The total payment obligation for each Unit is EUR 10,000.00

(number of subscribed Ordinary Units x EUR 10,000.00 shall be the "Commitment")

The Subscriber is aware that, in addition to the Commitment, the Manager will charge a Subscription Fee equal to an amount of 1% of the Commitment of the Subscriber. ¹

1. DEFINITIONS
   1. Capitalised terms used in this Subscription Form that are not defined herein, shall have the meaning ascribed to them in the fund agreement relating to the Fund, as it may be further amended and restated (the "Fund Agreement").
   2. In this Subscription Form, the headings are for ease of reference only and shall not affect its construction. Any reference to this Subscription Form shall include the Schedules to it, which form part of this Subscription Form for all purposes. Any references to the singular include the plural and vice versa.
2. COMPLETION
   1. The Fund is required to comply with the Money Laundering and Terrorist Financing (Prevention) Act (Wet ter voorkoming van witwassen en financieren van terrorisme) ("Wwft") in relation to your admission as investor of the Fund. Accordingly, in order to:

      • be admitted as an investor of the Fund; or
      • increase the Commitment,

      the Subscriber must complete Schedule 1 and ensure that the relevant documents requested therein are submitted together with this signed Subscription Form.
   2. The Fund is required to comply with any requirement imposed by FATCA. “FATCA" means Sections 1471 through 1474 of the Internal Revenue Code of 1986, as amended (the "Code"), any current or future Treasury Regulations or official interpretations thereof, any agreements entered into pursuant to Code section 1471(b)(1), any applicable intergovernmental agreements with respect thereto and any fiscal or regulatory legislation, rules or practices adopted pursuant to any of the foregoing. In addition, the Fund is required to comply with any requirements imposed by any legislation implementing the Common Reporting Standard (referred to as CRS), and any instructions or other guidance

1. 1. The Fund is required to comply with any requirement imposed by FATCA. “FATCA" means Sections 1471 through 1474 of the Internal Revenue Code of 1986, as amended (the "Code"), any current or future Treasury Regulations or official interpretations thereof, any agreements entered into pursuant to Code section 1471(b)(1), any applicable intergovernmental agreements with respect thereto and any fiscal or regulatory legislation, rules or practices adopted pursuant to any of the foregoing. In addition, the Fund is required to comply with any requirements imposed by any legislation implementing the Common Reporting Standard (referred to as CRS), and any instructions or other guidance

