Browse EX-10 agreements

NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT 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 ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES.

COMMON STOCK PURCHASE WARRANT

** **

POLAR POWER, INC.

** **

Warrant Shares: [●]	Issue Date: July 29, 2026

…

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is entered into and effective as of July 29, 2026 (the “Execution Date”), by and between Polar Power, Inc., a Delaware corporation (the “Company”) and the purchasers set forth on the signature pages hereto (including their respective designees, successors and assigns, each, a “Purchaser,” and collectively, the “Purchasers”).

RECITALS

A. The parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue to Purchaser, and Purchaser shall purchase from the Company, from time to time as provided herein, up to $[●] in stated value of Series A Convertible Preferred Stock (the “Preferred Shares”) at a purchase price of 90% of such stated value, with each such Preferred Share having a stated value of $1,000 per share (the “Stated Value”) and certain common stock purchase warrants (the “Warrants”) entitling the Purchaser to purchase shares of Common Stock (as defined herein); and

B. The offer and sale of the Preferred Shares and Warrants provided for herein is being made without registration under the Securities Act, in reliance upon the provisions of Section 4(a)(2) of the Securities Act and such other exemptions from the registration requirements of the Securities Act as may be available with respect to any or all of the purchases of Preferred Shares and Warrants to be made hereunder.

AGREEMENT

…

ADVISOR AGREEMENT

This Advisor Agreement (this “Agreement”) is made and entered into as ofAugust 7, 2026  by and between ClearOne, Inc., a Nevadacompany (the “Company”), and JJK Holdings Ltd., (“Advisor”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).

The Advisor has performed and has agreed to perform advisory services for the Companyand the Company desires to now document the engagement of the Advisor as an independent contractorof the Company, on the terms described below. In consideration of the mutual promises contained herein, the Parties agree as follows:

1.  Services and Compensation

Advisor has performed and shall perform the services described in Exhibit A(collectively, the “Services”) for the Company , and the Company irrevocably agrees to pay Advisor the compensation described in Exhibit Afor Advisor’s performance of the Services.

2.  Confidentiality

…

ADVISOR AGREEMENT

This Advisor Agreement (this “Agreement”) is made and entered into as ofAugust 7, 2026  by and between ClearOne, Inc., a Nevadacompany (the “Company”), and Gang3 Capital Ltd., (“Advisor”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).

The Advisor has performed and has agreed to perform advisory services for the Companyand the Company desires to now document the engagement of the Advisor as an independent contractorof the Company, on the terms described below. In consideration of the mutual promises contained herein, the Parties agree as follows:

1.Services and Compensation

Advisor has performed and shall perform the services described in Exhibit A(collectively, the “Services”) for the Company , and the Company irrevocably agrees to pay Advisor the compensation described in Exhibit Afor Advisor’s performance of the Services.

2.Confidentiality

…

ADVISOR AGREEMENT

This Advisor Agreement (this “Agreement”) is made and entered into as ofAugust 7, 2026  by and between ClearOne, Inc., a Nevadacompany (the “Company”), and Betelgeuse Capital Advisors Inc., (“Advisor”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).

The Advisor has performed and has agreed to perform advisory services for the Companyand the Company desires to now document the engagement of the Advisor as an independent contractorof the Company, on the terms described below. In consideration of the mutual promises contained herein, the Parties agree as follows:

1.  Services and Compensation

Advisor has performed and shall perform the services described in Exhibit A(collectively, the “Services”) for the Company , and the Company irrevocably agrees to pay Advisor the compensation described in Exhibit Afor Advisor’s performance of the Services.

2.  Confidentiality

…

ADVISOR AGREEMENT

This Advisor Agreement (this “Agreement”) is made and entered into as ofAugust 7, 2026 byand between ClearOne, Inc., a Nevadacompany (the “Company”), andFirst Finance Ltd., (“Advisor”) (each herein referred to individually as a “Party,” or collectively as the “Parties”).

