FORWARD PURCHASE AGREEMENT CONFIRMATION AMENDMENTForward Purchase Agreement • March 29th, 2024 • Spectaire Holdings Inc. • Measuring & controlling devices, nec
THIS FORWARD PURCHASE AGREEMENT CONFIRMATION AMENDMENT, dated as of October 26, 2023 (this “Amendment”), is entered into by and between Polar Multi- Strategy Master Fund, a Cayman Islands exempted company (“Seller”) and Spectaire Holdings Inc. (f/k/a Perception Capital Corp. II.), a Delaware corporation (“Spectaire”). Capitalized terms not defined herein shall have the meanings assigned to such terms in the Confirmation (as defined below).
AMENDED AND RESTATED SUBSCRIPTION AGREEMENTSubscription Agreement • March 29th, 2024 • Spectaire Holdings Inc. • Measuring & controlling devices, nec • Delaware
THIS AMENDED AND RESTATED SUBSCRIPTION AGREEMENT (this “Agreement”), effective as of October 30, 2023 (the “Effective Date”), is made by and between Polar Multi-Strategy Master Fund (the “Investor”), and Spectaire Holdings Inc. (f/k/a Perception Capital Corp. II.), a Delaware corporation (the “Company”), and amends and restates the subscription agreement dated October 4, 2023 (the “Original Agreement”) by and between Investor and the Company. The Company prior to the consummation of the De-SPAC Closing (as defined below) is referred to in this Agreement as “SPAC.” Investor and Company are referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
JOINT VENTURE FORMATION AGREEMENTJoint Venture Formation Agreement • March 29th, 2024 • Spectaire Holdings Inc. • Measuring & controlling devices, nec
The JVC, Spectaire, and MLab are collectively referred to herein as the “Parties” and individually as a “Party”; Spectaire and MLab are collectively referred to herein as the “JV Parties” and individually as a “JV Party”.