1. COMPLETED SUBSCRIPTION FORM

1. PAYMENT

1. SUBSCRIPTION
   1. The Subscriber hereby unconditionally and irrevocably offers to subscribe for the Units and applies to become a member of the Fund and a party to the Fund Agreement, to be effected as per the acceptance of this offer to subscribe by the Manager and the entry of the Subscriber as a member of the Fund in the Register (the "Closing"). As per the Closing the Subscriber will consequently join the Fund as an Investor and become a party to the Fund Agreement and will have all the rights and shall comply with all the obligations of an Investor as set out in the Fund Agreement. The Subscriber agrees unconditionally and irrevocably to each and every term of the Fund Agreement, agrees to unconditionally and irrevocably be bound by all of the terms and provisions thereof, including any amendments or modifications pursuant to the terms of the Fund Agreement or this Subscription Form, and will perform any obligations therein imposed on an Investor.
   2. This Subscription Form is an unconditional and irrevocable offer (aanbod) to subscribe for the Units as set forth herein which is capable of being accepted by the Manager on behalf of the Fund prior to Closing. This offer is addressed to and may be accepted (aanvaard) by the Manager on behalf of the Fund.
   3. This subscription for the Units by the Subscriber shall only lapse if not accepted by the Manager as referred to under paragraph 5.1 within twelve (12) months after the date indicated beneath the Subscriber’s signature on page 12. For the avoidance of doubt, the Subscriber hereby confirms that it will not revoke its subscription for the Units for serious cause (gewichtige redenen) or any other reason.
   4. This Subscription Form, once accepted by the Manager, implies the obligation of the Subscriber to pay and contribute to the Fund, subject to and in accordance with the terms and provisions of the Fund Agreement, the amount of its ‘Commitment’ as set out above (this representing its Commitment, as defined in the Fund Agreement). The amount of the initial capital contribution made by the Subscriber on First Closing or such later date as determined by the Manager shall be at least EUR 100,000.
   5. The Subscriber shall pay the amount of its Commitment on demand in such parts and in such instalments as the Manager requests the Subscriber to do so in accordance with the Fund Agreement, and hereby waives any right of set-off (verrekening), suspension (opschorting), dissolution (including partial dissolution) (ontbinding), annulment (vernietigen) or similar rights and acknowledges that upon receipt of a draw down notice issued in accordance with the Fund Agreement, a draw down is payable regardless of any defences thereto.
   6. The Subscriber hereby irrevocably and unconditionally appoints the Manager, with full power of substitution (including sub-substitution), the right of Selbsteintritt, as its true and lawful representative and attorney-in-fact, and agent of it, to execute, acknowledge, verify, swear to, deliver, record and file, in its name, place and stead and on its behalf the Fund Agreement or any deed of adherence or similar document, any amendments to the Fund Agreement (to the extent such amendments are authorised pursuant to the terms of the Fund Agreement) or any statutory forms that are required to be completed in relation to its admission to the Fund. This power of attorney shall be governed by Dutch law. The Subscriber and the Manager, on its own behalf and on behalf of the Fund, hereby expressly accept the choice of Dutch law to govern this power of attorney. The Subscriber expressly agrees and acknowledges that the attorney- in-fact may (i) serve more than one master and (ii) act on both sides of the transaction contemplated hereby. The Subscriber hereby agrees to indemnify the persons granted power of attorney to, for any claim of any third party or itself in connection with or arising out of (i) the powers of attorney granted pursuant to this paragraph 5.6 and (ii) any act performed by the authorised representative in its name in the execution of such powers of attorney.
   7. The Subscriber agrees to the fact that the Manager has reserved the right to refuse this subscription so that this subscription does not imply an obligation for the Manager to admit the Subscriber as investor of the Fund and holder of the Units.
   8. The Subscriber acknowledges that the Fund is required to comply with relevant anti-money laundering regulations in relation to its admission to the Fund. Accordingly, the Subscriber has completed Schedule 1 and has submitted with the Subscription Form the relevant documents requested therein. The Subscriber acknowledges that it will not be admitted into the Fund until all relevant anti- money laundering information has been received. The Subscriber shall provide within a reasonable period of time following a request such additional information and documents as may be reasonably requested by the Manager or the Fund to ensure compliance with applicable anti-money laundering laws and regulations in the Netherlands or other international jurisdictions.

1. DOCUMENTS
   1. The Subscriber acknowledges that its subscription for the Units may be based on a draft of the Fund Agreement and that as a result of negotiations with other potential Investors the terms of the final Fund Agreement may differ from the terms of such draft. Any material amendment to the Fund Agreement may be approved on behalf of the Subscriber by email confirmation from the below mentioned email address: {{emailAddress}}.
      
      Approval shall be deemed to have been given on behalf of the Subscriber if the amended Fund Agreement (highlighting any changes) has been sent to the abovementioned email address and the Subscriber has not objected to any such amendments within 5 Business Days following the date on which such amended Fund Agreement was sent.
   2. The Subscriber hereby declares, represents and warrants that it has taken cognizance and will take cognizance of the following documents related to the Fund:

      • the Fund Agreement in draft form, dated [●] 202[●] and any amendments thereto as approved by e-mail in accordance with paragraph 6.1;
      • the articles of association of the Fund;
      • the information memorandum of the Fund, dated 202[●]; and
      • the Key Information Document in respect of the Fund ("KID"), which has been prepared in accordance with the Directive (EU) No 1286/2014 of the European Parliament and of the Council of 26 November 2014 on key information documents for packaged retail and insurance-based investment products
        
        (the "Documents").
   3. The Subscriber hereby confirms and declares that by executing this Subscription Form the Subscriber provides its consent to being notified of a General Meeting and to the extent required of a Meeting of Investors of the Fund by e-mail.

