0001193125-23-253502 Sample Contracts

SUBSCRIPTION AGREEMENT

Subscription Agreement • October 10th, 2023 • Perception Capital Corp. II • Industrial instruments for measurement, display, and control • Delaware

• Contract Type
  Subscription Agreement
• Filed
  October 10th, 2023
• Company
  Perception Capital Corp. II
• Industry
  Industrial instruments for measurement, display, and control
• Jurisdiction
  Delaware

THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into effectively as of October 4, 2023 (the “Effective Date”), by, between and among Polar Multi-Strategy Master Fund (the “Investor”), and Perception Capital Corp. II., a Cayman Islands exempted company (“SPAC”). Investor, and SPAC are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”

Re: Founder Share Forfeiture Agreement

Founder Share Forfeiture Agreement • October 10th, 2023 • Perception Capital Corp. II • Industrial instruments for measurement, display, and control

• Contract Type
  Founder Share Forfeiture Agreement
• Filed
  October 10th, 2023
• Company
  Perception Capital Corp. II
• Industry
  Industrial instruments for measurement, display, and control

This letter (this “Letter Agreement”) is being delivered in order to facilitate the fundraising efforts of Perception Capital Corp. II, a Cayman Islands exempted company (the “Company”), pursuant to which Perception Capital Partners II LLC, a Delaware limited liability company (the “Sponsor”), hereby agrees with the Company as follows: