Common use of Trust Account Waiver Clause in Contracts

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access MBSC is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving MBSC and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in MBSC’s sole prospectus relating to its initial public offering dated October 25, 2021 (the “Prospectus”) available at xxx.xxx.xxx, substantially all of MBSC’s assets consist of the cash proceeds of AltimeterMBSC’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of MBSC, its public stockholders and agrees that Subscriber has no right, title or interest the underwriters of any kind MBSC’s initial public offering. The cash in the Trust Account and may be disbursed only for the monies purposes set forth in the Prospectus, including with respect to interest earned on the funds held in the Trust Account that may now or be released to MBSC to fund working capital requirements, as well as amounts released to MBSC to pay its franchise and income tax obligations, if any. For and in consideration of MBSC entering into this Subscription Agreement, the future be deposited therein. Accordinglyreceipt and sufficiency of which are hereby acknowledged, Subscriber Subscriber, on behalf of itself and its representatives, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at as a result of, or arising out of, this Subscription Agreement. Subscriber acknowledges and agrees that it shall not have any time for redemption rights with respect to the Acquired Securities (or the Underlying Shares) pursuant to MBSC’s amended and restated certificate of incorporation in connection with the Transactions, any reason whatsoever, including for any knowing and intentional material breach by any subsequent liquidation of the parties to this Subscription Agreement of Trust Account or MBSC or otherwise. In the event Subscriber has any of its representations claim against MBSC as a result of, or warranties as set forth in arising out of, this Subscription Agreement, the transactions contemplated hereby or the Acquired Securities (or the Underlying Shares), it shall pursue such party’s material breach of claim solely against MBSC and its assets outside the Trust Account and not against the Trust Account or any of its covenants monies or other agreements set forth assets in the Trust Account. Notwithstanding anything else in this Section 8 to the contrary, nothing herein shall be deemed to limit Subscriber’s right, title, interest or claim to the Trust Account by virtue of Subscriber’s record or beneficial ownership of Common Shares acquired by any means other than pursuant to this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure including but not limited to act by any redemption right with respect to any such party with the knowledge that the taking securities of such act or failure to take such act would cause a material breach of this Subscription AgreementMBSC. This Section 6 8 shall survive the any termination of this the Subscription Agreement for any reasonAgreement.

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinin this Agreement, Subscriber the Company and each Acquisition Entity acknowledges that it has had access to and an adequate opportunity to review that, as described in the publicly filed final prospectus of AltimeterSPAC, including the form dated January 21, 2021 (File No. 333-251917), available at xxx.xxx.xxx, substantially all of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders shareholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”). The Company and each Acquisition Entity further acknowledges that Subscriber it has no been advised by SPAC that funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and the SPAC Articles. For and in consideration of SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company (on behalf of itself and its Affiliates) and each Acquisition Entity hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with SPAC; provided, that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Share Redemption) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Share Redemption, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, 10.1 The Subscriber acknowledges that it has had access SPAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a merger, share exchange, asset acquisition, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Subscriber further acknowledges that, as described in the publicly filed final prospectus of AltimeterSPAC, including the form of investment management trust agreementdated January 21, by and between Altimeter and Continental Stock Transfer & Trust Company2021, a New York corporation, and understands that Altimeter has established the trust account described therein related to its initial public offering (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of SPAC, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of SPAC’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may be released to SPAC to pay its tax obligations, if any, the cash in the Trust Account may be disbursed only for the purposes set forth in the Prospectus. For and in consideration of PubCo and SPAC entering into this A&R Subscription Agreement, the receipt and sufficiency of which are hereby acknowledged, the Subscriber, on behalf of itself and its Representatives, hereby (i) agrees that it does not now and shall not at any time thereafter have any right, title and interest, or any claim of any kind they have or may have in the future, in or to any monies held in the Trust Account, and shall not make any claim against the Trust Account, in each case, to the extent such claim arises as a result of, in connection with or relating in any way to this A&R Subscription Agreement or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the “Released Claims”), (ii) irrevocably waives any Released Claims that it may have against the Trust Account now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of of, any negotiations, contracts or relating to this Subscription Agreement againstagreements with PubCo or SPAC, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and (iii) will not seek recourse against the Trust Account at any time for any reason whatsoever. The Subscriber agrees not to seek recourse or make or bring any action, including for any knowing and intentional material breach by any of suit, claim or other proceeding against the parties to Trust Account as a result of, or arising out of, this Subscription Agreement of any of its representations or warranties as set forth in this A&R Subscription Agreement, the transactions contemplated hereby or the Subscription Shares regardless of whether such partyclaim arises based on contract, tort, equity or any other theory of legal liability. The Subscriber acknowledges and agrees that it shall not have any redemption rights with respect to the Subscription Shares pursuant to PubCo’s material breach organizational documents in connection with the Transactions or any other business combination, any subsequent liquidation of the Trust Account, SPAC or PubCo or otherwise. In the event the Subscriber has any of its covenants claim against PubCo or other agreements set forth in SPAC as a result of, or arising out of, this A&R Subscription Agreement, which material breach constitutesthe transactions contemplated hereby or the Subscription Shares, it shall pursue such claim solely against PubCo, SPAC and their assets outside the Trust Account and not against the Trust Account or is a consequence of, a purposeful act any monies or failure to act by such party with other assets in the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonTrust Account.

Trust Account Waiver. Notwithstanding anything to Each of FCB, TopCo, BP, Bridgeburg and the contrary set forth herein, Subscriber Merger Sub acknowledges that it has had access Mountain is a blank check company with the powers and privileges to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving Mountain and an adequate opportunity one or more businesses or assets. Each of FCB, TopCo, BP, Bridgeburg and the Merger Sub further acknowledges that, as described in Mountain’s final prospectus relating to review its initial public offering dated November 4, 2021 (File No. 333-259034) (the publicly filed prospectus “Prospectus” and such offering, the “IPO”) available at xxx.xxx.xxx, substantially all of Altimeter, including Mountain’s assets consist of the form cash proceeds of investment management trust agreement, by the IPO and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporationprivate placements of its securities, and understands that Altimeter has established the substantially all of those proceeds have been deposited in a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s Mountain, its public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriters of the cash proceeds IPO. Each of Altimeter’s initial public offering FCB, TopCo, Bridgeburg and private placements of its securitiesthe Merger Sub acknowledges that, and that substantially all of these proceeds have been deposited except with respect to interest earned on the funds held in the Trust Account that may be released to Mountain to pay its tax obligations, if any, the cash in the Trust Account may be disbursed only for the benefit purposes set forth in the Prospectus. For and in consideration of Mountain entering into this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, each of FCB, TopCo, BP, Bridgeburg and Merger Sub hereby agrees on behalf of itself and its public stockholders Affiliates and agrees that Subscriber has no its and their respective Representatives that, notwithstanding anything to the contrary in this Agreement, none of FCB, TopCo, BP, Bridgeburg, Merger Sub or any of their Affiliates or their respective Representatives does now or shall at any time hereafter have any right, title title, interest or interest claim of any kind in or to any monies in the Trust Account or distributions therefrom, or make any claim against the Trust Account (including any distributions therefrom), regardless of whether such claim arises as a result of, in connection with or relating in any way to, this Agreement, any Ancillary Document or any proposed or actual business relationship between Mountain or its Affiliates or their respective Representatives, on the one hand, and FCB, TopCo, BP, Bridgeburg, Merger Sub or any of their respective Affiliates or Representatives, on the monies other hand, or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the “Trust Account Released Claims”). Each of FCB, TopCo, BP, Bridgeburg and Merger Sub on its own behalf and on behalf of its Affiliates and its and their respective Representatives hereby irrevocably waives any Trust Account Released Claims that FCB, TopCo, BP, Bridgeburg, Merger Sub or any of their respective Affiliates or its or their respective Representatives may have against the Trust Account (including any distributions therefrom) now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Accountof, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter negotiations, or Contracts with Mountain or any of its affiliates for Affiliates or its and their respective Representatives or any reason whatsoever, other matters and will not seek recourse against the Trust Account at (including any time distributions therefrom) for any reason whatsoever, whatsoever (including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material an alleged breach of any of agreement with Mountain or its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription AgreementAffiliates). This Section 6 10.16 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Investor acknowledges that it has had access NextGen is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving NextGen and an adequate opportunity one or more businesses or assets. The Investor further acknowledges that, as described in NextGen’s prospectus relating to review its initial public offering dated October 6, 2020 (the publicly filed prospectus “IPO Prospectus”) available at xxx.xxx.xxx, substantially all of Altimeter, including NextGen’s assets consist of the form cash proceeds of investment management trust agreement, by NextGen’s initial public offering and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporationprivate placement of its securities, and understands that Altimeter has established the substantially all of those proceeds have been deposited in a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s NextGen, its public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriter of the cash proceeds of AltimeterNextGen’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited offering. Except with respect to interest earned on the funds held in the Trust Account for that may be released to NextGen to pay its tax obligations, if any, the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind cash in the Trust Account and may be disbursed only for the monies that may now or purposes set forth in the future be deposited thereinIPO Prospectus. AccordinglyFor and in consideration of NextGen entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Investor hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect it has or may have in the future, in or to claiming any right, title or interest monies held in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at as a result of, or arising out of, this Subscription Agreement; provided that nothing in this Section 9 shall (x) serve to limit or prohibit the Investor’s right to pursue a claim against NextGen for legal relief against assets held outside the Trust Account (so long as such claim would not affect NextGen’s ability to fulfill its obligation to effectuate any time redemption right with respect to any securities of NextGen), for specific performance or other equitable relief, (y) serve to limit or prohibit any reason whatsoeverclaims that the Investor may have in the future against NextGen’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect NextGen’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of NextGen) or (z) be deemed to limit the Investor’s right, including for any knowing and intentional material breach title, interest or claim to the Trust Account by virtue of the Investor’s record or beneficial ownership of Shares of NextGen acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company and each Acquisition Entity acknowledges that it SPAC is a special purpose acquisition company with the power and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving the Company and one or more businesses or assets, and the Company has had access to read SPAC’s final prospectus dated March 23, 2022 and an adequate opportunity to review filed with the publicly filed prospectus of AltimeterSEC on March 24, including 2022 (Filing No: 333-261765) available at wxx.xxx.xxx, and other SPAC SEC Filings, the form of investment management trust agreementSPAC Governing Documents, by and between Altimeter and Continental Stock Transfer & the Trust Company, a New York corporation, Agreement and understands that Altimeter SPAC has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber The Company and each Acquisition Entity further acknowledges acknowledge and agree that AltimeterSPAC’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public shareholders. The Company and each Acquisition Entity further acknowledge that, if the transactions contemplated by this Agreement are not consummated by the Termination Date, SPAC will be obligated to return to its stockholders and agrees that Subscriber has no right, title or interest of any kind the amounts being held in the Trust Account and the monies that may now or in the future be deposited thereinAccount. Accordingly, Subscriber the Company and each Acquisition Entity (on behalf of itself and its respective Affiliates) hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter SPAC to collect from the Trust Account any monies that may be owed to them by Altimeter SPAC or any of its affiliates Affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 11.1 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, 9.1 The Subscriber acknowledges that it has had access SPAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a merger, share exchange, asset acquisition, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Subscriber further acknowledges that, as described in the publicly filed final prospectus of AltimeterSPAC, including the form of investment management trust agreementdated January 21, by and between Altimeter and Continental Stock Transfer & Trust Company2021, a New York corporation, and understands that Altimeter has established the trust account described therein related to its initial public offering (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of SPAC, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of SPAC’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may be released to SPAC to pay its tax obligations, if any, the cash in the Trust Account may be disbursed only for the purposes set forth in the Prospectus. For and in consideration of PubCo and SPAC entering into this Subscription Agreement, the receipt and sufficiency of which are hereby acknowledged, the Subscriber, on behalf of itself and its Representatives, hereby (i) agrees that it does not now and shall not at any time thereafter have any right, title and interest, or any claim of any kind they have or may have in the future, in or to any monies held in the Trust Account, and shall not make any claim against the Trust Account, in each case, to the extent such claim arises as a result of, in connection with or relating in any way to this Subscription Agreement or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the “Released Claims”), (ii) irrevocably waives any Released Claims that it may have against the Trust Account now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of of, any negotiations, contracts or relating to this Subscription Agreement againstagreements with PubCo or SPAC, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and (iii) will not seek recourse against the Trust Account at any time for any reason whatsoever. The Subscriber agrees not to seek recourse or make or bring any action, including for any knowing and intentional material breach by any of suit, claim or other proceeding against the parties to this Subscription Agreement of any of its representations Trust Account as a result of, or warranties as set forth in arising out of, this Subscription Agreement, the transactions contemplated hereby or the Subscription Shares regardless of whether such partyclaim arises based on contract, tort, equity or any other theory of legal liability. The Subscriber acknowledges and agrees that it shall not have any redemption rights with respect to the Subscription Shares pursuant to PubCo’s material breach organizational documents in connection with the Transactions or any other business combination, any subsequent liquidation of the Trust Account, SPAC or PubCo or otherwise. In the event the Subscriber has any of its covenants claim against PubCo or other agreements set forth in SPAC as a result of, or arising out of, this Subscription Agreement, which material breach constitutesthe transactions contemplated hereby or the Subscription Shares, it shall pursue such claim solely against PubCo, SPAC and their assets outside the Trust Account and not against the Trust Account or is a consequence of, a purposeful act any monies or failure to act by such party with other assets in the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonTrust Account.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the SPAC is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving the SPAC and an adequate opportunity to review one or more businesses or assets. Subscriber further acknowledges that, as described in the publicly filed prospectus Prospectus available at xxx.xxx.xxx, substantially all of Altimeter, the SPAC’s assets consist of the cash proceeds of SPAC’s initial public offering (including overallotment securities sold by the form SPAC’s underwriter thereafter) and private placements of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporationits securities, and understands that Altimeter has established the substantially all of those proceeds have been deposited in a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s SPAC, its public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriters of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited offering. Except with respect to interest earned on the funds held in the Trust Account for that may be released to SPAC to pay its tax obligations, if any, the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind cash in the Trust Account and may be disbursed only for the monies that may now or purposes set forth in the future be deposited thereinProspectus. AccordinglyFor and in consideration of the SPAC entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its representatives, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect they now have or may have in the future, in or to claiming any right, title or interest monies held in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter or distributions therefrom to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoeverSPAC’s public stockholders, and will agrees not to seek recourse against the Trust Account at any time for any reason whatsoeverclaims in connection with, including for any knowing and intentional material breach by any of the parties to as a result of, or arising out of, this Subscription Agreement or the transactions contemplated hereby; provided, however, that nothing in this Section 9 (x) shall serve to limit or prohibit Subscriber’s right to pursue a claim against SPAC for legal relief against assets held outside the Trust Account (other than distributions to the SPAC’s public stockholders), for specific performance or other equitable relief, (y) shall serve to limit or prohibit any claims that Subscriber may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account (other than distributions to the SPAC’s public stockholders) and any assets that have been purchased or acquired with any such funds) or (z) shall be deemed to limit any Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the SPAC acquired by any of its representations or warranties as set forth in means other than pursuant to this Subscription Agreement, or including but not limited to any redemption right with respect to any such party’s material breach securities of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonSPAC.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber hereby acknowledges that it has had access as described in the Company’s prospectus relating to and an adequate opportunity to review its initial public offering dated November 3, 2021, the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Company has established the a trust account described therein (the “Trust Account”) containing the proceeds of its initial public offering (the “IPO”) and from certain private placements occurring simultaneously with the IPO (including interest accrued from time to time thereon) for the benefit of Altimeterthe Company’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriters of the cash proceeds IPO. For and in consideration of Altimeter’s initial public offering and private placements of its securitiesthe Company entering into this Subscription Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Subscriber hereby (a) agrees that substantially all it does not now and shall not at any time hereafter have any right, title, interest or claim of these proceeds have been deposited any kind in or to any assets held in the Trust Account for the benefit of its public stockholders or distributions therefrom, and agrees that Subscriber has no right, title or interest of shall not make any kind in claim against the Trust Account (including any distributions therefrom), arising out of this Subscription Agreement regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the monies “Released Claims”), (b) irrevocably waives any Released Claims that it may have against the Trust Account (including any distributions therefrom) now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to of, this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and (c) agrees it will not seek recourse against the Trust Account at with respect to any time Released Claims; provided, however, that nothing in this Section 6 shall (x) serve to limit or prohibit Subscriber’s right to pursue a claim against the Company for legal relief against assets held outside the Trust Account (so long as such claim would not affect the Company’s ability to fulfill its obligation to effectuate any reason whatsoeverredemption right with respect to any securities of the Company), for specific performance or other equitable relief, (y) serve to limit or prohibit any claims that Subscriber may have in the future against the Company’s assets or funds that are not held in the Trust Account (including for any knowing funds that have been released from the Trust Account and intentional material breach any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect the Company’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of the Company) or (z) be deemed to limit Subscriber’s right to distributions from the Trust Account in accordance with the Company’s amended and restated certificate of incorporation in respect of Class A Common Shares acquired by any of the parties means. Subscriber agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement of any of and specifically relied upon by the Company and its representations or warranties as set forth in affiliates to induce the Company to enter into this Subscription Agreement, and Subscriber further intends and understands such waiver to be valid, binding and enforceable against Subscriber and each of its affiliates under applicable law. To the extent Subscriber or any of its affiliates commences any action or proceeding based upon, in connection with, relating to or arising out of any matter relating to the Company or its representatives or affiliates, which proceeding seeks, in whole or in part, monetary relief against the Company or its representatives or affiliates, Subscriber hereby acknowledges and agrees that Subscriber’s and its affiliates’ sole remedy shall be against funds held outside of the Trust Account and that such party’s material breach claim shall not permit Subscriber or its affiliates (or any person claiming on any of their behalves or in lieu of any of its covenants them) to have any claim against the Trust Account (including any distributions therefrom) or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonamounts contained therein.

