Common use of Introductory Clause in Contracts

Introductory. AEA-Bridges Impact Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”), to issue and sell to the several Underwriters 40,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Forum Merger IV Corporation, a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and subject to the conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 30,000,000 units of the Company (said units the “Public Units”). The 30,000,000 Public Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 4,500,000 Public Units as provided in Section 2. The additional 4,500,000 Public Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as the representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Public Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half fourth of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Public Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and the Public Warrants included in the Public Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing of such audited balance sheet with the Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustmentadjustment as described in the Prospectus, during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or LiquidationLiquidation (as defined below); provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant fractional warrant may not be exercised for a fractional shareexercised, so that only a whole Warrants warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEA-Bridges Impact Corp.Horizon Acquisition Corporation, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 50,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 7,500,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”), subject to adjustment pursuant to Section 3(b) of this agreement (this “Agreement”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day), unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds certain of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 312, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor Horizon Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 14,375,000 Class B ordinary shares, par value $0.0001 0.002 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject exercised or reduced pursuant to forfeiture in the event the underwriters’ overallotment option is not exercisedSection 3(b) hereof. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase purchase, subject to adjustment as provided therein, an aggregate of 11,000,000 8,000,000 warrants (or up to 12,200,000 9,000,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 1.50 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, utilities, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Kismet Acquisition Two Corp., a blank check company incorporated as a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,000,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Firm Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share shares (the “Class A Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, to purchase one Class A Ordinary Share (the “Warrant(s)”). The Class A Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisitionshare reconstruction and amalgamation, share purchasecontractual control arrangement with, reorganization purchasing all or substantially all of the assets of, or any other similar business combination with one or more businesses or entities. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.4 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Purchase Agreement, dated July 31September 21, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Kismet Sponsor LLCLimited, a Delaware business company with limited liability company incorporated in the British Virgin Islands (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 4,812,500 Class B ordinary shares, par value $0.0001 per share, shares of the Company (the “Class B Ordinary Shares”), for an aggregate purchase a total subscription price of $25,000. On August 4, 2020, the Company effected a or approximately $0.005 per share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020On January 25, our sponsor transferred 25,000 2021, the Company effected a share dividend resulting in the Sponsor holding an aggregate of 6,250,000 Class B ordinary shares to each of our independent directorsOrdinary Shares. Up to 1,500,000 Founder 750,000 Class B Ordinary Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Class B Ordinary Shares are substantially similar to the Class A Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 4,000,000 warrants (or up to 12,200,000 4,400,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 1.50 per warrant, each warrant entitling the holder, upon exercise, to purchase one Class A Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Forward Purchase Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Forward Purchase Agreement”), with the Sponsor and the other parties theretoSponsor, in substantially the form filed as Exhibit 10.2 10.9 to the Registration Statement, pursuant to which the Sponsor agreed to purchase, on a private placement basis concurrently with the closing of the initial Business Combination, an aggregate of $20,000,000 of units (which, at the option of the Sponsor, can be increased to up to $50,000,000 of units) (the “Forward Purchase Securities”), each unit consisting of one Class A Ordinary Share (the “Forward Purchase Shares”) and one-third of one warrant (the “Forward Purchase Warrants”) to purchase one Class A Ordinary Share for $11.50 per share, subject to adjustment. The Company has entered into a Registration Rights Agreement, dated as of the date hereof (the “Registration Rights Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Founder Shares, the Private Placement Warrants and the Class A Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit 10.8 10.2 and Exhibit 10.3, respectively, to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor Kismet Capital Group LLC an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.TKB Critical Technologies 1, a Cayman Islands exempted company (the “Company”), agrees with proposes, upon the several underwriters named terms and subject to the conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters listed on Schedule A hereto (the “UnitsUnderwriters”) an aggregate of 20,000,000 units of the Company (said units the “Units”). The 20,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” J▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as the representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “AgreementOffering”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, holder to