Common use of Subscription for the Purchase of Shares Clause in Contracts

Subscription for the Purchase of Shares. The undersigned hereby subscribes to purchase ______________ Shares at $0.04 per Share for a total subscription of US$___________________ (the “Subscription Price”). Axxxxxx, Xxxxxx & Cacomanolis, PLLC, legal counsel to the Company, is acting as the escrow agent for this Offering (“Escrow Agent”). In this regard, the Subscriber agrees to forward payment in the amount of the Subscription Price to the Escrow Agent on behalf of the Company, via one of the following methods: (a) by wiring payment of the Subscription Price in accordance with the following wire information: For financial institutions in the United States, give your bank this information: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 ABA# [__] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [__] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc. For financial institutions outside the United States, give your bank this information: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 Swift Code [__] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [__] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc. (b) by mailing a check in the amount of the Subscription Price, payable to “Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC”, with “Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc.” in the “memo” line of such check, to the Escrow Agent as follows: Axxxxxx, Xxxxxx & Cacomanolis, PLLC Attention: Cxxxx Xxxxx 1000 Xxxx Xxxxx Xxxxx Xxxx., Xxxxx 000 West Palm Beach, FL 33401 Regardless of whether you are paying by check or wire transfer, you must also return a completed and executed copy of this Subscription Agreement and the counterpart signature page to the Registration Rights Agreement, to the Company, to: AERWINS Technologies Inc. Attn: Kxxxx Xxxxx The Walnut Building 600 Xxxx Xx, Xxxxx 000 Los Angeles, CA 90021 The Company’s private offering of Shares is being made to “accredited” investors within the meaning of Rule 501 of Regulation D promulgated by the Securities Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). You as an individual or you on behalf of the subscribing entity are being asked to complete this Subscription Agreement so that a determination can be made as to whether or not you (or it) are qualified to purchase the Shares under applicable federal and state securities laws. Your answers to the questions contained herein must be true and correct in all respects, and a false representation by you may constitute a violation of law for which a claim for damages may be made against you. Your answers will be kept strictly confidential; however, by signing this Subscription Agreement, you will be authorizing the Company to present a completed copy of this Subscription Agreement to such parties as they may deem appropriate in order to make certain that the offer and sale of the securities will not result in a violation of the Securities Act or of the securities laws of any state. All questions must be answered. If the appropriate answer is “None” or “Not Applicable,” please state so. Please print or type your answers to all questions and attach additional sheets if necessary to complete your answers to any item. Please initial any corrections.

Subscription for the Purchase of Shares. The undersigned 1.1. Subscriber hereby subscribes to purchase ______________ Shares at a purchase price of $0.04 6.00 per Share Share, for a total subscription of US$$ ____________. In this regard, Subscriber agrees to deliver payment of immediately available funds in the amount of $ _______ ______(the “Subscription Aggregate Purchase Price”). Axxxxxx, Xxxxxx & Cacomanolis, PLLC, legal counsel ) pursuant to the Companyinstructions set forth in Section 1.2. Subscriber recognizes and agrees that (i) this subscription is irrevocable and, if Subscriber is acting as a natural person, shall survive Subscriber’s death, disability or other incapacity, and (ii) the escrow agent Company has complete discretion to accept or to reject this Subscription Agreement in its entirety and shall have no liability for any rejection of this Offering (“Escrow Agent”)Subscription Agreement. In this regard, This Subscription Agreement shall be deemed to be accepted by the Subscriber agrees to forward payment in the amount of the Subscription Price to the Escrow Agent on behalf of Company only when it is executed by the Company. At the Closing, via one of the following methods: (a) by wiring payment of the Subscription Price in accordance with the following wire information: For financial institutions in the United States, give your bank this information: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 ABA# [__] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [__] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc. For financial institutions outside the United States, give your bank this information: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 Swift Code [__] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [__] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc. (b) by mailing a check in the amount of the Subscription Price, payable to “Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC”, with “Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc.” in the “memo” line of such check, to the Escrow Agent as follows: Axxxxxx, Xxxxxx & Cacomanolis, PLLC Attention: Cxxxx Xxxxx 1000 Xxxx Xxxxx Xxxxx Xxxx., Xxxxx 000 West Palm Beach, FL 33401 Regardless of whether you are paying by check or wire transfer, you must also return a completed and executed copy upon acceptance of this Subscription Agreement by the Company and receipt of the counterpart signature page full Aggregate Purchase Price for the Shares subscribed, the Company agrees to the Registration Rights Agreement, make appropriate notation to the Company’s records representing such number of fully-paid, to: AERWINS Technologies Inc. Attn: Kxxxx Xxxxx The Walnut Building 