Browse EX-10 agreements

POLOMAR HEALTH SERVICES, INC.

2026 EQUITY AND INCENTIVE COMPENSATION PLAN

(As Amended and Restated Effective July 1, 2026)

RECITALS:

This Plan was originally adopted as the Trustfeed Corp. 2024 Equity and Incentive Compensation Plan by the Board (as defined herein) on July 11, 2024, and approved by the Stockholders of the Company (as defined herein) on July 11, 2024. Following the change of the Company’s name to Polomar Health Services, Inc., the Plan was renamed the Polomar Health Services, Inc. 2026 Equity and Incentive Compensation Plan and was amended and restated by the Board effective July 1, 2026.

1. Purpose. The purpose of this Plan is to attract and retain officers, Non-Employee Directors, consultants, independent contractors and other key employees of the Company and its Subsidiaries and to provide to such persons incentives and rewards for performance.

2. Definitions. As used in this Plan:

(a) “10% Stockholder” means any person who owns (within the meaning of Section 422(b)(6) of the Code) more than ten percent of the total combined Voting Power of all classes of stock of the Company or any Subsidiary of the Company, within the meaning of Sections 424(e) and (f) of the Code.

(b) “Affiliate” means any corporation, partnership, joint venture or other entity, directly or indirectly, through one or more intermediaries, controlling, controlled by, or under common control with the Company as determined by the Committee or the Board, as applicable, in its discretion.

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

AMENDMENT 2 TO

COUNTERFEIT DETERRENCE SYSTEM

DEVELOPMENT AND LICENSE AGREEMENT

This AMENDMENT 2 TO COUNTERFEIT DETERRENCE SYSTEM DEVELOPMENT AND LICENSE AGREEMENT (the “Amendment”), effective as of the date of the last signature below (the “Effective Date”), is between DMRC LLC, an Oregon limited liability company, d/b/a Digimarc, having its principal place of business at 8500 SW Creekside Place, Beaverton, Oregon 97008, USA, and the Bank for International Settlements, created pursuant to The Hague Agreements of January 1930, having its head office at Centralbahnplatz 2, CH-4051 Basel, Switzerland.

The parties entered a Counterfeit Deterrence System Development and License Agreement on January 1, 2013 (as amended on January 1, 2023, the “Agreement”); and

The parties desire to amend the Agreement.

The parties therefore agree as follows:

	1.	Add the following to clause 1 of the Agreement**:**

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CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.

LICENSE AND SUPPLY AGREEMENT

This License and Supply Agreement (the “Agreement”), dated as of May 14th, 2026 (“Effective Date”), is by and between:

PLASTIAPE S.p.A., organized and existing under the laws of Italy, registered with the Trade Register of Lecco under number 00231050139 with offices at via 1° Maggio, 8, I-23875 Osnago, Italy, duly represented by its Managing Director, Mr. Alfredo Masuello (the “Supplier”); and

ORPHAI THERAPEUTICS, Inc, organized and existing under the laws of Delaware, having a principal place of business at 530 Old Whitfield Street, Guilford, Connecticut 06437, duly represented by its Chief Financial Officer, Mr. Paul Boni (the “Customer”).

Supplier and Customer may be referred to individually as “Party” and collectively as “Parties”.

PREAMBLE



Supplier is engaged in the design, manufacture and supply of inhalation devices.



Customer is a biotechnology company that develops pharmaceutical products.



Customer wishes to purchase the device(s) manufactured by Supplier and Supplier is willing to sell such Products to Customer, on the terms and conditions set out in this Agreement.

THEREFORE,

1.

DEFINITIONS

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Amendment to
Transaction Award Agreement

This Amendment to Transaction Award Agreement (the “Agreement”) is entered into effective as of July 10, 2026, by and between Vaso Corporation (the “Company”) and Peter Castle (“Executive”), President and CEO of NetWolves, LLC (“NetWolves”).

** **

BACKGROUND

The parties entered into that certain Transaction Award Agreement on May 4, 2026 (the “Agreement”). The parties desire to extend the Deadline provided for in the Agreement.

Now therefore, intending to be legally bound hereby, the parties agree as follows:

1. Section 1(a) of the Agreement is hereby amended and restated, in its entirety, as follows:

“(a) If the Transaction is consummated on or before the Deadline (defined below), the Company will award Executive an amount (the “Transaction Award”) equal to One Hundred Seventy-Five Thousand Dollars ($175,000.00). Notwithstanding anything to the contrary herein, the Transaction Award is subject to the additional conditions, restrictions and adjustments provided for in this Agreement (including, without limitation, under Sections 1(b) and 3 below). “Deadline” means July 31, 2026.

2. No Other Changes. Except as expressly amended by this Amendment, the Agreement remains unchanged and in full force and effect, and the parties hereby ratify and confirm the Agreement, as amended hereby.

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Transaction Award Agreement

This Transaction Award Agreement (the “Agreement”) is entered into as of the 4th day of May, 2026, by and between Vaso Corporation (the “Company”) and Peter Castle (“Executive”), President and CEO of NetWolves, LLC (“NetWolves”).

