Exhibit 10.7


 


Global Technology Acquisition Corp. I

CO Services Cayman Limited

P.O. Box 10008

Willow House, Cricket Square

Grand Cayman KY1-1001

Cayman Islands


 


February 10, 2021


 


Global Technology Acquisition I Sponsor LP

CO Services Cayman Limited

P.O. Box 10008

Willow House, Cricket Square

Grand Cayman KY1-1001

Cayman Islands


 


Re: Amended and Restated Securities Subscription
Agreement


 


Gentlemen:


 


This amended and restated agreement (this "Agreement")
is entered into on February 10, 2021 by and between Global Technology Acquisition I Sponsor LP, a Cayman Islands exempted limited
partnership acting by its general partner Global Technology Acquisition I Sponsor GP Ltd. (the "Subscriber" or "you"),
and Global Technology Acquisition Corp. I, a Cayman Islands exempted company (the "Company"). Pursuant to the terms hereof,
(i) the parties hereto wish to amend and restate the securities subscription agreement, dated February 10, 2021, as between
them (the "Original Agreement"), and (ii) the Company hereby accepts the offer the Subscriber has made to subscribe
for and purchase 6,468,750 Class B ordinary shares, $0.0001 par value per share (the "Shares"), up to 843,750 of
which are subject to forfeiture by you if the underwriters of the initial public offering ("IPO") of units ("Units")
of the Company do not fully exercise their over-allotment option (the "Over-allotment Option"). The Company and the Subscriber’s
agreements regarding such Shares are as follows:


 


		1.	Subscription and Purchase of Securities



 


		1.1	Subscription and Purchase of Shares. For the sum of $25,000 (the "Purchase Price"),
which the Company acknowledges receiving in the form of a capital contribution, the Company hereby issues the Shares to the Subscriber,
and the Subscriber hereby subscribes for and purchases the Shares from the Company, 843,750 of which are subject to forfeiture, on the
terms and subject to the conditions set forth in this Agreement. All references in this Agreement to shares of the Company being forfeited
shall take effect as surrenders for no consideration of such shares as a matter of Cayman Islands law.



 





		1.2	Surrender of Class B Ordinary Share. Upon the issue of the Shares, the Subscriber hereby surrenders
to the Company for no consideration the one Class B ordinary share held by the Subscriber following the incorporation of the Company.


  






    	 	1	 



     


    

 


		2.	REPRESENTATIONS, WARRANTIES AND AGREEMENTS



 


		2.1	Subscriber’s Representations, Warranties and Agreements. To induce the Company to issue the
Shares to the Subscriber, the Subscriber hereby represents and warrants to the Company and agrees with the Company as follows:



 


		(a)	No Government Recommendation or Approval. The Subscriber understands that no federal or state agency
has passed upon or made any recommendation or endorsement of the offering of the Shares.



 


		(b)	No Conflicts. The execution, delivery and performance of this Agreement and the consummation by
the Subscriber of the transactions contemplated hereby do not violate, conflict with or constitute a default under (i) the limited
liability company agreement of the Subscriber, (ii) any agreement, indenture or instrument to which the Subscriber is a party or
(iii) any law, statute, rule or regulation to which the Subscriber is subject, or any agreement, order, judgment or decree to
which the Subscriber is subject.



 


		(c)	Formation, Registration and Authority. The Subscriber is a Cayman Islands limited liability company,
validly existing and in good standing under the laws of the Cayman Islands and possesses all requisite power and authority necessary to
carry out the transactions contemplated by this Agreement. Upon execution and delivery by you, this Agreement will be a legal, valid and
binding agreement of Subscriber, enforceable against Subscriber in accordance with its terms, except as such enforceability may be limited
by applicable bankruptcy, insolvency, fraudulent conveyance or similar laws affecting the enforcement of creditors’ rights generally
and subject to general principles of equity (regardless of whether enforcement is sought in a proceeding at law or in equity).



 


		(d)	Experience, Financial Capability and Suitability. Subscriber is: (i) sophisticated in financial
matters and is able to evaluate the risks and benefits of the investment in the Shares and (ii) able to bear the economic risk of
its investment in the Shares for an indefinite period of time because the Shares have not been registered under the Securities Act of
1933, as amended (the “Securities Act”) and therefore cannot be sold unless subsequently registered under the Securities
Act or an exemption from such registration is available. Subscriber is capable of evaluating the merits and risks of its investment in
the Company and has the capacity to protect its own interests. Subscriber must bear the economic risk of this investment until the Shares
are sold pursuant to: (i) an effective registration statement under the Securities Act or (ii) an exemption from registration
available with respect to such sale. Subscriber is able to bear the economic risks of an investment in the Shares and to afford a complete
loss of Subscriber’s investment in the Shares.



 


		(e)	Access to Information; Independent Investigation. Prior to the execution of this Agreement, the
Subscriber has had the opportunity to ask questions of and receive answers from representatives of the Company concerning an investment
in the Company, as well as the finances, operations, business and prospects of the Company, and the opportunity to obtain additional information
to verify the accuracy of all information so obtained. In determining whether to make this investment, Subscriber has relied solely on
Subscriber’s own knowledge and understanding of the Company and its business based upon Subscriber’s own due diligence investigation
and the information furnished pursuant to this paragraph. Subscriber understands that no person has been authorized to give any information
or to make any representations which were not furnished pursuant to this Section 2 and Subscriber has not relied on any other representations
or information in making its investment decision, whether written or oral, relating to the Company, its operations and/or its prospects.



 








    	 	2	 



     


    

 


		(f)	Investment Purposes. The Subscriber is purchasing the Shares solely for investment purposes, for
the Subscriber’s own account and not for the account or benefit of any other person, and not with a view towards the distribution
or dissemination thereof in violation of the registration requirements of the Securities Act. The Subscriber did not decide to enter into
this Agreement as a result of any general solicitation or general advertising within the meaning of Rule 502 of Regulation D under
the Securities Act.



 


		(g)	Restrictions on Transfer; Shell Company. Subscriber understands the Shares are being offered in
a transaction not involving a public offering within the meaning of the Securities Act. Subscriber understands the Shares will be “restricted
securities” within the meaning of Rule 144(a)(3) under the Securities Act, and Subscriber understands that the certificates
or book-entries representing the Shares will contain a legend in respect of such restrictions. If in the future the Subscriber decides
to offer, resell, pledge or otherwise transfer the Shares, such Shares may be offered, resold, pledged or otherwise transferred only pursuant
to: (i) registration under the Securities Act, or (ii) an available exemption from registration. Subscriber agrees that if any
transfer of its Shares or any interest therein is proposed to be made, as a condition precedent to any such transfer, Subscriber may be
required to deliver to the Company an opinion of counsel satisfactory to the Company. Absent registration or an exemption, the Subscriber
agrees not to resell the Shares. Subscriber further acknowledges that because the Company is a shell company, Rule 144 may not be
available to the Subscriber for the resale of the Shares until one year following consummation of the initial business combination of
the Company, despite technical compliance with the requirements of Rule 144 and the release or waiver of any contractual transfer
restrictions.



 


		(h)	No Governmental Consents. No governmental, administrative or other third party consents or approvals
are required or necessary on the part of Subscriber in connection with the transactions contemplated by this Agreement.



 


		2.2	Company’s Representations, Warranties and Agreements. To induce the Subscriber to subscribe
for and purchase the Shares, the Company hereby represents and warrants to the Subscriber and agrees with the Subscriber as follows:



 


		(a)	Incorporation and Power. The Company is a Cayman Islands exempted company and is qualified to do
business in every jurisdiction in which the failure to so qualify would reasonably be expected to have a material adverse effect on the
financial condition, operating results or assets of the Company. The Company possesses all requisite power and authority necessary to
carry out the transactions contemplated by this Agreement.



 






    	 	3	 



     


    

 


		(b)	No Conflicts. The execution, delivery and performance of this Agreement and the consummation by
the Company of the transactions contemplated hereby do not violate, conflict with or constitute a default under (i) the memorandum
and articles of association of the Company, (ii) any agreement, indenture or instrument to which the Company is a party or (iii) any
law, statute, rule or regulation to which the Company is subject, or any agreement, order, judgment or decree to which the Company
is subject.



 


		(c)	Title to Securities. Upon issuance in accordance with, and payment pursuant to, the terms hereof,
and registration in the Company’s register of members, the Shares will be duly and validly issued, fully paid and nonassessable.
Upon issuance in accordance with, and payment pursuant to, the terms hereof, and registration in the Company’s register of members,
the Subscriber will have or receive good title to the Shares, free and clear of all liens, claims and encumbrances of any kind, other
than (a) transfer restrictions hereunder and other agreements to which the Shares may be subject, (b) transfer restrictions
under federal and state securities laws, and (c) liens, claims or encumbrances imposed due to the actions of the Subscriber.



 


		(d)	No Adverse Actions. There are no actions, suits, investigations or proceedings pending, threatened
against or affecting the Company which: (i) seek to restrain, enjoin, prevent the consummation of or otherwise affect the transactions
contemplated by this Agreement or (ii) question the validity or legality of any transactions or seeks to recover damages or to obtain
other relief in connection with any transactions.



 


		3.	FORFEITURE OF SHARES



 


		3.1	Partial or No Exercise of the Over-allotment Option. In the event the Over-allotment Option granted
to the representative(s) of the underwriters of the Company’s IPO is not exercised in full, the Subscriber acknowledges and
agrees that it shall forfeit any and all rights to such number of Shares (up to an aggregate of 843,750 Shares and pro rata based upon
the percentage of the Over-allotment Option exercised) such that immediately following such forfeiture, the Subscriber (and all other
initial shareholders prior to the IPO, if any) will own an aggregate number of Shares (not including (i) Class A ordinary shares
of the Company, $0.0001 par value per share (the “Class A Shares” and, together with the Shares, “Ordinary Shares”),
issuable upon exercise of any warrants, (ii) any securities purchased by Subscriber in the Company’s IPO or in the aftermarket
or (iii) the Shares issued to the Subscriber in respect of the forward purchase) equal to 20% of the issued and outstanding Ordinary
Shares immediately following the IPO.



 


		3.2	Termination of Rights as Shareholder. If any of the Shares are forfeited in accordance with this
Section 3, then after such time the Subscriber (or successor in interest), shall no longer have any rights as a holder of such Shares,
and the Company shall take such action as is appropriate to cancel such Shares.



 


		4.	WAIVER OF LIQUIDATION DISTRIBUTIONS; REDEMPTION RIGHTS



 


In connection with the Shares purchased
pursuant to this Agreement, the Subscriber hereby waives any and all right, title, interest or claim of any kind in or to any distributions
by the Company from the trust account which will be established for the benefit of the Company’s public shareholders and into which
substantially all of the proceeds of the IPO will be deposited (the “Trust Account”), in the event of a liquidation of the
Company upon the Company’s failure to timely complete an initial business combination. For purposes of clarity, in the event the
Subscriber purchases securities in the IPO or in the aftermarket, any Class A Shares so purchased shall be eligible to receive any
liquidating distributions by the Company. However, in no event will the Subscriber have the right to redeem any Ordinary Shares into funds
held in the Trust Account upon the successful completion of an initial business combination.


 






    	 	4	 



     


    

 


		5.	RESTRICTIONS ON TRANSFER



 


		5.1	Restrictive Legends. Any certificates representing the Shares shall have endorsed thereon legends
substantially as follows:



 


"THE SECURITIES REPRESENTED HEREBY
HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND NEITHER THE SECURITIES
NOR ANY INTEREST THEREIN MAY BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION
STATEMENT UNDER SUCH ACT OR SUCH LAWS OR AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT AND SUCH LAWS WHICH, IN THE OPINION OF COUNSEL, IS
AVAILABLE."


 


"THE SECURITIES REPRESENTED BY
THIS CERTIFICATE ARE SUBJECT TO LOCKUP PROVISIONS AND MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED DURING
THE TERM OF THE LOCKUP."


 


		5.2	Additional Shares or Substituted Securities. In the event of the declaration of a share capitalization,
the declaration of an extraordinary dividend payable in a form other than Shares, a spin-off, a share sub-division, an
adjustment in conversion ratio, a recapitalization or a similar transaction affecting the Company’s outstanding Ordinary Shares
without receipt of consideration, any new, substituted or additional securities or other property which are by reason of such transaction
distributed with respect to any Shares subject to this Section 5 or into which such Shares thereby become convertible shall immediately
be subject to this Section 5 and Section 3. Appropriate adjustments to reflect the distribution of such securities or property
shall be made to the number and/or class of Shares subject to this Section 5 and Section 3.



 


		5.3	Registration Rights. Subscriber acknowledges that the Shares are being purchased pursuant to an
exemption from the registration requirements of the Securities Act and will become freely tradable only after certain conditions are met
or they are registered pursuant to a registration rights agreement to be entered into with the Company prior to the closing of the IPO.



 


		6.	OTHER AGREEMENTS



 


		6.1	Further Assurances. Subscriber agrees to execute such further instruments and to take such further
action as may reasonably be necessary to carry out the intent of this Agreement.



 


		6.2	Notices. All notices, statements or other documents which are required or contemplated by this
Agreement shall be: (i) in writing and delivered personally or sent by first class registered or certified mail, overnight courier
service or facsimile or electronic transmission to the address designated in writing, (ii) by facsimile to the number most recently
provided to such party or such other address or fax number as may be designated in writing by such party and (iii) by electronic
mail, to the electronic mail address most recently provided to such party or such other electronic mail address as may be designated in
writing by such party. Any notice or other communication so transmitted shall be deemed to have been given on the day of delivery, if
delivered personally, on the business day following receipt of written confirmation, if sent by facsimile or electronic transmission,
one (1) business day after delivery to an overnight courier service or five (5) days after mailing if sent by mail.



 






    	 	5	 



     


    

 


		6.3	Entire Agreement. This Agreement, together with that certain insider letter to be entered into
between Subscriber and the Company and the agreements to be entered into between the Company, the Subscriber and the anchor investors
with respect to the forward purchase, substantially in the forms to be filed as exhibits to the Registration Statement on Form S-1 associated
with the Company’s IPO, embody the entire agreement and understanding between the Subscriber and the Company with respect to the
subject matter hereof and supersedes all prior oral or written agreements and understandings relating to the subject matter hereof. No
statement, representation, warranty, covenant or agreement of any kind not expressly set forth in this Agreement shall affect, or be used
to interpret, change or restrict, the express terms and provisions of this Agreement.



 


		6.4	Modifications and Amendments. The terms and provisions of this Agreement may be modified or amended
only by written agreement executed by all parties hereto.



 


		6.5	Waivers and Consents. The terms and provisions of this Agreement may be waived, or consent for
the departure therefrom granted, only by a written document executed by the party entitled to the benefits of such terms or provisions.
No such waiver or consent shall be deemed to be or shall constitute a waiver or consent with respect to any other terms or provisions
of this Agreement, whether or not similar. Each such waiver or consent shall be effective only in the specific instance and for the purpose
for which it was given, and shall not constitute a continuing waiver or consent.



 


		6.6	Assignment. The rights and obligations under this Agreement may not be assigned by either party
hereto without the prior written consent of the other party.



 


		6.7	Benefit. All statements, representations, warranties, covenants and agreements in this Agreement
shall be binding on the parties hereto and shall inure to the benefit of the respective successors and permitted assigns of each party
hereto. Nothing in this Agreement shall be construed to create any rights or obligations except among the parties hereto, and no person
or entity shall be regarded as a third-party beneficiary of this Agreement.



 


		6.8	Governing Law. This Agreement and the rights and obligations of the parties hereunder shall be
construed in accordance with and governed by the laws of the Cayman Islands, without giving effect to the conflict of law principles thereof.



 


		6.9	Severability. In the event that any court of competent jurisdiction shall determine that any provision,
or any portion thereof, contained in this Agreement shall be unreasonable or unenforceable in any respect, then such provision shall be
deemed limited to the extent that such court deems it reasonable and enforceable, and as so limited shall remain in full force and effect.
In the event that such court shall deem any such provision, or portion thereof, wholly unenforceable, the remaining provisions of this
Agreement shall nevertheless remain in full force and effect.



 






    	 	6	 



     


    

 


		6.10	No Waiver of Rights, Powers and Remedies. No failure or delay by a party hereto in exercising any
right, power or remedy under this Agreement, and no course of dealing between the parties hereto, shall operate as a waiver of any such
right, power or remedy of such party. No single or partial exercise of any right, power or remedy under this Agreement by a party hereto,
nor any abandonment or discontinuance of steps to enforce any such right, power or remedy, shall preclude such party from any other or
further exercise thereof or the exercise of any other right, power or remedy hereunder. The election of any remedy by a party hereto shall
not constitute a waiver of the right of such party to pursue other available remedies. No notice to or demand on a party not expressly
required under this Agreement shall entitle the party receiving such notice or demand to any other or further notice or demand in similar
or other circumstances or constitute a waiver of the rights of the party giving such notice or demand to any other or further action in
any circumstances without such notice or demand.



 


		6.11	Survival of Representations and Warranties. All representations and warranties made by the parties
hereto in this Agreement or in any other agreement, certificate or instrument provided for or contemplated hereby, shall survive the execution
and delivery hereof and any investigations made by or on behalf of the parties.



 


		6.12	No Broker or Finder. Each of the parties hereto represents and warrants to the other that no broker,
finder or other financial consultant has acted on its behalf in connection with this Agreement or the transactions contemplated hereby
in such a way as to create any liability on the other. Each of the parties hereto agrees to indemnify and save the other harmless from
any claim or demand for commission or other compensation by any broker, finder, financial consultant or similar agent claiming to have
been employed by or on behalf of such party and to bear the cost of legal expenses incurred in defending against any such claim.



 


		6.13	Headings and Captions. The headings and captions of the various subdivisions of this Agreement
are for convenience of reference only and shall in no way modify or affect the meaning or construction of any of the terms or provisions
hereof.



 


		6.14	Counterparts. This Agreement may be executed in one or more counterparts, all of which when taken
together shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and
delivered to the other party, it being understood that both parties need not sign the same counterpart. In the event that any signature
is delivered by facsimile transmission or any other form of electronic delivery, such signature shall create a valid and binding obligation
of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such signature page were
an original thereof.



 


		6.15	Construction. The parties hereto have participated jointly in the negotiation and drafting of this
Agreement. If an ambiguity or question of intent or interpretation arises, this Agreement will be construed as if drafted jointly by the
parties hereto and no presumption or burden of proof will arise favoring or disfavoring any party hereto because of the authorship of
any provision of this Agreement. The words “include,” “includes,” and “including”
will be deemed to be followed by “without limitation.” Pronouns in masculine, feminine, and neuter genders will be
construed to include any other gender, and words in the singular form will be construed to include the plural and vice versa, unless the
context otherwise requires. The words “this Agreement,” “herein,” “hereof,” “hereby,”
 “hereunder,” and words of similar import refer to this Agreement as a whole and not to any particular subdivision unless
expressly so limited. The parties hereto intend that each representation, warranty, and covenant contained herein will have independent
significance. If any party hereto has breached any representation, warranty, or covenant contained herein in any respect, the fact that
there exists another representation, warranty or covenant relating to the same subject matter (regardless of the relative levels of specificity)
which such party hereto has not breached will not detract from or mitigate the fact that such party hereto is in breach of the first representation,
warranty, or covenant.



 






    	 	7	 



     


    

 


		6.16	Mutual Drafting. This Agreement is the joint product of the Subscriber and the Company and each
provision hereof has been subject to the mutual consultation, negotiation and agreement of such parties and shall not be construed for
or against any party hereto.



 


		7.	VOTING AND TENDER OF SHARES



 


		7.1	Subscriber agrees to vote the Shares in favor of an initial business combination that the Company negotiates
and submits for approval to the Company’s shareholders and shall not seek redemption or repurchase with respect to such Shares.
Additionally, the Subscriber agrees not to tender any Shares in connection with a tender offer presented to the Company’s shareholders
in connection with an initial business combination negotiated by the Company.



 






    	 	8	 



     


    

 





If the foregoing
accurately sets forth our understanding and agreement, please sign the enclosed copy of this Agreement and return it to us.


 


Very truly yours,


 


Global Technology Acquisition Corp. I


 


	/s/ Arnau Porto Dolc	 
	acting by:	 
	 	 
	Name: 	Arnau Porto Dolc	 
	 	 	 
	Title: 	Director	 
	 	 	 
	Accepted and agreed as of
    the date first written above. 	 
	 	 	 
	Global Technology Acquisition I Sponsor
    LP	 
	By: Global Technology Acquisition I Sponsor
    GP Ltd.	 
	Its: general partner 	 
	 	 	 
	/s/ Arnau Porto Dolc	 
	acting by:	 
	 	 
	Name: 	Arnau Porto Dolc 	 
	 	 	 
	Title:	Director 	 


 






    	 	9