Browse EX-10 agreements

East West Ave Acquisition Corp.

5725 S Valley View Blvd, Ste 5 #378094

Las Vegas, NV 89118

[    ], 2026

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”) to be entered into by and among East West Ave Acquisition Corp., a Nevada corporation (the “Company”), ARC Group Securities LLC as the representative (the “Representative”) of the several underwriters (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 share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one right to receive one-fourth (1/4) of a share of Common Stock (each, a “Right”). The Units shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the

…

Execution Version

PURCHASE AND SALE AGREEMENT

by and among

PIVOTAL ARKOMA BASIN II, LLC

as Seller

and

Presidio Production Company

as Purchaser

Dated May 7, 2026

Table of Contents

		Page
Article 1 PURCHASE AND SALE		1

…

EXECUTION VERSION

LOAN AND SECURITY AGREEMENT

dated as of July 1, 2026

by and among

PRESIDIO ACQUISITIONS LLC,
as Borrower,

PRESIDIO INTERMEDIATE HOLDING COMPANY II LLC,
as Holdings and Guarantor

THE OTHER LOAN PARTIES
SIGNATORY HERETO FROM TIME TO TIME,

VARIOUS LENDERS,

GOLDMAN SACHS BANK USA,
as Administrative Agent and Collateral Agent,

GOLDMAN SACHS BANK USA and CITIZENS BANK, N.A.,
as Joint Lead Arrangers,

and

GOLDMAN SACHS BANK USA,

as Sole Syndication Agent and Sole Structuring Agent

$1,000,000,000 Senior Secured Warehouse Facility

TABLE OF CONTENTS

…

Execution Version

** **

REGISTRATION RIGHTS AGREEMENT

** **

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of July 1, 2026, by and among Canyon Creek Energy – Arkoma, LLC, a Delaware limited liability company (“Canyon Creek”), Alchemist Energy LeaseCo, LP, a Delaware limited partnership (“Alchemist”), Harbor Island, LLC, a Florida limited liability company (“Harbor Island”), FBF Energy, LLC, an Oklahoma limited liability company (“FBF”), Harvard Petroleum Company, LLC, a New Mexico limited liability company (“Harvard”), and East Dennis Oil Company, LLC, a Texas limited liability company (“East Dennis”) (each, a “Seller” and, collectively, the “Sellers”), and Presidio Production Company, a Delaware corporation (including any of its successors by merger, acquisition, reorganization, conversion or otherwise, the “Company”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Purchase and Sale Agreements (as defined below).

RECITALS

** **

…

Execution Version

PURCHASE AND SALE AGREEMENT

by and among

Canyon Creek energy – arkoma, llc

as Seller

and

Presidio Production Company

as Purchaser

Dated May 7, 2026

Table of Contents

		Page
Article 1 PURCHASE AND SALE		1

…

EXECUTION VERSION

NON-RECOURSE Carve-Out Guaranty

This NON-RECOURSE CARVE-OUT GUARANTY, dated as of July 1, 2026 (as may be amended, restated, amended and restated, replaced, supplemented or otherwise modified from time to time in accordance with the provisions hereof, the “Guaranty”), is made by Presidio Production Company, a Delaware corporation (the “Guarantor”), in favor of Goldman Sachs Bank USA, as collateral agent acting for the benefit of the Secured Parties (in such capacity, together with its successors and assigns in such capacity, “Collateral Agent”). The Guarantor and Collateral Agent are individually referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Loan Agreement (as defined below).

** **

W I T N E S S E T H:

** **

…

Execution Version

PURCHASE AND SALE AGREEMENT

by and among

Alchemist Energy LeaseCo, LP

as Seller

and

Presidio Production Company

as Purchaser

Dated May 7, 2026

TABLE OF CONTENTS

		Page
Article 1 PURCHASE AND SALE		1

…

EMPLOYMENT AGREEMENT

 EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into as of July 1, 2026 (the “Start Date”), between 374WATER INC., a Delaware corporation (the “Company”), and CHARLES WEISER, an individual (the “Executive”).

BACKGROUND

	A.	The Executive possesses knowledge and skills which the Company believes will be of substantial benefit to its operations and success, and the Company desires to employ the Executive on the terms and conditions set forth below.

…

SECURITIES PURCHASE AGREEMENT

This **SECURITIES PURCHASE AGREEMENT **(the “Agreement”), dated as of July 1, 2026, by and between Netcapital Inc., a Utah corporation, with headquarters located at 1 Lincoln Street, Boston, MA 02111 (the “Company”), and DUNE EQUITY HOLDINGS LLC, a Delaware limited liability company, with its address at 641 Lexington Avenue, 17th Floor, New York, NY 10022 (the “Buyer”).

WHEREAS:

A. The Company and the Buyer are executing and delivering this Agreement in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”) and Rule 506(b) promulgated by the United States Securities and Exchange Commission (the “SEC”) under the 1933 Act;

…

EXECUTION VERSION

CONSENT NO. 7 AND AMENDMENT NO. 13 TO CREDIT AND GUARANTEE AGREEMENT, dated as of July 1, 2026 (this “Agreement”), amongCORE ALASKA, LLC, a Delaware limited liability company (the “Borrower”), CONTANGO SILVER & GOLD INC., a Delaware corporation (“Contango”), CONTANGO LUCKY SHOT ALASKA, LLC(f/k/a ALASKA GOLD TORRENT, LLC), an Alaska limited liability company (“CLSA”), CONTANGO MINERALS ALASKA, LLC, an Alaska limited liability company (“CMA”) and CONTANGO MINING CANADA, INC., a British Columbia corporation (“CMC” and together with Contango, CLSA and CMA, the “Guarantors”), and ING CAPITAL LLC, in its capacity as administrative agent (the “Administrative Agent”) (with the consent of each Lender (as defined below in the Credit Agreement referred to below)).

RECITALS:

…