EX-10.1
HALOZYME THERAPEUTICS, INC.
| To: | Halozyme Therapeutics, Inc. 12390 El Camino Real San Diego, CA 92130 | |
| From: | [ ⚫ ] | |
| Re: | [Base][Additional] Capped Call Transaction | |
| Ref. No: | [ ⚫ ]1 | |
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7,239 matching material contract exhibits.
HALOZYME THERAPEUTICS, INC.
| To: | Halozyme Therapeutics, Inc. 12390 El Camino Real San Diego, CA 92130 | |
| From: | [ ⚫ ] | |
| Re: | [Base][Additional] Capped Call Transaction | |
| Ref. No: | [ ⚫ ]1 | |
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Energy Vault Holdings, Inc.
Execution Version
AMENDED AND RESTATED FINANCING AGREEMENT
Dated as of September 18, 2026
among
DEVELOPMENT VAULT, LLC
(as Borrower)
S2G BUILDERS SPECIAL OPPORTUNITIES FUND I, LP
(as Administrative Agent for the Lenders and Collateral Agent for the Secured Parties)
and
THE LENDERS PARTY HERETO
CERTAIN INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THE OMITTED PORTIONS OF THIS DOCUMENT ARE INDICATED BY [***].
TABLE OF CONTENTS
Page
ARTICLE 1 DEFINITIONS AND RULES OF INTERPRETATION 2
1.1 Definitions 2
1.2 Rules of Interpretation 35
ARTICLE 2 GENERAL PROVISIONS RELATING TO FACILITIES 36
2.1 The Facilities 36
2.2 Commitments; Decrease of Commitment. 40
2.3 Fees 41
2.4 Other Payment Terms 42
2.5 Pro Rata Treatment 48
2.6 Change of Circumstances 48
2.7 Alternate Office; Minimization of Costs 50
2.8 Incremental Commitments 51
2.9 Security Agreements 52
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Caring Brands, Inc.
FIRST AMENDMENT TO
CONSULTING SERVICES AGREEMENT
** **
This First Amendment to Consulting Services Agreement (this “Amendment”) is entered into as of September 18, 2026 (the “Amendment Effective Date”), by and between Caring Brands, Inc. (the “Company”) and Myall Luna Ventures Inc. (the “Consultant”).
RECITALS
** **
WHEREAS, the Company and the Consultant entered into that certain Consulting Services Agreement effective as of September 2, 2026 (the “Agreement”);
WHEREAS, pursuant to the Agreement, the Consultant currently provides financial and accounting management and related services to the Company; and
WHEREAS, the Company and the Consultant desire to amend the Agreement to reflect the Consultant’s expanded responsibilities, including the provision of Chief Financial Officer services to the Company, and to modify the monthly consulting fee payable under the Agreement.
**NOW, THEREFORE, **in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:
1. Chief Financial Officer Services
** **
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Alaunos Therapeutics, Inc.
SECURITIES PURCHASE AGREEMENT
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of September 18, 2026, between Alaunos Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an effective registration statement under the Securities Act of 1933, as amended (the “Securities Act”) as to the Shares and the Pre-Funded Warrants (each as defined herein) (collectively, the “Securities”), the Company desires to offer and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company the Securities as provided in this Agreement.
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Alaunos Therapeutics, Inc.
PLACEMENT AGENCY AGREEMENT
Dawson James Securities, Inc.
2700 N Military Trail, Suite 100
Boca Raton, FL 33431
September 18, 2026
Ladies and Gentlemen:
This letter (this “Agreement”) constitutes the agreement between Alaunos Therapeutics, Inc., a Delaware corporation (the “Company”), and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the placement agent (the “Placement Agent”) (the “Services”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that Dawson’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by Dawson to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson placing the Securities. The terms of the Offering and the Securities shall be mutually agreed upon by the Company
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Alaunos Therapeutics, Inc.
Alaunos Therapeutics, Inc.
September 18, 2026
Alaunos Therapeutics, Inc.
