Browse EX-10 agreements

WATU METALS ACQUISITION CORPORATION AMENDED AND RESTATED FOUNDER SHARE SUBSCRIPTION AGREEMENT

May 22, 2026

Waru Capital Holding Limited

RE:	Founder Share Subscription Agreement

Ladies and Gentlemen:

This amended and restated founder shares subscription agreement (this “Agreement”) is entered into on May 22, 2026 by and between Waru Capital Holding Limited, a Cayman Islands exempted company (the “Subscriber” or “you”), and Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company,” “we” or “us”). The parties hereto entered into a securities subscription agreement on October 15, 2025 (the “Prior Shares Subscription Agreement”) under which the Subscriber subscribed for an aggregate of 1,437,500 ordinary shares (the “Shares”), par value $0.0001 per share, of the Company, and the Company issued the Shares to the Buyer, on the terms and subject to the conditions since the date thereof. Now, the parties hereto amend and restate, in its entirety, the Prior Securities Subscription Agreement and instead

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FORM OF EMPLOYMENT AGREEMENT

(the “Agreement”)

THIS AGREEMENT is dated as of [Date], and is made BETWEEN:

(1)	WATU METALS ACQUISITION CORPORATION, a company incorporated under the law of Cayman Islands (the “Company”); and

(2)	[Name], a citizen of [●] with ID number [●] (the “Employee”).

NOW IT IS HEREBY AGREED as follows:

Definitions

In this Agreement:

“Commencement Date” means [Date] or such other date to be agreed upon and, if applicable, dependent on successfully obtaining an employment visa;

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REGISTRATION RIGHTS AGREEMENT

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of ______, 2026, by and among Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company”), Waru Capital Holding Limited, a Cayman Islands exempted company (the “Investor”).

RECITALS

WHEREAS, an aggregate of 2,875,000 Ordinary Shares were issued to the Sponsor, of which an aggregate of up to 375,000 Ordinary Shares are subject to forfeiture by the Sponsor to the extent that the underwriters’ over-allotment option in connection with the Company’s initial public offering (“IPO”) is not exercised in full or in part;

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Watu Metals Acquisition Corporation

[Address]

Chardan Capital Markets, LLC

1 Penn Plaza, Suite 4800

New York, NY 10119

	Re:	Initial Public Offering

Ladies and Gentlemen:

This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company”), and Chardan Capital Markets, LLC, as the representative (the “Representative”) of the underwriters named on Schedule A thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), and one right to receive one-eighth (1/8) of one Ordinary Share (“Rights”). Certain capitalized terms used herein are defined in paragraph 13 hereof.

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WATU METALS ACQUISITION CORPORATION

PRIVATE PLACEMENT UNIT SUBSCRIPTION AGREEMENT

This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of ______, 2026, by and between Watu Metals Acquisition Corporation, a Cayman Islands exempted company (the “Company”), having its principal executive office at [     ], and Waru Capital Holding Limited, a Cayman Islands exempted company (the “Purchaser”).

WHEREAS, the Company desires to sell on a private placement basis (the “Offering”) an aggregate of 230,000 units (the “Initial Units”) of the Company, and up to an additional 16,500 units (“Additional Units” and together with the Initial Units, the “Units”) of the Company in the event that the underwriters’ 45-day over-allotment option (“Over-Allotment Option”) in the Offering is exercised in full or part, each Unit comprised of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”) and one right (the “Right”), for a purchase price of $10.00 per Unit. Each Right entitles the holder

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EXECUTION VERSION [[8499770]] US$4,250,000,000 AMENDED AND RESTATED 5 YEAR CREDIT AGREEMENT dated as of June 2, 2026 Among Marsh & McLennan Companies, Inc. Calm Treasury Holdings Limited, MMC Securities LLC, and the Designated Subsidiaries referred to herein as Borrowers, The Lenders Listed Herein and Citibank, N.A. as Administrative Agent Bank of America, N.A., Deutsche Bank Securities Inc. HSBC Bank USA, National Association JPMorgan Chase Bank, N.A. and Wells Fargo Bank, National Association as Syndication Agents Barclays Bank PLC, Morgan Stanley MUFG Loan Partners, LLC, PNC Bank, National Association, The Toronto-Dominion Bank, New York Branch, The Bank of Nova Scotia, and Royal Bank of Canada as Documentation Agents Citibank, N.A., BofA Securities, Inc., Deutsche Bank Securities Inc. and HSBC Securities (USA) Inc. JPMorgan Chase Bank, N.A. and Wells Fargo Securities, LLC as Joint Lead Arrangers and Joint Bookrunners