1. REPRESENTATIONS AND WARRANTIES
   1. The Subscriber hereby acknowledges, represents and warrants to the Fund and the Manager that, as of the date hereof, the information provided by it in this Subscription Form and each applicable Schedule to this Subscription Form, are in all respects true and complete and it hereby declares, represents and warrants as to the terms set out in Schedule 2.
   2. The Subscriber hereby declares, represents and warrants that if the offer of Units in the Fund is made to the Subscriber within the Netherlands:
      
      {{#if proffesionalDeclaration}} {{else}} {{/if}} the Subscriber is a professional investor (professionele belegger) within the meaning of article 1:1 of the Dutch Financial Supervision Act (Wet op het financieel toezicht);
      
      OR
      
      {{#if proffesionalDeclaration}} {{else}} {{/if}} the Subscriber is not a professional investor (professionele belegger) within the meaning of article 1:1 of the Dutch Financial Supervision Act (Wet op het financieel toezicht).
   3. The Subscriber hereby furthermore declares, represents and warrants:

      • that it is neither a U.S. Person nor was in the United States at the time the Units were offered to it or accepted by it; and
      • that it is not acquiring the Units for the account or benefit of or funding its Commitment with funds obtained from any U.S. Person nor with a view to the offer, sale or delivery, directly or indirectly of any such Units within the United States or to a U.S. Person.

      As used herein, "U.S. Person" respectively "United States" has the meaning provided in Regulation S under the United States Securities Act of 1933, as amended.

1. DECLARATIONS
   1. If the Subscriber is resident in the European Economic Area (the EEA) and it is not a professional investor (professionele belegger) within the meaning of section 1:1 of the Dutch Financial Supervision Act (Wet op het financieel toezicht), it hereby declares that:

      • the Subscriber has received from the Manager an electronically transmitted copy of the KID prepared pursuant to Directive (EU) No 1286/2014 of the European Parliament and of the Council of 26 November 2014 on key information documents for packaged retail and insurance-based investment products (the PRIIPS Regulation);
      • the Subscriber has timely received, thoroughly read and it has understood the information provided in the KID;
      • the Subscriber has been offered the choice between a paper copy of the KID and an electronically transmitted version, and opted for an electronically transmitted version of the KID, and the Subscriber acknowledges that it has the right to request the Manager for a paper copy of the KID without cost.
   2. The Subscriber confirms that it is aware that:

      • an investment in the Fund involves substantial risks; it is fully aware of the risks associated with investing in the Fund and it has determined that an investment in the Fund is a suitable investment for the Subscriber and that, at this time, it could bear a complete loss of its investment in the Fund;
      • past, targeted or projected performance is not necessarily indicative of future results, and there can be no assurance that targeted or projected returns will be achieved, that the Fund will achieve comparable results or that the Fund will be able to implement its investment strategy or achieve its investment objectives. It understands that the factors that could cause the Fund’s actual results, performance and achievements to be materially different than so projected include, but are not limited to, those risk factors listed in the information memorandum of the Fund and declares that it has read such risk factors carefully;
      • the Manager and the Fund are registered with the AFM in accordance with section 2:66a of the FMSA and that under the FMSA, neither the Fund nor the Manager does require a licence and the Fund and the Manager are not supervised on the basis of the Part “Prudential supervision of financial undertakings” or the Part “Conduct of business supervision of financial undertakings” of the FMSA.

