Browse EX-10 agreements

Execution Version

PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the 13th day of July, 2026, by and between Jones Ventures INTL Acquisitionl Corp, a Cayman Islands exempted company (the “Company”) and JonesTrading Institutional Services LLC (“JonesTrading” the “Subscribed).

WHEREAS, the Company intends to consummate an initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one Class A Ordinary Share, par value $0.0001 per share (the “Class A Ordinary Shares”), of the Company, and one right (each a “Share Right”) to receive one-eighth (1/8) of one Class A Ordinary Share upon the consummation of the Company’s initial business combination, for a purchase price of $4,000,000, or $10.00 per Unit.

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Execution Version

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July 13, 2026

Jones Ventures INTL Acquisition1 Corp

325 Hudson St, 6th Floor

New York NY 10013

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 among Jones Ventures INTL Acquisition1 Corp, a Cayman Islands exempted company (the “Company”) JonesTrading Institutional Services LLC (“**JonesTrading” **or the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 units which may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A Ordinary Shares”) and one right to receive one eighth (1/8) of a Class A Ordinary Share (each whole right, a “Share Right”). The Units shall be sold in

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Execution Version

REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 13, 2026, is made and entered into by and among Jones Ventures INTL Acquisitionl Corp, a Cayman Islands exempted company (the “Company”), Jones Ventures INTL Acquisitionl Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), JonesTrading Institutional Services LLC (“JonesTrading” or the “Representative”) and the undersigned parties listed on the signature page hereto (each such party, together with the Sponsor, the Representative and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).

RECITALS

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INVESTMENT MANAGEMENT TRUST AGREEMENT

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THIS INVESTMENT MANAGEMENT TRUST AGREEMENT is made effective as of July 13th, 2026 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), by and between Jones Ventures INTL Acquisition1 Corp, a Cayman Islands exempted company (the “Company”), and Equiniti Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1, File No. 333-295918 (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering (the “Offering”) of the Company’s units (the “Units”), each of which consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one right to receive one eighth (1/8) of a Class A ordinary share upon the consummation of an initial business combination, has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;

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Execution Version

JONES VENTURES INTL ACQUISITION1 CORP

325 Hudson St, 6th Floor
New York NY, 10013
July 13, 2026

JonesTrading Institutional Services LLC

325 Hudson St, 6th Floor
New York NY, 10013

Re:	Administrative Services Agreement

Ladies and Gentlemen:

This letter agreement by and between Jones Ventures INTL Acquisition1 Corp (the “Company”) and Jones Ventures INTL Acquisition1 Sponsor LLC (the “Services Provider”), dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Global Market (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 and the Company’s liquidation (in each case as described in the Registration Statement) (such

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Exhibit 10.1 [Signature Page to Amendment No. 2 to Fourth A&R Credit Agreement] AMENDMENT NO. 2 TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT AMENDMENT NO. 2 TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of July 17, 2026, by and among The Gap, Inc., a Delaware corporation (the “Parent Borrower”), the 2026 Lenders party hereto and Bank of America, N.A., as administrative agent and collateral agent (in such capacities, the “Agent”) for the Lenders and the Issuing Banks (as defined in the Credit Agreement). PRELIMINARY STATEMENTS WHEREAS, the Parent Borrower, each of the other Loan Parties (as defined in the Credit Agreement) party thereto, the Lenders and Issuing Banks party thereto and the Agent are parties to that certain Fourth Amended and Restated Revolving Credit Agreement, dated as of July 13, 2022 (as amended by Amendment No. 1 and Limited Waiver, dated as of March 27, 2024, the “Credit Agreement”; and as amended by this Amendment, the “Amended Credit Agreement”; capitalized terms used in this Amendment and not otherwise def

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AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

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THIS AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is dated as of July 10, 2026 (the “Effective Time”), by and among SMARTKEM, Inc., a Delaware corporation (the “Company”), and the undersigned Buyers (the “Undersigned Buyers”), will amend that certain Securities Purchase Agreement, dated as of March 30, 2026 (as amended, the “Securities Purchase Agreement”), by and among the Company and each of the Buyers. Capitalized terms used herein but not otherwise defined herein shall have the respective meanings set forth in the Securities Purchase Agreement.

