Browse EX-10 agreements

[             ], 2026

Danneskjold and Galt Acquisition Company

5140 Birch Street  

Irvine, CA 92602

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 Danneskjold and Galt Acquisition Company, 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 17,250,000 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

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DANNESKJOLD AND GALT ACQUISITION COMPANY

5140 Birch Street

Irvine, CA 92602

[__], 2026

Atlas Sponsor LLC

5140 Birch Street

Irvine, CA 92602

	Re:	Administrative Services Agreement Ladies and Gentlemen:

This letter agreement by and between Danneskjold and Galt Acquisition Company (the “Company”) and Atlas Management I LLC, or its affiliate (the “Services Provider”), 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 and the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date her

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INDEMNITY AGREEMENT

THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [ ], 2026, by and between Danneskjold and Galt Acquisition Company, 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, dated as of [               ], 2026 (as it may from time to time be amended, this “Agreement”), is entered into by and between Danneskjold and Galt Acquisition Company, a Cayman Islands exempted company (the “Company”), and Atlas Sponsor 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 (a “Warrant”) to purchase Ordinary Share (a “Warrant Share”) 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 to purchase one Ordinary Share at an exercise price of $11.50 per Ordinary Share. The Purchaser has agreed to purchase an a

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THIS PROMISSORY NOTE (“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.  

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AMENDED AND RESTATED PROMISSORY NOTE

Principal Amount: Up to $300,000	Dated as of June 30, 2026 New York, New York

Preliminary Statement

This amended and restated promissory note (this “Note”) amends and restates the promissory of Maker to Payee (in each case, as defined below) dated September 16, 2025 (the “Original Note”) to extend the maturity date. The Original Note is hereby null and void.

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REGISTRATION RIGHTS AGREEMENT

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THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [   ], 2026, is made and entered into by and among Danneskjold and Galt Acquisition Company, a Cayman Islands exempted company (the “Company”), Atlas Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Cohen & Company Capital Markets, a division of Cohen & Company Securities, LLC. (“CCM”) and the undersigned parties listed on the signature page hereto (each such party, together with the Sponsor, CCM 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”).

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RECITALS

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Ox Hitt / Trinity Group Construction SECURITY AGREEMENT and

Convertible Note Agreement

This Collateral Security Agreement (the “Agreement”) is entered into as of 30th July 2026, by and among:

	●	**Ox Hill Realty LLC **(the “Developer” or “Debtor”), a Virginia limited liability company (EIN 84-4517361), with its principal place of business at 4031 University Drive, Fairfax, VA, 22030;

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AMENDED AND RESTATED PROMISSORY NOTE

$3,000,000	April 1, 2026
	Wilmington, North Carolina

FOR VALUE RECEIVED, KiNRG, Inc., a company incorporated under the laws of the State of Nevada (“Maker”), absolutely and unconditionally promises to pay to the order of Millard L. Wallen, III, an individual resident of the Commonwealth of Virginia (herein, together with his successors and assigns, “Holder”), the principal sum of Three Million Dollars ($3,000,000), which represents the aggregate value of all obligations of Maker to Holder as of the date of this promissory note (this “Note”), together with interest on the outstanding balance thereof at a rate equal to 6.0% per annum. This Note shall amend and restate in its entirety the Promissory Note, dated April 1, 2026, by and between Maker and Holder as of July 27, 2026, provided that, the original date of the Note shall be April 1, 2026.

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Lease Extension Addendum

Date of Amendment -- 5/28/24

Extension of a Lease Agreement made by and between TG Legacy, LLC Landlord and TRINITY GROUP CONSTRUCTION, INC. Tenant, relative to a certain lease agreement for the Property known as:

13849 Park Center Road, Suite A
Herndon VA 20171

The tenant agrees to accept the first lease extension option commencing on March 1, 2024. During the extended term, Tenant shall pay Landlord rent of $ 23,000 payable in advance.

Other terms are as follows: ___________________________________________________________________________

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LEASE

THIS LEASE is made between Trinity Group Construction, Inc. whose address is 13454 Sunrise Valley Drive, Suite 440, Herndon, Virginia 20171 (“Tenant”), and TC Legacy, LLC (Landlord”) effective as of this 1st day of February 2008.

WHEREAS, Landlord is the Lessee of a building (the “Building”) located at 13849 Park Center Road, Suite 100, Herndon, Virginia ; and

WHEREAS, Tenant desires to Lease a portion of this building and Landlord is willing to rent to Tenant such portion of this building upon the terms, conditions, covenants, and agreements set forth herein; and

	1.	TERMS AND DEFINITIONS

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PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT

THIS PRIVATE PLACEMENT UNITS PURCHASE AGREEMENT, dated as of [*], 2026 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and between Lucens Capital Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and EarlyBirdCapital, Inc., a Delaware corporation (together with its designees, collectively the “Purchaser”).

WHEREAS, the Company intends to consummate an initial public offering (the “Public Offering”) of the Company’s units (the “Public Units”), each Public Unit consisting of one ordinary share of the Company, par value $0.0001 per share (each, a “Share”) and one-half of one redeemable warrant (each whole warrant, a “Warrant”). The Purchaser has agreed to purchase an aggregate of 100,000 units (or 130,000 units in the aggregate to the extent the over-allotment option in connection with the Public Offering is exercised in full) (the “Private Placement Units”).

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[*], 2026

Lucens Capital Acquisition Corp I

136 Madison Avenue

6th Floor

New York, New York 10016

EarlyBirdCapital, Inc.

366 Madison Ave 8th Floor

New York, NY 10017

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 Lucens Capital Acquisition Corp I, a Cayman Islands exempted company (the “Company”), and EarlyBirdCapital, Inc., as representative (the “Representative”) of the several underwriters (each, an “Underwriter” and collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 11,500,000 of the Company’s units (including up to 1,500,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one ordinary share of the Company, par value $0.0001 per share (the “Shares”), an

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