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed final prospectus of AltimeterSPAC, including filed with the form SEC (File No. 333-252802) on February 25, 2021 (the “SPAC Prospectus”). Each of investment management trust agreementthe Company Parties acknowledges, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, agrees and understands that Altimeter SPAC has established the a trust account described therein (the “Trust Account”) containing the proceeds of its initial public offering (the “SPAC IPO”) and from certain private placements occurring simultaneously with the SPAC IPO (including interest accrued from time to time thereon) for the benefit of AltimeterSPAC’s public stockholders (including overallotment shares acquired by SPAC’s underwriters, the “Public Stockholders”), and that disbursements that, except as otherwise described in the SPAC Prospectus, SPAC may disburse monies from the Trust Account are available only only: (a) to the Public Stockholders in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeterevent they elect to redeem their SPAC Shares in connection with the consummation of SPAC’s sole assets consist initial business combination (as such term is used in the Prospectus) (the “Business Combination”) or in connection with an extension of its deadline to consummate a Business Combination, (b) to the Public Stockholders if SPAC fails to consummate a Business Combination within eighteen (18) months after the closing of the cash proceeds SPAC IPO, (c) with respect to any interest earned on the amounts held in the Trust Account, as necessary to pay for any franchise and income taxes, or (d) to SPAC after or concurrently with the consummation of Altimeter’s initial public offering a Business Combination. For and private placements in consideration of SPAC entering into this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company hereby agrees on behalf of itself, its stockholders, and its Affiliates that, none of the Company, its stockholders nor any of its securitiesAffiliates does now or shall at any time hereafter have any right, and that substantially all title, interest or claim of these proceeds have been deposited any kind in or to any monies in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no rightor distributions therefrom, title or interest of make any kind in claim against the Trust Account (including any distributions therefrom), regardless of whether such claim arises as a result of, in connection with or relating in any way to, this Agreement or any proposed or actual business relationship between SPAC or any of its Representatives, on the one hand, and the monies Company or any of its Representatives or Affiliates, on the other hand, or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the “Released Claims”). Each Company Party on behalf of itself, its stockholders and its Affiliates hereby irrevocably waives any Released Claims that it or any of its Representatives or Affiliates may have against the Trust Account (including any distributions therefrom) now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Accountof, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter negotiations, contracts or any of agreements with SPAC or its affiliates for any reason whatsoever, Representatives and will not seek recourse against the Trust Account at (including any time distributions therefrom) for any reason whatsoever, whatsoever (including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material an alleged breach of any of agreement with SPAC or its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription AgreementAffiliates). This Section 6 shall survive the termination of this Subscription Agreement for any reason.* * * * * *

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinThe Company acknowledges that, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account as described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole Prospectus, available at wxx.xxx.xxx, substantially all of SPAC assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of its SPAC’s public stockholders shareholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”) pursuant to the Trust Agreement. The Company acknowledges that Subscriber it has no been advised by SPAC that funds in the Trust Account except for a portion of the interest earned on the amounts held in the Trust Account may be disbursed only in accordance with the Trust Agreement and the SPAC Articles. For and in consideration of SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind it has or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at as a result of, or arising out of, this Agreement and any time negotiations or agreements with SPAC; provided, that (a) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Shareholder Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Shareholder Redemptions, or such party’s material breach of for fraud and (b) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Investor acknowledges that it has had access Motion is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving Motion and an adequate opportunity one or more businesses or assets. The Investor further acknowledges that, as described in Motion’s prospectus relating to review its initial public offering dated October 15, 2020 (the publicly filed prospectus “IPO Prospectus”) available at xxx.xxx.xxx, substantially all of Altimeter, including Motion’s assets consist of the form cash proceeds of investment management trust agreement, by Motion’s initial public offering and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporationprivate placement of its securities, and understands that Altimeter has established the substantially all of those proceeds have been deposited in a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s Motion, its public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriter of the cash proceeds of AltimeterMotion’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited offering. Except with respect to interest earned on the funds held in the Trust Account for that may be released to Motion to pay its tax obligations, if any, the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind cash in the Trust Account and may be disbursed only for the monies that may now or purposes set forth in the future be deposited thereinIPO Prospectus. AccordinglyFor and in consideration of Motion entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Investor hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect it has or may have in the future, in or to claiming any right, title or interest monies held in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeveras a result of, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in arising out of, this Subscription Agreement; provided that nothing in this Section 10 shall (i) serve to limit or prohibit the Investor’s right to pursue a claim against Motion for legal relief against assets held outside the Trust Account (so long as such claim would not affect Motion’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of Motion), for specific performance or other equitable relief, (ii) serve to limit or prohibit any claims that the Investor may have in the future against Motion’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account to Motion (and not Motion’s public stockholders) and any assets that have been purchased or acquired with any such partyfunds) (so long as such claim would not affect the Motion’s material breach ability to fulfill its obligation to effectuate any redemption right with respect to any securities of Motion) and (iii) be deemed to limit any of its covenants Investor’s right, title, interest or claim to the Trust Account by virtue of Investor’s record or beneficial ownership of securities of Motion acquired by any means other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure than pursuant to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 section shall survive the termination of this Subscription Agreement for any reasonAgreement.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber the Shareholder acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus of AltimeterInvestment Management Trust Agreement, including the form of investment management trust agreementdated June 26, 2019, by and between Altimeter the Acquiror and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter the Acquiror has established the trust account described therein (the “Trust Account”) for the benefit of Altimeterthe Acquiror’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber The Shareholder further acknowledges and agrees that Altimeterthe Acquiror’s sole assets consist of the cash proceeds of Altimeterthe Acquiror’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinstockholders. Accordingly, Subscriber the Shareholder (on behalf of itself and its affiliates) hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter the Acquiror to collect from the Trust Account any monies that may be owed to them by Altimeter the Acquiror or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including including, without limitation, for any knowing and intentional material breach by any of the parties to this Subscription Support Agreement of any of its representations or warranties as set forth in this Subscription Support Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Support Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Support Agreement. For the avoidance of doubt, nothing herein shall or is intended to preclude any of the Shareholder’s rights to receive the Per Share Merger Consideration as contemplated by and in accordance with the Merger Agreement at the Effective Time. This Section 6 18 shall survive the termination of this Subscription Support Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Parent is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated August 9, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for the benefit available at wxx.xxx.xxx, substantially all of AltimeterParent’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no rightbeen advised by Parent that, title or except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to Parent to pay its franchise Tax, income Tax and similar obligations, the Trust Agreement provides that cash in the future Trust Account may be deposited thereindisbursed only (i) if Parent completes one or more transactions that constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; (ii) if Parent fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Parent in limited amounts to permit Parent to pay the costs and expenses of its liquidation and dissolution, and then to Parent’s public stockholders; and (iii) if Parent holds a shareholder vote to amend Parent’s amended and restated memorandum and articles of association to modify the substance or timing of the obligation to redeem 100% of the shares of Parent Common Stock if Parent fails to complete a Business Combination within the allotted time period, then for the redemption of any shares of Parent Common Stock properly tendered in connection with such vote. AccordinglyFor and in consideration of Parent entering into this Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any pastright, present title, interest or future claim of any kind (including with respect it has or may have in the future in or to claiming any right, title or interest monies in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account (including any distributions therefrom) and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with Parent; provided, (x) that nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against Parent for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for Parent to specifically perform its obligations under this Agreement and cause the disbursement of the balance of the cash remaining in the Trust Account (after giving effect to the Parent Share Redemptions) to Parent in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Parent’s ability to fulfill its obligation to effectuate the Parent Share Redemptions, and (y) nothing herein shall serve to limit or prohibit any claims the Company may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account to Parent and any assets that have been purchased or acquired with any such funds). The Company agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement and specifically relied upon by Parent to induce it to enter in this Agreement, and the Company further intends and understands such waiver to be valid, binding and enforceable under applicable Law. To the extent the Company commences any Action or proceeding based upon, in connection with, relating to or arising out of any matter relating to Parent, which proceeding seeks, in whole or in part, monetary relief against Parent, the Company hereby acknowledges and agrees that its sole remedy shall be against funds held outside of its representations the Trust Account and that such claim shall not permit the Company (or warranties as set forth any party claiming on the Company’s behalf or in this Subscription Agreementlieu of the Company) to have any claim against the Trust Account (including any distributions therefrom) or any amounts contained therein. In the event that the Company commences any Action or proceeding based upon, in connection with, relating to or such party’s material breach arising out of any of its covenants or other agreements set forth in this Subscription Agreementmatter relating to Parent, which material breach constitutesproceeding seeks, in whole or is a consequence ofin part, a purposeful act relief against the Trust Account (including any distributions therefrom) or failure the holders of Parent Common Stock, whether in the form of money damages or injunctive relief, the prevailing party shall be entitled to act by recover from the other party the associated legal fees and costs in connection with any such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonAction.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus Investment Management Trust Agreement, dated as of AltimeterAugust 5, including the form of investment management trust agreement2020, by and between Altimeter Kismet and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Kismet has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterKismet’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that AltimeterKismet’s sole assets consist of the cash proceeds of AltimeterKismet’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinstockholders. Accordingly, Subscriber (on behalf of itself and its affiliates) hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter Kismet to collect from the Trust Account any monies that may be owed to them by Altimeter Kismet or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeverclaim of any kind arising out of this Subscription Agreement, including including, without limitation, for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement; provided, however, that nothing in this Section 7.20 shall (i) serve to limit or prohibit Subscriber’s right to pursue a claim against Kismet for legal relief against assets held outside the Trust Account (so long as such claim would not affect Kismet’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of Kismet), for specific performance or other equitable relief, (ii) serve to limit or prohibit any claims that the Subscriber may have in the future against Kismet’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect Kismet’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of Kismet) or (iii) be deemed to limit Subscriber’s right, title, interest, or claim to the Trust Account by virtue of Subscriber’s record or beneficial ownership of securities of Kismet acquired by any means other than pursuant to this Subscription Agreement, including any redemption right with respect to any such securities of Kismet. This Section 6 7.20 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus Investment Management Trust Agreement, dated as of AltimeterFebruary 7, including the form of investment management trust agreement2019, by and between Altimeter the Issuer and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter the Issuer has established the trust account described therein (the “Trust Account”) for the benefit of Altimeterthe Issuer’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that Altimeterthe Issuer’s sole assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinstockholders. Accordingly, Subscriber (on behalf of itself and its affiliates) hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter the Issuer to collect from the Trust Account any monies that may be owed to them by Altimeter the Issuer or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including including, without limitation, for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement; provided, however, that nothing in this Section 7 shall be deemed to limit Subscriber’s right, title, interest, or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the Issuer acquired by any means other than pursuant to this Subscription Agreement, including any redemption right with respect to any such securities of the Issuer. This Section 6 7 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth herein, Subscriber Company and Blocker acknowledges that it has had access Parent is a blank check company with the powers and privileges to effect a Business Combination. Each of the Company and an adequate opportunity to review Blocker further acknowledges that, as described in the publicly filed prospectus of Altimeterdated June 5, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2014 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterParent’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering. Each of the Company and Blocker acknowledges that Subscriber it has no been advised by Parent that, except with respect to interest earned on the funds held in the Trust Account that may be released to Parent to pay its franchise tax, income tax and similar obligations, the Trust Agreement provides that cash in the Trust Account may be disbursed only (i) to Parent in limited amounts from time to time in order to permit Parent to pay its operating expenses; (ii) if Parent completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (iii) if Parent fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Parent in limited amounts to permit Parent to pay the costs and expenses of its liquidation and dissolution, and then to Parent’s public stockholders. For and in consideration of Parent entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, each of the Company and Blocker, on behalf of Seller Group, hereby irrevocable waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, contracts or agreements with Parent; provided that (x) nothing herein shall serve to limit or prohibit the Company’s and Blocker’s right to pursue a claim against Parent for any reason whatsoever104 legal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions (including a claim for Parent to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the Parent Stockholder Redemptions) to the Seller Group in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Parent’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the Parent Stockholder Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company and Blocker may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 shall survive the termination of this Subscription Agreement for any reason.[THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK] 105