WHEREAS, pursuant to Section 9(e) of the Securities Purchase Agreement, the Company and the Required Holders may amend the terms of the Securities Purchase Agreement, which amendment shall be binding on all Buyers and holders of the Registrable Securities;

WHEREAS, the Undersigned Buyers constitute the Required Holders; and

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Personalis, Inc.

6600 Dumbarton Circle

Fremont, California 94555

Attention: Christopher Hall

July 20, 2026

Re: Voting Agreement

Ladies and Gentlemen:

Reference is made to the Agreement and Plan of Merger, dated as of the date hereof (as may be amended from time to time, the “Merger Agreement”), by and among Personalis, Inc., a Delaware corporation (the “Company”), Tempus AI, Inc., a Nevada corporation (“Parent”), Aviary Development, Inc., a Delaware corporation, and Toucan Development, LLC, a Nevada limited liability company, pursuant to which the Company will be merged with and into a subsidiary of Parent (the “Mergers”). Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement.

The undersigned stockholder (“Stockholder”) hereby agrees as follows:

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THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

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PROMISSORY NOTE

Principal Amount: Up to $500,000.00	Dated as of July 17, 2026

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FORM OF INVESTOR RIGHTS AGREEMENT

**THIS INVESTOR RIGHTS AGREEMENT **(this “Agreement”) is made and entered into as of the [_] day of [_], 2026, by and between Atlas GREE Investment Holdco LLC, a Delaware limited liability company (together with any permitted assigns, “Investor”), and Greenidge Generation Holdings Inc., a Delaware corporation (the “Company”).

RECITALS

A.       WHEREAS, on the date hereof, the Company is issuing and selling to Investor, and Investor is purchasing from the Company 2,923,976 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), for an aggregate purchase price of $5,000,000, pursuant to the Subscription Agreement, dated as of July 19, 2026 (the “Subscription Agreement”), between the Company and Investor;

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FORM OF INVESTOR RIGHTS AGREEMENT

**THIS INVESTOR RIGHTS AGREEMENT **(this “Agreement”) is made and entered into as of the [_] day of [_], 2026, by and between MIG REF II INFR, LLC, a Delaware limited liability company (“Investor”), and Greenidge Generation Holdings Inc., a Delaware corporation (the “Company”).

RECITALS

A.       WHEREAS, on the date hereof, the Company is issuing and selling to Investor, and Investor is purchasing from the Company, (i) 2,923,976 shares (the “Shares”) of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), for an aggregate purchase price of $5,000,000, (ii) a senior secured convertible promissory note in the aggregate principal amount of $10,000,000 (the “Convertible Note”), which is convertible into shares of Class A Common Stock (the “Conversion Shares”), and (iii) warrants (the “Warrants”) to purchase up to 1,754,386 shares of Class A Common Stock (the “Warrant Shares”), pursuant to the Subscription Agreement, dated as of July 19, 2026 (the “Subscription Agreement”), between th

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SUBSCRIPTION AGREEMENT

between

Each Purchaser Identified on Exhibit A Hereto

each, a “Purchaser,” and collectively, the “Purchasers”

and

Greenidge Generation Holdings Inc.

“Issuer”

Dated as of July 19, 2026

Table of Contents

Page

ARTICLE 1	PURCHASE AND SALE OF THE SHARES	1
1.1	Purchase and Sale of the Shares.	1
1.2	Purchase Price.	1
1.3	Payment of Purchase Price.	2
1.4	Delivery of Shares.	2
1.5	Purchaser Exchange Act Filings	2
ARTICLE 2	REPRESENTATIONS AND WARRANTIES OF ISSUER	2
2.1	Listing.	2

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