600 Xxxx Xx, Xxxxx 000 Los Angeles, CA 90021 The Company’s private offering of validly issued and non-assessable Shares is being made to “accredited” investors within the meaning of Rule 501 of Regulation D promulgated subscribed for and accepted by the Securities Exchange Commission under the Securities Act of 1933Company in book entry form. 1.2. To subscribe for Shares offered hereby, as amended (the “Securities Act”). You as an individual or you on behalf of the subscribing entity prospective investors are being asked to complete this Subscription Agreement so that a determination can be made as to whether or not you (or it) are qualified to purchase the Shares under applicable federal and state securities laws. Your answers deliver to the questions contained herein must be true Company: (i) one completed and correct in all respects, and a false representation by you may constitute a violation duly executed version of law for which a claim for damages may be made against you. Your answers will be kept strictly confidential; however, by signing this Subscription Agreement, you will be authorizing the Company to present a completed ; and (ii) an executed copy of this Subscription Agreement to such parties as they may deem appropriate in order to make certain that the offer and sale Signature Page of the securities will not result in a violation of Investor Rights Agreement as attached to the Securities Act Memorandum as Exhibit ; and to deliver the foregoing by email, fax or of overnight mail to: By Overnight Mail: Txxxxxx X. Mari, Attorney at Law 200 Xxxxxxxxxx Xxxxx Xxxxxxx Xxxxx X00 Xxxxxxxxx, XX 00000 Tel: 600-000-0000 By Fax: 600-000-0000 By Email: txxxx@xxxxxxx.xxx Subscriber must thereafter pay for the securities laws of any state. All questions must be answered. If the appropriate answer is “None” Shares via wire transfer or “Not Applicable,” please state so. Please print or type your answers to all questions and attach additional sheets if necessary to complete your answers to any item. Please initial any corrections.check, as follows: Bank: Empire National Bank

Subscription for the Purchase of Shares. The undersigned hereby subscribes to purchase ______________ Shares The undersigned (“Subscriber”) hereby irrevocable submits this subscription agreement (the “Subscription Agreement”) to the Company and subscribes as an accredited investor to purchase shares of Common Stock (each, a “Share” and, collectively, the “Shares”) at $0.04 US$4.50 per Share together with piggy back registration rights thereon for a total subscription of US$___________________ US$ (the “Subscription Price”). Axxxxxx, Xxxxxx & Cacomanolis, PLLC, legal counsel to the Company, is acting as the escrow agent for this Offering (“Escrow Agent”). In this regard, the Subscriber The Investor agrees to forward payment in the amount of the Subscription Price to the Escrow Agent on behalf of the Company, via one of the following methodseither: (a) by wiring payment of the Subscription Price in accordance with to the following wire informationaccount set forth below: For financial institutions in the United States, give your bank this informationBank Name: Send toCitibank NA Account Name: Chase Bank 200 Xxxx Xxx NY, NY 10017 ABA# [__] For Credit ToThe Glimpse Group Routing Number: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust 000000000 Account Account Number – [__] ReNumber: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc. For financial institutions outside the United States, give your bank this information6779061364 SWIFT: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 Swift Code [__] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [__] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc.CITI US 33 OR (b) by mailing a check in the amount of the Subscription Pricecheck, payable to “Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC”, with “Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc.” in the “memo” line of such check, to the Escrow Agent as follows: Axxxxxx, Xxxxxx & Cacomanolis, PLLC Attention: Cxxxx Xxxxx 1000 Xxxx Xxxxx Xxxxx Xxxx., Xxxxx 000 West Palm Beach, FL 33401 Regardless of whether you are paying by check or wire transfer, you must also return a completed and executed copy of this Subscription Agreement and the counterpart signature page to the Registration Rights Agreement, to the Company, toas follows: AERWINS Technologies The Glimpse Group, Inc. Attn: Kxxxx Xxxxx The Walnut Building 600 10 Xxxx 00xx Xx, Xxxxx 000 Los Angeles0 Xx Xxx Xxxx, CA 90021 XX 00000 XXX The Company’s private offering of Shares is being made to “accredited” investors within the meaning of Rule 501 of Regulation D promulgated by the Securities Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). The undersigned agrees to execute this Subscription Agreement and if by mail, send to the Company. You as an individual or you on behalf of the subscribing entity are being asked to complete this Subscription Agreement so that a determination can be made as to whether or not you (or it) are qualified to purchase the Shares under applicable federal and state securities laws. Your answers to the questions contained herein must be true and correct in all respects, and a false representation by you may constitute a violation of law for which a claim for damages may be made against you. Your answers will be kept strictly confidential; however, by signing this Subscription Agreement, you will be authorizing the Company to present a completed copy of this Subscription Agreement to such parties as they may deem appropriate in order to make certain that the offer and sale of the securities will not result in a violation of the Securities Act or of the securities laws of any state. All questions must be answered. If the appropriate answer is “None” or “Not Applicable,” please state so. Please print or type your answers to all questions and attach additional sheets if necessary to complete your answers to any item. Please initial any corrections.