501 E. Las Olas Blvd., Suite 300
Fort Lauderdale, FL 33301
Telephone: [***]
Attention: Holger Weis, Chief Executive Officer
E-mail: [***]
Re: Alaunos Therapeutics, Inc. - Lock-Up Agreement
Dear Sirs:
This Lock-Up Agreement is being delivered to you in connection with the Placement Agency Agreement (the “Placement Agency Agreement”), dated as of September 18, 2026, by and among Alaunos Therapeutics, Inc. (the “Company”) and Dawson James Securities, Inc. (the “Placement Agent”), with respect to the issuance of the Company’s shares of Common Stock, par value $0.001 per share (the “Common Stock”), and pre-funded warrants (the “Warrants”) to purchase Common Stock. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Placement Agency Agreement or the Securities Purchase Agreement, dated as of September 18, 2026, by and among the Company and the purchasers named therein (the “Securities Purchase Agreement”).
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CoreWeave, Inc.
| To: | CoreWeave, Inc.290 W Mt. Pleasant Ave., Suite 4100Livingston, NJ 07039 | ||||
| From: | [Dealer Name and Address] | ||||
| Re: | Base Capped Call Transaction | ||||
| Date: | September 17, 2026 |
Dear Ladies and Gentlemen:
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CoreWeave, Inc.
| To: | CoreWeave, Inc.290 W Mt. Pleasant Ave., Suite 4100Livingston, NJ 07039 | ||||
| From: | [Dealer Name and Address] | ||||
| Re: | Additional Capped Call Transaction | ||||
| Date: | September 18, 2026 |
Dear Ladies and Gentlemen:
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ASSOCIATED BANC-CORP
Associated Banc-Corp
September 21, 2026
VIA EMAIL ONLY
Mr. Randall J. Erickson
111 East Kilbourn Avenue, Suite 200
Milwaukee, WI 53202
Randall.Erickson@associatedbank.com
| Re: | Employment Transition – Letter Agreement |
Dear Randy:
The purpose of this letter agreement (the “Agreement”) is to memorialize the terms of the employment transition that you will soon make from Executive Vice President, General Counsel and Corporate Secretary, to Attorney-Advisor. If you agree to these terms, please sign and date where indicated and return a copy to me.
As you know, you are currently Executive Vice President, General Counsel and Corporate Secretary, and hold certain offices with Associated Banc-Corp (“ASB”) and its subsidiaries.
As you also know, we agree that you will transition your employment to Attorney-Advisor, upon the terms and conditions set forth herein.
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Blue Owl Credit Income Corp.
EXECUTION COPY
The FOURTH AMENDMENT
TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT AGREEMENT, dated as of September 16, 2026 (this “Amendment”), to the Existing Credit Agreement (capitalized terms used herein and not otherwise defined shall have the meanings given to such terms in Article I) is among BLUE OWL CREDIT INCOME CORP. (f/k/a OWL ROCK CORE INCOME CORP.), a Maryland corporation (the “Borrower”), solely with respect to Section 5.9 herein, the SUBSIDIARY GUARANTORS party hereto, the LENDERS party hereto and SUMITOMO MITSUI BANKING CORPORATION, as Administrative Agent (the “Administrative Agent”) and, solely with respect to Section 5.11 herein, as Collateral Agent (in such capacity, the “Collateral Agent”).
W I T N E S S E T H:
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SECURITIES PURCHASE AGREEMENT
This Securities Purchase Agreement (this “Agreement”) is dated as of September 16, 2026, between SCWorx Corp., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act (as defined below), and/or Rule 506 of Regulation D promulgated thereunder, the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:
** **
ARTICLE I.
DEFINITIONS
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Hennessy Capital Investment Corp. VII
** **
Exhibit 10.1
| Date: | September 22, 2026 |
| To: | Hennessy Capital Investment Corp. VII, a Cayman Islands exempted company (“SPAC”); following the Business Combination, ONE Nuclear Energy Inc., a Delaware Corporation (collectively, the “Counterparty”). |
Address:
| From: | (i) New Circle Capital Solutions LP (“Seller”) |
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