purchase one Class A Ordinary Share (the “Public Warrant(s)”). The Class A Ordinary Shares and the Public Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (as defined below) (unless the Representatives Jefferies informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheetsheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Class A Ordinary Share at a price of share for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationliquidation of the Company; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant fractional warrant may not be exercised for a fractional shareexercised, so that only a whole Warrants warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Tekkorp Digital Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 25,000,000 units of the Company (said units the “Units”), including 2,000,000 Units that may be purchased in the Offering (as defined below) by ▇▇▇▇▇▇ ▇▇▇▇▇▇ and/or an entity affiliated with ▇▇. ▇▇▇▇▇▇ (the “▇▇▇▇▇▇ Units”). The 25,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,750,000 Units as provided in Section 2. The additional 3,750,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies,” “you” or “your”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the IPO Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “AgreementOffering”). Each Unit consists of one Class A ordinary share of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary SharesShare”), and one-half of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, holder thereof to purchase one Ordinary Share (the “Warrant(s)Public Warrants”). The Ordinary Shares and Public Warrants included in the Units will not trade separately until the 52nd day following the date of the IPO Prospectus or, if such date is not a business day, the following business day (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Public Warrants will be issued upon separation of the Units, Units and only whole Public Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination (as defined below) or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Public Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEAZ-Bridges Impact Work Acquisition Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 20,000,000 units of the Company (said units the “Units”). The 20,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”, “you” or “your”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the IPO Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Public Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and Public Warrants included in the Units will not trade separately until the 52nd day following the date of the IPO Prospectus (as defined below) or, if such date is not a business day, the following business day (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Public Warrants will be issued upon separation of the Units, Units and only whole Public Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination (as defined below) or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Public Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEA-Bridges Impact Kismet Acquisition Three Corp., a blank check company incorporated as a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 25,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,750,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Firm Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share shares (the “Class A Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, to purchase one Class A Ordinary Share (the “Warrant(s)”). The Class A Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisitionshare reconstruction and amalgamation, share purchasecontractual control arrangement with, reorganization purchasing all or substantially all of the assets of, or any other similar business combination with one or more businesses or entities. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.4 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Purchase Agreement, dated July 31September 21, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Kismet Sponsor LLCLimited, a Delaware business company with limited liability company incorporated in the British Virgin Islands (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 7,687,500 Class B ordinary shares, par value $0.0001 per share, shares of the Company (the “Class B Ordinary Shares”), for an aggregate purchase a total subscription price of $25,000. On August 4, 2020, the Company effected a or approximately $0.003 per share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Up to 937,500 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Ordinary Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Class B Ordinary Shares are substantially similar to the Class A Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 4,666,667 warrants (or up to 12,200,000 5,166,667 warrants if the over-allotment option is exercised in full), at a price of $1.00 1.50 per warrant, each warrant entitling the holder, upon exercise, to purchase one Class A Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Forward Purchase Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Forward Purchase Agreement”), with the Sponsor and the other parties theretoSponsor, in substantially the form filed as Exhibit 10.2 10.9 to the Registration Statement, pursuant to which the Sponsor agreed to purchase, on a private placement basis concurrently with the closing of the initial Business Combination, an aggregate of $20,000,000 of units (which, at the option of the Sponsor, can be increased to up to $50,000,000 of units) (the “Forward Purchase Securities”), each unit consisting of one Class A Ordinary Share (the “Forward Purchase Shares”) and one-third of one warrant (the “Forward Purchase Warrants”) to purchase one Class A Ordinary Share for $11.50 per share, subject to adjustment. The Company has entered into a Registration Rights Agreement, dated as of the date hereof (the “Registration Rights Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Founder Shares, the Private Placement Warrants and the Class A Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit 10.8 10.2 and Exhibit 10.3, respectively, to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor Kismet Capital Group LLC an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact General Purpose Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with proposes, upon the several underwriters named terms and subject to the conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 20,000,000 units of the Company (said units the “Units”). The 20,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” J▇▇▇▇▇▇▇▇ LLC has agreed to