Common use of Type of the Subscriber Clause in Contracts

Type of the Subscriber. Indicate the form of entity of the Subscriber: ☐ Individual ☐ Limited Partnership ☐ Corporation ☐ General Partnership ☐ Revocable Trust ☐ Limited Liability Company ☐ Other Type of Trust (indicate type): ________________________________ ☐ Other (indicate form of organization): ________________________________ 2.2.1 If the Subscriber is not an individual, indicate the approximate date the Subscriber entity was formed: _____________________. 2.2.2 If the Subscriber is not an individual, initial the line below which correctly describes the application of the following statement to the Subscriber’s situation: the Subscriber (x) was not organized or reorganized for the specific purpose of acquiring the Shares and (y) has made investments prior to the date hereof, and each beneficial owner thereof has and will share in the investment in proportion to his or her ownership interest in the Subscriber. __________ True __________ False If the “False” line is initialed, each person participating in the entity will be required to fill out a Subscription Agreement. Subscriber Name: By: Signatory Name: Signatory Title: Date: ▇▇▇▇▇ Fargo Securities, LLC ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of the Securities to be issued by Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by ▇▇▇▇▇ Fargo Securities, LLC or any of its affiliates (“▇▇▇▇▇ Fargo Securities”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by ▇▇▇▇▇ Fargo Securities concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. ▇▇▇▇▇ Fargo Securities and its directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, ▇▇▇▇▇ Fargo Securities has not acted as our financial advisor or fiduciary. 5. We are an accredited investor (as defined in Rule 501 of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, we understand that the offering meets the exemptions from filing under Financial Industry Regulatory Authority (“FINRA”) Rule 5123(b)(1)(J). 6. We (i) are an institutional account as defined in FINRA Rule 4512(c), (ii) are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act, and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and (iii) have exercised independent judgment in evaluating our participation in the purchase of the Securities. Accordingly, we understand that the offering meets (i) the exemptions from filing under FINRA Rule 5123(b)(1)(A) and (ii) the institutional customer exemption under FINRA Rule 2111(b). 7. We are aware that the sale to us is being made in reliance on a private placement exemption from registration under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 8. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 9. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: Epsilon Underwriting & Issuing Ltd. 40 Einstein ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ - ▇▇▇▇▇, ▇▇▇▇▇▇▇, Israel Poalim I.B.I. Underwriting & Issuing Ltd. 28 HaArba’a St., ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, Israel Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of the Securities to be issued by Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by Epsilon Underwriting & Issuing Ltd. or any of its affiliates (“Epsilon”) or Poalim I.B.I. Underwriting & Issuing Ltd. or any of its affiliates (“Poalim”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by Epsilon or Poalim concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. Epsilon and Paolim and their respective directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, neither Epsilon nor Poalim have acted as our financial advisor or fiduciary. 5. We are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act of 1933, as amended (the “Securities Act”) and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and have exercised independent judgment in evaluating our participation in the purchase of the Securities. 6. We are aware that the sale to us is being made in a transaction not subject to the registration requirements under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 7. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 8. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: In connection with and as part of the consideration for our purchase of shares (“Securities”), of Industrial Tech Acquisitions, Inc., a Delaware corporation (“ITAC”), and/or ARBE Robotics Ltd., an Israeli corporation (“ARBE”), as applicable, the undersigned hereby represents, warrants and acknowledges to Epsilon Underwriting & Issuing Ltd. (“Epsilon”), Poalim I.B.I Underwriting & Issuing Ltd. (“Poalim”), ITAC and ARBE, in accordance with the Israeli Securities Law of 1968, as amended, that that the following is accurate and complete:

Appears in 2 contracts

Sources: Subscription Agreement (Arbe Robotics Ltd.), Subscription Agreement (Industrial Tech Acquisitions, Inc.)

