Browse EX-10 agreements

VALION BIO CONSULTING AGREEMENT

This CONSULTING AGREEMENT (this “Agreement”) with an effective date of September 22, 2026 (“Effective Date”) is made by and between Valion Bio, Inc. (the “Company” or “Valion”), and Dean Zikria (“Consultant”).

RECITALS

WHEREAS, the Company desires to engage Consultant to perform the Services (defined below), and Consultant desires to perform such Services.

NOW, THEREFORE, in consideration of the foregoing premises and the mutual promises herein contained, the parties agree as follows:

1.	Consultant Information.

Consultant represents and warrants for the benefit of the Company that the following information relating to Consultant is true and correct:

Consultant: Dean Zikria

Title: Interim Chief Executive Officer

2.	Compensation.

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Exhibit 10.1

16 September 2026

Harvey Industries Group Pty Ltd

PO Box 492

Harvey WA 6220

Dear Sir / Madam

Supply & Quality Agreement – Extension of Initial Term

1.

We refer to the Supply & Quality Agreement between Anteris Aus Operations Pty Ltd ACN 095 710 339 (Anteris) and Harvey Industries Group Pty Ltd ACN 117 597 985 (Harvey) (together, the Parties) dated 15 May 2024 as supplemented or amended from time to time (Agreement).

2.

Unless otherwise defined or the context otherwise requires, capitalised terms in this letter not otherwise defined herein have the meaning given in the Agreement.

3.

In accordance with clause 8.1 of the Agreement, the Initial Term remained effective until 24 May 2026 and Harvey agreed to supply Anteris under the Agreement for an additional four months from the end of the Initial Term.

4.

As contemplated by clause 8.1 of the Agreement, the Parties agree to extend the Initial Term of the Agreement for a Further Term expiring on the earlier of:

a.

31 December 2026; and

b.

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INDEMNITY AGREEMENT

** **

** **

DATED [ ● ]

between

TERRA INNOVATUM GLOBAL N.V.

** **

and

[ ● ]

	Director’s indemnity agreement	1

This indemnity agreement (the Agreement) is entered into by and between:

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COMPANY SHAREHOLDER SUPPORT AGREEMENT

This COMPANY SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of September 18, 2026, by and among WT Realty Group Inc., a Delaware corporation (the “Company”), FortuneX Acquisition Corporation, a Cayman Islands exempted company (the “SPAC” and, after the Domestication, “PubCo”), and the undersigned shareholders of the Company who hold Subject Shares (such shareholders, the “Company Shareholders”).

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SPONSOR SUPPORT AGREEMENT

This SPONSOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of September 18, 2026, by and among WT Realty Group Inc., a Delaware corporation (the “Company”), FortuneX Acquisition Corporation, a Cayman Islands exempted company (prior to the Domestication Effective Time, “SPAC”, and at and after the Domestication Effective Time, “PubCo”), and FortuneX Investment Partners Limited, a British Virgin Islands business company (“Sponsor”). Capitalized terms used herein but not defined herein shall have the meaning ascribed to such terms in the Business Combination Agreement (as defined below).

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FORM OF

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [●], 2026, by and among:

	(i)	FortuneX Acquisition Corporation, a Cayman Islands exempted company (prior to the Domestication Effective Time, “SPAC”, and at and after the Domestication Effective Time, “PubCo”);

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FORM OF LOCK-UP AGREEMENT

THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [●], 2026, by and between the undersigned (the “Holder”) and FortuneX Acquisition Corporation, a Delaware corporation (the “PubCo”). Capitalized terms used and not otherwise defined herein shall have the meanings given such terms in the BCA (as defined below).

BACKGROUND

A. PubCo, [FortuneX Merger Sub Inc.], a Delaware corporation and wholly-owned subsidiary of PubCo, and WT Realty Group Inc., a Delaware corporation (the “Company”), entered into a Business Combination Agreement dated as of September 18, 2026 (the “BCA”).

B. Pursuant to the BCA, Merger Sub will merge with and into the Company, with the Company surviving the Merger as a wholly-owned subsidiary of PubCo (the “Transaction”).

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** **

LOAN AGREEMENT

** **

This Loan Agreement (this “Agreement”) is dated and effective as of *                          *, 2026 (the “Effective Date”), by and between RTB Digital, Inc. (“Lender”) and *                           * (“Borrower”).

Lender and Borrower may each be referred to herein as a “Party” and together as the “Parties.”

RECITALS

** **

WHEREAS, Lender desires to make available to Borrower a loan in the principal amount of $*                          * USD on the terms set forth herein; and

WHEREAS, Borrower desires to borrow such amount from Lender and, at maturity, repay such loan;

WHEREAS, Borrower intends to use the loan to purchase from the Lender *                         * shares of common stock, par value $0.001 per share, of the Company (Nasdaq: RTB) (the “Company Shares”).

WHEREAS, the Borrower has provided to the Lender documentation that it has the ability to repay the loan under the Cash Repayment provision herein, and the Borrower is solvent as of the Effective Date.

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REGISTRATION RIGHTS AGREEMENT FOR INVESTORS

** **

**THIS REGISTRATION RIGHTS AGREEMENT **(this “Agreement”) is made as of September 4, 2026, by and among RTB Digital, Inc, a Nevada corporation (“Company”), and the persons listed on Schedule A hereto, referred to individually as a “Stockholder” and collectively as the “Stockholders”. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 13.

A. In connection with the Subscription Agreement by and among the Company and the Stockholders hereto (the “Subscription Agreement”), the Company has agreed, upon the terms and subject to the conditions of the Subscription Agreement, to issue and sell Shares to each Subscriber (as defined in the Subscription Agreement), shares of common stock of the Company (the “Common Stock”).

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RTB DIGITAL, INC. SUBSCRIPTION AGREEMENT

** **

September__, 2026

RTB Digital, Inc.

4300 University Way, NE, Suite C

Seattle, WA 98105

Ladies and Gentlemen:

The undersigned subscribers listed on Exhibit B hereto, (individually and collectively referred to herein as, the “Subscriber”) desires to purchase a number of shares of common stock as set forth on Schedule A hereto (the “Common Stock”), of RTB Digital, Inc., a Nevada corporation (the “Company”) in consideration for an aggregate price set forth on Exhibit B (the “Subscription Price”), based on a per share price of US $11.13. In connection with this offer to purchase, the Subscriber and the Company agree and acknowledge the following:

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**SECOND AMENDED AND RESTATED **

**HOULIHAN LOKEY, INC. **

**2016 INCENTIVE AWARD PLAN **

**ARTICLE I. **

**PURPOSE **

The purpose of the Second Amended and Restated Houlihan Lokey, Inc. 2016 Incentive Award Plan is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. The Plan amends and restates in its entirety the Amended and Restated Houlihan Lokey, Inc. 2016 Incentive Award Plan (as amended, the “Original Plan”).** **Capitalized terms used in the Plan are defined in Article XI.

**ARTICLE II. **

**ELIGIBILITY **

Service Providers are eligible to be granted Awards under the Plan, subject to the limitations described herein.

**ARTICLE III. **

**ADMINISTRATION AND DELEGATION **

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September 16, 2026

Haymaker Acquisition Corp V

515 North Flagler Drive

Suite 350

West Palm Beach, FL 33401

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 Haymaker Acquisition Corp V, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co. and William Blair & Company, L.L.C., as representatives (the “Representatives”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 28,750,000 of the Company’s units (including up to 3,750,000 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-third of one redeemable warrant (each whole warrant

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