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Parent is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated December 9, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2020 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole Parent assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no been advised by Parent that funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and Parent’s Governing Documents. For and in consideration of Parent entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind it has or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time Account; provided, that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against Parent for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions (including a claim for Parent to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the Parent Stockholder Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Parent’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the Parent Stockholder Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Equityholder acknowledges that it has had access DSAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Equityholder further acknowledges that, as described in the publicly filed prospectus of Altimeterdated October 28, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2020 (the “Trust AccountProspectus”) for the benefit ), substantially all of AltimeterDSAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterDSAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of DSAC, certain of its public stockholders shareholders and agrees the underwriters of DSAC’s initial public offering. The Equityholder acknowledges that Subscriber it has no been advised by DSAC that, except with respect to interest earned on the funds held in the Trust Account that may be released to DSAC to pay its income and franchise Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (i) if DSAC completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (ii) if DSAC fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement and the DSAC Governing Document, to DSAC to permit DSAC to pay the costs and expenses of its dissolution, and then to DSAC’s public shareholders. For and in consideration of DSAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Equityholder hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for funds distributed therefrom as a result of, or arising out of, this Agreement and any reason whatsoevernegotiations, including for contracts or agreements with DSAC or any knowing and intentional material breach by any other Person; provided, however, that nothing in this Section 15 shall amend, limit, alter, change, supersede or otherwise modify the right of the parties Equityholder to this Subscription Agreement of (A) bring any action or actions for specific performance, injunctive and/or other equitable relief or (B) bring or seek a claim for Damages against DSAC, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of DSAC Ordinary Shares in accordance with the DSAC Governing Document and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access SPAC is a blank check company with the powers and privileges to and an adequate opportunity to review the publicly filed prospectus of Altimetereffect a Business Combination. The Company further acknowledges that, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account as described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole IPO Prospectus available at xxx.xxx.xxx, substantially all of the SPAC assets consist of the cash proceeds of Altimeter’s initial public offering the IPO and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders shareholders and agrees the underwriters of the IPO. The Company acknowledges that Subscriber it has no been advised by the SPAC that, except with respect to interest earned on the funds held in the Trust Account that may be released to the SPAC to pay its franchise Tax, income Tax and similar obligations, the Trust Agreement provides that cash in the Trust Account may be disbursed only if (i) the SPAC completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the IPO Prospectus; (ii) if the SPAC fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to the SPAC in limited amounts to permit the SPAC to pay the costs and expenses of its liquidation and dissolution, and then to SPAC’s public shareholders; and (iii) if the SPAC Board proposes any amendment to Article 36 of the SPAC Memorandum and Articles or to any of the other rights of the SPAC shares as set out at Article 2.5 thereof prior to, but not for the purposes of approving or in conjunction with the consummation of, a Business Combination that would affect the substance or timing of the SPAC's obligations as described in Article 36 thereof to pay or to offer to pay the Per-Share Redemption Price (as defined in the SPAC Memorandum and Articles) to any holder of the Public Shares (as defined in the SPAC Memorandum and Articles) and such amendment is duly approved in accordance with the SPAC Memorandum and Articles, then for the redemption of any of the eligible SPAC Class A Ordinary Shares properly tendered in connection with such vote. For and in consideration of the SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with SPAC; provided, that (i) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against the SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions (including a claim for the SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of its representations or warranties as set forth the cash remaining in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth the Trust Account (after giving effect to SPAC share redemptions) to the Company in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party accordance with the knowledge terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its obligation to effectuate SPAC share redemptions; and (ii) nothing herein shall serve to limit or prohibit any claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access SPAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated September 11, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2020 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole SPAC assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no been advised by SPAC that funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and SPAC’s Governing Documents. For and in consideration of SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind it has or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with SPAC; provided, that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, for specific performance or other equitable relief in connection with this Agreement, including for any knowing and intentional material breach by any the consummation of the parties transactions contemplated hereby (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Stockholder Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) or any of negotiations, Contracts or agreements with SPAC, so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Stockholder Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Acquiror is a blank check company with the powers and privileges to effect a Business Combination. The Company further acknowledges that, as described in the prospectus dated August 3, 2021 and an adequate opportunity to review filed with the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein SEC under File No. 333-253107 (the “Trust AccountProspectus”) for the benefit available at wxx.xxx.xxx, substantially all of AltimeterAcquiror’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterAcquiror’s initial public offering and private placements of its securitiessecurities occurring substantially simultaneously with such initial public offering, and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Acquiror, certain of its public stockholders and agrees the underwriters of Acquiror’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no been advised by Acquiror that cash in the Trust Account may be disbursed only in the circumstances and to the Persons described in the Prospectus and in accordance with the Trust Agreement. For and in consideration of Acquiror entering into this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind (whether based on contract, tort, equity or otherwise) that it has or may have in the future in or to any monies or other assets in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or in connection with, this Agreement or any other negotiations, Contracts or agreements or transactions with Acquiror. Notwithstanding the foregoing sentence, (a) nothing herein shall limit or prohibit the Company’s right to pursue any claim against Acquiror for (i) legal relief against monies or other assets held outside the Trust Account or (ii) specific performance to consummate the Closing or other equitable relief (including any reason whatsoever, including claim for any knowing and intentional material breach by any Acquiror to specifically perform its obligations under this Agreement to cause the disbursement of the parties balance of the cash remaining in the Trust Account (after giving effect to this Subscription Agreement of any of its representations or warranties as set forth the Acquiror Share Redemptions) at the Closing to the Company in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party accordance with the knowledge terms of this Agreement and the Trust Agreement), so long as such claim would not affect Acquiror’s ability to fulfill its obligation to effectuate the Acquiror Share Redemptions or otherwise violate the Trust Agreement and (b) nothing herein shall limit or prohibit any claim that the taking of Company may have in the future against Acquiror’s assets or funds that are not held in the Trust Account (including any such act funds that have been released from the Trust Account and any assets that have been purchased or failure to take acquired with any such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to else in this Subscription Agreement, the contrary set forth herein, Subscriber acknowledges that it he has had access to and an adequate opportunity to review read the publicly filed prospectus of Altimeterdated February 6, including 2019 (the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, “Prospectus”) and understands that Altimeter Monocle has established the a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public the stockholders of Monocle (the “Monocle Stockholders”) and that disbursements Monocle may disburse monies from the Trust Account are available only (a) to Monocle in limited amounts from time to time in order to permit Monocle to pay its operating expenses, (b) if Monocle completes the transactions which constitute its initial business combination, then to those persons and in such amounts as described in the Prospectus, and (c) if Monocle fails to complete its initial business combination within the allotted time period and liquidates to Monocle in limited circumstances set forth thereinamounts to permit Monocle to pay the costs and expenses of its liquidation and dissolution, and then to the Monocle Stockholders. All liabilities and obligations of Monocle due and owing or incurred at or prior to the closing of its initial business combination shall be paid as and when due, including all amounts payable (x) to the Monocle Stockholders in the event they elect to have their shares redeemed in accordance with Monocle’s certificate of incorporation (the “Monocle Charter”) and/or the liquidation of Monocle, (y) to Monocle after, or concurrently with, the consummation of its initial business combination, and (z) to Monocle in limited amounts for its operating expenses and tax obligations incurred in the ordinary course of business consistent with past practice. Subscriber further acknowledges that Altimeter’s sole assets consist acknowledge that, if the transactions contemplated by the Transaction Agreement (or, upon termination of the cash proceeds of Altimeter’s initial public offering and private placements of its securitiesTransaction Agreement, and that substantially all of these proceeds have been deposited another business combination) are not consummated by February 11, 2021, or such date as determined by amending the Monocle Charter, Monocle will be obligated to return to the Monocle Stockholders the amounts being held in the Trust Account for Account, unless such date is otherwise extended. Upon the benefit of its public stockholders and agrees that Subscriber has no rightTransaction Closing, title or interest of any kind in Monocle shall cause the Trust Account to be disbursed to the Company and as otherwise contemplated by the monies that may now or in the future be deposited thereinTransaction Agreement. Accordingly, the Subscriber, for himself and his representatives, advisors and all other associates and affiliates (each a “Subscriber Related Party”), hereby waives any pastwaive all rights, present title, interest or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter Monocle or any of its affiliates the Company for any reason whatsoeverwhatsoever arising out of this Subscription Agreement, including for a breach of this Subscription Agreement by Monocle or the Company or any negotiations, agreements or understandings with Monocle or the Company (whether in the past, present or future) in connection with this Subscription Agreement (each a “Claim”), and will not seek recourse against the Trust Account in connection with such Claims at any time for any reason whatsoever; provided, that (i) nothing herein shall serve to limit or prohibit a Subscriber Related Party’s right to pursue a Claim against Monocle or the Company for legal relief against assets held outside the Trust Account, for specific performance or other equitable relief, and (ii) nothing herein shall serve to limit or prohibit any Claims that a Subscriber Related Party may have in the future against Monocle or the Company’s assets or funds that are not held in the Trust Account (including for any knowing funds that have been released from the Trust Account and intentional material breach any assets that have been purchased or acquired with any such funds), or otherwise by virtue of such Subscriber Related Party’s record or beneficial ownership of securities of the Company acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or including, but not limited to, any redemption right with respect to any such party’s material breach securities of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription AgreementCompany. This Section 6 shall paragraph will survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus Investment Management Trust Agreement, dated as of AltimeterFebruary 7, including the form of investment management trust agreement2019, by and between Altimeter the Issuer and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter the Issuer has established the trust account described therein (the “Trust Account”) for the benefit of Altimeterthe Issuer’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that Altimeterthe Issuer’s sole assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinstockholders. Accordingly, Subscriber (on behalf of itself and its affiliates) hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter the Issuer to collect from the Trust Account any monies that may be owed to them by Altimeter the Issuer or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including including, without limitation, for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement; provided, however, that nothing in this Section 7 shall be deemed to limit Subscriber’s right, title, interest, or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the Issuer acquired by any means other than pursuant to this Subscription Agreement, including any redemption right with respect to any such securities of the Issuer. This Section 6 7 shall survive the termination of this Subscription Agreement for any reason.. ​ [Signature Page Follows] ​ ​

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the Issuer’s sole prospectus relating to its initial public offering dated January 21, 2021 (the “Prospectus”), available at xxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of the Issuer’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to the Issuer to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the Prospectus. AccordinglyFor and in consideration of the Issuer entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its affiliates, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeveras a result of, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in arising out of, this Subscription Agreement, the transactions contemplated hereby, or the Acquired Shares, regardless of whether such partyclaim arises based on contract, tort, equity or any other theory of legal liability; provided, however, that nothing in this Section 7 shall (i) serve to limit or prohibit Subscriber’s material breach of any of its covenants right to pursue a claim against the Issuer for legal relief against assets held outside the Trust Account, for specific performance or other agreements set forth equitable relief, (ii) serve to limit or prohibit any claims that Subscriber may have in the future against the Issuer’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) or (iii) be deemed to limit any Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of NAAC Class A Shares acquired by any means other than pursuant to this Subscription Agreement, which material breach constitutesincluding, or is a consequence ofbut not limited to, a purposeful act or failure any redemption right with respect to act by any such party with securities of the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonIssuer.

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth herein, Subscriber acknowledges IPO Prospectus. The Company and the Sellers understand that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Parent has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its the public stockholders of the Parent and agrees the underwriters of the IPO pursuant to the Investment Management Trust Agreement and that Subscriber has no the Parent may disburse monies from the Trust Account only for the purposes set forth in the Investment Management Trust Agreement (including a portion of the interest earned on the amounts held in the Trust Account in accordance with the Investment Management Trust Agreement). For and in consideration of the Parent agreeing to enter into this Agreement, the Company and the Sellers each hereby agree that he, she or it does not have any right, title title, interest or interest claim of any kind in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including connection with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to accessAgreement, the Trust AccountAdditional Agreements or the transactions contemplated hereby and hereby agrees that he, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter she or any of its affiliates for any reason whatsoever, and it will not seek recourse against the Trust Account at any time for any reason whatsoeverclaim it may have in the future as a result of, including for or arising out of, his Agreement, the Additional Agreements or the transactions contemplated hereby. Notwithstanding anything herein to the contrary in this Section 13.13, but otherwise subject to the terms of this Agreement, (i) the Company, any knowing and intentional material breach by Seller or any of the parties their respective Affiliates may commence any action or proceeding based upon, in connection with, relating to this Subscription Agreement or arising out of any matter relating to a Purchaser Party or its Representative, which proceeding seeks, in whole or in part, monetary relief against a Purchaser Party or its Representative, against assets or funds held outside of the Trust Account (including any funds released from the Trust Account and assets that are acquired with such funds other than distributions to Parent’s public stockholders in an Extension Redemption or Closing Redemption or a liquidation of the Parent if it does not consummate its representations or warranties as set forth initial Business Combination prior to its deadline to do so), and (ii) nothing in this Subscription AgreementSection 13.13 shall limit or prohibit the Company, any Seller or such party’s material breach of any of its covenants their respective Affiliates from pursuing a claim against a Purchaser Party for specific performance or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonequitable relief.

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinEach of Parent, Subscriber Polestar Singapore, Polestar Sweden, ListCo and Merger Sub acknowledges that it GG is a blank check company with the power and privileges to effect a business combination, and that such Party has had access to read the IPO Prospectus, GG SEC Reports, GG’s Governing Documents and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, Agreement and understands that Altimeter GG has established the trust account Trust Account described therein (the “Trust Account”) for the benefit of AltimeterGG’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for Agreement. Each of Parent, Polestar Singapore, Polestar Sweden, ListCo and Merger Sub further acknowledges that, if the benefit Transactions, or, in the event this Agreement is terminated pursuant to its terms, another business combination, is not consummated by March 22, 2023 or such later date as is approved by the stockholders of GG to complete a business combination, GG shall be obligated to return to its public stockholders and agrees that Subscriber has no right, title or interest of any kind the amounts being held in the Trust Account and the monies that may now or in the future be deposited thereinAccount. Accordingly, Subscriber each of Parent, Polestar Singapore, Polestar Sweden, ListCo and Merger Sub (on behalf of itself and its Affiliates), notwithstanding anything to the contrary in this Agreement, hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter or to collect from the Trust Account any monies that may be owed to them by Altimeter GG or any of its affiliates Affiliates for any reason whatsoever, and will shall not seek recourse against the Trust Account at any time for any reason whatsoever, including for any knowing and intentional material breach by any Willful Breach of the parties this Agreement; provided that nothing herein shall serve to this Subscription Agreement of limit or prohibit Parent’s, Polestar Singapore’s, Polestar Sweden’s, ListCo’s or Merger Sub’s right to pursue a claim against GG or any of its representations Affiliates for legal relief against assets held outside of the Trust Account (including from and after the consummation of a business combination other than as contemplated by this Agreement) or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants pursuant to Section 11.14 for specific performance or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure injunctive relief (so long as such claim would not affect GG’s ability to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreementfulfill its redemption obligations). This Section 6 6.02 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth herein, Subscriber Company Parties acknowledges that it has had access SPAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. Each of the publicly filed prospectus of AltimeterCompany Parties further acknowledges that, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account as described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole prospectus dated April 29, 2022, available at wxx.xxx.xxx, substantially all of SPAC assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders shareholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”). Each of the Company Parties acknowledges that Subscriber it has no been advised by SPAC that funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and SPAC’s Governing Documents. For and in consideration of SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, each of the Company Parties hereby irrevocably waives any right, title title, interest or interest claim of any kind it has or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with SPAC; provided, that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Shareholder Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Shareholder Redemptions, or such party’s material breach of for fraud, and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber hereby acknowledges that it has had access as described in the Company’s prospectus relating to and an adequate opportunity to review its initial public offering dated October 5, 2020, the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Company has established the a trust account described therein (the “Trust Account”) containing the proceeds of its initial public offering (the “IPO”) and from certain private placements occurring simultaneously with the IPO (including interest accrued from time to time thereon) for the benefit of Altimeterthe Company’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriters of the cash proceeds IPO. For and in consideration of Altimeter’s initial public offering and private placements of its securitiesthe Company entering into this Subscription Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Subscriber hereby (a) agrees that substantially all it does not now and shall not at any time hereafter have any right, title, interest or claim of these proceeds have been deposited any kind in or to any assets held in the Trust Account for the benefit of its public stockholders or distributions therefrom, and agrees that Subscriber has no right, title or interest of shall not make any kind in claim against the Trust Account (including any distributions therefrom), arising out of this Subscription Agreement regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the monies “Released Claims”), (b) irrevocably waives any Released Claims that it may have against the Trust Account (including any distributions therefrom) now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to of, this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and (c) agrees it will not seek recourse against the Trust Account at with respect to any time Released Claims; provided, however, that nothing in this Section 7 shall (x) serve to limit or prohibit Subscriber’s right to pursue a claim against the Company for legal relief against assets held outside the Trust Account (so long as such claim would not affect the Company’s ability to fulfill its obligation to effectuate any reason whatsoeverredemption right with respect to any securities of the Company), for specific performance or other equitable relief, (y) serve to limit or prohibit any claims that Subscriber may have in the future against the Company’s assets or funds that are not held in the Trust Account (including for any knowing funds that have been released from the Trust Account and intentional material breach any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect the Company’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of the Company) or (z) be deemed to limit the Subscriber’s right to distributions from the Trust Account in accordance with the Company’s amended and restated certificate of incorporation in respect of shares of Class A Common Shares acquired by any of the parties means. Subscriber agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement of any of and specifically relied upon by the Company and its representations or warranties as set forth in affiliates to induce the Company to enter into this Subscription Agreement, and Subscriber further intends and understands such waiver to be valid, binding and enforceable against Subscriber and each of its affiliates under applicable law. To the extent Subscriber or any of its affiliates commences any action or proceeding based upon, in connection with, relating to or arising out of any matter relating to the Company or its representatives or affiliates, which proceeding seeks, in whole or in part, monetary relief against the Company or its representatives or affiliates, Subscriber hereby acknowledges and agrees that Subscriber’s and its affiliates’ sole remedy shall be against funds held outside of the Trust Account and that such party’s material breach claim shall not permit Subscriber or its affiliates (or any person claiming on any of their behalves or in lieu of any of its covenants them) to have any claim against the Trust Account (including any distributions therefrom) or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonamounts contained therein.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Acquiror is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated March 3, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole Acquiror assets consist of the cash proceeds of AltimeterAcquiror’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account trust account for the benefit of Acquiror, certain of its public stockholders and agrees the underwriters of Acquiror’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no right, title or interest of any kind been advised by Acquiror that cash in the Trust Account and the monies that may now or be disbursed only in the future be deposited thereincircumstances and to the Persons described in the Prospectus and in accordance with the Trust Agreement. AccordinglyFor and in consideration of Acquiror entering into this Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any pastright, present title, interest or future claim of any kind (including with respect they have or may have in the future in or to claiming any right, title or interest monies in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter as a result of, or arising out of, this Agreement or any of its affiliates for any reason whatsoever, Ancillary Agreement and will agrees not to seek recourse against the Trust Account at or any time funds distributed therefrom in connection with a Acquiror Share Redemption as a result of, or arising out of, this Agreement, any Ancillary Agreement and any other prior negotiations, Contracts or agreements with Acquiror; provided that (x) nothing herein shall serve to limit or prohibit the Company’s or Investor’s right to pursue a claim against Acquiror for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions (including a claim for Acquiror to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the Acquiror Share Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Acquiror’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the Acquiror Share Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company or Investor may have in the future against Acquiror’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Buyer is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated January 19, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2018 (the “Trust AccountProspectus”) for available as part of the benefit Buyer Reports at xxx.xxx.xxx, substantially all of AltimeterBuyer’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterBuyer’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of Buyer, certain of its public stockholders shareholders and agrees the underwriters of Buyer’s initial public offering. The Company acknowledges that Subscriber it has no been advised by Buyer that, except with respect to interest earned on the funds held in the Trust Account that may be released to Buyer to pay its Income Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (i) if Buyer completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (ii) if Buyer fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Buyer in limited amounts to permit Buyer to pay the costs and expenses of its liquidation and dissolution, and then to Buyer’s public shareholders. For and in consideration of Buyer entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, contracts or agreements with Buyer; provided, however, that nothing in this Section 11.18 shall amend, limit, alter, change, supersede or otherwise modify the right of Seller and the Company to (a) bring any action or actions for any reason whatsoeverspecific performance, including for any knowing and intentional material breach by any injunctive and/or other equitable relief (including, subject to Section 11.15, the right of the parties Company to compel specific performance by Buyer of its obligations under this Subscription Agreement of Agreement) or (b) bring or seek a claim for damages against Buyer, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of Buyer Shares in accordance with Buyer Articles of Association and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth hereinCompanies, Subscriber the SIM Sellers and the Holder Representatives acknowledges that it has had access Acquiror is a blank check company with the powers and privileges to effect a Business Combination. Each of the Companies, the SIM Sellers and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber Holder Representatives further acknowledges that Altimeterthat, as described in Acquiror’s sole prospectus dated September 15, 2016 filed with the SEC on September 19, 2016, substantially all of Acquiror’s assets consist of the cash proceeds of AltimeterAcquiror’s initial public offering (the “IPO”) and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of certain of its public stockholders shareholders. Each of the Companies, the SIM Sellers and agrees the Holder Representatives acknowledges that Subscriber it has no been advised by Acquiror that, except with respect to interest earned on the funds held in the Trust Account that may be released to Acquiror to pay Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (a) to redeem Acquiror Common Shares included in the Acquiror Units sold in the IPO pursuant to the Acquiror Governing Documents, (b) upon completion of a Business Combination pursuant to the Acquiror Governing Documents or (c) if Acquiror fails to complete a Business Combination within the allotted time period and liquidates the Trust Account, subject to the terms of the Trust Agreement and applicable Law. For and in consideration of Acquiror entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, each of the Companies, the SIM Sellers and the Holder Representatives hereby irrevocably waives any and all right, title or interest title, interest, causes of action and claims of any kind in or to, and any and all right to seek payment of any amounts due to it out of, the Trust Account (each, a “Claim”), and each of the Companies, the SIM Sellers and the monies that Holder Representatives hereby irrevocably waives any Claim it may now or have in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of of, this Agreement or relating to this Subscription Agreement againstthe Ancillary Agreements, and which Claim would reduce, encumber or otherwise adversely affect the Trust Account or any right to access, monies or other assets in the Trust Account, and each of the Companies, the SIM Sellers and the Holder Representatives further agrees not to seek recourse, reimbursement, payment or satisfaction of any trustee of Claim against the Trust Account and Altimeter to collect from or any monies or other assets in the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever. Notwithstanding the foregoing, and will not nothing herein shall limit or restrict the ability to seek recourse against the Trust Account at any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties specific performance pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason14.15.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access to read SPAC’s final prospectus, dated June 16, 2021, the other SPAC SEC Filings and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, SPAC’s Governing Documents and understands that Altimeter SPAC has established the trust account Trust Account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for Agreement. The Company further acknowledges that, if the benefit Transactions, or, in the event of a termination of this Agreement, another Business Combination, are not consummated within 24 months from the closing of the offering contemplated by SPAC’s final prospectus (subject to extensions as approved by the SPAC Stockholders), SPAC will be obligated to return to its public stockholders and agrees that Subscriber has no rightshareholders the amounts being held in the Trust Account. Accordingly, title the Company hereby waives any claims (whether based on contract, tort, equity or interest any other theory of legal liability) of any kind in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement or the Transactions with SPAC; provided that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Share Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Share Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 12.1 shall survive the termination of this Subscription Agreement for any reason.. 116

