Browse EX-10 agreements

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COMMON STOCK PURCHASE AGREEMENT

This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of June 26, 2026 (this “Agreement”), by and among C/M Capital Partners, LP (the “Investor”), and Mitesco, Inc., a Nevada corporation (the “Company”).

RECiTALS

WHEREAS, the parties desire that, upon the terms and subject to the conditions and limitations set forth herein, the Company may issue and sell to the Investor, from time to time as provided herein, and the Investor shall purchase from the Company, up to $30,000,000;

WHEREAS, in consideration for the Investor’s execution and delivery of this Agreement, the Company shall issue to the Investor the Commitment Note in accordance with the terms and subject to the conditions of this Agreement; and

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REGISTRATION RIGHTS AGREEMENT

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 26, 2026, is by and between C/M Capital Partners (the “Investor”), and Mitesco, Inc., a Nevada corporation (the “Company”).

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RECITALS

A. The Company and the Investor have entered into that certain Common Stock Purchase Agreement, dated as of the date hereof (the “Purchase Agreement”), pursuant to which the Company may issue to the Investor, from time to time, up to $30,000,000 of the Company’s common stock, par value $0.01 per share (the “Common Stock”).

B. Pursuant to the terms of, and in consideration for the Investor entering into, the Purchase Agreement, the Company shall cause to be issued to the Investor the Conversion Shares in accordance with the terms of the Purchase Agreement.

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Execution Version

SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT

This Second Amendment to the Loan and Security Agreement (this "Amendment"), dated June 30, 2026, is entered into among BCPC II-J, LLC (the "Company"), a Delaware limited liability company, as borrower; the Financing Providers party hereto; DEUTSCHE BANK NATIONAL TRUST COMPANY, in its capacity as collateral agent (in such capacity, the "Collateral Agent"); DEUTSCHE BANK NATIONAL TRUST COMPANY, in its capacity as collateral administrator (in such capacity, the "Collateral Administrator"); DEUTSCHE BANK NATIONAL TRUST COMPANY, in its capacity as securities intermediary (in such capacity, the "Securities Intermediary"); JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as administrative agent for the Financing Providers (in such capacity, the "Administrative Agent") and BAIN CAPITAL PRIVATE CREDIT, a Delaware statutory trust, as servicer (in such capacity, the "Servicer"). Reference is hereby made to the Loan and Security Agreement, dated as of August 21, 2024 (as amended or modified from time to time, the "Loan andSecurity Ag

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AMENDMENT AND WAIVER

This Amendment and Waiver (this “Agreement”), dated as of June 28, 2026, is by and among Catheter Precision, Inc., a Delaware corporation (the “Company”), and the investors listed on the signature pages attached hereto (each, a “Buyer” and collectively, the “Buyers”).

BACKGROUND

WHEREAS, the Company and the Buyers are party to that certain Securities Purchase Agreement, dated February 6, 2026, and that certain Securities Purchase Agreement, dated as of March 9, 2026 (collectively, the “Purchase Agreements”), pursuant to which, among other things, the Buyers agreed to purchase shares of the Company's Series C-3 Preferred Stock in connection with the Third Closing;

WHEREAS, Section 7(v) of the Purchase Agreements provides that as a condition to closing of the Series C-3 Preferred Stock, the closing price of the Company's Common Stock as reported on the Principal Market on the Trading Day prior to such Closing shall not be less than $0.35 (the “Minimum Price Condition”);

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PROMISSORY NOTE

 

Principal Amount: $500,000.00

Date: June 26, 2026

 

FOR VALUE RECEIVED, the undersigned ("Borrower") hereby promises to pay to the Suzanne D. Lord Spousal Estate Reduction Trust dated January 17, 2025 ("Lender"), or its permitted assigns, the principal sum of Five Hundred Thousand Dollars ($500,000.00), together with interest thereon, pursuant to the terms set forth below.

 

The proceeds of this Note shall be used by the Borrower for short-term working capital and general corporate purposes.

 

Principal

 

The Borrower acknowledges receipt of the principal amount of $500,000.00.

