Browse EX-10 agreements

SECOND AMENDED AND RESTATED

INVESTMENT MANAGEMENT AGREEMENT BETWEEN TPG TWIN BROOK CAPITAL INCOME FUND AND AGTB FUND MANAGER, LLC

This Second Amended and Restated Investment Management Agreement (the “Agreement”) made this eighth day of May, 2026, is made 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 “Adviser”). 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”).

WHEREAS, the Company is a closed-end management investment company that has elected to be treated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended, and the rules and regulations promulgated thereunder (the “1940 Act”);

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Exhibit 10.2

May 12, 2026

HC VIII Sponsor LLC

195 US Hwy 50, Suite 207

Zephyr Cove, Nevada 89448

(775) 339-1671

AMENDMENT TO THE INSIDER LETTER AGREEMENT

This AMENDMENT TO THE LETTER AGREEMENT, dated as of May 12, 2026 (this “Amendment”), is entered into by and between Hennessy Capital Investment Corp. VIII, a Cayman Islands exempted company (the “Company”) and HC VIII Sponsor LLC, a Nevada limited liability company (“Hennessy Capital”).

WHEREAS, the parties hereto previously entered into that certain Letter Agreement, dated as of February 4, 2026 (the “Letter Agreement”);

WHEREAS, pursuant to Paragraph 12 of the Letter Agreement, the Letter Agreement may be changed, amended, modified or waived as to any particular provision by a written instrument executed by all parties thereto; and

WHEREAS, subject to the terms and conditions set forth herein, the parties hereto desire to amend the Letter Agreement as set forth below.

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1 of 7 AMENDED AND RESTATED ADDENDUM TO BROKER-DEALER SELLING AGREEMENT FOR DUAL REGISTRANT’S REGISTERED INVESTMENT ADVISER-RELATED ACTIVITIES This Amended and Restated Addendum to Broker-Dealer Selling Agreement (“RIA Addendum”) between Broker-Dealer and Company entirely replaces the RIA Addendum previously entered into between the parties dated November 15, 2024, and is hereby incorporated and made part of the Agreement. Capitalized terms used herein, but not defined herein, shall have the meanings ascribed to them in the Agreement. For purposes of the RIA Addendum, “Dual Registrant” means an entity that is registered with the SEC as both a broker-dealer and an investment adviser. This RIA Addendum shall be effective as of May 30, 2026. Whereas, pursuant to the Agreement, Broker Dealer, acting through its Registered Representatives, who are appointed as insurance agents of Company, is authorized to sell and service (i) Registered Contracts that are variable annuity(-ies) (each a “VA”), and (ii) Unregistered Contracts (each, a “FA”), and (iii) Contracts that are contingent deferred

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BDSA Addendum Contingent Deferred Annuities 10 2025 (CDA) 1 of 2 Addendum to Broker-Dealer Selling Agreement for Contingent Deferred Annuities This Addendum is made by and among Pruco Life Insurance Company (“Company”), Prudential Annuities Distributors, Inc. (“Distributor”), and LPL Enterprise, LLC ("Broker-Dealer") and hereby supplements that certain Broker-Dealer Selling Agreement to which Broker-Dealer, Company and Distributor are parties dated November 15, 2024 (“Agreement”). Capitalized terms used herein, but not defined herein, are used with the meanings given to them in the Agreement. This Addendum shall be effective as of May 30, 2026. WHEREAS, Broker-Dealer entered into the Agreement to solicit sales of annuities through its Registered Representatives who are appointed with Company; WHEREAS, Company has developed a fee-based (i.e., non-commissionable) Registered Contract that is designed to provide a level of longevity protection (each, a “CDA” and collectively, “CDAs”) to owners. CDAs are not supported by Accounts. Instead, CDAs are associated with assets held in accounts

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BDSA 1/2024 – Customized for LPL E 2 BROKER-DEALER SELLING AGREEMENT This Broker-Dealer Selling Agreement (“Agreement”) is made by and between LPL Enterprise, LLC ("Broker-Dealer") and Prudential Annuities Distributors, Inc. ("Distributor"), The Prudential Insurance Company of America (“PICA”), Pruco Life Insurance Company, and Pruco Life Insurance Company of New Jersey. This Agreement shall be effective on November 15, 2024 (the “Effective Date”). This Agreement shall permit Broker-Dealer to solicit, sell and service Contracts (defined below) only through its registered representatives who are or will be under contract with, employed by, or are statutory employees of PICA (hereinafter, “Registered Representatives”). WHEREAS, the following definitions shall govern the terms of this Agreement: CERTAIN DEFINITIONS 1. 1933 Act - The Securities Act of 1933, as amended. 2. 1934 Act - The Securities Exchange Act of 1934, as amended. 3. 1940 Act - The Investment Company Act of 1940, as amended. 4. Accounts - Separate accounts established and maintained by the Company pursuant to the la

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PAYABLE ACKNOWLEDGMENT AND SETTLEMENT AGREEMENT

(Between New Rise Renewables Reno LLC, XCF Global, Inc. and Encore DEC, LLC)

THIS PAYABLE ACKNOWLEDGMENT AND SETTLEMENT AGREEMENT (this “Agreement”) is made and entered into as of May 6, 2026 (the “Effective Date”), by and among:

	●	New Rise Renewables Reno LLC, a Delaware limited liability company (“New Rise Reno”);
	●	XCF Global, Inc., a Delaware corporation (“XCF”); and
	●	Encore DEC, LLC, a Nevada limited liability company (“Encore”).