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the Issuer’s sole prospectus relating to its initial public offering dated September 10, 2020 (the “Prospectus”), available at xxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of the Issuer’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to the Issuer to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the Prospectus. AccordinglyFor and in consideration of the Issuer entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its representatives, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at as a result of, or arising out of, this Subscription Agreement; provided, however, that nothing in this Section 8 shall (x) serve to limit or prohibit Subscriber’s right to pursue a claim against Issuer for legal relief against assets held outside the Trust Account (so long as such claim would not affect Issuer’s ability to fulfill its obligation to effectuate any time redemption right with respect to any securities of the Issuer), for specific performance or other equitable relief, (y) serve to limit or prohibit any reason whatsoeverclaims that the Subscriber may have in the future against Issuer’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect Issuer’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of the Issuer) or (z) be deemed to limit any of Subscriber’s right, including for any knowing and intentional material breach title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the Issuer acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or including, but not limited to, any redemption right with respect to any such party’s material breach securities of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonIssuer.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter CAC has established the a trust account described therein containing the proceeds of its initial public offering and from certain private placements (collectively, with interest accrued from time to time thereon, the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein). Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber (i) it has no right, title title, interest, or interest claim of any kind in or to any monies held in the Trust Account Account, and the monies that may now (ii) it shall have no right of set-off or in the future be deposited therein. Accordinglyany right, Subscriber hereby waives any pasttitle, present interest, or future claim of any kind (including with respect “Claim”) to, or to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to accessmonies in, the Trust Account, in each case in connection with this Subscription Agreement, and hereby irrevocably waives any trustee Claim to, or to any monies in, the Trust Account that it may have in connection with this Subscription Agreement; provided, however, that nothing in this Section 8 shall be deemed to limit Subscriber’s right, title, interest, or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of CAC acquired by any means other than pursuant to this Subscription Agreement, including any redemption right with respect to any such securities of CAC. In the event Subscriber has any Claim against CAC under this Subscription Agreement, Subscriber shall pursue such Claim solely against the CAC and its assets outside the Trust Account and Altimeter to collect from not against the property or any monies in the Trust Account any monies Account. Subscriber agrees and acknowledges that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including for any knowing and intentional such waiver is material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth and has been specifically relied upon by CAC to induce CAC to enter into this Subscription Agreement and Subscriber further intends and understands such waiver to be valid, binding, and enforceable under applicable law. In the event Subscriber, in connection with this Subscription Agreement, commences any action or such party’s material breach of proceeding which seeks, in whole or in part, relief against the funds held in the Trust Account or distributions therefrom or any of CAC’s shareholders, whether in the form of monetary damages or injunctive relief, Subscriber shall be obligated to pay to CAC all of its covenants legal fees and costs in connection with any such action in the event that CAC prevails in such action or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonproceeding.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Equityholder acknowledges that it has had access DSAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Equityholder further acknowledges that, as described in the publicly filed prospectus of Altimeterdated October 28, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2020 (the “Trust AccountProspectus”) for the benefit ), substantially all of AltimeterDSAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterDSAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of DSAC, certain of its public stockholders shareholders and agrees the underwriters of DSAC’s initial public offering. The Equityholder acknowledges that Subscriber it has no been advised by DSAC that, except with respect to interest earned on the funds held in the Trust Account that may be released to DSAC to pay its income and franchise Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (i) if DSAC completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (ii) if DSAC fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement and the DSAC Governing Document, to DSAC to permit DSAC to pay the costs and expenses of its dissolution, and then to DSAC’s public shareholders. For and in consideration of DSAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Equityholder hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for funds distributed therefrom as a result of, or arising out of, this Agreement and any reason whatsoevernegotiations, including for contracts or agreements with DSAC or any knowing and intentional material breach by any other Person; provided, however, that nothing in this Section 17 shall amend, limit, alter, change, supersede or otherwise modify the right of the parties Equityholder to this Subscription Agreement of (A) bring any action or actions for specific performance, injunctive and/or other equitable relief or (B) bring or seek a claim for Damages against DSAC, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of DSAC Ordinary Shares in accordance with the DSAC Governing Document and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access BlueRiver is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated January 28, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for the benefit ), substantially all of AltimeterBlueRiver’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterBlueRiver’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of BlueRiver, certain of its public stockholders shareholders and agrees the underwriters of BlueRiver’s initial public offering. The Company acknowledges that Subscriber it has no been advised by BlueRiver that, except with respect to interest earned on the funds held in the Trust Account that may be released to BlueRiver to pay its income and franchise Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (a) if BlueRiver completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (b) if BlueRiver fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement and the BlueRiver Governing Document, to BlueRiver to permit BlueRiver to pay the costs and expenses of its dissolution, and then to BlueRiver’s public shareholders. For and in consideration of BlueRiver entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for funds distributed therefrom as a result of, or arising out of, this Agreement and any reason whatsoevernegotiations, including for contracts or agreements with BlueRiver or any knowing and intentional material breach by any other Person; provided, however, that nothing in this ‎Section 7.04 shall amend, limit, alter, change, supersede or otherwise modify the right of the parties to this Subscription Agreement of (i) bring any action or actions for specific performance, injunctive and/or other equitable relief or (ii) bring or seek a claim for Damages against BlueRiver, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of BlueRiver Ordinary Shares in accordance with the BlueRiver Governing Document and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth hereinCompany, Subscriber TopCo, Merger Sub and SISH acknowledges that it Yucaipa is a blank check company with the power and privileges to effect a business combination, and that such Party has had access to read Yucaipa’s final prospectus, dated August 3, 2020, and an adequate opportunity to review other Yucaipa SEC Reports, the publicly filed prospectus of Altimeter, including Yucaipa’s Governing Documents and the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, Agreement and understands that Altimeter Yucaipa has established the trust account Trust Account described therein (the “Trust Account”) for the benefit of AltimeterYucaipa’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for Agreement. Each of the benefit Company and TopCo further acknowledges that, if the transactions contemplated by this Agreement, or, in the event this Agreement is terminated pursuant to its terms, another business combination, are not consummated by August 6, 2022, or such later date as is approved by the shareholders of Yucaipa to complete a business combination, Yucaipa will be obligated to return to its public stockholders and agrees that Subscriber has no right, title or interest of any kind shareholders the amounts being held in the Trust Account and the monies that may now or in the future be deposited thereinAccount. Accordingly, Subscriber each of the Company, TopCo, Merger Sub and SISH (on behalf of itself and its Affiliates), notwithstanding anything to the contrary in this Agreement, hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter or to collect from the Trust Account any monies that may be owed to them by Altimeter Yucaipa or any of its affiliates Affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever; provided that nothing herein shall serve to limit or prohibit the Company’s, including for any knowing and intentional material breach by any of the parties TopCo’s, Merger Sub’s or SISH’s right to this Subscription Agreement of pursue a claim against Yucaipa or any of its representations Affiliates for legal relief against assets held outside of the Trust Account (including from and after the consummation of a business combination other than as contemplated by this Agreement) or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants pursuant to Section 12.14 for specific performance or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure injunctive relief (so long as such claim would not affect Yucaipa’s ability to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreementfulfill its redemption obligations). This Section 6 7.02 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber hereby acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Company has established the a trust account described therein (the “Trust Account”) containing the proceeds of its initial public offering (the “IPO”) and from certain private placements occurring simultaneously with the IPO (including interest accrued from time to time thereon) for the benefit of Altimeterthe Company’s public stockholders and that disbursements from certain other parties (including the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriters of the cash proceeds IPO). For and in consideration of Altimeter’s initial public offering and private placements of its securitiesthe Company entering into this Subscription Agreement, and that substantially for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Subscriber hereby irrevocably waives any and all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title and interest, or interest any claim of any kind in the Trust Account and the monies that kind, regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability, it has or may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) have arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will agrees not seek recourse against the Trust Account at as a result of, or arising out of, this Subscription Agreement; provided however, that nothing in this Section 8 shall (i) serve to limit or prohibit Subscriber’s right to pursue a claim against the Company for legal relief against assets held outside the Trust Account (so long as such claim would not affect the Company’s ability to fulfill its obligation to effectuate any time redemption right with respect to any securities of the Company), for specific performance or other equitable relief, (ii) serve to limit or prohibit any reason whatsoeverclaims that the Subscriber may have in the future against the Company’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect the Company’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of the Company) or (iii) be deemed to limit the Subscriber’s right, including for any knowing and intentional material breach title, interest or claim to the Trust Account by virtue of the Subscriber’s record or beneficial ownership of Common Stock of the Company acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such partyincluding but not limited to any right to distributions from the Trust Account in accordance with the Company’s material breach third amended and restated certificate of incorporation in respect of any redemptions by Subscriber of its covenants or Class A Shares acquired by any means other agreements set forth in than pursuant to this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access to read SPAC’s final prospectus, dated August 12, 2021, the other SPAC SEC Filings and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, SPAC’s Governing Documents and understands that Altimeter SPAC has established the trust account Trust Account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for Agreement. The Company further acknowledges that, if the benefit Transactions, or, in the event of a termination of this Agreement, another Business Combination, are not consummated on or before December 17, 2023 (subject to extensions as approved by the SPAC Stockholders), SPAC will be obligated to return to its public stockholders and agrees that Subscriber has no rightshareholders the amounts being held in the Trust Account. Accordingly, title the Company hereby waives any claims (whether based on contract, tort, equity or interest any other theory of legal liability) of any kind in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement or the Transactions with SPAC; provided that (a) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Share Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Share Redemptions, or such party’s material breach of for fraud and (b) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 11.1 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & SVF Trust Company, a New York corporation, Agreement and understands that Altimeter the Issuer has established the trust account described therein (the “Trust Account”) for the benefit of Altimeterthe Issuer’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that Altimeterthe Issuer’s sole assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinstockholders. Accordingly, for and in consideration of the Issuer entering into this Subscription Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and notwithstanding anything to the contrary in this Subscription Agreement, the Merger Agreement or the Transaction Documents, Subscriber (on behalf of itself and its Affiliates) hereby irrevocably waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust AccountAccount (including any distributions therefrom), any trustee of the Trust Account and Altimeter or the Issuer to collect from the Trust Account (including any distributions therefrom) any monies that may be owed to them it by Altimeter the Issuer or any of its affiliates Affiliates for any reason whatsoever, and will not seek recourse against the Trust Account (including any distributions therefrom) at any time for any reason whatsoevertime, in connection with this Subscription Agreement (the “Released Claims”), including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement; provided, however, that nothing in this Section 8 shall be deemed to limit Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the Issuer acquired by any means other than pursuant to this Subscription Agreement, including, but not limited to, any redemption right with respect to any such securities of the Issuer. This Nothing in this Section 6 8 shall be deemed to limit Subscriber’s right, title, interest in or claim (i) to assets held outside the Trust Account, for specific performance or other equitable relief, or (ii) to assets for funds that are released from the Trust Account and any assets that have been purchased or acquired with any such funds, or (iii) to funds held in the Trust Account by virtue of Subscriber’s record or beneficial ownership of shares of Common Stock of the Issuer acquired by any means other than pursuant to this Subscription Agreement. Subscriber agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement and specifically relied upon by the Issuer and its Affiliates to induce the Issuer to enter in this Subscription Agreement, and Subscriber further intends and understands such waiver to be valid, binding and enforceable against Subscriber and each of its Affiliates under applicable Law. To the extent Subscriber commences any action or proceeding based upon, in connection with, relating to or arising out of the Released Claims, which proceeding seeks, in whole or in part, monetary relief against the Issuer or its Representatives, Subscriber hereby acknowledges and agrees that Subscriber’s sole remedy shall be against funds held outside of the Trust Account and that such claim shall not permit Subscriber (or any person claiming on its behalf or in lieu of any of it) to have any claim against the Trust Account (including any distributions therefrom) or any amounts contained therein. Notwithstanding anything to the contrary in this Subscription Agreement, the Merger Agreement, or any Transaction Document, this Section 8 shall survive indefinitely, including the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth hereinCompany, Subscriber TopCo and Merger Sub acknowledges that it SPAC is a blank check company with the power and privileges to effect a business combination, and that such Party has had access to read SPAC’s final prospectus, dated October 19, 2021, and an adequate opportunity to review other SPAC SEC Reports, SPAC’s Governing Documents and the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, Agreement and understands that Altimeter substantially all of SPAC’s assets consist of the cash proceeds of SPAC’s initial public offering and private placements of its securities and substantially all of those proceeds have been deposited in the Trust Account that SPAC has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for Agreement. Each of the benefit Company and TopCo further acknowledges that, if the transactions contemplated by this Agreement or, in the event this Agreement is terminated pursuant to its terms, another business combination is not consummated by January 22, 2023, or such later date as is approved by the shareholders of SPAC to complete a business combination, SPAC will be obligated to return to its public stockholders and agrees that Subscriber has no right, title or interest of any kind shareholders the amounts being held in the Trust Account and the monies that may now or in the future be deposited thereinAccount. Accordingly, Subscriber each of the Company, TopCo and Merger Sub (on behalf of itself and its Affiliates), notwithstanding anything to the contrary in this Agreement, hereby irrevocably waives any past, present or future right, title, interest or claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter or to collect from the Trust Account any monies that may be owed to them by Altimeter SPAC or any of its affiliates Affiliates for any reason whatsoever, and will not seek recourse against the Trust Account or any funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, contracts or agreements with SPAC, at any time for any reason whatsoever; provided that nothing herein shall serve to limit or prohibit the Company’s, including TopCo’s or Merger Sub’s right to pursue a claim against SPAC for any knowing and intentional material breach by any legal relief against monies or other assets held outside of the parties Trust Account (including from and after the consummation of a business combination other than as contemplated by this Agreement) or pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants Section 12.14 for specific performance or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure injunctive relief (so long as such claim would not affect SPAC’s ability to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreementfulfill its redemption obligations). This Section 6 7.02 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinin this Agreement, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed final prospectus of AltimeterSPAC, dated as of October 12, 2021, and filed with the SEC on October 13, 2021 (File No. 333-259253), including the form of investment management trust agreementthat certain Investment Management Trust Agreement, dated October 12, 2021, by and between Altimeter SPAC and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter SPAC has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that AltimeterSPAC’s sole assets consist of the cash proceeds of Altimeter’s its initial public offering of units of SPAC (the “IPO”) and the overallotment shares acquired by SPAC’s underwriters and from certain private placements of its securitiessecurities occurring simultaneously with the IPO, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its SPAC’s public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinshareholders. Accordingly, for and in consideration of SPAC entering into this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account Account, SPAC, Gesher I Sponsor LLC, a Delaware limited liability company (“Sponsor”), and Altimeter any of their affiliates, to collect from the Trust Account any monies that may be owed to them by Altimeter SPAC or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account Account, any trustee of the Trust Account, SPAC, Sponsor, or any of their affiliates at any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 8 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company and each Seller acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter SPAC has established the trust account Trust Account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for Agreement. The Company and each Seller further acknowledges that, if the benefit Transactions, or, in the event of a termination of this Agreement, another Business Combination, are not consummated on or before June 13, 2024 (subject to extensions as approved by the SPAC Stockholders), SPAC will be obligated to return to its public stockholders shareholders the amounts being held in the Trust Account. Accordingly, the Company and agrees that Subscriber has no righteach Seller, title on behalf of itself and its Affiliates hereby irrevocably waives any claims (whether based on contract, tort, equity or interest any other theory of legal liability) of any kind in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement or the Transactions with SPAC; provided that (a) nothing herein shall serve to limit or prohibit the Company’s and each Seller’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Agreement and cause the disbursement of the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Share Redemptions) to the Company and each Seller in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its obligation to effectuate the SPAC Share Redemptions, or for fraud and (b) nothing herein shall serve to limit or prohibit any claims that the Company and each Seller may have in the future against SPAC’s assets or funds that are not held in the Trust Account. The Company and each Seller agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement of any and specifically relied upon by SPAC and its Affiliates to induce SPAC to enter in this Agreement, and the Company and each Seller further intends and understands such waiver to be valid, binding and enforceable against such party and each of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription AgreementAffiliates under applicable Law. This Section 6 14.1 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed final IPO prospectus of AltimeterBuyer, including the form of investment management trust agreementdated May 27, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for ). The Company Group and the benefit of Altimeter’s public stockholders and Existing Equityholders understand that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in Xxxxx has established the Trust Account for the benefit of its the public stockholders of Buyer and agrees the underwriters of the IPO pursuant to the Investment Management Trust Agreement and that, except for a portion of the interest earned on the amounts held in the Trust Account, Buyer may disburse monies from the Trust Account only for the purposes set forth in the Investment Management Trust Agreement. For and in consideration of Buyer agreeing to enter into this Agreement, the Company Group and the Existing Equityholders each hereby agree that Subscriber has no he, she or it does not have any right, title title, interest or interest claim of any kind in or to any monies in the Trust Account and the monies hereby agrees that may now he, she or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and it will not seek recourse against the Trust Account at any time for any reason whatsoeverclaim it may have in the future as a result of, including or arising out of, any negotiations, contracts or agreements with Buyer. Notwithstanding the foregoing, (x) nothing herein shall serve to limit or prohibit the Company Group’s or the Existing Equityholders’ right to pursue a claim against Buyer for any knowing legal relief against monies or other assets that are held outside the Trust Account and intentional material breach by any other than distributions from the Trust Account directly or indirectly to Buyer’s stockholders, for specific performance or other equitable relief in connection with the consummation of the parties transactions contemplated by this Agreement so long as such claim would not affect Buyer’s ability to this Subscription Agreement fulfill its obligations to effectuate the redemptions of any of its representations the Buyer Units or warranties as set forth in this Subscription Agreement, Buyer Common Stock or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party comply with the knowledge Investment Management Trust Agreement and (y) nothing herein shall serve to limit or prohibit any claims that the taking of such act Company Group and the Existing Equityholders may have in the future against Buyer’s assets or failure funds that are not held in the Trust Account and other than distributions from the Trust Account directly or indirectly to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonBuyer’s public stockholders.