The Advisor has performed and has agreed to perform advisory services for the Companyand the Company desires to now document the engagement of the Advisor as an independent contractorof the Company, on the terms described below. In consideration of the mutual promises contained herein, the Parties agree as follows:

1. Services and Compensation

Advisor has performed and shall perform the services described in Exhibit A(collectively, the “Services”) for the Company,and the Company irrevocably agrees to pay Advisor the compensation described in Exhibit A for Advisor’s performance of the Services.

2. Confidentiality

…

SETTLEMENT AGREEMENT AND MUTUAL RELEASE

** **

This Settlement Agreement and Mutual Release (the “Agreement”) is entered into by and between WestPark Capital, Inc. (“WestPark”) and iSpecimen, Inc. (“iSpecimen”). WestPark and iSpecimen are referred to individually as a “Party” and collectively as the “Parties.” This Agreement is effective as of the date of the last signature below (the “Effective Date”).

RECITALS

WHEREAS, the Parties entered into engagement agreements dated on or about July 31, 2025 and on or about October 15, 2025 (together, the “Engagement Agreements”);

WHEREAS, WestPark commenced an arbitration against iSpecimen before JAMS in New York, New York, captioned WestPark Capital, Inc. v. iSpecimen, Inc., JAMS Ref. No. 5425005724 (the “Arbitration”), by a Statement of Claim asserting claims arising from the Engagement Agreements and seeking damages of $269,999.91, together with interest, fees, and costs;

WHEREAS, iSpecimen denies any and all liability with respect to the claims asserted in the Arbitration; and

WHEREAS, the Parties desire to fully and finally resolve the Arbitration and all disputes between them without further expense or the uncertainty of continued proceedings;

NOW, THEREFORE, in consideration of the mutual promises set forth below, and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties agree as follows:

** **

…

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is treated by the Registrant as private or confidential.

Execution Version

LOAN AGREEMENT

Dated as of June 2, 2026

among

MINERALYS THERAPEUTICS, INC.

(as Borrowerand a Credit Party),

THE GUARANTORS SIGNATORY HERETO OR OTHERWISE PARTY HERETO FROM TIME TO TIME

(as additional Credit Parties),

BIOPHARMA CREDIT PLC

(as Collateral Agent),

BPCR LIMITED PARTNERSHIP

(as a Lender)

and

BIOPHARMA CREDIT INVESTMENTS V (MASTER) LP

(as a Lender)

---

TABLE OF CONTENTS

Page

1.ACCOUNTING AND OTHER TERMS1

1.1Accounting1

1.2Defined Terms1

1.3Currency1

1.4SOFR1

2.LOANS AND TERMS OF PAYMENT[2](#i1f0446f5b8d249838aa9b2e56ebeb86

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is treated by the Registrant as private or confidential.

FOURTH AMENDMENT TO LICENSE AGREEMENT

This Fourth Amendment to License Agreement(this “Fourth Amendment”), dated as of June 2, 2026, is by and between Tanabe Pharma Corporation (formerly known asMitsubishi Tanabe Pharma Corporation), a corporation organized under the laws of Japan (“TPC”), and Mineralys Therapeutics, Inc., a corporation organized under the laws of the state of Delaware(“MINERALYS”). TPC and MINERALYS are sometimes referred to singly as a “Party” and collectively as the “Parties.”

WHEREAS, thePartiespreviouslyenteredintothatcertainLicenseAgreement, effective as of July 9, 2020, and as amended pursuant to that certain Amendment No. 1 dated as of November 24, 2020, that certain Amendment No. 2 effective as of June 15, 2023, and that certain Amendment No. 3 effective as of May 29, 2025 (the “License Agreement”);

WHEREAS, TPC and MINERALYS wish to modify certain of their respective rights and obligations under the License Agreement;

WHEREAS, the Parties intend to establish a framework for the future termination of the License Agreement and the transfer of ownership from TPC to MINERALYS of certain intellectual property assets and rights associated with MT-4129, upon the terms and conditions set forth herein; and

…

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is treated by the Registrant as private or confidential.