Type of the Subscriber. Indicate the form of entity of the Subscriber: ☐ Individual ☐ ¨ Limited Partnership ☐ Corporation ☐ ¨ General Partnership ¨ Corporation ¨ Revocable Trust ☐ Limited Liability Company ☐ ¨ Other Type of Trust (indicate type): ________________________________ ¨ Other (indicate form of organization): ________________________________ 2.2.1 If the Subscriber is not an individual, indicate Indicate the approximate date the Subscriber entity was formed: _____________________. 2.2.2 If the Subscriber is not an individual, initial Initial the line below which correctly describes the application of the following statement to the Subscriber’s situation: the Subscriber (x) was not organized or reorganized for the specific purpose of acquiring the Shares Securities and (y) has made investments prior to the date hereof, and each beneficial owner thereof has and will share in the investment in proportion to his or her ownership interest in the Subscriber. __________ True __________ False If the “False” line is initialed, each person participating in the entity will be required to fill out a Subscription Agreement. Subscriber Name: By: Signatory Name: Signatory Title: Date: ▇▇▇▇▇ Fargo Securities, LLC ▇HighCape Capital Acquisition Corp. 4▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of the Securities to be issued by Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by ▇▇▇▇▇ Fargo Securities, LLC or any of its affiliates (“▇▇▇▇▇ Fargo Securities”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by ▇▇▇▇▇ Fargo Securities concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. ▇▇▇▇▇ Fargo Securities and its directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, ▇▇▇▇▇ Fargo Securities has not acted as our financial advisor or fiduciary. 5. We are an accredited investor (as defined in Rule 501 of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, we understand that the offering meets the exemptions from filing under Financial Industry Regulatory Authority (“FINRA”) Rule 5123(b)(1)(J). 6. We (i) are an institutional account as defined in FINRA Rule 4512(c), (ii) are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act, and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and (iii) have exercised independent judgment in evaluating our participation in the purchase of the Securities. Accordingly, we understand that the offering meets (i) the exemptions from filing under FINRA Rule 5123(b)(1)(A) and (ii) the institutional customer exemption under FINRA Rule 2111(b). 7. We are aware that the sale to us is being made in reliance on a private placement exemption from registration under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 8. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 9. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: Epsilon Underwriting & Issuing Ltd. 40 Einstein ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ - ▇▇▇▇▇, ▇▇▇▇▇▇▇, Israel Poalim I.B.I. Underwriting & Issuing Ltd. 28 HaArba’a St., ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇▇▇, Israel Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of proposed business combination (the Securities to be issued by Industrial Tech Acquisitions“Transaction”) between HighCape Capital Acquisition Corp., Inc. or any subsidiary thereof or of ARBE Robotics Ltd a Delaware corporation (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by Epsilon Underwriting & Issuing Ltd. or any of its affiliates (“Epsilon”) or Poalim I.B.I. Underwriting & Issuing Ltd. or any of its affiliates (“Poalim”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by Epsilon or Poalim concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. Epsilon and Paolim and their respective directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, neither Epsilon nor Poalim have acted as our financial advisor or fiduciary. 5. We are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act of 1933, as amended (the “Securities Act”) and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and have exercised independent judgment in evaluating our participation in the purchase of the Securities. 6. We are aware that the sale to us is being made in a transaction not subject to the registration requirements under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 7. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 8. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: In connection with and as part of the consideration for our purchase of shares (“Securities”), of Industrial Tech Acquisitions, Inc.Quantum-SI Incorporated, a Delaware corporation (“ITACTarget”), and/or ARBE Robotics Ltd.pursuant to that certain Business Combination Agreement, an Israeli corporation dated as of February 18, 2021 (as it may be amended, the ARBETransaction Agreement”), as applicableby and among, the Company, Target and certain other parties named therein, the Company is seeking commitments to purchase shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Common Stock”), for a purchase price of $10.00 per share (the “Purchase Price”), in a private placement to be conducted by the Company (the “Offering”). In connection therewith, the undersigned hereby represents, warrants subscriber (the “Subscriber”) and acknowledges to Epsilon Underwriting & Issuing Ltd. the Company agree in this subscription agreement (this EpsilonSubscription Agreement), Poalim I.B.I Underwriting & Issuing Ltd. (“Poalim”), ITAC and ARBE, in accordance with the Israeli Securities Law of 1968, ) as amended, that that the following is accurate and completefollows:

Appears in 1 contract

Sources: Business Combination Agreement (HighCape Capital Acquisition Corp.)