Trust Account Waiver. Notwithstanding anything The Purchaser acknowledges that FPAC is a blank check company with the powers and privileges necessary or convenient to the contrary set forth hereinconduct, Subscriber promotion or attainment of the business or purposes of FPAC, including, but not limited to effecting a merger, asset acquisition, reorganization or similar business combination involving FPAC and one or more businesses or assets. The Purchaser further acknowledges that it has had access that, as described in FPAC prospectus relating to and an adequate opportunity to review the publicly filed prospectus of Altimeterits initial public offering dated June 11, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2018 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterFPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterFPAC’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of FPAC, its public stockholders and agrees that Subscriber has no right, title or the underwriters of FPAC’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to FPAC to pay its tax obligations, if any, and for working capital, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the Prospectus. AccordinglyFor and in consideration of FPAC entering into this Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Purchaser hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect it has or may have in the future, in or to claiming any right, title or interest monies held in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeveras a result of, including for any knowing and intentional material breach or arising out of, this Agreement. Provided however, that nothing in this Section 9 shall be deemed to limit the Purchaser’s right, title, interest or claim to the Trust Account by virtue of the Purchaser’s record or beneficial ownership of Shares of the Company acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the Issuer’s sole prospectus relating to its initial public offering dated October 26, 2021 (the “Prospectus”), available at wxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of the Issuer’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to the Issuer to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the Prospectus. AccordinglyFor and in consideration of the Issuer entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its affiliates, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeveras a result of, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in arising out of, this Subscription Agreement, the transactions contemplated hereby, or the Acquired Shares, regardless of whether such partyclaim arises based on contract, tort, equity or any other theory of legal liability; provided, however, that nothing in this Section 8 shall (i) serve to limit or prohibit Subscriber’s material breach of any of its covenants right to pursue a claim against the Issuer for legal relief against assets held outside the Trust Account, for specific performance or other agreements set forth equitable relief, (ii) serve to limit or prohibit any claims that Subscriber may have in the future against the Issuer’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) or (iii) be deemed to limit any Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of SPAC Class A Shares acquired by any means other than pursuant to this Subscription Agreement, which material breach constitutesincluding, or is a consequence ofbut not limited to, a purposeful act or failure any redemption right with respect to act by any such party with securities of the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonIssuer.

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed final IPO prospectus of AltimeterBuyer, including the form of investment management trust agreementdated September 10, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2019 (the “Trust AccountProspectus”) for ). The Company Group and the benefit of Altimeter’s public stockholders and Existing Equityholders understand that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in Buyer has established the Trust Account for the benefit of its the public stockholders of Buyer and agrees the underwriters of the IPO pursuant to the Investment Management Trust Agreement and that, except for a portion of the interest earned on the amounts held in the Trust Account, Buyer may disburse monies from the Trust Account only for the purposes set forth in the Investment Management Trust Agreement. For and in consideration of Buyer agreeing to enter into this Agreement, the Company Group and the Existing Equityholders each hereby agree that Subscriber has no he, she or it does not have any right, title title, interest or interest claim of any kind in or to any monies in the Trust Account and the monies hereby agrees that may now he, she or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and it will not seek recourse against the Trust Account at any time for any reason whatsoeverclaim it may have in the future as a result of, including or arising out of, any negotiations, contracts or agreements with Buyer. Notwithstanding the foregoing, (x) nothing herein shall serve to limit or prohibit the Company Group’s or the Existing Equityholders’ right to pursue a claim against Buyer for any knowing legal relief against monies or other assets that are held outside the Trust Account and intentional material breach by any other than distributions from the Trust Account directly or indirectly to the Buyer’s stockholders, for specific performance or other equitable relief in connection with the consummation of the parties transactions contemplated by this Agreement so long as such claim would not affect Buyer’s ability to this Subscription Agreement fulfill its obligations to effectuate the redemptions of any of its representations the Buyer Units or warranties as set forth in this Subscription Agreement, Buyer Common Stock or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party comply with the knowledge Investment Management Trust Agreement or Buyer’s Organizational Documents and (y) nothing herein shall serve to limit or prohibit any claims that the taking of such act Company Group and the Existing Equityholders may have in the future against Buyer’s assets or failure funds that are not held in the Trust Account and other than distributions from the Trust Account directly or indirectly to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonBuyer’s public stockholders.

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth hereinfinal prospectus of Xxxxxx, filed with the SEC (Registration No. 333-263123) (the “Prospectus”), dated April 6, 2022. Denali shall provide the Subscriber acknowledges with a copy of the Prospectus upon request and the Subscriber hereby represents and warrants that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Xxxxxx has established the a trust account described therein (the “Trust Account”) containing the proceeds of its initial public offering (the “IPO”) and from certain private placements occurring simultaneously with the IPO (including interest accrued from time to time thereon) for the benefit of AltimeterXxxxxx’s public stockholders shareholders (including overallotment shares acquired by Xxxxxx’s underwriters, the “Public Shareholders”), and that disbursements that, except as otherwise described in the Prospectus, Denali may disburse monies from the Trust Account are available only only: (a) to the Public Shareholders in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeterevent they elect to redeem their Denali shares in connection with the consummation of Denali’s sole assets consist initial business combination (as such terms are used in the Prospectus) or in connection with an extension of the cash proceeds deadline to consummate a business combination, (b) to the Public Stockholders if Xxxxxx fails to consummate a business combination within twelve (12) months after the closing of Altimeterthe IPO, or such later date if the deadline to consummate a business combination is extended in accordance with Denali’s initial public offering charter, (c) with respect to any interest earned on the amounts held in the Trust Account, as necessary to pay any franchise or income taxes or (d) to Holdco after or concurrently with the consummation of the Business Combination. For and private placements in consideration of its securitiesHoldco entering into this Amended and Restated Subscription Agreement, and that substantially all for other good and valuable consideration, the receipt and sufficiency of these proceeds which are hereby acknowledged, the Subscriber, on behalf of itself and its controlling persons acting on its behalf, hereby agrees that, notwithstanding anything to the contrary in this Amended and Restated Subscription Agreement, (i) it and its controlling persons acting on its behalf do not now and shall not at any time hereafter have been deposited any right, title, interest or claim of any kind in or to any assets held in the Trust Account for (including distributions directly or indirectly to Public Shareholders therefrom (“Public Distributions”)) arising from, as a result of or in connection with this Amended and Restated Subscription Agreement, any ancillary documents entered in connection herewith, the benefit of its public stockholders and Business Combination, or any discussions in connection therewith, (ii) agrees that Subscriber has no right, title or interest of it shall not make any kind in claim against the Trust Account (including Public Distributions) arising from, as a result of or in connection with this Amended and Restated Subscription Agreement, any ancillary documents entered in connection herewith, the monies Business Combination, or any discussions in connection therewith, regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (collectively, the “Released Claims”), (iii) it and its controlling persons acting on its behalf shall not make any claim against the Trust Account (including Public Distributions) for any Released Claims, (iv) it and its controlling persons acting on its behalf hereby irrevocably waive any Released Claims that it or its controlling persons acting on its behalf may have against the Trust Account (including any Public Distributions) now or in the future be deposited therein. Accordinglyfuture, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Accountv) arising out of or relating to this Subscription Agreement against, it and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and controlling persons acting on its behalf will not seek recourse against the Trust Account at (including Public Distributions) in respect of any time for any reason whatsoeverReleased Claims, including for any knowing and intentional (vi) such irrevocable waiver set forth herein is material breach by any of the parties to this Amended and Restated Subscription Agreement of any of its representations or warranties as set forth and specifically relied upon by Denali, Holdco and their respective affiliates to induce Holdco to enter in this Amended and Restated Subscription Agreement, or and the Subscriber further intends and understands such party’s material breach of any waiver to be valid, binding and enforceable under applicable law against the Subscriber and each of its covenants controlling persons acting on its behalf, except as may be limited or otherwise affected by (i) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or other agreements set forth laws relating to or affecting the rights of creditors generally, and (ii) principles of equity, whether considered at law or equity. For the avoidance of doubt, the parties acknowledge that the Subscriber and its controlling persons acting on its behalf are not releasing or waiving any rights that they may have as Public Shareholders to receive funds from the Trust Account in their capacity as Public Shareholders upon the redemption of their shares of Holdco or the liquidation of Holdco, as described in the Prospectus or any other right, title, interest or claim to the Trust Account by virtue of the Subscriber’s record or beneficial ownership of securities of Holdco acquired by any means other than pursuant to this Amended and Restated Subscription Agreement. Notwithstanding anything to the contrary contained in this Amended and Restated Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach provisions of this Subscription Agreement. This Section 6 9 shall survive the Closing or any termination of this Amended and Restated Subscription Agreement for any reasonand last indefinitely.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Acquiror is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated February 18, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterAcquiror’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterAcquiror’s initial public offering and private placements of its securitiessecurities occurring substantially simultaneously with such initial public offering, and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Acquiror, certain of its public stockholders and agrees the underwriters of Acquiror’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no been advised by Acquiror that cash in the Trust Account may be disbursed only in the circumstances and to the Persons described in the Prospectus and in accordance with the Trust Agreement. For and in consideration of Acquiror entering into this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind (whether based on contract, tort, equity or otherwise) that it has or may have in the future in or to any monies or other assets in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or in connection with, this Agreement or any negotiations, Contracts or agreements or transactions with Acquiror. Notwithstanding the foregoing sentence, (a) nothing herein shall limit or prohibit the Company’s right to pursue any claim against Acquiror for (i) legal relief against monies or other assets held outside the Trust Account or (ii) specific performance to consummate the Closing (including any reason whatsoever, including claim for any knowing and intentional material breach by any Acquiror to specifically perform its obligations under this Agreement to cause the disbursement of the parties balance of the cash remaining in the Trust Account (after giving effect to this Subscription Agreement of any of its representations or warranties as set forth the Acquiror Share Redemptions) at the Closing to the Company in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party accordance with the knowledge terms of this Agreement and the Trust Agreement), so long as such claim would not affect Acquiror’s ability to fulfill its obligation to effectuate the Acquiror Share Redemptions or otherwise violate the Trust Agreement and (b) nothing herein shall limit or prohibit any claim that the taking of Company may have in the future against Acquiror’s assets or funds that are not held in the Trust Account (including any such act funds that have been released from the Trust Account and any assets that have been purchased or failure to take acquired with any such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus Investment Management Trust Agreement, dated as of AltimeterDecember 9, including the form of investment management trust agreement2020, by and between Altimeter RMG II and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter RMG II has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterRMG II’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that AltimeterRMG II’s sole assets consist of the cash proceeds of AltimeterRMG II’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinstockholders. Accordingly, Subscriber (on behalf of itself and its affiliates) hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter RMG II to collect from the Trust Account any monies that may be owed to them by Altimeter RMG II or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeverclaim of any kind arising out of this Subscription Agreement, including including, without limitation, for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement; provided, however, that nothing in this Section 6.22 shall (i) serve to limit or prohibit Subscriber’s right to pursue a claim against RMG II for legal relief against assets held outside the Trust Account (so long as such claim would not affect RMG II’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of RMG II), for specific performance or other equitable relief, (ii) serve to limit or prohibit any claims that the Subscriber may have in the future against RMG II’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) (so long as such claim would not affect RMG II’s ability to fulfill its obligation to effectuate any redemption right with respect to any securities of RMG II) or (iii) be deemed to limit Subscriber’s right, title, interest, or claim to the Trust Account by virtue of Subscriber’s record or beneficial ownership of securities of RMG II acquired by any means other than pursuant to this Subscription Agreement, including any redemption right with respect to any such securities of RMG II. This Section 6 6.22 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Parent is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of AltimeterParent dated October 5, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2018 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole Parent assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering. The Company acknowledges that Subscriber it has no rightbeen advised by Parent that, title or except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to Parent to pay its franchise tax, income tax and similar obligations, the Trust Agreement provides that cash in the future Trust Account may be deposited thereindisbursed only (i) if Parent completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; (ii) if Parent fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Parent in limited amounts to permit Parent to pay the costs and expenses of its liquidation and dissolution, and then to Parent’s public stockholders; and (iii) if Parent holds a shareholder vote to amend Parent’s certificate of incorporation and bylaws to modify the substance or timing of the obligation to redeem 100% of Parent Common Stock if Parent fails to complete a Business Combination within the allotted time period, then for the redemption of any Parent Common Stock properly tendered in connection with such vote. AccordinglyFor and in consideration of Parent entering into this Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any pastright, present title, interest or future claim of any kind (including with respect they have or may have in the future in or to claiming any right, title or interest monies in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, distributions therefrom and will agree not to seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, contracts or agreements with Parent; provided that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against Parent for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions (including a claim for Parent to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the Redemptions) to the Securityholders in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Parent’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 shall survive the termination of this Subscription Agreement for any reason.104