** **

BACKGROUND

The Company is considering a potential transaction (the “Transaction”) in which the Company would sell NetWolves, its wholly-owned subsidiary, or Netwolves’ assets to, and NetWolves would be acquired by, CS Investments Holdco, LLC or an affiliate (the “Purchaser”). The Executive is expected to play an important role in the process leading up to the Transaction and the success of the Transaction. Thus, in consideration of Executive’s expected role in connection with the possible Transaction, and upon satisfaction of the terms and conditions set forth herein, the Company agrees to pay to Executive the Transaction Award (defined below).

The Transaction Award is intended (i) to recognize Executive’s efforts on behalf of the Company and (ii) to be an incentive to Executive to assist in successfully completing the Transaction.

Intending to be legally bound hereby, the parties agree as follows:

1. Transaction Award.

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A.G.P./Alliance Global Partners

590 Madison Avenue, 28th Floor

New York, NY 10022

and

Laidlaw & Company (UK) Ltd.

521 5th Ave, 12th Floor

New York, NY 10175

August 12, 2026

Curis, Inc.

128 Spring Street, Building C – Suite 500

Lexington, MA 02421

Attention: Diantha Duvall, Chief Financial Officer

Re:					Placement Agency Agreement

Dear Ms. Duvall:

Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners (the “Lead Placement Agent”) and Laidlaw & Company (UK) Ltd. (the “Co-Placement Agent” and together with the Lead Placement Agent, the “Placement Agents”) and Curis, Inc., a Delaware corporation (the “Company”), the parties hereby agree that the Placement Agents shall serve as the exclusive placement agents for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of securities of the Company, consisting of: (i) registered shares (the “Shares”) of common stock, par value $0.01 per share (“Common Stock”); (ii) registered pre-funded warrants to purchase shares of Common Stock (the “Pre-Funded Warrants”); and (iii) registered warrants to purchase Common Stock (the “Common Warrants” and together with the Pre-Funded Warrants and the Shares, the “Securities”). The Securities actually placed by the Placement Agents are referred to herein as the “Placement Agent Securities.”

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of August 12, 2026, between Curis, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

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 each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities 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 each Purchaser agree as follows:

Article I.
DEFINITIONS

1.1Definitions. In addition to the terms defined elsewhere in this Agreement, for all purposes of this Agreement, the following terms have the meanings set forth in this Section 1.1:

“Acquiring Person” shall have the meaning ascribed to such term in Section 4.2.

“Action” shall have the meaning ascribed to such term in Section 3.1(j).

“Affiliate” means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person as such terms are used in and construed under Rule 405 under the Securities Act.

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CURIS, INC

Notice of Grant and Restricted Stock Unit Agreement

Curis, Inc. (the “Company”) hereby grants you the following restricted stock units (“RSUs”) pursuant to the CURIS INC. 2026 Incentive Plan (as amended, the “Plan”). The terms and conditions attached hereto are also a part hereof.

Notice of Grant

Name of recipient (the “Participant”):					[[FIRSTNAME]] [[LASTNAME]]
Number of RSUs granted:					[[SHARESGRANTED]]
Date of Grant:					[[GRANTDATE]]

This grant of RSUs satisfies in full all commitments that the Company has to the Participant with respect to the issuance of the RSUs.

By clicking “Accept”, you and the Company agree that these RSUs are granted under and governed by the terms and conditions of the Plan and the Company’s Restricted Stock Unit Agreement, all of which are attached and made a part of this document.

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Curis, Inc.

Restricted Stock Unit Agreement

Incorporated Terms and Conditions

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Notice of Grant of Stock Options and Option Agreement

Curis, Inc.

ID: 04-3505116

128 Spring Street

Lexington, MA 02421

[[FIRSTNAME]] [[LASTNAME]]							Option Number:	[[GRANTNUMBER]]
[[RESADDR1]]							Plan:	[[STOCKOPTIONPLANNAME]]
[[RESCITY]], [[RESSTATEORPROV]] [[RESPOSTALCODE]]							ID:	[[PARTICIPANTID]]

Effective [[GRANTDATE]] (“Grant Date”), you have been granted from the CURIS INC. 2026 Incentive Plan (as amended, the “Plan”) a Nonstatutory Stock Option (the “Option”) to buy a specified number of shares (“Shares”) of CURIS INC. (the “Company”) Common Stock (as defined in the Plan) at a specified price per Share (“Exercise Price”). The details of your Option are as follows:

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Notice of Grant of Stock Options and Option Agreement

Curis, Inc.

ID: 04-3505116

128 Spring Street

Lexington, MA 02421

[[FIRSTNAME]] [[LASTNAME]]							Option Number:	[[GRANTNUMBER]]
[[RESADDR1]]							Plan:	[[STOCKOPTIONPLANNAME]]
[[RESCITY]], [[RESSTATEORPROV]] [[RESPOSTALCODE]]							ID:	[[PARTICIPANTID]]

Effective [[GRANTDATE]] (“Grant Date”), you have been granted from the CURIS INC. 2026 Incentive Plan (as amended, the “Plan”) an Incentive Stock Option (the “Option”) to buy a specified number of shares (“Shares”) of CURIS INC. (the “Company”) Common Stock (as defined in the Plan) at a specified price per Share (“Exercise Price”). The details of your Option are as follows:

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