NEW MOUNTAIN PRIVATE CREDIT FUND SPV I, L.L.C., a Delaware limited liability company, as Borrower (the “Borrower”), NEW MOUNTAIN PRIVATE CREDIT FUND, a Maryland statutory trust, as the equityholder (in such capacity, the “Equityholder”) and as the collateral manager (in such capacity, the “Collateral Manager”), the LENDERS from time to time party hereto, GS ASL LLC, as administrative agent (in such capacity, the “Administrative Agent”), GOLDMAN SACHS BANK USA as syndication agent (in such capacity, the “Syndication Agent”) and WESTERN ALLIANCE TRUST COMPANY, N.A. (“WATCNA”) as collateral administrator (in such capacity, the “Collateral Administrator”), collateral agent (in such capacity, the “Collateral Agent”) and collateral custodian (in such capacity, the “Custodian”). R E C I T A L S WHEREAS, the Borrower, the Lenders, the Administrative Agent, the Syndicati

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SETTLEMENTAGREEMENTANDRELEASEOFCLAIMS

This Settlement Agreement and Release of Claims (this “Agreement”) is entered into and effective as of March 27, 2026 (the “Effective Date”), by and among Clark/Lewis, a Joint Venture (“Clark/Lewis”); American Bridge Company (“AB”); the sureties issuing Payment and Performance Bond Nos. 9196529/387007832 on behalf of AB, Zurich American Insurance Company, Fidelity and Deposit Company of Maryland, and Liberty Mutual Insurance Company (together, the “AB Sureties”); the Washington State Convention Center (“WSCC”); and Smith Currie Oles LLP (“SCO”). The parties are individually referred to as a “Party” and together as the “Parties.”

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Recitals

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A.On or about April 21, 2017, Clark/Lewis entered into a General Contractor / Construction Manager Agreement (“GC/CM Agreement”) with the WSCC, a King County public facilities district, for the construction of the Washington State Convention Center expansion project in Seattle (the “Project”).

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AMENDED AND RESTATED DISTRIBUTION REINVESTMENT PLAN

Effective May 8, 2026

This Amended and Restated Distribution Reinvestment Plan (the “Plan”) is adopted by TPG Twin Brook Capital Income Fund (the “Fund”) and amends and restates in its entirety the Distribution Reinvestment Plan adopted by the Fund effective as of October 25, 2022.

1.Distribution Reinvestment. As agent for the shareholders (the “Shareholders”) of the Fund who (i) purchase Class S shares, Class D shares or Class I shares of the Fund’s common shares of beneficial interest (collectively the “Shares”) pursuant to the Fund’s continuous public offering (the “Offering”), or (ii) purchase Shares pursuant to any future offering of the Fund, and who do not opt out of participating in the Plan (or, in the case of investors in certain states that do not permit automatic enrollment in the Plan, as described in the Prospectus (defined below) (the “Opt-In States”), and clients of participating broker-dealers that do not permit automatic enrollment in the Plan, who opt to participate in the Plan) (the “Participants”), the Fund w

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SECOND AMENDED AND RESTATED ADMINISTRATION AGREEMENT

This SECOND AMENDED AND RESTATED AGREEMENT (this “Agreement”) made as of this eighth day of May, 2026, by and between TPG Twin Brook Capital Income Fund (formerly known as AG Twin Brook Capital Income Fund), a Delaware statutory trust (the “Company”), and AGTB Fund Manager, LLC, a Delaware limited liability company (the “Administrator”). Capitalized terms used but not defined herein have the meanings set forth in the Company’s Sixth Amended and Restated Agreement and Declaration of Trust (as may be further amended and restated from time to time, the “Declaration of Trust”).

WITNESSETH:

WHEREAS, the Company is a newly formed, closed-end non-diversified management investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “Investment Company Act”);

WHEREAS, the Company desires to retain the Administrator to provide administrative services to the Company in the manner and on the terms hereinafter set forth;

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