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Exhibit 10.21 LEASE AGREEMENT by and between Julius Tallberg-Kiinteistöt Oyj as the Landlord and IQM Finland Oy as the Tenant regarding premises at Sinimäentie 6 C, 02630 Espoo 29.1.2025 Electronically signed / Sähköisesti allekirjoitettu / Elektroniskt signerats / Elektronisk signert / Elektronisk underskrevet visma sign https://sign.visma.net/fi/document-check/d2a812aa-87bb-41c7-99ee-445091b0e721 www.vismasign.com

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TABLE OF CONTENTS 1 Parties 4 2 Recitals 4 3 Condition precedent 4 4 Leased premises 4 5 Purpose of use 6 6 Lease term 6 7 Rent 6 10 Modifications to be performed in the Leased Premises and cost allocation 7 11 Operating costs 8 12 Use and servicing of the Leased Premises, and liability for maintenance and repairs 8 13 Repair and modification work 10 15 Environmental matters 11 16 Loss or damage 11 17 Functional failures 12 18 Insurance 12 19 Condition of the Leased Premises at the end of the Lease Term 12 20 Other terms and conditions 13 21 Entry into force of the Lease Agreement 14 22 Governing law 14 24 Counterparts of

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		CONFIDENTIAL		www.meetiqm.com

EMPLOYEE STOCK OPTION PLAN 4

This Employee Stock Option Plan (“ESOP”) is adopted by IQM Finland Oy, a Finnish limited liability company (2912625-6), having its registered address at Keilaranta 19, 02150 Espoo, Finland (“Company”) on 3 October 2025.

The purpose of this ESOP is to set out the terms applicable to all IQM Stock Options granted to an employee, officer, director, advisor or another person the Company has a justifiable reason to consider a recipient for a Stock Option award (“Employee”) under this ESOP. The Company encourages its key personnel to work long-term to increase shareholder value and strives to strengthen their commitment to the company by providing a competitive incentive scheme. As part of the incentive scheme, the Board of Directors of the Company has resolved, and may additionally in its

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				www.meetiqm.com

EMPLOYEE STOCK OPTION PLAN

The shareholders of IQM Finland Oy (business ID 2912625-6) (“the Company”) have at the Extraordinary General Meeting held on 13 July 2022 resolved to implement an Employee Stock Option Plan (“ESOP”) directed at the Company’s and its subsidiaries’ (the “Group”) Key Personnel and authorised the Board of Directors of the Company to determine the terms of the ESOP. This document defines the terms and conditions of the ESOP as resolved upon by the Board of Directors of the Company.

1	THE PURPOSE OF THE ESOP

1.1	Purpose

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Execution Version AGREEMENT FOR THE PROVISION OF A LOAN FACILITY OF UP TO EUR 50,000,000 Dated 23 December 2025 Between KREOS CAPITAL VII (UK) LIMITED, a company incorporated in England and Wales under registration number 13611522 whose registered office is at 8 Sackville Street, London, England, W1S 3DG (the “Lender”, which expression shall include its successors, assigns and transferees); and IQM FINLAND OY, a company incorporated in Finland under business identity code 2912625-6 whose registered office is at Keilaranta 19, 02150 Espoo, Finland (the “Borrower”). WHEREAS: 1. The Borrower wishes to borrow up to the Total Loan Facility (as defined below) and the Lender wishes to make the Total Loan Facility available to the Borrower on the terms of this agreement (this “Loan Agreement”); and 2. The Borrower hereby confirms that on or about the date of this Loan Agreement it shall enter into the Finnish Security Agreement as security for the obligations of the Borrower and the Group Companies under the Loan

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Employee Stock Option Plan

The shareholders of IQM Finland Oy (“the Company”) made a resolution at the Annual General Meeting held on 4 June 2019 to implement an Employee Stock Option Plan (“ESOP”) directed at the Company’s Key Personnel. The shareholders authorised the IQM Finland Oy’s Board of Directors to determine the terms of the ESOP. This document defines the terms and conditions of the ESOP.

Attachments:

Attachment 1: Subscription List

1.	The Purpose of the ESOP

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		Exhibit 10.17 10 February 2021

Employee Stock Option Plan

The shareholders of IQM Finland Oy (“the Company”) made a resolution at the Annual General Meeting held on 28 October 2020 to implement an Employee Stock Option Plan (“ESOP”) directed at the Company’s Key Personnel. The shareholders authorised the IQM Finland Oy’s Board of Directors to determine the terms of the ESOP. This document defines the terms and conditions of the ESOP.

1.	The Purpose of the ESOP

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