Material Agreement Form 8 K

On September 12, 2024, Integral Acquisition Corporation 1 (the "Company") issued a promissory note (the "Note") in the aggregate principal amount of up to $3,000,000 to Integral Sponsor LLC, the Company's sponsor (the "Payee"). The Note was issued in connection with advances the Payee has made, and may make in the future, to the Company for working capital and transaction expenses. The Note bears no interest and is due and payable upon the earlier to occur of (i) the date on which the Company consummates its initial business combination ("Business Combination") and (ii) the date that the winding up of the Company is effective.

The issuance of the Note was made pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended.

The foregoing description is qualified in its entirety by reference to the Note, a copy of which is attached as Exhibit 10.1 hereto and is incorporated herein by reference.