Subscription for the Purchase of Shares. The undersigned (“Subscriber”) hereby irrevocable submits this subscription agreement (the “Subscription Agreement”) to the Company and subscribes as an accredited investor to purchase ______________ Shares shares of Common Stock (each, a “Share” and, collectively, the “Shares”) at $0.04 US$1.25 per Share for a total subscription of US$___________________ [ ] (the “Subscription Price”). Axxxxxx, Xxxxxx & Cacomanolis, PLLC, legal counsel to the Company, is acting as the escrow agent for this Offering (“Escrow Agent”). In this regard, the Subscriber Investor agrees to forward payment in the amount of the Subscription Price to the Escrow Agent on behalf of the Company, via one of the following methodseither: (a) by wiring payment of the Subscription Price in accordance with to the following wire informationaccount set forth below: For financial institutions in the United States, give your bank this information: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 ABA# [_________] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [_________] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc. For financial institutions outside the United States, give your bank this information: Send to: Chase Bank 200 Xxxx Xxx NY, NY 10017 Swift Code [_________] For Credit To: Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC, IOTA Trust Account Account Number – [_________] Re: Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc.OR (b) by mailing a check in the amount of the Subscription Pricecertified check, payable to “Axxxxxx, Xxxxxx & Cxxxxxxxxxx, PLLC”, with “Axxxxxx, Xxxxxx & Cacomanolis, PLLC as Escrow Agent for AERWINS Technologies, Inc.” in the “memo” line of such check, to the Escrow Agent as follows: Axxxxxx, Xxxxxx & Cacomanolis, PLLC Attention: Cxxxx Xxxxx 1000 Xxxx Xxxxx Xxxxx Xxxx., Xxxxx 000 West Palm Beach, FL 33401 Regardless of whether you are paying by check or wire transfer, you must also return a completed and executed copy of this Subscription Agreement and the counterpart signature page to the Registration Rights Agreement, to the Company, toas follows: AERWINS Technologies Inc. Attn: Kxxxx Xxxxx The Walnut Building 600 Xxxx Xx, Xxxxx 000 Los Angeles, CA 90021 [________] [________] [________] [________] The Company’s private offering of Shares is being made to “accredited” investors within the meaning of Rule 501 of Regulation D promulgated by the Securities Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”). The undersigned agrees to execute this Subscription Agreement and if by mail, send to the Company. You as an individual or you on behalf of the subscribing entity are being asked to complete this Subscription Agreement so that a determination can be made as to whether or not you (or it) are qualified to purchase the Shares under applicable federal and state securities laws. Your answers to the questions contained herein must be true and correct in all respects, and a false representation by you may constitute a violation of law for which a claim for damages may be made against you. Your answers will be kept strictly confidential; however, by signing this Subscription Agreement, you will be authorizing the Company to present a completed copy of this Subscription Agreement to such parties as they may deem appropriate in order to make certain that the offer and sale of the securities will not result in a violation of the Securities Act or of the securities laws of any state. All questions must be answered. If the appropriate answer is “None” or “Not Applicable,” please state so. Please print or type your answers to all questions and attach additional sheets if necessary to complete your answers to any item. Please initial any corrections.