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access SPAC is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving SPAC and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in SPAC’s sole prospectus relating to its initial public offering dated August 25, 2020 (the “August 2020 Prospectus”), available at xxx.xxx, substantially all of SPAC’s assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of its initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to SPAC to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the August 2020 Prospectus. AccordinglyFor and in consideration of SPAC entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its affiliates and representatives, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any rightthey have or may have in the future as a result of, title or interest in respect of such Trust Account) arising out of or relating to of, this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, and agrees not to seek recourse or make or bring any trustee action, suit, claim or other proceeding against the Trust Account as a result of, or arising out of, this Subscription Agreement, the transactions contemplated hereby or the Acquired Shares, regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability; provided however, that nothing in this Section 8 shall (x) serve to limit or prohibit the Subscriber’s right to pursue a claim against Issuer for legal relief against assets held outside the Trust Account, for specific performance or other equitable relief, (y) serve to limit or prohibit any claims that the Subscriber may have in the future against Issuer’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) or (z) be deemed to limit any Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of SPAC acquired by any means other than pursuant to this Subscription Agreement, including but not limited to any redemption right with respect to any such securities of SPAC. Subscriber acknowledges and agrees that it shall not have any redemption rights with respect to the Acquired Shares pursuant to SPAC’s certificate of incorporation in connection with the Transactions or any other business combination, any subsequent liquidation of the Trust Account or SPAC or otherwise. In the event Subscriber has any claim against SPAC as a result of, or arising out of, this Subscription Agreement, the transactions contemplated hereby or the Acquired Shares, it shall pursue such claim solely against SPAC and Altimeter to collect from its assets outside the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants monies or other agreements set forth assets in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach Trust Account. This paragraph shall survive any termination of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber Each Purchaser acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeterone or more businesses or assets. Each Purchaser further acknowledges that, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account as described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that AltimeterIssuer’s sole prospectus relating to its initial public offering dated October 29, 2020 available at wxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders and agrees that Subscriber the underwriters of the Issuer’s initial public offering. For and in consideration of the Issuer entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Issuer has no right, title or interest opened a separate Controlled Account for the proceeds of any kind in the issuance of Convertible Notes which is separate from the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber each Purchaser hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect it has or may have in the future, in or to claiming any right, title or interest monies held in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account, in each case, as a result of, or arising out of, this Agreement; provided, that nothing in this Section 8 shall (i) serve to limit or prohibit the Collateral Agent’s or any Secured Party’s right to pursue a claim against the Issuer for legal relief against assets held outside the Trust Account, for specific performance or other equitable relief, (ii) shall serve to limit or prohibit any claims that the Purchaser may have in the future against the Issuer’s assets or funds that are not held in the Trust Account at (including any time for funds that have been released from the Trust Account and any reason whatsoeverassets that have been purchased or acquired with any such funds) or (iii) shall be deemed to limit a Purchaser’s right, including for any knowing and intentional material breach title, interest or claim to the Trust Account by virtue of a Purchaser’s record or beneficial ownership of Common Stock acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinin this Agreement, Subscriber the Company and each Acquisition Entity acknowledges that it has had access to and an adequate opportunity to review read the publicly filed final prospectus of AltimeterSPAC, filed with the SEC on October 2, 2020 (File No. 333-248762), including the form of investment management trust agreement, agreement by and between Altimeter SPAC and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter SPAC has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber The Company and each Acquisition Entity further acknowledges and agrees that AltimeterSPAC’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering (the “IPO”) and private placements of its securitiessecurities occurring simultaneously with the IPO, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinshareholders. Accordingly, Subscriber the Company (on behalf of itself and its Affiliates) and each Acquisition Entity hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter SPAC to collect from the Trust Account any monies that may be owed to them by Altimeter SPAC or any of its affiliates Affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoever, including including, without limitation, for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. Agreement; This Section 6 11.1 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth herein, Subscriber Company Parties acknowledges that it has had access SPAC is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. Each of the publicly filed prospectus of AltimeterCompany Parties further acknowledges that, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account as described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole prospectus dated January 24, 2022, available at wxx.xxx.xxx, substantially all of SPAC assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders shareholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”). Each of the Company Parties acknowledges that Subscriber it has no been advised by SPAC that funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and SPAC’s Governing Documents. For and in consideration of SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, each of the Company Parties hereby irrevocably waives any right, title title, interest or interest claim of any kind it has or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with SPAC; provided, that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for SPAC to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Shareholder Redemptions) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Shareholder Redemptions, or such party’s material breach of for fraud, and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Parent is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated August 9, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterParent’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no rightbeen advised by Parent that, title or except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to Parent to pay its franchise Tax, income Tax and similar obligations, the Trust Agreement provides that cash in the future Trust Account may be deposited thereindisbursed only (i) if Parent completes one or more transactions that constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; (ii) if Parent fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Parent in limited amounts to permit Parent to pay the costs and expenses of its liquidation and dissolution, and then to Parent’s public stockholders; and (iii) if Parent holds a shareholder vote to amend Parent’s amended and restated memorandum and articles of association to modify the substance or timing of the obligation to redeem 100% of the shares of Parent Common Stock if Parent fails to complete a Business Combination within the allotted time period, then for the redemption of any shares of Parent Common Stock properly tendered in connection with such vote. AccordinglyFor and in consideration of Parent entering into this Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any pastright, present title, interest or future claim of any kind (including with respect it has or may have in the future in or to claiming any right, title or interest monies in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account (including any distributions therefrom) and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with Parent; provided, (x) that nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against Parent for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for Parent to specifically perform its obligations under this Agreement and cause the disbursement of the balance of the cash remaining in the Trust Account (after giving effect to the Parent Share Redemptions) to Parent in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Parent’s ability to fulfill its obligation to effectuate the Parent Share Redemptions, and (y) nothing herein shall serve to limit or prohibit any claims the Company may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account to Parent and any assets that have been purchased or acquired with any such funds). The Company agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement and specifically relied upon by Parent to induce it to enter in this Agreement, and the Company further intends and understands such waiver to be valid, binding and enforceable under applicable Law. To the extent the Company commences any Action or proceeding based upon, in connection with, relating to or arising out of any matter relating to Parent, which proceeding seeks, in whole or in part, monetary relief against Parent, the Company hereby acknowledges and agrees that its sole remedy shall be against funds held outside of its representations the Trust Account and that such claim shall not permit the Company (or warranties as set forth any party claiming on the Company’s behalf or in this Subscription Agreementlieu of the Company) to have any claim against the Trust Account (including any distributions therefrom) or any amounts contained therein. In the event that the Company commences any Action or proceeding based upon, in connection with, relating to or such party’s material breach arising out of any of its covenants or other agreements set forth in this Subscription Agreementmatter relating to Parent, which material breach constitutesproceeding seeks, in whole or is a consequence ofin part, a purposeful act relief against the Trust Account (including any distributions therefrom) or failure the holders of Parent Common Stock, whether in the form of money damages or injunctive relief, the prevailing party shall be entitled to act by recover from the other party the associated legal fees and costs in connection with any such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonAction.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter Artius has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders Artius Stockholders and certain other parties (including the underwriters of its initial public offering (the “Artius IPO”)), which holds proceeds of its initial public offering and certain private placements occurring simultaneously with the initial public offering (including interest accrued from time to time thereon). For and in consideration of Artius entering into this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company, for itself and its Subsidiaries and Affiliates it has the authority to bind, hereby agrees that Subscriber has no that, notwithstanding anything in this Agreement to the contrary, it does not now and shall not at any time hereafter have any right, title title, interest or interest claim of any kind in or to any assets in the Trust Account (or distributions therefrom to (i) the public Artius Stockholders upon the redemption of their shares and (ii) the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim underwriters of any kind (including with respect to claiming any right, title or interest Artius’ initial public offering in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, their deferred underwriting commissions held in the Trust Account, in each case as set forth in the Trust Agreement (collectively, the “Trust Distributions”)), and hereby waives any trustee of claims it has or may have at any time solely against the Trust Account and Altimeter to collect from (including the Trust Account any monies that may be owed to them by Altimeter Distributions) (regardless of whether such claim arises based on contract, tort, equity or any other theory of its affiliates for legal liability) as a result of, or arising out of, any reason whatsoeverdiscussions, contracts or agreements (including this Agreement and the Subscription Agreements) between Artius, on the one hand, and the Company, on the other hand, and will not seek recourse against the Trust Account at any time (including the Trust Distributions) for any reason whatsoever; provided, however, that the foregoing waiver shall not limit or prohibit the Company or such Affiliates from pursuing a claim for specific performance or other equitable relief in connection with the Transactions or the Ancillary Agreements (including any claim for any knowing Artius to specifically perform its obligations under this Agreement and intentional material breach by any cause the disbursement of the parties balance of the cash remaining in the Trust Account). The Company agrees and acknowledges that such irrevocable waiver is material to this Subscription Agreement and specifically relied upon by Artius to induce Artius to enter in this Agreement, and the Company further intends and understands such waiver to be valid, binding and enforceable against the Company and each of its Affiliates that it has the authority to bind under applicable Law. To the extent the Company or any of its representations Affiliates that the Company has the authority to bind commences any action or warranties as set forth in this Subscription Agreement, proceeding against Artius or such party’s material breach of any of its covenants Affiliates based upon, in connection with, relating to or other agreements set forth in this Subscription Agreementarising out of any matter relating to Artius, its Affiliates or its representatives, which material breach constitutesProceeding seeks, in whole or is a consequence ofin part, a purposeful act monetary relief against Artius, its Affiliates or failure to act by such party with its representatives, the knowledge Company hereby acknowledges and agrees that the taking Company’s such Affiliates’ sole remedy shall be against assets of Artius or such act Affiliate or failure representatives not in the Trust Account at such time and that such claim shall not permit the Company or such Affiliates (or any Person claiming on any of their behalves) to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive have any claim against the termination of this Subscription Agreement for Trust Account (including the Trust Distributions) or any reasonamounts contained in the Trust Account while in the Trust Account.

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth herein, Subscriber acknowledges that it has had access to and an adequate opportunity to review the publicly filed final IPO prospectus of AltimeterBuyer, including the form of investment management trust agreementdated October 21, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2020 (the “Trust AccountProspectus”) for the benefit of Altimeter’s public stockholders and ). The Company understands that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in Buyer has established the Trust Account for the benefit of its the public stockholders of Buyer and the underwriters of the IPO pursuant to the Investment Management Trust Agreement and that, except for a portion of the interest earned on the amounts held in the Trust Account, Buyer may disburse monies from the Trust Account only for the purposes set forth in the Investment Management Trust Agreement. For and in consideration of Buyer agreeing to enter into this Agreement, the Company hereby agrees that Subscriber has no it does not have any right, title title, interest or interest claim of any kind in or to any monies in the Trust Account and the monies and, except for Fraud, hereby agrees that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and it will not seek recourse against the Trust Account at any time for any reason whatsoeverclaim it may have in the future as a result of, including or arising out of, any negotiations, contracts or agreements with Buyer. Notwithstanding the foregoing, (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against Buyer for any knowing legal relief against monies or other assets that are held outside the Trust Account and intentional material breach by any other than distributions from the Trust Account directly or indirectly to Buyer’s stockholders, for specific performance or other equitable relief in connection with the consummation of the parties transactions contemplated by this Agreement so long as such claim would not affect Buyer’s ability to this Subscription Agreement fulfill its obligations to effectuate the redemptions of any of its representations the Buyer Units or warranties as set forth in this Subscription Agreement, Buyer Common Stock or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party comply with the knowledge Investment Management Trust Agreement and (y) nothing herein shall serve to limit or prohibit any claims that the taking of such act Company may have in the future against Buyer’s assets or failure funds that are not held in the Trust Account and other than distributions from the Trust Account directly or indirectly to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonBuyer’s public stockholders.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the Issuer’s sole prospectus relating to its initial public offering dated October 26, 2021 (the “Prospectus”), available at xxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of the Issuer’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to the Issuer to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the Prospectus. AccordinglyFor and in consideration of the Issuer entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its affiliates, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at any time for any reason whatsoeveras a result of, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in arising out of, this Subscription Agreement, the transactions contemplated hereby, or the Acquired Shares, regardless of whether such partyclaim arises based on contract, tort, equity or any other theory of legal liability; provided, however, that nothing in this Section 8 shall (i) serve to limit or prohibit Subscriber’s material breach of any of its covenants right to pursue a claim against the Issuer for legal relief against assets held outside the Trust Account, for specific performance or other agreements set forth equitable relief, (ii) serve to limit or prohibit any claims that Subscriber may have in the future against the Issuer’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) or (iii) be deemed to limit any Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of SPAC Class A Shares acquired by any means other than pursuant to this Subscription Agreement, which material breach constitutesincluding, or is a consequence ofbut not limited to, a purposeful act or failure any redemption right with respect to act by any such party with securities of the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonIssuer.

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth herein, Subscriber VS Entities acknowledges that it has had access Horizon is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. Each of the publicly filed VS Entities further acknowledges that, as described in the prospectus of Altimeterdated August 20, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2020 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole Horizon assets consist of the cash proceeds of AltimeterHorizon’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Horizon, certain of its public stockholders and agrees the underwriters of Horizon’s initial public offering (the “Trust Account”). Each of the VS Entities acknowledges that Subscriber it has no rightbeen advised by Horizon that, title or except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to Horizon to pay its Tax and similar obligations, the Trust Agreement provides that cash in the future Trust Account may be deposited thereindisbursed only (i) if Horizon completes the transaction which constitutes a Business Combination, then to those Persons and in such amounts as described in the Prospectus; (ii) if Horizon fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Horizon in limited amounts to permit Horizon to pay the costs and expenses of its liquidation and dissolution, and then to Horizon’s public stockholders; and (iii) if Horizon holds a stockholder vote to amend Horizon’s amended and restated memorandum and articles of association to modify the substance or timing of the obligation to redeem 100% of Horizon Common Stock (prior to the Effective Time) if Horizon fails to complete a Business Combination within the allotted time period, then for the redemption of any Horizon Common Stock (prior to the Effective Time) properly tendered in connection with such vote. AccordinglyFor and in consideration of Horizon entering into this Agreement, Subscriber the receipt and sufficiency of which are hereby waives acknowledged, each of the VS Entities, on behalf of themselves and their respective Affiliates, hereby agree that they do not now have and shall not at any pasttime hereafter have, present and irrevocably waive any right, title, interest or future claim of any kind (including with respect they or any of their respective Affiliates have or may have in the future, in or to claiming any right, title or interest monies in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account or distributions therefrom and Altimeter agree not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, arising out of, this Agreement and any negotiations, Contracts or agreements with Horizon or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability. Each of the VS Entities agrees and acknowledges that such irrevocable waiver is material to this Agreement and specifically relied upon by Horizon to induce Horizon to enter in this Agreement, and each of the VS Entities further intends and understands such waiver to be valid, binding and enforceable against such party and each of its Affiliates under applicable Law. Notwithstanding the foregoing, (x) nothing herein shall serve to limit or prohibit Topco and the VS Companies’ right to pursue a claim against Horizon for legal relief against monies or other assets held outside the Trust Account (other than distributions therefrom directly or indirectly to Horizon’s public stockholders), for specific performance or other equitable relief in connection with the consummation of the Transactions (including a claim for Horizon to specifically perform its obligations under this Agreement and cause the disbursement of the balance of the cash remaining in the Trust Account (after giving effect to the Horizon Share Redemptions) to Topco in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Horizon’s ability to fulfill its obligation to effectuate the Horizon Share Redemptions and (y) nothing herein shall serve to limit or prohibit any reason whatsoever, including for any knowing and intentional material breach by claims that Topco or any of the parties VS Companies may have in the future against Horizon’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds, but excluding distributions from the Trust Account directly or indirectly to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such partyHorizon’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonpublic stockholders).

