Browse EX-10 agreements

EMPLOYMENT AGREEMENT

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This Employment Agreement (this “Agreement”) dated as of 5 June 2026, by and between Suchness Tech Limited, an exempted company incorporated in the Cayman Islands (the “Company”) and Wong Soon Kiong (the “Employee”).

Recitals

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WHEREAS, the Company desires to employ Employee on the terms and conditions set forth herein;

WHEREAS, Employee desires to be employed by the Company on such terms and conditions;

**WHEREAS, **the purpose of this Agreement is for the Employee to contribute certain goodwill, relationships, and intangible assets to the Company; and

NOW THEREFORE, in consideration of the premises and the mutual covenants hereinafter set forth, and intending to be legally bound hereby, it is hereby agreed as follows:

Agreement

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1. Definitions. The following are terms used but not otherwise defined in the text of this Agreement.

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INDEMNIFICATION AGREEMENT

INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of [___________], by and between SUCHNESS TECH LIMITED, a Cayman Islands exempted company (the “Company”) and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.

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BACKGROUND

The board of directors of the Company (the “Board”) has determined that the inability to attract and retain highly competent persons to serve the Company is detrimental to the best interests of the Company and its shareholders and that it is reasonable and necessary for the Company to provide adequate protection to such persons against risks of claims and actions against them arising out of their services to the corporation.

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**AGREEMENT **

In consideration of the premises and the covenants contained herein, the Company and Indemnitee do hereby covenant and agree as follows:

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A. DEFINITIONS

1. Definitions. The following terms shall have the meanings defined below:

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INDEPENDENT DIRECTOR AGREEMENT

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THIS AGREEMENT (the “Agreement”) is made as of [_________], and is by and between SUCHNESS TECH LIMITED, a Cayman Islands exempted company (hereinafter referred to as the “Company”), and [_________] (hereinafter referred to as the “Director”).

BACKGROUND

The board of directors of the Company (the “Board of Directors”) desires to appoint the Director and to have the Director perform the duties of an independent director of the Company and the Director desires to be so appointed and to perform the duties required of such position in accordance with the terms and conditions of this Agreement.

AGREEMENT

In consideration for the above recited promises and the mutual promises contained herein, the adequacy and sufficiency of which are hereby acknowledged, the Company and the Director hereby agree as follows:

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STRICTLY CONFIDENTIAL

ROZE AI, Inc.

Rm. B-1710, 14 Sagimakgol-ro 45 beon-gil,

Jungwon-gu, Seongnam-si, Gyeonggi-do,

Republic of Korea

Attn: Young Jin Cho, Founder & CEO

Dear Mr. Cho,

This Second Amendment to Engagement Agreement (this “Amendment”) is entered into as of July 21, 2026 (the “Amendment Effective Date”), by and among ROZE AI, Inc. (together with its affiliates, the “Company”), RBW Capital Partners LLC (together with its affiliates, “RBW”), a division of Dawson James Securities, Inc. (the “BD”, and together with RBW, the “Advisor”).

WHEREAS, the Company and the Advisor entered into that certain engagement letter dated August 4, 2025 (the “Engagement Agreement”), as amended by that certain Amendment to Engagement Letter dated September 24, 2025 (the “First Amendment”, and together with the Engagement Agreement, the “Agreement”);

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	30.	SPECIAL RIGHTS AND RESTRICTONS ATTACHING TO THE CLASS C PREFERRED SHARES

The Class C Preferred Shares (the “Class C Preferred Shares”) shall have attached thereto the following rights, privileges, restrictions and conditions:

	30.1	Definitions.

For the purposes of this Article 30, in addition to those terms otherwise defined herein, the following terms shall have the following meanings

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STRICTLY CONFIDENTIAL

ROZE AI, Inc.

Rm. B-1710, 14 Sagimakgol-ro 45 beon-gil,

Jungwon-gu, Seongnam-si, Gyeonggi-do,

Republic of Korea

Attn: Young Jin Cho, Founder & CEO

Dear Mr. Cho,

This Second Amendment to Engagement Agreement (this “Amendment”) is entered into as of July 21, 2026 (the “Amendment Effective Date”), by and among ROZE AI, Inc. (together with its affiliates, the “Company”), RBW Capital Partners LLC (together with its affiliates, “RBW”), a division of Dawson James Securities, Inc. (the “BD”, and together with RBW, the “Placement Agent”).

