Browse EX-10 agreements

AMENDED AND RESTATED PROMISSORY NOTE

 

$2,330,933.25

Effective as of June 17, 2026 (the “Effective Date”)

 

FOR VALUE RECEIVED, AGGIELAND-PARKS, INC., a Texas corporation (whether one or more, “Borrower”), hereby promises to pay to the order of CENDERA BANK, a Texas state bank, successor to Cendera Bank, N.A., a national banking association (together with its successors and assigns and any subsequent holders of this Promissory Note, the “Lender”), as hereinafter provided, the principal sum of TWO MILLION THREE HUNDRED THIRTY THOUSAND NINE HUNDRED THIRTY-THREE AND 25/100 DOLLARS ($2,330,933.25) or so much thereof as may be advanced by Lender from time to time hereunder to or for the benefit or account of Borrower, together with interest thereon at the Note Rate (as hereinafter defined), and otherwise in strict accordance with the terms and provisions hereof.

 

ARTICLE I

DEFINITIONS

 

Section 1.1 Definitions. As used in this Amended and Restated Promissory Note, the following terms shall have the following meanings:

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GUARANTY

(Payment and Performance)

THIS GUARANTY (this “Guaranty”) is executed effective as of June 17, 2026, by PARKS! AMERICA, INC., a Nevada corporation (“Guarantor”), for the benefit of CENDERA BANK, a Texas state bank, successor to Cendera Bank, N.A., a national association (together with its successors and assigns, “Lender”).

 

RECITALS:

 

WHEREAS, pursuant to that certain Amended and Restated Promissory Note, dated of even date herewith, executed by AGGIELAND-PARKS, INC., a Texas corporation (“Borrower”) and payable to the order of Lender in the original stated principal amount of TWO MILLION THREE HUNDRED THIRTY THOUSAND NINE HUNDRED THIRTY-THREE AND 25/100 DOLLARS ($2,330,33.25) (together with all renewals, modifications, increases and extensions thereof, the “Note”), Borrower has become indebted and may from time to time be further indebted, to Lender with respect to a loan (the “Loan”) which is made pursuant to that certain Loan Agreement, dated September 30, 2024, between Borrower and Lender (as the same may be amended, restated,

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EXHIBIT 10.1

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UTILITY REGULATION AND COMPETITION OFFICE

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A LICENCE

TO PRODUCE AND DISTRIBUTE POTABLE WATER

FROM SEAWATER

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ISSUED TO:

CAYMAN WATER COMPANY

LIMITED

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Document Number: WAT- 01 of 2026

Licence Date: 1 August 2026

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LICENCE ISSUED TO

CAYMAN WATER COMPANY LIMITED.

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under Part III of

THE WATER SECTOR REGULATION ACT (2019 Revision)

WHEREAS the Cayman Water Company Limited was granted a Concession to produce and supply water, pursuant to section 4 of the Water (Production and Supply) Act (2018 Revision), on 18 February 2025;

AND WHEREAS the Cayman Water Company Limited has requested that the Office grant to it a new licence to produce and supply potable water;

AND WHEREAS the Office agrees to the grant of a new licence to Cayman Water Company Limited;

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Execution Version

CALCIMEDICA, INC.

SECURITIES PURCHASE AGREEMENT

THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of June 23, 2026 (the “Effective Date”), by and between CALCIMEDICA, INC., a Delaware corporation (the “Company”), and each of the purchasers whose names are set forth on Schedule A hereto (each, a “Purchaser” and, collectively, the “Purchasers”).

WHEREAS, the Company and the Purchasers are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the U.S. Securities Act of 1933, as amended (the “Securities Act”);

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PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT

 

This PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (this “Agreement”) is made as of the 17th day of June, 2026, by and between Texas Ventures Acquisition IV Corp, a Cayman Islands exempted company (the “Company”) and Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC (the “Subscriber”).

 

WHEREAS, the Company desires to sell to the Subscriber on a private placement basis (the “Offering”) an aggregate of 1,875,000 warrants (or 2,325,000 private placement warrants if the underwriters’ over-allotment option is exercised in full) (each, a “Placement Warrant” and, collectively, the “Placement Warrants”) of the Company, for a purchase price of $1.00 per Placement Warrant, as detailed on Schedule A. The Class A Ordinary Shares (as defined below) underlying the Warrants are hereinafter referred to as the “Warrant Shares.” The Placement Warrants and Warrant Shares, collectively, are hereinafter referred to as the “Securities.” Each whole Placement Warrant is exercisable to purch

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INVESTMENT MANAGEMENT TRUST AGREEMENT

 

This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 17, 2026 by and between Texas Ventures Acquisition IV Corp, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

 

WHEREAS, the Company’s registration statement on Form S-1, as amended (File No. 333-292010) (the “Registration Statement”) and prospectus (the “Prospectus”) for the initial public offering of the Company’s units (the “Units”), each of which consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, each whole warrant entitling the holder thereof to purchase one Ordinary Share (such initial public offering hereinafter referred to as the “Offering”), has been declared effective as of the date hereof by the U.S. Securities and Exchange Commission;

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FORM OF INDEMNITY AGREEMENT

 

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of June 17, 2026, by and between Texas Ventures Acquisition IV 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 WARRANTS PURCHASE AGREEMENT

 

THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of June 17, 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Texas Ventures Acquisition IV Corp, a Cayman Islands exempted company (the “Company”), and TXV Partners IV, 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 (an “Ordinary Share”), and one-half of one redeemable warrant. Each whole warrant entitles the holder to purchase one Ordinary Share at an exercise price of $11.50 per Ordinary Share. The Purchaser has agreed to purchase an aggregate of 3,775,000 warrants (including in the event that the over-allotment option in connection with the Public Offering is exercised in full) (the “Private Placement Warrants”), each Private Placement Warrant entitling the h

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June 17, 2026

 

Texas Ventures Acquisition IV Corp

5090 Richmond Ave, Suite 319

Houston, Texas 77056

 

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 between Texas Ventures Acquisition IV Corp, a Cayman Islands exempted company (the “Company”) and Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC as representative (the “Representative”) of the underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 15,000,000 of the Company’s units (including up to 2,250,000 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-half of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase o

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REGISTRATION RIGHTS AGREEMENT

 

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 17, 2026, is made and entered into by and among Texas Ventures Acquisition IV Corp, a Cayman Islands exempted company (the “Company”), TXV Partners IV, LLC, a Delaware limited liability company (the “Sponsor”), Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC ( the “Representative”),together with the Sponsor, and 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 5,750,000 Class B ordinary shares, par value $0.0001 per share (the “Founder Shares”), issued and outstanding, up to 750,000 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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