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinin this Agreement, Subscriber each of the Company, Merger Sub I and Merger Sub II acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus of AltimeterIPO Prospectus, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporationAgreement, and understands that Altimeter SPAC has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber Each of the Company, Merger Sub I and Merger Sub II further acknowledges and agrees that AltimeterSPAC’s sole assets consist of the cash proceeds of Altimeterthe IPO and the overallotment shares acquired by SPAC’s initial public offering underwriters and from certain private placements of its securitiessecurities occurring simultaneously with the IPO, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its SPAC’s public stockholders and agrees that Subscriber has no right, title or interest of any kind in shareholders (the Trust Account and the monies that may now or in the future be deposited therein“Public Shareholders”). Accordingly, Subscriber for and in consideration of SPAC entering into this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company, (on behalf of itself and its Affiliates) Merger Sub I and Merger Sub II hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account Account, SPAC, Sponsor and Altimeter any of their Affiliates, to collect from the Trust Account any monies that may be owed to them by Altimeter SPAC or any of its affiliates Affiliates for any reason whatsoever, and will not seek recourse against the Trust Account Account, any trustee of the Trust Account, SPAC, Sponsor or any of their Affiliates at any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties Parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such partyParty’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party Party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 9.1 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinin this Agreement, Subscriber acknowledges that it has had access to and an adequate opportunity to review read the publicly filed final prospectus of AltimeterSPAC, dated as of October 12, 2021, and filed with the SEC on October 13, 2021 (File No. 333-259253), including the form of investment management trust agreementthat certain Investment Management Trust Agreement, dated October 12, 2021, by and between Altimeter SPAC and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter SPAC has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges and agrees that AltimeterSPAC’s sole assets consist of the cash proceeds of Altimeter’s its initial public offering of units of SPAC (the “IPO”) and the overallotment shares acquired by SPAC’s underwriters and from certain private placements of its securitiessecurities occurring simultaneously with the IPO, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its SPAC’s public stockholders and agrees that Subscriber has no right, title or interest of any kind in the Trust Account and the monies that may now or in the future be deposited thereinshareholders. Accordingly, for and in consideration of SPAC entering into this Agreement and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account Account, SPAC, Gesher I Sponsor LLC, a Delaware limited liability company (“Sponsor”), the Issuer and Altimeter any of their affiliates, to collect from the Trust Account or Issuer any monies that may be owed to them by Altimeter SPAC, the Issuer or any of its their affiliates for any reason whatsoever, and will not seek recourse against the Trust Account Account, any trustee of the Trust Account, SPAC, Sponsor, the Issuer or any of their affiliates at any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 9 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Company is a blank check company with the powers and privileges to effect a business combination, asset acquisition, reorganization or similar business combination involving the Company and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the September 2020 Prospectus, available at wxx.xxx.xxx, substantially all of the Company’s sole assets consist of the cash proceeds of Altimeterthe Company’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of its public stockholders and agrees that Subscriber has no right, title or the underwriters of its initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to the Company to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the September 2020 Prospectus. AccordinglyFor and in consideration of the Company entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its affiliates and representatives, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any rightthey have or may have in the future as a result of, title or interest in respect of such Trust Account) arising out of or relating to of, this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, and agrees not to seek recourse or make or bring any trustee action, suit, claim or other proceeding against the Trust Account as a result of, or arising out of, this Subscription Agreement, the transactions contemplated hereby or the Acquired Shares, regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability; provided however, that nothing in this Section 7 shall be deemed to limit any Subscriber’s right, title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the Company acquired by any means other than pursuant to this Subscription Agreement, including but not limited to any redemption right with respect to any such securities of the Company. Subscriber acknowledges and agrees that it shall not have any redemption rights with respect to the Acquired Shares pursuant to the Company’s certificate of incorporation in connection with the Mergers or any other business combination, any subsequent liquidation of the Trust Account or the Company or otherwise. In the event Subscriber has any claim against the Company as a result of, or arising out of, this Subscription Agreement, the transactions contemplated hereby or the Acquired Shares, it shall pursue such claim solely against the Company and Altimeter to collect from its assets outside the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for monies or other assets in the Trust Account. This paragraph shall survive any reason whatsoever, including for any knowing and intentional material breach by any termination of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it (a) Parent is a blank check company with the powers and privileges to effect a Business Combination and (b) the Company has had access to read the Parent SEC Filings, Parent’s Governing Documents and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only Agreement. The Company further acknowledges that, as described in the limited circumstances set forth therein. Subscriber further acknowledges that AltimeterParent SEC Filings, substantially all of Parent’s sole assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securitiessecurities (less amounts released pursuant to Parent Stockholder Redemptions), and that substantially all of these those proceeds have been deposited in the Trust Account trust account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no been advised by Parent that the Trust Agreement provides that cash in the Trust Account may be disbursed only in limited circumstances set forth in the Trust Agreement. The Company further acknowledges that, if the transactions contemplated by this Agreement, or, in the event of a termination of this Agreement, another Business Combination, are not consummated by May 2, 2024, or such later date as approved by the stockholders of Parent to complete a Business Combination, Parent will be obligated to return to its stockholders the amounts being held in the Trust Account. Accordingly, for and in consideration of Parent entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind the Company has or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement, other than for any reason whatsoever, including for any knowing and intentional material breach by any the release of the parties cash remaining in the Trust Account upon the consummation of the Merger; provided, however, that (i) nothing herein shall serve to this Subscription Agreement of any of its representations limit or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants prohibit the Company right to pursue a claim against Parent for specific performance or other agreements set forth equitable relief in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party connection with the knowledge consummation of the transactions contemplated by this Agreement (including a claim for Parent to specifically perform its obligations under this Agreement and cause the disbursement of the balance of the cash remaining in the Trust Account in accordance with the terms of this Agreement and the Trust Agreement), and (ii) nothing herein shall serve to limit or prohibit any claims that the taking of Company may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Such Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, effect a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinBusiness Combination. Such Subscriber further acknowledges that Altimeterthat, as described in the prospectus dated February 12, 2021 (the "Prospectus") available at wxx.xxx.xxx, substantially all of the Issuer’s sole assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in a the Trust Account trust account for the benefit of the Issuer, certain of its public stockholders and agrees the underwriters of the Issuer’s initial public offering (the "Trust Account"). Such Subscriber acknowledges that it has been advised by the Issuer that, except with respect to interest earned on the funds held in the Trust Account that may be released to the Issuer to pay its franchise Tax, income Tax and similar obligations, the Trust Agreement provides that cash in the Trust Account may be disbursed only (a) if the Issuer completes the transactions which constitute a Business Combination, then to those Persons (as defined in the Merger Agreement) and in such amounts as described in the Prospectus; (b) if the Issuer fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Investment Management Trust Agreement, dated as of April 21, 2020, between the Issuer and Continental Stock Transfer & Trust Company, as trustee (the "Trustee") (the "Trust Agreement"), to the Issuer in limited amounts to permit the Issuer to pay the costs and expenses of its liquidation and dissolution, and then to the Issuer’s public stockholders; and (c) if the Issuer holds a shareholder vote to amend the Issuer’s amended and restated memorandum and articles of association to modify the substance or timing of the obligation to redeem 100% of the Class A common stock if the Issuer fails to complete a Business Combination within the allotted time period, then for the redemption of any of the Class A common stock properly tendered in connection with such vote. For and in consideration of the Issuer entering into this Redemption Subscription Agreement, the receipt and sufficiency of which are hereby acknowledged, such Subscriber has no hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Redemption Subscription Agreement and any negotiations, Contracts with the Issuer; provided, that (x) nothing herein shall serve to limit or prohibit such Subscriber’s right to pursue a claim against the Issuer for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions or for fraud and (y) nothing herein shall serve to this Subscription Agreement of limit or prohibit any of its representations claims that such Subscriber may have in the future against the Issuer’s assets or warranties as set forth funds that are not held in this Subscription Agreement, the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 7 shall survive the termination of this Redemption Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Acquiror is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated February 25, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2021 (the “Trust AccountProspectus”) for the benefit available at xxx.xxx.xxx, substantially all of AltimeterAcquiror’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterAcquiror’s initial public offering and private placements of its securitiessecurities occurring substantially simultaneously with such initial public offering, and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of Acquiror, certain of its public stockholders and agrees the underwriters of Acquiror’s initial public offering (the “Trust Account”). The Company acknowledges that Subscriber it has no been advised by Acquiror that cash in the Trust Account may be disbursed only in the circumstances and to the Persons described in the Prospectus and in accordance with the Trust Agreement. For and in consideration of Acquiror entering into this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind (whether based on contract, tort, equity or otherwise) that it has or may have in the future in or to any monies or other assets in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or in connection with, this Agreement or any negotiations, Contracts or agreements or transactions with Acquiror. Notwithstanding the foregoing sentence, (a) nothing herein shall limit or prohibit the Company’s right to pursue any claim against Acquiror for (i) legal relief against monies or other assets held outside the Trust Account or (ii) specific performance to consummate the Closing (including any reason whatsoever, including claim for any knowing and intentional material breach by any Acquiror to specifically perform its obligations under this Agreement to cause the disbursement of the parties balance of the cash remaining in the Trust Account (after giving effect to this Subscription Agreement of any of its representations or warranties as set forth the Acquiror Share Redemptions) at the Closing to the Company in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party accordance with the knowledge terms of this Agreement and the Trust Agreement), so long as such claim would not affect Acquiror’s ability to fulfill its obligation to effectuate the Acquiror Share Redemptions or otherwise violate the Trust Agreement and (b) nothing herein shall limit or prohibit any claim that the taking of Company may have in the future against Acquiror’s assets or funds that are not held in the Trust Account (including any such act funds that have been released from the Trust Account and any assets that have been purchased or failure to take acquired with any such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinEach of PubCo, Subscriber IndiaCo, Blade India and Merger Sub acknowledges that it DSAQ is a blank check company with the power and privileges to effect a business combination, and that such Party has had access to read the IPO Prospectus, DSAQ SEC Reports, DSAQ’s Governing Documents and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, Agreement and understands that Altimeter DSAQ has established the trust account Trust Account described therein (the “Trust Account”) for the benefit of AltimeterDSAQ’s public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of Altimeter’s initial public offering and private placements of its securities, and that substantially all of these proceeds have been deposited in the Trust Account Agreement. Each of PubCo, IndiaCo, Blade India and Merger Sub further acknowledges that, if the Transactions, or, in the event this Agreement is terminated pursuant to its terms, another business combination is not consummated by the last date for DSAQ to consummate its business combination pursuant to DSAQ’s Governing Documents (as amended by an Extension, if applicable), DSAQ shall be obligated to return to its stockholders the benefit of its public stockholders and agrees that Subscriber has no right, title or interest of any kind amounts being held in the Trust Account and the monies that may now or in the future be deposited thereinAccount. Accordingly, Subscriber each of PubCo, IndiaCo, Blade India and Merger Sub (on behalf of itself and its Affiliates), notwithstanding anything to the contrary in this Agreement, hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter or to collect from the Trust Account any monies that may be owed to them by Altimeter DSAQ or any of its affiliates Affiliates for any reason whatsoever, and will shall not seek recourse against the Trust Account at any time for any reason whatsoever, including for any knowing and intentional material breach by any Willful Breach of the parties this Agreement; provided, that nothing herein shall serve to this Subscription Agreement of limit or prohibit PubCo’s, IndiaCo’s, Blade India’s or Merger Sub’s right to pursue a claim against DSAQ or any of its representations Affiliates for legal relief against assets held outside of the Trust Account (including from and after the consummation of a business combination other than as contemplated by this Agreement) or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants pursuant to Section 10.14 for specific performance or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure injunctive relief (so long as such claim would not affect DSAQ’s ability to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreementfulfill its redemption obligations). This Section 6 5.02 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth hereinin this Agreement, Subscriber the Company, each Company Acquisition Entity and each SPAC Acquisition Entity acknowledges that it has had access to and an adequate opportunity to review that, as described in the publicly filed final prospectus of AltimeterSPAC, including the form dated Xxxxx 00, 0000 (Xxxx No. 333-252633), available at xxx.xxx.xxx, substantially all of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders shareholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”). The Company, each Company Acquisition Entity and each SPAC Acquisition Entity further acknowledges that Subscriber it has no been advised by SPAC that funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and the SPAC Articles. For and in consideration of SPAC entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company (on behalf of itself and its Affiliates), each Company Acquisition Entity and each SPAC Acquisition Entity hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, Contracts or agreements with SPAC; provided, that (x) nothing herein shall serve to limit or prohibit the Company’s right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions (including a claim for First Surviving Company to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the SPAC Share Redemption) to the Company in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect SPAC’s or First Surviving Company’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Share Redemption, or such party’s material breach of for fraud, and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything to Each of FCB, TopCo, BP, Bridgeburg and the contrary set forth herein, Subscriber Merger Sub acknowledges that it has had access Mountain is a blank check company with the powers and privileges to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving Mountain and an adequate opportunity one or more businesses or assets. Each of FCB, TopCo, BP, Bridgeburg and the Merger Sub further acknowledges that, as described in Mountain’s final prospectus relating to review its initial public offering dated November 4, 2021 (File No. 333-259034) (the publicly filed prospectus “Prospectus” and such offering, the “IPO”) available at wxx.xxx.xxx, substantially all of Altimeter, including Mountain’s assets consist of the form cash proceeds of investment management trust agreement, by the IPO and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporationprivate placements of its securities, and understands that Altimeter has established the substantially all of those proceeds have been deposited in a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s Mountain, its public stockholders shareholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriters of the cash proceeds IPO. Each of Altimeter’s initial public offering FCB, TopCo, Bridgeburg and private placements of its securitiesthe Merger Sub acknowledges that, and that substantially all of these proceeds have been deposited except with respect to interest earned on the funds held in the Trust Account that may be released to Mountain to pay its tax obligations, if any, the cash in the Trust Account may be disbursed only for the benefit purposes set forth in the Prospectus. For and in consideration of Mountain entering into this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, each of FCB, TopCo, BP, Bridgeburg and Merger Sub hereby agrees on behalf of itself and its public stockholders Affiliates and agrees that Subscriber has no its and their respective Representatives that, notwithstanding anything to the contrary in this Agreement, none of FCB, TopCo, BP, Bridgeburg, Merger Sub or any of their Affiliates or their respective Representatives does now or shall at any time hereafter have any right, title title, interest or interest claim of any kind in or to any monies in the Trust Account or distributions therefrom, or make any claim against the Trust Account (including any distributions therefrom), regardless of whether such claim arises as a result of, in connection with or relating in any way to, this Agreement, any Ancillary Document or any proposed or actual business relationship between Mountain or its Affiliates or their respective Representatives, on the one hand, and FCB, TopCo, BP, Bridgeburg, Merger Sub or any of their respective Affiliates or Representatives, on the monies other hand, or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability (any and all such claims are collectively referred to hereafter as the “Trust Account Released Claims”). Each of FCB, TopCo, BP, Bridgeburg and Merger Sub on its own behalf and on behalf of its Affiliates and its and their respective Representatives hereby irrevocably waives any Trust Account Released Claims that FCB, TopCo, BP, Bridgeburg, Merger Sub or any of their respective Affiliates or its or their respective Representatives may have against the Trust Account (including any distributions therefrom) now or in the future be deposited therein. Accordinglyas a result of, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Accountof, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter negotiations, or Contracts with Mountain or any of its affiliates for Affiliates or its and their respective Representatives or any reason whatsoever, other matters and will not seek recourse against the Trust Account at (including any time distributions therefrom) for any reason whatsoever, whatsoever (including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material an alleged breach of any of agreement with Mountain or its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription AgreementAffiliates). This Section 6 10.16 shall survive the termination of this Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to Each of the contrary set forth herein, Subscriber Company and Blocker acknowledges that it has had access Parent is a blank check company with the powers and privileges to effect a Business Combination. Each of the Company and an adequate opportunity to review Blocker further acknowledges that, as described in the publicly filed prospectus of Altimeterdated June 5, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2014 (the “Trust AccountProspectus”) for the benefit available at wxx.xxx.xxx, substantially all of AltimeterParent’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterParent’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of Parent, certain of its public stockholders and agrees the underwriters of Parent’s initial public offering. Each of the Company and Blocker acknowledges that Subscriber it has no been advised by Parent that, except with respect to interest earned on the funds held in the Trust Account that may be released to Parent to pay its franchise tax, income tax and similar obligations, the Trust Agreement provides that cash in the Trust Account may be disbursed only (i) to Parent in limited amounts from time to time in order to permit Parent to pay its operating expenses; (ii) if Parent completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (iii) if Parent fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement, to Parent in limited amounts to permit Parent to pay the costs and expenses of its liquidation and dissolution, and then to Parent’s public stockholders. For and in consideration of Parent entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, each of the Company and Blocker, on behalf of Seller Group, hereby irrevocable waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Agreement and any negotiations, contracts or agreements with Parent; provided that (x) nothing herein shall serve to limit or prohibit the Company’s and Blocker’s right to pursue a claim against Parent for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions (including a claim for Parent to specifically perform its obligations under this Subscription Agreement and cause the disbursement of any the balance of the cash remaining in the Trust Account (after giving effect to the Parent Stockholder Redemptions) to the Seller Group in accordance with the terms of this Agreement and the Trust Agreement) so long as such claim would not affect Parent’s ability to fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the Parent Stockholder Redemptions, or such party’s material breach of for fraud and (y) nothing herein shall serve to limit or prohibit any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge claims that the taking of Company and Blocker may have in the future against Parent’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 shall survive the termination of this Subscription Agreement for any reason.104

Trust Account Waiver. Notwithstanding anything to else in this Issuance Agreement, the contrary set forth herein, Subscriber Advisor acknowledges that it has had access to and an adequate opportunity to review read the publicly filed prospectus of Altimeterdated February 6, including 2019 (the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, “Prospectus”) and understands that Altimeter Monocle has established the a trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public the stockholders of Monocle (the “Monocle Stockholders”) and that disbursements Monocle may disburse monies from the Trust Account are available only (a) to Monocle in limited amounts from time to time in order to permit Monocle to pay its operating expenses, (b) if Monocle completes the transactions which constitute its initial business combination, then to those persons and in such amounts as described in the Prospectus, and (c) if Monocle fails to complete its initial business combination within the allotted time period and liquidates to Monocle in limited circumstances set forth thereinamounts to permit Monocle to pay the costs and expenses of its liquidation and dissolution, and then to the Monocle Stockholders. Subscriber All liabilities and obligations of Monocle due and owing or incurred at or prior to the closing of its initial business combination shall be paid as and when due, including all amounts payable (x) to the Monocle Stockholders in the event they elect to have their shares redeemed in accordance with Monocle’s certificate of incorporation (the “Monocle Charter”) and/or the liquidation of Monocle, (y) to Monocle after, or concurrently with, the consummation of its initial business combination, and (z) to Monocle in limited amounts for its operating expenses and tax obligations incurred in the ordinary course of business consistent with past practice. The Advisor further acknowledges that Altimeter’s sole assets consist acknowledge that, if the transactions contemplated by the Transaction Agreement (or, upon termination of the cash proceeds of Altimeter’s initial public offering and private placements of its securitiesTransaction Agreement, and that substantially all of these proceeds have been deposited another business combination) are not consummated by February 11, 2021, or such date as determined by amending the Monocle Charter, Monocle will be obligated to return to the Monocle Stockholders the amounts being held in the Trust Account for Account, unless such date is otherwise extended. Upon the benefit of its public stockholders and agrees that Subscriber has no rightTransaction Closing, title or interest of any kind in Monocle shall cause the Trust Account to be disbursed to the Company and as otherwise contemplated by the monies that may now or in the future be deposited thereinTransaction Agreement. Accordingly, Subscriber the Advisor, for itself and its representatives, advisors and all other associates and affiliates (each a “Advisor Related Party”), hereby waives any pastwaive all rights, present title, interest or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter Monocle or any of its affiliates the Company for any reason whatsoeverwhatsoever arising out of this Issuance Agreement, including for a breach of this Issuance Agreement by Monocle or the Company or any negotiations, agreements or understandings with Monocle or the Company (whether in the past, present or future) in connection with this Issuance Agreement (each a “Claim”), and will not seek recourse against the Trust Account in connection with such Claims at any time for any reason whatsoever; provided, that (i) nothing herein shall serve to limit or prohibit an Advisor Related Party’s right to pursue a Claim against Monocle or the Company for legal relief against assets held outside the Trust Account, for specific performance or other equitable relief, and (ii) nothing herein shall serve to limit or prohibit any Claims that an Advisor Related Party may have in the future against Monocle or the Company’s assets or funds that are not held in the Trust Account (including for any knowing funds that have been released from the Trust Account and intentional material breach any assets that have been purchased or acquired with any such funds), or otherwise by virtue of such Advisor Related Party’s record or beneficial ownership of securities of the Company acquired by any means other than pursuant to this Issuance Agreement, including, but not limited to, any redemption right with respect to any such securities of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription AgreementCompany. This Section 6 shall paragraph will survive the termination of this Subscription Issuance Agreement for any reason.

