Browse EX-10 agreements

PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

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THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of June 30, 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Osprey Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), and Osprey Acquisition Sponsor III, 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 (a “Common Share”), and one-third of one redeemable warrant. The Purchaser has agreed to purchase an aggregate of 486,000 units (whether or not the over-allotment option in connection with the Public Offering is exercised in full) (the “Private Placement Units”), each Private Placement Unit comprised of one Common Share and one-third of one redeemable warrant to purchase one Common Share (“Placement Warrant”), for an aggregate purchase price

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FORM OF INDEMNITY AGREEMENT

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of June 30, 2026, by and between Osprey Acquisition Corp. III, 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

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This PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT (this “Agreement”) is made as of the 30th day of June, 2026, by and between Osprey Acquisition Corp. III, a Cayman Islands exempted company (the “Company”) and Cantor Fitzgerald & Co. (“Cantor” or the “Subscriber”).

WHEREAS, the Company desires to sell to the Subscriber on a private placement basis (the “Offering”) an aggregate of 261,000 units (including if the underwriters’ over-allotment option is exercised in full) (each, a “Placement Unit” and, collectively, the “Placement Units”) of the Company, each Placement Unit comprised of one Class A ordinary share of the Company par value $0.0001 per share (“Common Shares”), and one-third of one redeemable warrant to purchase one Common Share (“Placement Warrant”), for an aggregate purchase price of $2,610,000, or $10.00 per Placement Unit. The Common Shares underlying the Placement Warrants are hereinafter referred to as the “Warrant Shares.” The Common Shares underlying the Placement Units (exc

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**Exhibit 10.3 **

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 30, 2026, is made and entered into by and among Osprey Acquisition Corp. III, a Cayman Islands exempted company (the “Company”), Osprey Acquisition Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”), and Cantor Fitzgerald & Co., a New York general partnership (the “Representative”) (the Sponsor and the Representative 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 10,254,000 Class B ordinary shares, par value $0.0001 per share (the “Founder Shares”), issued and outstanding, up to 1,305,000 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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OSPREY ACQUISITION CORP. III

1845 Walnut Street, Suite 1111

Philadelphia, PA 19103 

June 30, 2026

Osprey Acquisition Sponsor III, LLC

1845 Walnut Street, Suite 1111

Philadelphia, PA 19103 

Re:	Administrative Services Agreement

Ladies and Gentlemen:

This letter agreement by and between Osprey Acquisition Corp. III (the “Company”) and Osprey Acquisition Sponsor III, 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 or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “***Termin

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June 30, 2026

Osprey Acquisition Corp. III
1845 Walnut Street, Suite 1111
Philadelphia, PA 19103

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 Osprey Acquisition Corp. III, 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 30,015,000 of the Company’s units (including up to 3,915,000 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, a “Warrant”). Each Warrant entitles the holder

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Exhibit 10.1

THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

This THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of this 1st day of July, 2026, by and among Intapp, Inc., a Delaware corporation (the “Company”), Anderson Investments Pte. Ltd. (“Anderson”) and Aranda Investments Pte. Ltd. (“Aranda” and, together with Anderson and each individually, and together with their respective Permitted Transferees, the “Investor”) and the individual identified on the signature pages hereto as the Management Stockholder (the “Management Stockholder”). The Investor, the Management Stockholder and each other Person that is or may become a party to this Agreement as contemplated hereby are sometimes referred to herein collectively as the “Stockholders” and individually as a “Stockholder”).

WHEREAS, the Company, the Management Stockholder and the Investor are party to that certain Second Amended and Restated Registration Rights Agreement, dated as of July 2, 2021 (as supplemented and amended to date, the “Prior Agreement”);

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SECURITIES PURCHASE AGREEMENT

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This Securities Purchase Agreement (this “Agreement”) is dated as of July 1, 2026 (the “Effective Date”) by and between XMax Inc., a Nevada corporation (the “Company”), and the purchaser identified on the signature page hereto (the “Purchaser” ).

RECITALS

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WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Regulations S thereunder, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to purchase from the Company, certain 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 the Purchaser agree as follows:

ARTICLE I. 

DEFINITIONS

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5 0 0 PLAZA DRIVE

SECAUCUS, NJ 07094

PHONE 201.453.6400

July 7, 2026

Muhammad Asif Seemab

350 Herb Hill Rd

Apt 341

Glen Cove, NY 11542

Dear Mr. Seemab,

This offer letter sets forth the terms of your employment with The Children’s Place, Inc. (the “Company”) in the position of President and Interim Chief Executive Officer, reporting to the Company’s Board of Directors (the “Board”), which shall commence on July 6, 2026. Such position shall replace your current position of Executive Vice Chairman of the Company; but this appointment does not change your role as Vice Chairman of the Board. It is the Company’s current intention that you will serve in this position until the Board identifies and appoints a permanent Chief Executive Officer.

Details of the terms of your employment are as follows:

	·	ANNUAL BASE SALARY: $497,500.00

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Exhibit 10.1

SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2026, among Lifeward Ltd., a company organized under the laws of the State of Israel (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”), and Oramed Pharmaceuticals Inc., as collateral agent for the Purchasers (“Agent”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Regulation D promulgated thereunder as to the Notes, Conversion Shares, Warrants and Warrant Shares (each as defined below), 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.

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NOTE: In accordance with Item 601(a)(5) of Regulation S-K, the Registrant has omitted Schedule 1.1(a) and Schedule 1.1(b). The Registrant acknowledges that it must provide a copy of any omitted schedules to the Securities and Exchange Commission or its staff upon request.

EXECUTION VERSION

OPERATING AND TRANSITION SERVICES AGREEMENT

This Operating and Transition Services Agreement (this “Agreement”), dated as of June 30, 2026 (the “Effective Date”), is made by and among Aquarion Water Authority, a public corporation and political subdivision of the State of Connecticut (“Service Provider” or “AWA”), Unitil Corporation, a New Hampshire corporation (“Buyer”), and Eversource Energy, a Massachusetts voluntary association (“Eversource”). Service Provider, Buyer and Eversource are sometimes referred to collectively as the “Parties” and individually as a “Party”. The definitions of capitalized terms used but not defined in this Agreement are set forth in the AWA-Unitil PSA (as defined below).

RECITALS

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JUNE 2026 SETTLEMENT AGREEMENT

THIS JUNE 2026 SETTLEMENT AGREEMENT(this “Agreement”) is dated as of June 30, 2026 (the “Effective Date”), by and between Interactive Strength Inc., a Delaware corporation (the “Company”) and Vertical Investors, LLC, a Mississippi limited liability company(“Vertical” and together with the Company, the “Parties”).

WHEREAS, on April 24, 2024, the Company and Vertical entered into that certain Loan Modification Agreement (the “Loan Modification Agreement”), pursuant to which Vertical was issued 1,500,000 shares of the Company’s Series A Preferred Stock;

WHEREAS, on April 24, 2024, the Company and Vertical entered into that certain Loss Restoration Agreement (as subsequently amended and modified, the “Loss Restoration Agreement”);

WHEREAS, the Company has authorized and designated a Series C Preferred Stock (the “Series C”) pursuant to the terms of a Certificate of Designation in respect of thereof (the “Series C COD”) which provides for each share of Series C to have an original issue price of $2.00 (the “Original Issue Price”);

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