act as the Representative of the several Underwriters (together in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriters, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Class A Ordinary Shares”), ) and one-half of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, holder to purchase one Class A Ordinary Share (the “Warrant(s)Public Warrants”). The Class A Ordinary Shares and the Public Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Class A Ordinary Share at a price of for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationliquidation of the Company; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant fractional warrant may not be exercised for a fractional shareexercised, so that only a whole Warrants warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Jena Acquisition Corporation II, a Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,000,000 additional Units to cover over-allotments, if any (the “Option Optional Securities”; ), as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), ) and one-half one right to receive one twentieth (1/20) of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)Rights”) upon consummation of an initial Business Combination (as defined below). The Ordinary Shares and Warrants Rights included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheetsheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination involving the Company with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants Units (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter into a Warrant Rights Agreement, to be dated effective as of the Closing Date (the “Warrant Rights Agreement”), with respect to dated as of the Warrants and the Private Placement Warrants with CST, as warrant agentdate hereof, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant rights agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Rights, Private Placement WarrantsRights and any other rights that may be issued by the Company. The Company has entered into a Securities Subscription Agreementsecurities subscription agreement, dated July 31February 27, 2020 2025 (the “Founder’s Purchase Securities Subscription Agreement”), with AEA-Bridges Impact the Jena Acquisition Sponsor LLC, a Delaware limited liability company LLC II (the “Sponsor”), in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company Company, up to 750,000 of which are subject to forfeiture to the extent the Underwriters do not exercise their over-allotment option, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Units Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Private Placement Units Purchase Agreement”), with (the “Sponsor, ”) in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 225,000 private placement units (or up to 12,200,000 warrants including if the Underwriters’ over-allotment option is exercised in full), at a price of $1.00 10.00 per warrantunit, for an aggregate purchase price of $2,250,000 (including if the Underwriter’s over-allotment option is exercised) (“Private Placement Units”). Underlying each warrant entitling the holder, upon exercise, to purchase Private Placement Unit is one Ordinary Share for $11.50 per share(each, subject to adjustment (the a “Private Placement WarrantsShare”). The ) and one right entitling the holder thereof to receive one twentieth (1/20) of one Ordinary Share (each, a “Private Placement Warrants are substantially similar to Right”) upon the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectusconsummation of an initial Business Combination. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Founder Shares (including any Ordinary Shares underlying or other equivalent equity security issued or issuable upon the conversion of any of the Founder Shares or exercisable for Ordinary Shares), the Private Placement Warrants Units, the Private Placement Rights, the Private Placement Shares, the Ordinary Shares issuable upon the exercise of any Private Placement Rights upon the consummation of an initial Business Combination, and warrants certain securities that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreemententered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof, with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (the “Insider LetterAdministration Services Agreement”), by pursuant to which the Company will, subject to the terms of the Administration Services Agreement, pay to the Sponsor or an affiliate of the Sponsor an aggregate monthly fee of $2,500 for accounting, bookkeeping, office space, IT support, research, professional, secretarial and among administrative services. The Company, the Sponsor and each of the Company’s officers, directors and director nomineesnominees will cause to be duly executed and delivered a letter agreement, effective as of the Closing Date (the “Letter Agreement”), in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.LF Capital Acquisition Corp. II, a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and subject to the conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters listed on Schedule A hereto (the “UnitsUnderwriters”) an aggregate of 22,500,000 units of the Company (said units the “Units”). The 22,500,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,375,000 Units as provided in Section 2. The additional 3,375,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” J▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as the representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A hereto, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Public Warrant(s)”). The Ordinary Shares Class A Common Stock and the Public Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus or, if such date is not a business day, the following business day (unless the Representatives Jefferies informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheetsheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Public Warrants will be issued upon separation of the Units, and only whole Public Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustmentadjustment as described in the Prospectus, during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationliquidation of the Company; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Cascade Acquisition Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company such Units being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units to cover over-allotments, if any allotments (the “Option Optional Securities”; the Option Securities” and, together with the Underwritten Firm Securities, being hereinafter called the “Offered Securities”)) as set forth