CONFIDENTIAL

AMENDMENT NO.3 TO LICENSE AGREEMENT

THIS AMENDMENT NO.3 TO LICENSE AGREEMENT (this “Amendment No.3”),

effective as of May 29, 2025 (the “Amendment Date”), is made by and between:

Mitsubishi Tanabe Pharma Corporation, a company duly incorporated and existing under the laws of Japan with its principal office at 3-2-10, Dosho-machi, Chuo-ku, Osaka 541-8505, Japan (“MTPC”), on the one hand,

and

Mineralys Therapeutics, Inc., a corporation duly incorporated and existing under the laws of the state of Delaware having its principal place of business at 100 Pine Street, Suite 1250, San Francisco, CA 94111, U.S.A. (“MINERALYS”) on the other hand.

MTPC and MINERALYS may be referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Parties entered into LICENSE AGREEMENT dated July 9, 2020 relating to the license to develop and commercialize MT-4129 (as amended by AMENDMENT NO.1 TO LICENSE AGREEMENT dated November 24, 2020 and AMENDMENT NO.2 TO LICENSE

AGREEMENT dated June 15, 2023 by the Parties) (the “License Agreement”); and

WHEREAS, the Parties wish to revise, amend or supplement certain provisions of the License Agreement to provide certain data of MTPC Know-How to be incorporated into Exhibit C (MTPC Know-How as of the Effective Date) (as amended) as set forth herein and;

…

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is treated by the Registrant as private or confidential.

CONFIDENTIAL

AMENDMENT NO.2 TO LICENSE AGREEMENT

THIS AMENDMENT NO.2 TO LICENSE AGREEMENT (this “Amendment No.2”),

effective as of June 15, 2023 (the “Amendment Date”), is made by and between:

Mitsubishi Tanabe Pharma Corporation, a company duly incorporated and existing under the laws of Japan with its principal office at 3-2-10, Dosho-machi, Chuo-ku, Osaka 541-8505, Japan (“MTPC”), on the one hand,

and

Mineralys Therapeutics, Inc., a corporation duly incorporated and existing under the laws of the state of Delaware having its principal place of business at 100 Pine Street, Suite 1250, San Francisco, CA 94111, U.S.A. (“MINERALYS”) on the other hand.

MTPC and MINERALYS may be referred to herein individually as a “Party” and collectively as the “Parties.”

RECITALS

WHEREAS, the Parties entered into LICENSE AGREEMENT dated July 9, 2020 relating to the license to develop and commercialize MT-4129 (as amended by AMENDMENT NO.1 TO LICENSE AGREEMENT dated November 24, 2020 by the Parties) (the “License Agreement”); and

WHEREAS, the Parties wish to revise, amend or supplement certain provisions of the License Agreement to provide certain data of MTPC Know-How to be incorporated into Exhibit C (MTPC Know-How as of the Effective Date) (as amended) as set forth herein and;

…

[***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and is treated by the Registrant as private or confidential.

AMENDMENT NO. 1 TO LICENSE AGREEMENT

This AMENDMENT NO. 1 TO LICENSE AGREEMENT, dated as of November 24, 2020 (this “Amendment”), by and between Mitsubishi Tanabe Pharma Corporation, a corporation organized under the laws of Japan and having its principal place of business at 2-10 Dosho-machi, 3-chome, Chuo-ku, Osaka 541-8505, Japan (“MTPC”),and Mineralys Therapeutics, Inc., a corporation organized under the laws of the state of Delaware and having its principal of business at 100 Pine Street, Suite 1250, San Francisco, CA 94111, U.S.A. (“MINERALYS”).MTPC and MINERALYS are sometimes referred to individually as a “Party” and collectively “Parties”

WHEREAS, the Parties have entered into a License Agreement dated as of July 9, 2020 relating to the license to develop and commercialize MT-4129 (the “Agreement”); and

WHEREAS, the Parties desire to amend the Agreement as set forth below;

NOW, THEREFORE, in consideration of the foregoing, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

1.Exhibit A “MTPC Patent Rights” of the Agreement shall be deleted and replaced with Exhibit A “MTPC Patent Rights” of this Amendment.

…