Trust Account Waiver. Notwithstanding In addition to the waiver of PubCo and the Company pursuant to Section 11.1 of Business Combination Agreement, and notwithstanding anything to the contrary set forth herein, Subscriber each of PubCo, the Company and Holder acknowledges that it has had access to and an adequate opportunity to review that, (i) as described in the publicly filed final prospectus of AltimeterSPAC, including the form dated January 21, 2021 (File No. 333-251917), available at xxx.xxx.xxx, substantially all of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of AltimeterSPAC’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterSPAC’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account a trust account for the benefit of SPAC, certain of its public stockholders shareholders and agrees the underwriters of SPAC’s initial public offering (the “Trust Account”), and (ii) it has been advised by SPAC that Subscriber has no funds in the Trust Account may be disbursed only in accordance with the Trust Agreement and the SPAC Articles. Each of PubCo, the Company and Holder hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Non-Redemption Agreement and any negotiations, contracts or agreements with SPAC; provided, that (x) nothing herein shall serve to limit or prohibit its right to pursue a claim against SPAC for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties transactions contemplated hereunder so long as such claim would not affect SPAC’s ability to this Subscription Agreement of any of fulfill its representations or warranties as set forth in this Subscription Agreementobligation to effectuate the SPAC Share Redemption, or for fraud and (y) nothing herein shall serve to limit or prohibit any claims that it may have in the future against SPAC’s assets or funds that are not held in the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonfunds).

Trust Account Waiver. Notwithstanding anything Subscriber acknowledges that the Issuer is a blank check company with the powers and privileges to effect a Business Combination. Subscriber further acknowledges that, as described in the contrary set forth hereinprospectus dated February 12, 2021 (the “Prospectus”) available at xxx.xxx.xxx, substantially all of the Issuer's assets consist of the cash proceeds of the Issuer's initial public offering and private placements of its securities and substantially all of those proceeds have been deposited in a the trust account for the benefit of the Issuer, certain of its public stockholders and the underwriters of the Issuer's initial public offering (the “Trust Account”). Subscriber acknowledges that it has had access been advised by the Issuer that, except with respect to interest earned on the funds held in the Trust Account that may be released to the Issuer to pay its franchise Tax, income Tax and an adequate opportunity similar obligations, the Trust Agreement provides that cash in the Trust Account may be disbursed only (a) if the Issuer completes the transactions which constitute a Business Combination, then to review those Persons (as defined in the publicly filed prospectus Merger Agreement) and in such amounts as described in the Prospectus; (b) if the Issuer fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of Altimeterthe Investment Management Trust Agreement, including dated as of April 21, 2020, between the form of investment management trust agreement, by and between Altimeter Issuer and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established as trustee (the trust account described therein “Trustee”) (the “Trust AccountAgreement”) to the Issuer in limited amounts to permit the Issuer to pay the costs and expenses of its liquidation and dissolution, and then to the Issuer's public stockholders; and (c) if the Issuer holds a shareholder vote to amend the Issuer's amended and restated memorandum and articles of association to modify the substance or timing of the obligation to redeem 100% of the Class A common stock if the Issuer fails to complete a Business Combination within the allotted time period, then for the benefit redemption of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist any of the cash proceeds Class A common stock properly tendered in connection with such vote. For and in consideration of Altimeter’s initial public offering the Issuer entering into this Sponsor Subscription Agreement, the receipt and private placements sufficiency of its securitieswhich are hereby acknowledged, and that substantially all of these proceeds have been deposited in the Trust Account for the benefit of its public stockholders and agrees that Subscriber has no hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time funds distributed therefrom as a result of, or arising out of, this Sponsor Subscription Agreement and any negotiations, Contracts with the Issuer; provided, that (x) nothing herein shall serve to limit or prohibit Subscriber's right to pursue a claim against the Issuer for any reason whatsoeverlegal relief against monies or other assets held outside the Trust Account, including for any knowing and intentional material breach by any specific performance or other equitable relief in connection with the consummation of the parties Transactions or for fraud and (y) nothing herein shall serve to this Subscription Agreement of limit or prohibit any of its representations claims that Subscriber may have in the future against the Issuer's assets or warranties as set forth funds that are not held in this Subscription Agreement, the Trust Account (including any funds that have been released from the Trust Account and any assets that have been purchased or acquired with any such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreementfunds). This Section 6 7.2 shall survive the termination of this Sponsor Subscription Agreement for any reason.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Equityholder acknowledges that it has had access LIVK is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Equityholder further acknowledges that, as described in the publicly filed prospectus of Altimeterdated December 10, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2019 (the “Trust AccountProspectus”) for the benefit ), substantially all of AltimeterLIVK’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterLIVK’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of LIVK, certain of its public stockholders shareholders and agrees the underwriters of LIVK’s initial public offering. The Equityholder acknowledges that Subscriber it has no been advised by LIVK that, except with respect to interest earned on the funds held in the Trust Account that may be released to LIVK to pay its income and franchise Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (i) if LIVK completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (ii) if LIVK fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement and the LIVK Governing Document, to LIVK to permit LIVK to pay the costs and expenses of its dissolution, and then to LIVK’s public shareholders. For and in consideration of LIVK entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Equityholder hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for funds distributed therefrom as a result of, or arising out of, this Agreement and any reason whatsoevernegotiations, including for contracts or agreements with LIVK or any knowing and intentional material breach by any other Person; provided, however, that nothing in this Section 17 shall amend, limit, alter, change, supersede or otherwise modify the right of the parties Equityholder to this Subscription Agreement of (A) bring any action or actions for specific performance, injunctive and/or other equitable relief or (B) bring or seek a claim for Damages against LIVK, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of LIVK Ordinary Shares in accordance with the LIVK Governing Document and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinone or more businesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the Issuer’s sole prospectus relating to its initial public offering dated January 7, 2021 (the “Prospectus”), available at xxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders shareholders and agrees that Subscriber has no right, title or the underwriters of the Issuer’s initial public offering. Except with respect to interest of any kind earned on the funds held in the Trust Account and the monies that may now or be released to the Issuer to pay its tax obligations, if any, the cash in the future Trust Account may be deposited thereindisbursed only for the purposes set forth in the Prospectus. AccordinglyFor and in consideration of the Issuer entering into this Subscription Agreement, Subscriber the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its representatives, hereby irrevocably waives any pastand all right, present title and interest, or future any claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at as a result of, or arising out of, this Subscription Agreement; provided, however, that nothing in this Section 8 shall (x) serve to limit or prohibit Subscriber’s right to pursue a claim against the Issuer for legal relief against assets held outside the Trust Account, for specific performance or other equitable relief, (y) serve to limit or prohibit any time for claims that Subscriber may have in the future against the Issuer’s assets or funds that are not held in the Trust Account (including any reason whatsoeverfunds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) or (z) be deemed to limit any Subscriber’s right, including for any knowing and intentional material breach title, interest or claim to the Trust Account by virtue of such Subscriber’s record or beneficial ownership of securities of the Issuer acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or including, but not limited to, any redemption right with respect to any such party’s material breach securities of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonIssuer.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access LIVK is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated December 10, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2019 (the “Trust AccountProspectus”) for the benefit ), substantially all of AltimeterLIVK’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterLIVK’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of LIVK, certain of its public stockholders shareholders and agrees the underwriters of LIVK’s initial public offering. The Company acknowledges that Subscriber it has no been advised by LIVK that, except with respect to interest earned on the funds held in the Trust Account that may be released to LIVK to pay its income and franchise Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (a) if LIVK completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (b) if LIVK fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement and the LIVK Governing Document, to LIVK to permit LIVK to pay the costs and expenses of its dissolution, and then to LIVK’s public shareholders. For and in consideration of LIVK entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind it have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agrees not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for funds distributed therefrom as a result of, or arising out of, this Agreement and any reason whatsoevernegotiations, including for contracts or agreements with LIVK or any knowing and intentional material breach by any other Person; provided, however, that nothing in this ‎‎Section 7.04 shall amend, limit, alter, change, supersede or otherwise modify the right of the parties Company to this Subscription Agreement of (i) bring any action or actions for specific performance, injunctive and/or other equitable relief hereunder or (ii) bring or seek a claim for Damages against LIVK, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of LIVK Ordinary Shares in accordance with the LIVK Governing Document and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).

Trust Account Waiver. Notwithstanding anything Reference is made to the contrary set forth hereindefinitive proxy statement filed with the U.S. Securities and Exchange Commission (“SEC”) on November 13, Subscriber 2023 (the “Proxy Statement”). The Investor has reviewed the Proxy Statement and acknowledges that it has had access to and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter SPAC has established the trust account described therein in the Proxy Statement (the “Trust Account”) for the benefit of Altimeter’s the public stockholders shareholders (the “Public Shareholders”) and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist underwriter (“Underwriter”) of the cash proceeds of AltimeterSPAC’s initial public offering (“IPO”) and private placements that, except for certain exceptions described in the Proxy Statement, SPAC may disburse monies from the trust account only: (i) to the Public Shareholders in the event of its securitiesthe redemption of their shares or the liquidation of SPAC; (ii) to SPAC and the Underwriters after the consummation of a business combination, as described in the Proxy Statement (a “Business Combination”), (iii) to the Public Shareholders in the event SPAC does not consummate a Business Combination prior to May 28, 2024 (assuming the exercise of all available extensions), or (iv) with respect to any interest earned on the amounts held in the Trust Account, amounts necessary to pay any taxes and up to $100,000 in dissolution expenses. The Investor hereby agrees that substantially all it does not have any right, title, interest or claim of these proceeds have been deposited any kind in or to any monies in the Trust Account for the benefit of its public stockholders (a “Claim”) and agrees that Subscriber has no right, title or interest of hereby waives any kind in the Trust Account and the monies that Claim it may have now or in the future as a result of, or arising out of, any negotiations, contracts or agreements with SPAC or makes any Claim against the Trust Account for any reason whatsoever. The Investor agrees and acknowledges that such irrevocable waiver is material to this Agreement and specifically relied upon by SPAC and its representatives to induce SPAC to enter into this Agreement, and the Investor further intends and understands such waiver to be deposited thereinvalid, binding and enforceable against the Investor and each of its representatives under applicable law. AccordinglyTo the extent the Investor or any of its affiliates commences any action or proceeding based upon, Subscriber hereby waives any pastin connection with, present relating to or future claim of any kind (including with respect to claiming any right, title or interest in respect of such Trust Account) arising out of or any matter relating to this Subscription Agreement againstSPAC or its representatives, which proceeding seeks, in whole or in part, monetary relief against SPAC or its representatives, the Investor hereby acknowledges and agrees that its and its representatives and affiliates’ sole remedy shall, except (i) as may be set forth in any definitive agreement or (ii) in connection with any rights or claims of the Investor or any of its related parties as a shareholder of SPAC to the extent related to or arising from any shares of the SPAC, including for the avoidance of doubt, any right to accessredeem its shares, the Trust Account, any trustee be against funds held outside of the Trust Account and Altimeter to collect from that such Claim shall not permit the Trust Account any monies that may be owed to them by Altimeter Investor, or its representatives or affiliates or shareholders (or any person claiming on any of its affiliates for their behalves or in lieu of any reason whatsoever, and will not seek recourse of them) to have any claim against the Trust Account at or any time for any reason whatsoever, including for any knowing and intentional material breach by any of the parties to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or such party’s material breach of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonamounts contained therein.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber acknowledges that it has had access the Issuer is a blank check company with the powers and privileges to effect a merger, asset acquisition, reorganization or similar business combination involving the Issuer and an adequate opportunity to review the publicly filed prospectus of Altimeter, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein (the “Trust Account”) for the benefit of Altimeter’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth thereinbusinesses or assets. Subscriber further acknowledges that Altimeterthat, as described in the Issuer’s sole prospectus relating to its initial public offering dated March 23, 2021 (the “Prospectus”), available at xxx.xxx.xxx, substantially all of the Issuer’s assets consist of the cash proceeds of Altimeterthe Issuer’s initial public offering and private placements of its securities, and that substantially all of these those proceeds have been deposited in a trust account (the “Trust Account Account”) for the benefit of the Issuer, its public stockholders and agrees that Subscriber has no right, title or interest the underwriters of any kind the Issuer’s initial public offering. The cash in the Trust Account and may be disbursed only for the monies purposes set forth in the Prospectus, except with respect to interest earned on the funds held in the Trust Account that may now be released to the Issuer to pay its tax obligations, if any. For and in consideration of the Issuer entering into this Subscription Agreement, the receipt and sufficiency of which are hereby acknowledged, Subscriber, on behalf of itself and its representatives, hereby irrevocable waives all right, title and interest, or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect to claiming any right, title they have or interest may have in respect of such Trust Account) the future arising out of or relating to this Subscription Agreement againstAgreement, and in or to any right to access, monies held in the Trust Account, any trustee of the Trust Account and Altimeter agrees not to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at as a result of, or arising out of, this Subscription Agreement; provided, however, that nothing in this Section 8 shall (x) serve to limit or prohibit the Subscriber’s right to pursue a claim against Issuer for legal relief against assets held outside the Trust Account, for specific performance or other equitable relief, (y) serve to limit or prohibit any time for claims that the Subscriber may have in the future against Issuer’s assets or funds that are not held in the Trust Account (including any reason whatsoeverfunds that have been released from the Trust Account and any assets that have been purchased or acquired with any such funds) or (z) be deemed to limit Subscriber’s right, including for any knowing and intentional material breach title, interest or claim to the Trust Account by virtue of Subscriber’s record or beneficial ownership of securities of the Issuer acquired by any of the parties means other than pursuant to this Subscription Agreement of any of its representations or warranties as set forth in this Subscription Agreement, or including but not limited to any redemption right with respect to such party’s material breach securities of any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reasonIssuer.

Trust Account Waiver. Notwithstanding anything to the contrary set forth herein, Subscriber The Company acknowledges that it has had access Silver Spike is a blank check company with the powers and privileges to and an adequate opportunity to review effect a Business Combination. The Company further acknowledges that, as described in the publicly filed prospectus of Altimeterdated August 7, including the form of investment management trust agreement, by and between Altimeter and Continental Stock Transfer & Trust Company, a New York corporation, and understands that Altimeter has established the trust account described therein 2019 (the “Trust AccountProspectus”) for the benefit ), substantially all of AltimeterSilver Spike’s public stockholders and that disbursements from the Trust Account are available only in the limited circumstances set forth therein. Subscriber further acknowledges that Altimeter’s sole assets consist of the cash proceeds of AltimeterSilver Spike’s initial public offering and private placements of its securities, securities and that substantially all of these those proceeds have been deposited in the Trust Account for the benefit of Silver Spike, certain of its public stockholders shareholders and agrees the underwriters of Silver Spike’s initial public offering. The Company acknowledges that Subscriber it has no been advised by Silver Spike that, except with respect to interest earned on the funds held in the Trust Account that may be released to Silver Spike to pay its income and franchise Taxes, the Trust Agreement provides that cash in the Trust Account may be disbursed only (a) if Silver Spike completes the transactions which constitute a Business Combination, then to those Persons and in such amounts as described in the Prospectus; and (b) if Silver Spike fails to complete a Business Combination within the allotted time period and liquidates, subject to the terms of the Trust Agreement and the Silver Spike Governing Document, to Silver Spike to permit Silver Spike to pay the costs and expenses of its dissolution, and then to Silver Spike’s public shareholders. For and in consideration of Silver Spike entering into this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Company hereby irrevocably waives any right, title title, interest or interest claim of any kind they have or may have in the future in or to any monies in the Trust Account and the monies that may now or in the future be deposited therein. Accordingly, Subscriber hereby waives any past, present or future claim of any kind (including with respect agree not to claiming any right, title or interest in respect of such Trust Account) arising out of or relating to this Subscription Agreement against, and any right to access, the Trust Account, any trustee of the Trust Account and Altimeter to collect from the Trust Account any monies that may be owed to them by Altimeter or any of its affiliates for any reason whatsoever, and will not seek recourse against the Trust Account at or any time for funds distributed therefrom as a result of, or arising out of, this Agreement and any reason whatsoevernegotiations, including for contracts or agreements with Silver Spike or any knowing and intentional material breach by any other Person; provided, however, that nothing in this ‎Section 7.04 shall amend, limit, alter, change, supersede or otherwise modify the right of the parties Company or the Holder Representative to this Subscription Agreement of (i) bring any action or actions for specific performance, injunctive and/or other equitable relief or (ii) bring or seek a claim for Damages against Silver Spike, or any of its representations successors or warranties as set forth in this Subscription Agreementassigns, or such party’s material breach of for any of its covenants or other agreements set forth in this Subscription Agreement, which material breach constitutes, or is a consequence of, a purposeful act or failure to act by such party with the knowledge that the taking of such act or failure to take such act would cause a material breach of this Subscription Agreement (but such claim shall not be against the Trust Account or any funds distributed from the Trust Account to holders of Silver Spike Ordinary Shares in accordance with the Silver Spike Governing Document and the Trust Agreement. This Section 6 shall survive the termination of this Subscription Agreement for any reason).