below. To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 21 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesCommon Stock”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) 12 months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or LiquidationLiquidation (as defined below); provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised for a fractional shareexercised, so that only a whole number of Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which certain proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”)date hereof, with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of August 24, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 7,187,500 shares of Class B ordinary sharescommon stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On August 4October 6, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstandingSponsor submitted 1,437,500 Founder Shares for cancellation. On September 14, 2020, Of the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “remaining 5,750,000 Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares up to each of our independent directors. Up to 1,500,000 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares shares of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 8,000,000 Warrants (or up to 12,200,000 warrants 8,900,000 Warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment share of Common Stock (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Stockholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares shares of Common Stock underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a certain letter agreementagreements, to be each dated as of the Closing Date (the “Insider Letter”)date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit Exhibits 10.7 and 10.8 to the Registration Statement. The Company will enter into Statement (each an Administrative Services Agreement“Insider Letter”, to be dated as of the Closing Date (and together, the “Administrative Services AgreementInsider Letters”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Artisan Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 30,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 4,500,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; the Option Securities” and, together with the Underwritten Firm Securities, being hereinafter called the “Offered Securities”)) as set forth below. To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 21 of this agreement (this “Agreement”). Each Unit unit (the “Units”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)Warrants”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationredemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised for a fractional shareexercised, so that only a whole number of Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesentities involving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which certain proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”)date hereof, with respect to the Warrants, the Forward Purchase Warrants (as defined below) and the Private Placement Warrants (as defined below) with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants, the Forward Purchase Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of February 4, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor Artisan LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 8,625,000 Class B ordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On August 4March 1, 20202021, the Company effected a share capitalization resulting issued an additional 1,500,000 Founder Shares to the Sponsor in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, connection with the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding Forward Purchase Agreements (as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”defined below). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,125,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. On March 1, 2021, the Sponsor transferred 750,000 Founder Shares to the Anchor Investors. On March 8, 2021, the Sponsor transferred an aggregate of 100,000 Founder Shares to the director nominees of the Company. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 5,333,333 Warrants (or up to 12,200,000 warrants 5,933,333 Warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment share (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Forward Purchase Agreement, dated as of March 1, 2021, in substantially the form filed as Exhibit 10.9 to the Registration Statement (the “Aspex Forward Purchase Agreement”), with Aspex Master Fund (“Aspex”), and a separate Forward Purchase Agreement, dated as of March 1, 2021, in substantially the form filed as Exhibit 10.10 to the Registration Statement (the “PAG Forward Purchase Agreement” and, collectively with the Aspex Forward Purchase Agreement, the “Forward Purchase Agreements”), with Pacific Alliance Asia Opportunity Fund L.P. (“PAG” and collectively with Aspex, the “Anchor Investors”) pursuant to which the Anchor Investors agreed to purchase, on a private placement basis concurrently with the closing of the initial Business Combination, an aggregate of $60,000,000 of units (the “Forward Purchase Securities”), each unit consisting of Ordinary Share (the “Forward Purchase Shares”) and one redeemable warrant (the “Forward Purchase Warrants”) to purchase one Ordinary Share for $11.50 per share, subject to adjustment. The Forward Purchase Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Forward Purchase Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans. Pursuant to the Forward Purchase Agreements, if anythe Company has also granted certain registration rights in respect of the Forward Purchase Shares, the Forward Purchase Warrants and the Ordinary Shares underlying the Forward Purchase Warrants. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement” and, collectively with this Agreement, the Trust Agreement, the Warrant Agreement, the Founder’s Purchase Agreement, the Forward Purchase Agreements, the Warrant Purchase Agreement, the Registration Rights Agreement and the Insider Letter, the “Transaction Documents”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will will, subject to the terms of the Administrative Services Agreement, pay to an affiliate of the Sponsor Sponsor, an aggregate monthly fee of up to $10,000 for certain office space, secretarial utilities, administrative and administrative support servicesservices from the date that the Units are first listed on the Nasdaq Capital Market (“Nasdaq”) until the earlier of (x) the consummation of an initial Business Combination and (y) the Liquidation (as defined below).