1. TAX RELATED PROVISIONS
   1. The Subscriber agrees to furnish the Fund and the Manager with any information, representations and forms as shall reasonably be requested by the Manager or the Fund from time to time in order to (i) avoid or minimize the direct imposition of taxes on the Fund or on any other Investor; or (ii) assist the Manager or the Fund in obtaining any exemption, reduction or refund of any withholding or other taxes imposed by any taxing authority or other governmental agency upon the Fund, amounts paid to the Fund or distributions made by the Fund.
   2. The Subscriber agrees to promptly provide, and periodically update, at any times requested by the Manager, any information (or verification thereof), documentation and forms the Manager deems necessary for the Fund to enter into an agreement described in Section 1471(b) of the Code, to comply with the terms of that agreement, or to otherwise comply with any requirement imposed by FATCA or CRS in order to reduce or eliminate withholding taxes or otherwise to eliminate withholding taxes or qualify for a reduced rate of withholding or backup withholding in any jurisdiction from or through which the Fund receives payments, or to satisfy the requirements, if applicable, of any other law or regulation of any jurisdiction implementing FATCA, CRS or similar laws or regulations. The Subscriber agrees to waive any provision of foreign law that, absent a waiver, would prevent compliance with such requests. The Subscriber agrees that it will otherwise comply with any reporting obligations imposed by the United States or any other jurisdiction, including reporting obligations that may be imposed by future legislation. The Subscriber expressly acknowledges that any such tax forms, documentation, and information, including withholding information may be provided to any withholding agent that has control, receipt or custody of the income of which the Subscriber is the beneficial owner or any withholding agent that can disburse or make payments of the income of which the Subscriber is the beneficial owner. In addition, the Subscriber consents to the use of any information provided by the Subscriber for purposes of complying with FATCA, or any other law or regulation of any jurisdiction implementing FATCA or similar law or regulation. The Subscriber understands that the Fund is authorized to withhold from any payment made to, or any distributive share of, the Subscriber any taxes required by law to be withheld by the Fund or its Affiliates.
   3. The Subscriber acknowledges and agrees that, in order to comply with the Council Directive (EU) 2018/822 amending Council Directive 2011/16/EU (DAC 6) as transposed in the laws of EU Member States, any reportable cross-border arrangements in relation to the Fund or its investments shall be disclosed to the competent authorities and consequently be shared with the competent authorities of other EU Member States.
   4. The Subscriber shall, to the extent that it is aware of such change, promptly inform the Manager of any change to the information previously provided to the Manager or the Titleholder pursuant to the preceding paragraphs.

1. DATA PROTECTION
   1. The Manager shall process personal data in accordance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 ("GDPR") and any other applicable laws and regulations relating to the processing of personal data.
   2. The Manager shall process personal data of or in relation to the Investors, such as names and contact details of the Investor’s signatories and/or contact persons, for the performance of this Subscription Form and the Fund Agreement, in order to be able to comply with its obligations pursuant to relevant anti-money laundering or anti-terrorist laws, rules, regulations, directives or special measures and in order to take steps at the request of an Investor.
   3. The Manager shall retain any personal data processed for the period required to be able to meet all its obligations towards the Investor under this Subscription Form and the Fund Agreement and as required to comply with its obligations pursuant to applicable laws or regulations.
   4. Personal data are dealt with in strict confidentiality and the Fund and the Manager shall take appropriate technical and organizational security measures against its loss or unlawful processing.
   5. Natural persons of whom personal data are processed shall be entitled at any time to request: (i) inspection, correction, removal and/or transmission of his or her personal data processed by the Manager; and (ii) a restriction of or objection to processing of his or her personal data by the Manager. Such requests may impact the ability of the Manager to meet all its obligations towards the relevant Investor under this Subscription Form and/or the Fund Agreement.
   6. The natural person in question may send such request and other questions it may have to the Manager at info@quadrum-capital.nl and shall have the right to file a complaint with the Dutch Data Protection Authority (Autoriteit Persoonsgegevens).
   7. The Subscriber expressly agrees that personal data processed by the Manager may be shared by the Manager with the Fund, the Manager and any of the Manager’s Affiliates and third party service providers both within and outside the European Union in connection with the performance of their activities for the Fund or any other funds raised by the Manager. The Manager shall not disclose personal data to other parties except as provided for in the Fund Agreement or if required by applicable laws, regulations or court or governmental orders.