WHEREAS, the Company and the Placement Agent entered into that certain engagement letter dated August 4, 2025 (the “Engagement Agreement”), as amended by that certain Amendment to Engagement Letter dated September 24, 2025 (the “First Amendment”, and together with the Engagement Agreement, the “Agreement”);

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Chief Financial Officer (CFO) Employment Agreement

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This Employment Agreement (the “Agreement”) is entered into as of June 9, 2026 (the “Effective Date”), by and between Roze AI Inc., a corporation incorporated under the laws of the Province of British Columbia, Canada (the “Company”), and Seon Ho Lee (the “CFO”), for the purpose of establishing a stable and trustworthy employment relationship by clearly defining the rights and obligations of both parties.

The Company hereby appoints Seon Ho Lee as its Chief Financial Officer, and Seon Ho Lee hereby accepts such appointment.

1. Employment

1.1 The CFO’s employment shall commence on June 9, 2026.

1.2 The CFO shall serve as the Company’s full-time Chief Financial Officer.

1.3 Upon listing and thereafter, the CFO shall dedicate, on average, a minimum of forty (40) hours per week to fulfilling his responsibilities as the Company’s Chief Financial Officer.

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**Exhibit 10.15 **

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AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

This Amendment No. 1 to Securities Purchase Agreement (this “Amendment No. 1”) is dated as of July __, 2026, between Roze AI Inc. a company incorporated under the laws of British Columbia, Canada (the “Company”), and the purchaser identified on the signature pages hereto (the “Amendment Participating Purchaser”). Terms not defined herein shall have the same meaning as defined in the SPA, as that term is defined below.

WHEREAS, on September 29, 2025, the Company, the Amendment Participating Purchaser and other Purchasers identified therein executed a Securities Purchase Agreement (the “SPA”) with respect to the sale by the Company and the purchase by the Purchasers, of up to an aggregate Subscription Amount of $7,000,000 of Class C Preferred Shares.

WHEREAS, the sale and purchase of the Class C Preferred Shares was subject to the terms set forth in the Articles Amendment;

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PROVISIONAL TENANCY AGREEMENT

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THIS PROVISIO_NJ\L TENANCY AGREEMENT (“Agreement”) is made on this 22nd day of September 2025

BETWEEN:

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LANDLORD:

(1)	SPRING TRIUMPH HOLDINGS LIMITED

(2)	EXCEL SHINE HOLDINGS LIMITED

(Collectively referred to as the “Landlord”)

Landlord’s Registered Address:

G/F, MW TOWER, 111 BONHAM STRAND, SHEUNG WAN, HONG KONG

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AND

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TENANT:

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AUREA STUDIO LIMITED

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(Referred to as the “Initial Tenant”)

Tenant’s Registered Address:

FLAT A, 7/F PAT TAT IND BLDG, 1 PAT TAT ST, SAN PO KONG, HONG KONG

1.	PREMISES

The Landlord agrees to let and the Tenant agrees to take the premises situated at:

3/F, MW PLAZA, 40 KIMBERLEY ROAD, TSIM SHA TSUI, HONG KONG (the “Premises”)

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Dated the day of 09 APR 2026

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GREAT FELICITY LIMITED

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(Landlord)

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and

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NEXA DESIGN LIMITED

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(Tenant)

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TENANCY AGREEMENT

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of

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16th Floor of the building at No. 1 Hoi Ping Road,

Causeway Bay, Hong Kong erected on The Remaining

Portion of Section H of Inland Lot No.29 and the

Remaining Portion of Sub-section 1 of Section H of

Inland Lot No.29.

INDEX

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**FORM OF **

**REGISTRATION RIGHTS AGREEMENT **

This REGISTRATION RIGHTS AGREEMENT, dated as of [•], 2026, is entered into by and among YPF Energía Eléctrica S.A., a corporation incorporated under the laws of Argentina (the “Company”), BNR Power Investments B.V (“BNR”) and YPF S.A. (“YPF” and, together with BNR, the “Shareholders”).

**RECITALS **

WHEREAS, the Company intends to consummate an initial public offering of Class B common shares and American depositary shares representing Class B common shares of the Company registered under the Securities Act of 1933, as amended (the “IPO”);

WHEREAS, immediately following consummation of the IPO, the Shareholders beneficially own common shares or other equity securities of the Company that were not sold in the IPO and that may constitute restricted securities or control securities under the Securities Act;

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This              day of             2024

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Between

ONG CARE SCAN SDN. BHD. (692430-W)

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[Landlord]

And

DAMI STRATEGIES SDN. BHD. [202201010119 (1455816-T)]

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[Tenant]

TENANCY AGREEMENT

Ong Care Scan Sdn Bhd

4th Floor, Wisma Life Care,

No.5, Jalan Kerinchi,

Bangsar South,

59200 Kuala Lumpur.

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TENANCY AGREEMENT

THIS TENANCY AGREEMENT made this

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