THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of November 18, 2022. Between: Whereas:Indemnification & Liability • November 21st, 2022 • Perception Capital Corp. II • Blank checks • Delaware
NOW, THEREFORE, in consideration of the premises and the covenants contained herein and subject to the provisions of the letter agreement, dated as of October 27, 2021, by and among the Company, Indemnitee and other parties thereto in connection with the Company’s initial public offering, the Company and Indemnitee do hereby covenant and agree as follows:
JOINDER AGREEMENT TO LETTER AGREEMENTJoinder Agreement • November 21st, 2022 • Perception Capital Corp. II • Blank checks
The undersigned is executing and delivering this Joinder Agreement pursuant to the Letter Agreement, dated as of October 27, 2021 (as it may be amended and restated, the “Letter Agreement”), by and among Perception Capital Corp. II, a Cayman Islands exempted company (the “Company”), Perception Capital Partners II LLC, a Delaware limited liability company and each of the other persons set forth on the signature pages thereto. Capitalized terms used but not defined herein have the respective meanings ascribed to them in the Letter Agreement.
JOINDER AGREEMENT TO REGISTRATION RIGHTS AGREEMENTJoinder Agreement • November 21st, 2022 • Perception Capital Corp. II • Blank checks
Karrie Willis (the “Joinder Party”) is executing and delivering this Joinder Agreement pursuant to the Registration Rights Agreement, dated as of October 27, 2021 (the “Registration Rights Agreement”), by and among Perception Capital Corp. II, a Cayman Islands exempted company (the “Company”), Perception Capital Partners II LLC, a Delaware limited liability company and each of the holders set forth on the signature pages thereto. Capitalized terms used but not defined herein have the respective meanings ascribed to them in the Registration Rights Agreement.