1. MISCELLANEOUS
   1. This Subscription Form may be executed in two or more counterparts, all of which taken together shall constitute one and the same instrument.
   2. Neither this Subscription Form nor any of the Subscribers’ rights hereunder is transferable or assignable by the Subscriber, except in accordance with the Fund Agreement.
   3. The Subscriber waives (to the extent permitted by law) its right to terminate, dissolve (including any partial dissolution) (ontbinden) or nullify (vernietigen) this Subscription Form.
   4. This Subscription Form (including its choice of forum) shall be governed by and construed in accordance with Dutch law.
   5. All disputes arising out or in connection with this Subscription Form shall be settled in accordance with the Fund Agreement.

(FOLLOWS SIGNATURE PAGE)

The Subscriber hereby declares, represents, acknowledges and warrants, as applicable, that:

1. It will hold the Units for its own account, as principal and solely for investment purposes and not with a view (directly or indirectly) to or for the re-sale, distribution or fractionalisation thereof, in whole or in part; any Capital Contribution has been or will be transferred from a bank account in the name of the Subscriber.
2. It has such knowledge and experience in financial and business matters as to be capable of evaluating, and has evaluated, the merits and risks of, and it is able to bear the economic risk of, its investment in the Fund.
3. Neither the Fund nor the Manager nor any other person acting on behalf of the Manager has provided any warranties or guarantees for the benefit of the Subscriber.
4. With regard to the tax, legal, regulatory and other economic considerations related to the subscription for the Units, it has only relied on the advice of, or has only consulted with, its own professional advisers; and is not relying on any statements or representations made by the Fund, or the Manager, or the advisors of the Fund and the Manager, nor any person acting on its behalf (or on behalf of the Fund).
5. To its satisfaction it has been given the opportunity to ask questions of, and receive answers from, the Manager with respect to the Fund, the financial condition of the Fund, the terms and conditions of the offering and other matters pertaining to making an investment in the Fund, in order for it to evaluate the merits and risks of making an investment in the Fund and make an investment decision in relation thereto.
6. It understands that under the Fund Agreement a Subscriber cannot withdraw from the Fund, does not have redemption right with regard to its Units and Units cannot be sold, assigned, pledged or transferred, except as provided in the Fund Agreement and any side letter agreed on the admission of an Investor to the Fund and, consequently, it acknowledges and it is aware that it may have to bear the economic risk of its investment in the Fund until such time as the Fund is terminated in accordance with the Fund Agreement.
7. The Subscriber is authorized to sign the Subscription Form and to fulfill all obligations arising from the Subscription Form; for this purpose the Subscriber does not have to register or otherwise perform acts with any public authority or independent supervisory authority, as all registrations or acts in respect of such public authority or independent supervisory authority (in so far as necessary) have taken place.
8. The offering of the Units in the Fund and the subscription by the Subscriber for such Units does not cause or require the Fund, the Manager or any of their Affiliates to be regulated or become subject to supervision by any applicable regulatory authority in or pursuant to the jurisdiction of the Subscriber’s residence;
9. It has read carefully and is acquiring the Units relying solely on the information contained in the Documents and any ancillary letter agreement provided to it in determining to make its investment in the Fund and is not relying on any communication (written or oral) of the Fund, the Manager, any placement agent or any of their employees, representatives, agents or affiliates, as investment advice or as a recommendation to purchase the Units, it being understood that any such communication with respect to the terms and conditions relating to the Units and the Fund Agreement shall not be considered investment advice or a recommendation to purchase the Units.
10. The Fund and the Manager endeavor to comply with applicable data protection laws and regulations, including but not limited to the GDPR. The Subscriber warrants and agrees that each person with respect to whom personal data is provided to the Manager in connection with this Subscription Form and the Fund Agreement is made aware of Clause 10 of this Subscription Form, specifically such person’s rights thereunder;