Type of the Subscriber. Indicate the form of entity of the Subscriber: ¨ Individual ¨ Limited Partnership ¨ Corporation ¨ General Partnership ¨ Revocable Trust ☐ Limited Liability Company ☐ ¨ Other Type of Trust (indicate type): ________________________________ ¨ Other (indicate form of organization): ________________________________ 2.2.1 If the Subscriber is not an individual, indicate the approximate date the Subscriber entity was formed: _____________________. 2.2.2 If the Subscriber is not an individual, initial the line below which correctly describes the application of the following statement to the Subscriber’s situation: the Subscriber (x) was not organized or reorganized for the specific purpose of acquiring the Shares Securities and (y) has made investments prior to the date hereof, and each beneficial owner thereof has and will share in the investment in proportion to his or her ownership interest in the Subscriber. __________ True __________ False If the “False” line is initialed, each person participating in the entity will be required to fill out a Subscription Agreement. Subscriber Name: By: Signatory Name: Signatory Title: Date: ▇▇▇▇▇ Fargo Securities, LLC ▇HighCape Capital Acquisition Corp. 4▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of the Securities to be issued by Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by ▇▇▇▇▇ Fargo Securities, LLC or any of its affiliates (“▇▇▇▇▇ Fargo Securities”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by ▇▇▇▇▇ Fargo Securities concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. ▇▇▇▇▇ Fargo Securities and its directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, ▇▇▇▇▇ Fargo Securities has not acted as our financial advisor or fiduciary. 5. We are an accredited investor (as defined in Rule 501 of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, we understand that the offering meets the exemptions from filing under Financial Industry Regulatory Authority (“FINRA”) Rule 5123(b)(1)(J). 6. We (i) are an institutional account as defined in FINRA Rule 4512(c), (ii) are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act, and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and (iii) have exercised independent judgment in evaluating our participation in the purchase of the Securities. Accordingly, we understand that the offering meets (i) the exemptions from filing under FINRA Rule 5123(b)(1)(A) and (ii) the institutional customer exemption under FINRA Rule 2111(b). 7. We are aware that the sale to us is being made in reliance on a private placement exemption from registration under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 8. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 9. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: Epsilon Underwriting & Issuing Ltd. 40 Einstein ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ - ▇▇▇▇▇, ▇▇▇▇▇▇▇, Israel Poalim I.B.I. Underwriting & Issuing Ltd. 28 HaArba’a St., ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Quantum-SI Incorporated 5▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Guilford, Israel Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) CT 06437 Ladies and Gentlemen: In connection with the offer and sale of proposed business combination (the Securities to be issued by Industrial Tech Acquisitions“Transaction”) between HighCape Capital Acquisition Corp., Inc. or any subsidiary thereof or of ARBE Robotics Ltd a Delaware corporation (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by Epsilon Underwriting & Issuing Ltd. or any of its affiliates (“Epsilon”) or Poalim I.B.I. Underwriting & Issuing Ltd. or any of its affiliates (“Poalim”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by Epsilon or Poalim concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. Epsilon and Paolim and their respective directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, neither Epsilon nor Poalim have acted as our financial advisor or fiduciary. 5. We are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act of 1933, as amended (the “Securities Act”) and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and have exercised independent judgment in evaluating our participation in the purchase of the Securities. 6. We are aware that the sale to us is being made in a transaction not subject to the registration requirements under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 7. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 8. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: In connection with and as part of the consideration for our purchase of shares (“Securities”), of Industrial Tech Acquisitions, Inc.Quantum-SI Incorporated, a Delaware corporation (“ITACTarget”), and/or ARBE Robotics Ltd.pursuant to that certain Business Combination Agreement, an Israeli corporation dated as of February 18, 2021 (as it may be amended, the ARBETransaction Agreement”), as applicableby and among, the undersigned hereby representsCompany, warrants Target and acknowledges certain other parties named therein, the Company agrees to Epsilon Underwriting & Issuing Ltd. sell to the Subscriber, and the Subscriber agrees to purchase from the Company [●] shares of the Company’s Class A Common Stock, par value $0.0001 per share (the EpsilonCommon Stock”), Poalim I.B.I Underwriting & Issuing Ltd. for a purchase price of $0.001 per share (the PoalimPurchase Price”), ITAC in a private placement to be conducted by the Company (the “Offering”). In connection therewith, the Subscriber and ARBE, the Company agree in accordance with the Israeli Securities Law of 1968, this subscription agreement (this “Subscription Agreement”) as amended, that that the following is accurate and completefollows:

Appears in 1 contract

Sources: Business Combination Agreement (HighCape Capital Acquisition Corp.)

Type of the Subscriber. Indicate the form of entity of the Subscriber: ☐ Individual ☐ ¨ Limited Partnership ☐ Corporation ☐ ¨ General Partnership ¨ Corporation ¨ Revocable Trust ☐ Limited Liability Company ☐ ¨ Other Type of Trust (indicate type): ________________________________ ¨ Other (indicate form of organization): ________________________________ 2.2.1 If the Subscriber is not an individual, indicate Indicate the approximate date the Subscriber entity was formed: _____________________. 2.2.2 If the Subscriber is not an individual, initial Initial the line below which correctly describes the application of the following statement to the Subscriber’s situation: the Subscriber (x) was not organized or reorganized for the specific purpose of acquiring the Shares Securities and (y) has made investments prior to the date hereof, and each beneficial owner thereof has and will share in the investment in proportion to his or her ownership interest in the Subscriber. __________ True __________ False If the “False” line is initialed, each person participating in the entity will be required to fill out a Subscription Agreement. Subscriber: Subscriber Name: By: Signatory Name: Signatory Title: Date: ▇▇▇▇▇ Fargo Securities, LLC ▇HighCape Capital Acquisition Corp. 4▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of the Securities to be issued by Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by ▇▇▇▇▇ Fargo Securities, LLC or any of its affiliates (“▇▇▇▇▇ Fargo Securities”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by ▇▇▇▇▇ Fargo Securities concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. ▇▇▇▇▇ Fargo Securities and its directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, ▇▇▇▇▇ Fargo Securities has not acted as our financial advisor or fiduciary. 5. We are an accredited investor (as defined in Rule 501 of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, we understand that the offering meets the exemptions from filing under Financial Industry Regulatory Authority (“FINRA”) Rule 5123(b)(1)(J). 6. We (i) are an institutional account as defined in FINRA Rule 4512(c), (ii) are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act, and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and (iii) have exercised independent judgment in evaluating our participation in the purchase of the Securities. Accordingly, we understand that the offering meets (i) the exemptions from filing under FINRA Rule 5123(b)(1)(A) and (ii) the institutional customer exemption under FINRA Rule 2111(b). 7. We are aware that the sale to us is being made in reliance on a private placement exemption from registration under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 8. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 9. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: Epsilon Underwriting & Issuing Ltd. 40 Einstein ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ - ▇▇▇▇▇, ▇▇▇▇▇▇▇, Israel Poalim I.B.I. Underwriting & Issuing Ltd. 28 HaArba’a St., ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Quantum-SI Incorporated 5▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Guilford, Israel Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) CT 06437 Ladies and Gentlemen: In connection with the offer and sale of proposed business combination (the Securities to be issued by Industrial Tech Acquisitions“Transaction”) between HighCape Capital Acquisition Corp., Inc. or any subsidiary thereof or of ARBE Robotics Ltd a Delaware corporation (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by Epsilon Underwriting & Issuing Ltd. or any of its affiliates (“Epsilon”) or Poalim I.B.I. Underwriting & Issuing Ltd. or any of its affiliates (“Poalim”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by Epsilon or Poalim concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. Epsilon and Paolim and their respective directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, neither Epsilon nor Poalim have acted as our financial advisor or fiduciary. 5. We are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act of 1933, as amended (the “Securities Act”) and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and have exercised independent judgment in evaluating our participation in the purchase of the Securities. 6. We are aware that the sale to us is being made in a transaction not subject to the registration requirements under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 7. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 8. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: In connection with and as part of the consideration for our purchase of shares (“Securities”), of Industrial Tech Acquisitions, Inc.Quantum-SI Incorporated, a Delaware corporation (“ITACTarget”), and/or ARBE Robotics Ltd.pursuant to that certain Business Combination Agreement, an Israeli corporation dated as of February 17, 2021 (as it may be amended, the ARBETransaction Agreement”), as applicableby and among, the undersigned hereby representsCompany, warrants Target and acknowledges certain other parties named therein, the Company agrees to Epsilon Underwriting & Issuing Ltd. sell to the Subscriber, and the Subscriber agrees to purchase from the Company [●] shares of the Company’s Class A Common Stock, par value $0.0001 per share (the EpsilonCommon Stock”), Poalim I.B.I Underwriting & Issuing Ltd. for a purchase price of $0.001 per share (the PoalimPurchase Price”), ITAC in a private placement to be conducted by the Company (the “Offering”). In connection therewith, the Subscriber and ARBE, the Company agree in accordance with the Israeli Securities Law of 1968, this subscription agreement (this “Subscription Agreement”) as amended, that that the following is accurate and completefollows:

Appears in 1 contract

Sources: Business Combination Agreement (HighCape Capital Acquisition Corp.)

Type of the Subscriber. Indicate the form of entity of the Subscriber: ☐ Individual ☐ ¨ Limited Partnership ☐ Corporation ☐ ¨ General Partnership ¨ Corporation ¨ Revocable Trust ☐ Limited Liability Company ☐ ¨ Other Type of Trust (indicate type): ________________________________ ¨ Other (indicate form of organization): ________________________________ 2.2.1 If the Subscriber is not an individual, indicate Indicate the approximate date the Subscriber entity was formed: _____________________. 2.2.2 If the Subscriber is not an individual, initial Initial the line below which correctly describes the application of the following statement to the Subscriber’s situation: the Subscriber (x) was not organized or reorganized for the specific purpose of acquiring the Shares Securities and (y) has made investments prior to the date hereof, and each beneficial owner thereof has and will share in the investment in proportion to his or her ownership interest in the Subscriber. __________ True __________ False If the “False” line is initialed, each person participating in the entity will be required to fill out a Subscription Agreement. Subscriber Name: By: Signatory Name: Signatory Title: Date: ▇▇▇▇▇ Fargo Securities, LLC ▇HighCape Capital Acquisition Corp. 4▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) Ladies and Gentlemen: In connection with the offer and sale of the Securities to be issued by Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by ▇▇▇▇▇ Fargo Securities, LLC or any of its affiliates (“▇▇▇▇▇ Fargo Securities”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by ▇▇▇▇▇ Fargo Securities concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. ▇▇▇▇▇ Fargo Securities and its directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, ▇▇▇▇▇ Fargo Securities has not acted as our financial advisor or fiduciary. 5. We are an accredited investor (as defined in Rule 501 of the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, we understand that the offering meets the exemptions from filing under Financial Industry Regulatory Authority (“FINRA”) Rule 5123(b)(1)(J). 6. We (i) are an institutional account as defined in FINRA Rule 4512(c), (ii) are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act, and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and (iii) have exercised independent judgment in evaluating our participation in the purchase of the Securities. Accordingly, we understand that the offering meets (i) the exemptions from filing under FINRA Rule 5123(b)(1)(A) and (ii) the institutional customer exemption under FINRA Rule 2111(b). 7. We are aware that the sale to us is being made in reliance on a private placement exemption from registration under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 8. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 9. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: Epsilon Underwriting & Issuing Ltd. 40 Einstein ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ - ▇▇▇▇▇, ▇▇▇▇▇▇▇, Israel Poalim I.B.I. Underwriting & Issuing Ltd. 28 HaArba’a St., ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Quantum-SI Incorporated 5▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Guilford, Israel Re: Purchase of common stock, warrants or other equity or equity-linked interests of Industrial Tech Acquisitions, Inc. or any subsidiary thereof or of ARBE Robotics Ltd. (the “Securities”) CT 06437 Ladies and Gentlemen: In connection with the offer and sale of proposed business combination (the Securities to be issued by Industrial Tech Acquisitions“Transaction”) between HighCape Capital Acquisition Corp., Inc. or any subsidiary thereof or of ARBE Robotics Ltd a Delaware corporation (as applicable, the “Company”), we represent, warrant, agree and acknowledge as follows: 1. No disclosure or offering document has been prepared in connection with the offer and sale of the Securities by Epsilon Underwriting & Issuing Ltd. or any of its affiliates (“Epsilon”) or Poalim I.B.I. Underwriting & Issuing Ltd. or any of its