New Rise Reno, XCF and Encore may each be referred to herein as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, Encore has provided certain engineering, construction, and related services to New Rise Reno in connection with the development and operations of New Rise Reno’s renewable fuels facilities;

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AMENDMENT NO. 8

TO TRANSITION SERVICES AGREEMENT

This Amendment No. 8 (“Amendment No. 8”) to the Agreement (as defined below) is made effective as of April 29, 2026 (the “Effective Date”) by and among BridgeBio Services Inc., a Delaware corporation (“BBIO”), TheRas, Inc., a Delaware corporation (“BBOT”), BridgeBio Pharma LLC (“BBP LLC”), and BridgeBio Oncology Therapeutics, Inc. (“PubCo”). BBIO, BBOT, BBP LLC and PubCo may be referred to herein by name or individually, as a “Party” and collectively, as the “Parties.” Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the Agreement (as defined below) to the extent defined therein.

WHEREAS, BBIO and BBOT entered into that certain Transition Services Agreement, dated April 30, 2024, as amended (the “Agreement”);

WHEREAS, the Agreement was subsequently amended to add BBP LLC and PubCo as Parties to the Agreement; and

WHEREAS, the Parties now wish to further amend the Agreement to update the Service Schedule on Exhibit A thereto.

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

Exhibit 10.2

LEIDOS BIOMEDICAL

COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT

This Cooperative Research and Development Agreement (“CRADA” or “Agreement”) has been adopted for use by the Frederick National Laboratory for Cancer Research (FNLCR), a Federally Funded Research and Development Center (FFRDC) and a Federal Laboratory operated by Leidos Biomedical Research, Inc., under the Operations and Technical Support (OTS) Contractor.

This Cover Page identifies the Parties to this Agreement:

Frederick National Laboratory for Cancer Research (FNLCR)

Operated by Leidos Biomedical Research, Inc.

hereinafter referred to as “Leidos Biomedical”,

having offices at 1050 Boyles Street, Frederick, Maryland 21702,

created and operating under the laws of Delaware

and

TheRas

hereinafter referred to as the “Collaborator”,

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

Exhibit 10.1

STEVENSON-WYDLER (15 USC 3710a)

COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT

Between

LAWRENCE LIVERMORE NATIONAL SECURITY, LLC

and

THERAS, INC.

For

DISCOVERY OF NOVEL RAS INHIBITORS

LLNL Case No. TC02290.0

Lawrence Livermore National Laboratory

Lawrence Livermore National Security, LLC, Livermore, CA 94551

Innovation and Partnerships Office

May 8, 2018

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TABLE OF CONTENTS

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SECURITIES CANCELLATION AGREEMENT

This Securities Cancellation Agreement (this “Agreement”), dated as of May 8, 2026, is entered into by and between The Lucerne Capital Master Fund, L.P., a Cayman Islands limited partnership (the “Securities Holder”), and ADS-TEC Energy PLC, a public limited company incorporated in Ireland (the “Company”).

RECITALS

WHEREAS, pursuant to that certain Securities Purchase Agreement, dated as of April 2, 2026, by and between the Securities Holder and AIMF SPV LLC, a Texas limited liability company (“AIMF SPV”), the Securities Holder acquired warrants (the “AIMF Warrants”) to acquire, after adjustment, 712,641 Ordinary Shares, par value $0.01 per share (“Ordinary Shares”), of the Company at an exercise price of $10.31 per Ordinary Share, together with all of the Securities Holder’s rights under the Securities Purchase Agreement, dated as of May 1, 2025, between the Company on the one part and AIMF SPV, AEMF SPV and AOMF SPV on the other part (the “May 2025 SPA”) and the other Transaction Documents (as defined therein), for an aggregate purch

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[Exhibit B]

FORM OF REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [●], by and among (i) ads-tec Energy PLC, a public limited company incorporated under the laws of Ireland (the “Company”), and (ii) the parties listed on Schedule A hereto (each such party, together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement or the Joinder Agreement, a “Holder” and collectively, the “Holders”). Certain capitalized terms used and not otherwise defined herein are defined in Article 1 hereof.

RECITALS

WHEREAS, pursuant to one or more subscription agreements (each, a “Subscription Agreement”) with certain investors, the Company has agreed to provide the Holders with certain registration rights with respect to the Ordinary Shares issued or issuable thereunder (the “Subscription Shares”); and

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THIS SUBSCRIPTION AGREEMENT (THIS “AGREEMENT”) RELATES TO AN OFFER AND SALE OF SECURITIES IN AN OFFSHORE TRANSACTION TO A PERSON WHICH IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”).

NONE OF THE SECURITIES TO WHICH THIS SUBSCRIPTION AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE SECURITIES ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS.

SUBSCRIPTION AGREEMENT

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