11. The Subscriber (i) has conducted thorough due diligence with respect to all of its beneficial owners; (ii) has established the identities of its beneficial owners and the source of each of the beneficial owner’s funds; and (iii) will retain evidence of any such identities, any such source of funds and any such due diligence. It further represents that it does not know or has any reason to suspect that (A) the monies used to fund its investment in the Fund have been or will be derived from or related to any illegal activities, including, but not limited to, money laundering activities; and (B) the proceeds from its investment in the Fund will be used to finance any illegal activities.
12. If it is not resident in the Netherlands, its subscription for the Units, based on the Documents, does not violate any law or regulation in the jurisdiction where it is resident.
13. This Subscription Form is, upon acceptance by the Manager, and the Fund Agreement will be, its legal, valid and binding obligations, enforceable against the Subscriber in accordance with their respective terms save as such terms are modified by operation of law, principles of reasonableness and fairness or bankruptcy.
14. The signing and the performance by the Subscriber of the Subscription Form falls within the competence of the Subscriber and are in the interest of the Subscriber and does not conflict with and will not result in any default or claim for default (ingebrekestelling) against the Subscriber under (i) any provision of law applicable to the Subscriber, (ii) any directive, rule or instruction of any public authority or independent supervisory authority which supervises the business of the Subscriber, (iii) the articles of association or other organisational documents of or regarding the Subscriber, or (iv) any subscription form, judgement, judicial ruling or order, verdict, decree or other instrument binding on the Subscriber.
15. No approval, authorization, license, permit or other action by or filing with any federal, state, municipal or other governmental commission, board or agency is required in connection with the execution and delivery by the Subscriber of this Subscription Form or the consummation of the transactions contemplated hereby.
16. The Fund intends not to accept any investment by natural persons or entities acting, directly or indirectly, in contravention of any applicable anti-money laundering or other regulations or conventions of the Netherlands or any other international jurisdictions, or on behalf of terrorists, terrorist organisations or narcotics traffickers, including those persons or entities that are included on any relevant lists maintained by the United Nations, the North Atlantic Treaty Organisation, the Organisation for Economic Cooperation and Development, the Financial Action Task Force, the U.S. Office of Foreign Assets Control of the U.S. Department of the Treasury, the U.S. Securities and Exchange Commission, the U.S. Federal Bureau of Investigation, the Dutch Central Bank, the Dutch Ministry of Finance and the European Union, all as may be amended from time to time ("Prohibited Investment").
17. To the best of its knowledge, the proposed investment to be made by it in the Fund does not directly or indirectly: (i) contravene any applicable anti-money laundering or other regulations or conventions; or (ii) constitute a Prohibited Investment and the funds invested by it in the Fund are not derived from illegal or illegitimate activities and it will promptly notify the Manager in writing of any change in its status or the status with respect to its representations and warranties regarding Prohibited Investments.
18. The Manager may be obligated by law to "freeze" its account, by prohibiting additional investments from it, declining any distributions from it and/or segregating the assets in the account or any distributions relating thereto in compliance with governmental regulations, and the Manager may be required to report such action and to disclose its identity to the appropriate authorities.
19. The Subscriber, its UBO or Pseudo UBO (where applicable) have never been adjudged bankrupt, nor have they been subject of an investigation by a government, professional or other regulatory body or criminal action. The Subscriber, its UBO or Pseudo UBO (where applicable) have never been a director, shareholder, officer or manager of a business entity which has been the subject of an investigation as per the abovementioned. The Subscriber, its UBO or Pseudo UBO (where applicable) have never been a director, shareholder, officer or manager of a business entity which has been adjudged bankrupt, compulsorily wound-up or has made any compromise or arrangement with its creditors or has otherwise ceased trading in circumstances where its creditors did not receive or have not yet received full settlement of their claims.

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