affiliates (“Poalim”). (a) We have conducted our own investigation of the Company and the Securities and we have not relied on any statements or other information provided by Epsilon or Poalim concerning the Company or the Securities or the offer and sale of the Securities, (b) we have had access to, and an adequate opportunity to review, financial and other information as we deem necessary to make our decision to purchase the Securities, (c) we have been offered the opportunity to ask questions of the Company and received answers thereto, as we deemed necessary in connection with our decision to purchase the Securities; and (d) we have made our own assessment and have satisfied ourselves concerning the relevant tax and other economic considerations relevant to our investment in the Securities. 3. Epsilon and Paolim and their respective directors, officers, employees, representatives and controlling persons have made no independent investigation with respect to the Company or the Securities or the accuracy, completeness or adequacy of any information supplied to us by the Company. 4. In connection with the issue and purchase of the Securities, neither Epsilon nor Poalim have acted as our financial advisor or fiduciary. 5. We are a sophisticated investor, experienced in investing in equity transactions that are not registered under the Securities Act of 1933, as amended (the “Securities Act”) and capable of evaluating investment risks independently, both in general and with regard to all transactions and investment strategies involving a security or securities and have exercised independent judgment in evaluating our participation in the purchase of the Securities. 6. We are aware that the sale to us is being made in a transaction not subject to the registration requirements under the Securities Act and are acquiring the Securities for our own account or for an account over which we exercise sole discretion for another qualified institutional buyer or accredited investor. 7. We are able to fend for ourselves in the transactions contemplated herein; have such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of our prospective investment in the Securities; and have the ability to bear the economic risks of our prospective investment and can afford the complete loss of such investment. 8. The Securities have not been registered under the Securities Act or any other applicable securities laws, are being offered for resale in transactions not requiring registration under the Securities Act, and unless so registered, may not be offered, sold or otherwise transferred except in compliance with the registration requirements of the Securities Act or any other applicable securities laws, pursuant to any exemption therefrom or in a transaction not subject thereto. Very truly yours, Name: Title: Date: In connection with and as part of the consideration for our purchase of shares (“Securities”), of Industrial Tech Acquisitions, Inc.Quantum-SI Incorporated, a Delaware corporation (“ITACTarget”), and/or ARBE Robotics Ltd.pursuant to that certain Business Combination Agreement, an Israeli corporation dated as of February 17, 2021 (as it may be amended, the ARBETransaction Agreement”), as applicableby and among, the undersigned hereby representsCompany, warrants Target and acknowledges certain other parties named therein, the Company agrees to Epsilon Underwriting & Issuing Ltd. sell to the Subscriber, and the Subscriber agrees to purchase from the Company [●] shares of the Company’s Class A Common Stock, par value $0.0001 per share (the EpsilonCommon Stock”), Poalim I.B.I Underwriting & Issuing Ltd. for a purchase price of $0.001 per share (the PoalimPurchase Price”), ITAC in a private placement to be conducted by the Company (the “Offering”). In connection therewith, the Subscriber and ARBE, the Company agree in accordance with the Israeli Securities Law of 1968, this subscription agreement (this “Subscription Agreement”) as amended, that that the following is accurate and completefollows:

Appears in 1 contract

Sources: Business Combination Agreement (HighCape Capital Acquisition Corp.)