Perception Capital Corp. II Contracts & Agreements

Second Amended Loan Agreement by and between Arosa Multi-Strategy Fund LP and Spectaire Holdings Inc., dated June 1, 2024 (Filed With SEC on August 20, 2024)

Registration Rights Agreement, dated May 17, 2024, between Spectaire Holdings Inc. and YA II PN, Ltd (Filed With SEC on May 21, 2024)

Standby Equity Purchase Agreement, dated May 17, 2024, between Spectaire Holdings Inc. and YA II PN, Ltd (Filed With SEC on May 21, 2024)

Joint Venture Formation Agreement, dated December 22, 2023, by and between the Company, Spectaire Europe GmbH and MLab Capital GmbH (Filed With SEC on March 29, 2024)

Amended and Restated Subscription Agreement, dated October 30, 2023, by and between the Company and Polar (Filed With SEC on March 29, 2024)

Forward Purchase Agreement Confirmation Amendment, dated October 26, 2023, by and between the Company and Polar (Filed With SEC on March 29, 2024)

Form of Subscription Agreement, dated as of March 18 2024, by and among Spectaire Holdings Inc. and the Investor (Filed With SEC on March 21, 2024)

Form of Common Stock Purchase Warrant, dated as of March 18, 2024, issued by Spectaire Holdings Inc. to the Investor (Filed With SEC on March 21, 2024)

Amended and Restated Subscription Agreement, dated October 30, 2023, by and between the Company and Polar (Filed With SEC on December 21, 2023)

Forward Purchase Agreement Confirmation Amendment, dated October 26, 2023, by and between the Company and Polar (Filed With SEC on December 21, 2023)

Amended and Restated Subscription Agreement, dated October 30, 2023, by and between the Company and Polar (Filed With SEC on December 21, 2023)

Forward Purchase Agreement Confirmation Amendment, dated October 26, 2023, by and between the Company and Polar (Filed With SEC on December 21, 2023)

Convertible Promissory Note by and between the Company and the ELOC Purchaser, dated November 17, 2023 (Filed With SEC on November 20, 2023)

Common Stock Purchase Agreement by and between the Company and the ELOC Purchaser, dated November 17, 2023 (Filed With SEC on November 20, 2023)

Registration Rights Agreement by and between the Company and the ELOC Purchaser, dated November 17, 2023 (Filed With SEC on November 20, 2023)

Forward Purchase Agreement Confirmation Amendment by and among the Company, the Seller and Spectaire Sub, dated November 17, 2023 (Filed With SEC on November 20, 2023)

Second Amended and Restated Extension Note, dated October 17, 2023, by and between PCCT and the Sponsor (Filed With SEC on October 19, 2023)

Amended and Restated Working Capital Note, dated October 17, 2023, by and between PCCT and the Sponsor (Filed With SEC on October 19, 2023)

Forward Purchase Agreement, dated October 16, 2023, by and between PCCT and Polar (Filed With SEC on October 19, 2023)

Forward Purchase Agreement Amendment, dated October 16, 2023, by and between PCCT and the Seller (Filed With SEC on October 19, 2023)

Third Underwriting Agreement Amendment, dated October 18, 2023, by and between PCCT and Jefferies (Filed With SEC on October 19, 2023)

Second Underwriting Agreement Amendment, dated October 16, 2023, by and between PCCT and Jefferies (Filed With SEC on October 19, 2023)

PIPE Subscription Agreement, dated October 11, 2023, by and between PCCT and the PIPE Investor (Filed With SEC on October 12, 2023)

Sponsor Letter Agreement, dated October 4, 2023, between the Sponsor and PCCT (Filed With SEC on October 10, 2023)

Subscription Agreement, dated October 4, 2023, by and between PCCT and Polar (Filed With SEC on October 10, 2023)

Amended and Restated Convertible Promissory Note, dated as of April 10, 2023, by and between Perception Capital Corp. II and Perception Capital Partners II LLC (Filed With SEC on April 12, 2023)

Amendment to the Underwriting Agreement, dated March 23, 2023, by and between PCCT and Jefferies (Filed With SEC on March 28, 2023)

Indemnity Agreement, dated January 1, 2023, between the Company and Tao Tan (Filed With SEC on March 27, 2023)

Working Capital Promissory Note, dated as of January 10, 2023, between the Company and the Sponsor (Filed With SEC on March 27, 2023)

Joinder to the Letter Agreement, dated January 1, 2023, between the Company and Tao Tan (Filed With SEC on March 27, 2023)

Indemnity Agreement, dated November 18, 2022, between the Company and Karrie Willis (Filed With SEC on November 21, 2022)

Joinder to the Registration Rights Agreement, dated November 18, 2022, between the Company and Karrie Willis (Filed With SEC on November 21, 2022)

Joinder to the Letter Agreement, dated November 18, 2022, between the Company and Karrie Willis (Filed With SEC on November 21, 2022)

Convertible Promissory Note, dated as of October 31, 2022, by and between Perception Capital Corp. II and Perception Capital Partners II LLC (Filed With SEC on November 1, 2022)

Description of the Companys securities (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Rick Gaenzle (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Scott Honour (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and James Sheridan (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Patrick Williams (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Marcy Haymaker (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Omer Keilaf (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Thomas J. Abood (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and R. Rudolph Reinfrank (Filed With SEC on April 15, 2022)

Indemnity Agreement, dated October 27, 2021, between the Company and Corey Campbell (Filed With SEC on April 15, 2022)

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant (Filed With SEC on October 20, 2021)

WARRANT AGREEMENT PERCEPTION CAPITAL CORP. II and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [_____], 2021 (Filed With SEC on September 30, 2021)

Specimen Warrant Certificate (included in Exhibit 4.4) (Filed With SEC on May 24, 2021)

Specimen Unit Certificate (Filed With SEC on April 7, 2021)

Specimen Class A Ordinary Share Certificate (Filed With SEC on April 7, 2021)

Specimen Warrant Certificate (included in Exhibit 4.4) (Filed With SEC on April 7, 2021)

Promissory Note, dated January 25, 2021, issued to Perception Capital Partners II LLC (Filed With SEC on April 7, 2021)

Form of Letter Agreement among the Registrant and its directors and officers and Perception Capital Partners II LLC (Filed With SEC on April 7, 2021)

Form of Investment Management Trust Agreement between Continental Stock Transfer & Trust Company and the Registrant (Filed With SEC on April 7, 2021)

Form of Registration Rights Agreement between the Registrant and certain security holders (Filed With SEC on April 7, 2021)

Securities Subscription Agreement, dated January 25, 2021, between the Registrant and Perception Capital Partners II LLC (Filed With SEC on April 7, 2021)

Form of Sponsor Warrants Purchase Agreement between the Registrant and Perception Capital Partners II LLC (Filed With SEC on April 7, 2021)

Form of Indemnity Agreement (Filed With SEC on April 7, 2021)

Form of Administrative Services Agreement, by and between the Registrant and Perception Capital Partners II LLC (Filed With SEC on April 7, 2021)

Form of Underwriting Agreement (Filed With SEC on April 7, 2021)

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Perception Capital Corp. II Contracts & Agreements