 

Interest

 

The outstanding principal balance shall bear interest at the rate of nine percent (9.00%) per annum, calculated on the basis of a 365-day year and the actual number of days elapsed.

 

No payments of principal or interest shall be due prior to the Maturity Date.

 

Maturity

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ADMINISTRATIVE SERVICES AGREEMENT

 

This Administrative Services Agreement (the “Agreement”) is made this 1st day of July, 2026 by and between Bluerock Private Real Estate Fund (the “Trust” or the “Fund”) and Bluerock Fund Advisor, LLC (the “Adviser”).

 

WHEREAS, The Trust is a non-diversified, closed-end management investment company registered under the Investment Company Act of 1940, as amended.

 

WHEREAS, The Trust and the Adviser are parties to the Investment Management Agreement dated August 19, 2012 (the “Management Agreement”) pursuant to which the Adviser provides investment advisory services to the Trust.

 

WHEREAS, The Trust seeks to engage the Adviser to provide certain administrative services, which are distinct from and in addition to those provided by the Adviser pursuant to the Management Agreement.

 

WHEREAS, The terms of the Agreement have been approved by the Board of Trustees of the Trust, including all of the independent Trustees.

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[   ], 2026

 

Laris Growth Acquisition Corp.

225 5th Avenue,

New York, NY 10010

 

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 Laris Growth Acquisition Corp., a Cayman Islands exempted company (the “Company”) and BTIG, LLC, as representative (the “Representative”) of the underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 23,000,000 of the Company’s units (including up to 3,000,000 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 (each a “Class A Ordinary Share”) and one-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustmen

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FORM OF INDEMNITY AGREEMENT

 

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [_], 2026, by and between Laris Growth Acquisition Corp., 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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PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

 

This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the [   ] day of [  ], 2026, by and between Laris Growth Acquisition Corp., a Cayman Islands exempted company (the “Company”) and BTIG, LLC (“BTIG” or the “Subscriber”).

 

WHEREAS, the Company intends to consummate an initial public offering (the “IPO”) of the Company’s units (the “Units”), each Unit consisting of one Class A ordinary share of the Company, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant (a “Public Warrant”) to be governed by the Warrant Agreement to be entered into between the Company and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agreement”). Each whole Warrant entitles the holder thereof to purchase one Class A Ordinary Share at an exercise price of $11.50 per Class A Ordinary Share;

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SECURITIES PURCHASE AGREEMENT

 

This Securities Purchase Agreement (this “Agreement”), effective as of 25 February 2026, is made and entered into by and between Laris Growth Acquisition Corp., a Cayman Islands exempted company (the “Company”), and Laris Growth SPAC LLC, a Cayman Islands limited liability company (the “Purchaser”).

 

RECITALS:

 

WHEREAS, the Purchaser wishes to subscribe for an aggregate of 7,666,667 Class B ordinary shares (the “Shares”), par value $0.0001 per share, of the Company, and the Company wishes to issue the Shares to the Purchaser, on the terms and subject to the conditions set forth in this Agreement.

 

AGREEMENT:

 

NOW, THEREFORE, in consideration of the premises, representations, warranties and the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby acknowledged, the parties hereto agree as follows:

 

ARTICLE I. DEFINITIONS

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LARIS GROWTH ACQUISITION CORP.

225 5th Avenue

New York, NY 10010

 

[_], 2026

 

Re:

Administrative Services Agreement

 

Ladies and Gentlemen:

 

This letter of agreement by and between Laris Growth Acquisition Corp. (the “Company”) and the Company’s sponsor, Laris Growth USA Sponsor LLC (“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 Global Market tier of the Nasdaq Stock 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 the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):

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THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

 

PROMISSORY NOTE

 

$300,000

As of June 19, 2026

 

Laris Growth Acquisition Corp., a Cayman Islands exempted company (“Maker”), promises to pay to the order of Laris Growth USA Sponsor LLC or its/his successors or assigns (“Payee”) the principal sum of up to Three Hundred Thousand Dollars and No Cents ($300,000.00) in lawful money of the United States of America, on the terms and conditions described below.

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