Browse EX-10 agreements

REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT entered into as of the 23rd day of June, 2026 (this “RRA”), by and between TRILLIUM PARTNERS LP, a Delaware limited partnership (the “Investor”), and Artificial Intelligence Technology Solutions Inc., a Nevada corporation (the “Company”) is made pursuant to the Equity Purchase Agreement (the “Purchase Agreement”), referenced and incorporated herein. Investor and Company shall be referred to individually as “Party,” or “Parties” collectively. IN CONSIDERATION of the promises, the mutual provisions of this Agreement, and other good and valuable consideration the receipt and adequacy of which are hereby acknowledged, Parties hereto agree as follows:

Article 1. Definitions.

Section 1.1 Defined Terms. Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement. As used in this RRA, the following terms shall have the following meanings:

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EQUITY PURCHASE AGREEMENT

This EQUITY PURCHASE AGREEMENT entered into as of the 23rd day of June, 2026 (this “Purchase Agreement”), by and between TRILLIUM PARTNERS LP, a Delaware limited partnership (the “Investor”), and Artificial Intelligence Technology Solutions Inc., a Nevada corporation (the “Company”). Investor and Company shall be referred to individually as “Party,” or “Parties” collectively.

WHEREAS, the Parties desire that, upon the terms and subject to the conditions contained herein, the Company shall issue and sell to Investor, from time to time as provided herein, and Investor shall purchase up to Ten Million and 00/100 Dollars ($10,000,000.00) of the Company’s Common Stock (as defined below); and

WHEREAS, as partial consideration for the Investor’s commitment hereunder, the Company shall issue to Investor an aggregate Five Million (5,000,000) common shares of the Company’s Common Stock (the “Commitment Shares”), issued in two equal tranches:

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LEASE AGREEMENT

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(10800 Galaxie Avenue, Ferndale, MI)**

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*THIS LEASE is made effective as of March 10, 2021, by and between 10800 Galaxie Ave, LLC (“Landlord”*) and Robotic Assistance Devices, Inc., with an address of 31103 Rancho Viejo Rd., Suite D2114, San Juan Capistrano, CA 92675 (“Tenant”**).

1. PREMISES. Landlord, in consideration of the rents to be paid and the covenants and agreements to be performed by Tenant, does hereby lease unto Tenant the real property containing an approximately 29,316 square foot building (the “Building”) commonly known as 10800 Galaxie Avenue, Ferndale, Michigan 48220, as more particularly depicted on Exhibit A attached hereto (the “Premises”).

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of _____, 2026, is made and entered into by and among Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”), Phalanx Acquisition Sponsor I LLC, a Delaware limited liability company (the “Sponsor”) and Cantor Fitzgerald & Co. and Odeon Capital Group LLC (collectively, the “IPO Underwriters” and together with the Sponsor, the “Purchasers”) (the Sponsor and the IPO Underwriters together with 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

WHEREAS, the Company has 5,031,250 Class B ordinary shares, par value $0.0001 per share (the “Founder Shares”), issued and outstanding, up to 656,250 of which will be surrendered to the Company for no consideration depending on the extent to which the underwriters of the Company’s initial public offering exercise their over-allotment option;

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PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

This PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (this “Agreement”) is made as of the _______ day of ____, 2026, by and between Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”), Cantor Fitzgerald & Co. and Odeon Capital Group LLC (individually as the “Subscriber” and collectively as the “Subscribers”).

WHEREAS, the Company desires to sell to the Subscribers on a private placement basis (the “Offering”) an aggregate of 2,400,000 warrants (including to the extent that the over-allotment option in connection with the Company’s initial public offering is exercised) (each, a “Placement Warrant” and, collectively, the “Placement Warrants”) of the Company, for a purchase price of $1.00 per Placement Warrant. The Class A Ordinary Shares (as defined below) underlying the Warrants are hereinafter referred to as the “Warrant Shares”. The Placement Warrants and Warrant Shares, collectively, are hereinafter referred to as the “Securities.” Each whole Placement Warrant

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**Exhibit 10.8 **

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PHALANX ACQUISITION CORP I

VIG Tower – Penthouse

1225 Avenida Juan Ponce De Leon

San Juan, Puerto Rico 00907

August 28, 2025

Phalanx Acquisition Corp I

VIG Tower – Penthouse

1225 Avenida Juan Ponce De Leon

San Juan, Puerto Rico 00907

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	RE:	Securities Subscription Agreement

Ladies and Gentlemen:

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PHALANX ACQUISITION CORP I

VIG Tower – Penthouse

1225 Avenida Juan Ponce De Leon

San Juan, Puerto Rico 00907

[_], 2026

Phalanx Sponsor Management I LLC

VIG Tower – Penthouse

1225 Avenida Juan Ponce De Leon

San Juan, Puerto Rico 00907

Re:	Administrative Services Agreement

Ladies and Gentlemen:

This letter agreement by and between Phalanx Acquisition Corp I (the “Company”) and Phalanx Sponsor Management I LLC (the “Services Provider”), the managing member of Phalanx Acquisition Sponsor I LLC (the “Sponsor”), 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 t

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__________, 2026

	Re:	Forward Purchase Contract

Ladies and Gentlemen:

We are pleased to accept the offer Celeres PIPE Opportunities I LLC (the “Subscriber” or “you”) has made to purchase up to an aggregate of $25,000,000 of securities of Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”), in connection with the Company’s initial Business Combination (as defined below). The securities to be purchased pursuant hereto are hereinafter collectively referred to as the “Securities.” The Company and the Subscriber’s agreements regarding such Securities are set forth in this agreement (this “Agreement”) and are as follows:

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[●], 2026

Phalanx Acquisition Corp I
VIG Tower – Penthouse

1225 Avenida Juan Ponce De Leon

San Juan, Puerto Rico 00907

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 Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co. as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 20,125,000 of the Company’s units (including up to 2,625,000 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-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant

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**INVESTMENT MANAGEMENT TRUST AGREEMENT **

This Investment Management Trust Agreement (this “Agreement”) is made effective as of _____, 2026 by and between Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

WHEREAS, the Company’s registration statement on Form S-1, (File No. 333-[ ]) (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public 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-half of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one Ordinary Share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;

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PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of _____, 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and Phalanx Acquisition Sponsor I LLC, a Delaware limited liability company (the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering of the Company’s units (the “Public Offering”), each unit consisting of one Class A Ordinary Share, par value $0.0001 per share, of the Company (an “Ordinary Share”), and one-half of one redeemable warrant. Each whole warrant entitles the holder to purchase one Ordinary Share at an exercise price of $11.50 per Ordinary Share. The Purchaser has agreed to purchase an aggregate of 3,750,000 warrants (whether or not the over-allotment option in connection with the Public Offering is exercised in full) (the “Private Placement Warrants”), each Private Placement Warrant entitling the holder to pu

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FORM OF INDEMNITY AGREEMENT

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [_], 2026, by and between Phalanx Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and the undersigned (“Indemnitee”).

RECITALS

WHEREAS, highly competent persons have become more reluctant to serve publicly-held companies as directors, officers or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of such companies;

WHEREAS, the Board of Directors of the Company (the “Board”) has determined that, in order to attract and retain qualified individuals, the Company will attempt to maintain on an ongoing basis, at its sole expense, liability insurance to protect persons serving the Company and its Subsidiaries (as defined below) from certain liabilities;

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