Exhibit 10.22
PROMISSORY NOTE
| **$390,000.00 ** | April 14, 2026 |
FOR VALUE RECEIVED, Physicians Capital Management Corporation, a Maryland corporation (“Borrower”), promises to pay to the order of Smith First Family LP (“Lender”), the principal sum of Three Hundred Ninety Thousand Dollars ($390,000.00), together with interest thereon at the rate of ten percent (10%) per annum.
**1. PAYMENT TERMS **
This Note is payable on demand. Upon demand by Lender, Borrower shall immediately pay all outstanding principal and accrued but unpaid interest.
Interest shall accrue on the outstanding principal balance beginning April 14, 2026, and shall be calculated on the basis of a 365-day year and the actual number of days elapsed.
**2. PREPAYMENT **
Borrower may prepay this Note in whole or in part at any time without premium or penalty.
**3. DEFAULT **
Borrower shall be in default under this Note upon failure to pay any amount due upon demand by Lender. Upon default, Lender may exercise any rights available under applicable law.
**4. WAIVERS **
Borrower waives presentment, demand for payment, notice of dishonor, protest, and notice of protest.
**5. GOVERNING LAW **
This Note shall be governed by and construed in accordance with the laws of the State of Texas.
**6. ENTIRE AGREEMENT **
This Note constitutes the entire agreement between Borrower and Lender regarding the indebtedness evidenced hereby.
IN WITNESS WHEREOF, Borrower has executed this Promissory Note effective as of the date first written above.
BORROWER:
PHYSICIANS CAPITAL MANAGEMENT CORPORATION
** **
| By: | /s/ Conrad Ivie | |
| Name: | Conrad Ivie | |
| Title: | President and Chief Executive Officer and Sole Director |
AGREED AND ACCEPTED:
LENDER:
SMITH FIRST FAMILY LP
| By: | /s/ Charles Smith | |
| Name: | Charles Smith | |
| Title: | General Partner |