Introductory. AEA-Bridges Impact Corp.Magnum Opus Acquisition Limited, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriters, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or LiquidationLiquidation (as defined below) ; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreementinvestment management trust agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreementwarrant agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreementsecurities subscription agreement, dated July 31January 26, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor Magnum Opus Holding LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Sponsor Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares up to each 750,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectusexercised for an aggregate purchase price of $25,000. The Company has entered into a Private Placement Warrants Purchase Agreementprivate placement warrants purchase agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 6,000,0000 warrants (or up to 12,200,000 6,600,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in full), exercised) at a price of $1.00 per warrantPrivate Placement Warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”)) for $11.50 per share. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration registration and Shareholder Rights Agreementshareholder rights agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Founder Shares and the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nomineesnominees and member of the Company’s advisory board, in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreementadministrative services agreement, to be dated as of no later the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, utilities, secretarial and administrative support servicesservices from the Closing Date until the earlier of (x) the consummation of an initial Business Combination and (y) the liquidation of the Company in accordance with the Company’s Amended and Restated Memorandum and Articles of Association if the Company fails to consummate a Business Combination within the time period indicated in the Company’s Amended and Restated Memorandum and Articles of Association (the “Liquidation”).

Introductory. AEA-Bridges Impact Corp.EdtechX Holdings Acquisition Corp. II, a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 10,000,000 units of the Company (said units the “Units”). The 10,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 1,500,000 Units as provided in Section 2. The additional 1,500,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the IPO Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Public Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and Public Warrants included in the Units will not trade separately until the 52nd day following the date of the IPO Prospectus (as defined below) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination (as defined below) or earlier upon redemption or LiquidationLiquidation (as defined below); provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant fractional warrant may not be exercised for a fractional shareexercised, so that only a whole Warrants Public Warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Live Oak Acquisition Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 20,000,000 units of the Company (said units the “Units”). The 20,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the IPO Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Public Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and Public Warrants included in the Units will not trade separately until the 52nd day following the date of the IPO Prospectus (as defined below) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination (as defined below) or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Public Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEA-Bridges Impact Corp.Reinvent Technology Partners Z, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half fifth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading) (the “Detachment Date”), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) if the Detachment Date is earlier than the 52nd day following the date of the Prospectus, the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31October 7, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Reinvent Sponsor Z LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 750,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 4,000,000 warrants (or up to 12,200,000 4,400,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of $300,000 to the Sponsor in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Promissory Note”). The Promissory Note will enter into an Administrative Services Agreementbe payable on the earlier to occur of December 31, to be dated as of 2021 and the Closing Date (as defined herein). The Company has entered into a Support Services Agreement, dated the date hereof (the “Administrative Support Services Agreement”), with the SponsorReinvent Capital LLC, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly annual fee of up to $10,000 625,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact Corp.Landcadia Holdings III, Inc., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 50,000,000 units of the Company (said units the “Units”). The 50,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 7,500,000 Units as provided in Section 2. The additional 7,500,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” J▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriters, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (as defined below) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing of such audited balance sheet with the Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEA-Bridges Impact Corp.Artius II Acquisition Inc., a Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 25,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,750,000 additional Units to cover over-allotments, if any (the “Option Optional Securities”; ), as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and oneone right to receive one twenty-half fifth (1/25) of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(sRights”) upon consummation of an initial Business Combination (as defined below) and one contingent right to receive a pro rata share of 1,250,000 (or 1,437,500 if the underwriter’s over-allotment option is exercised in full) Ordinary Shares (the “Contingent Rights”) at the distribution time under certain circumstances (the “Distributable Shares”), concurrently with the forfeiture by ▇▇▇▇▇▇ ▇▇ Acquisition Partners LLC, a Delaware limited liability company (our “Sponsor”) of an equal number of Founder Shares (as defined below). The Ordinary Shares and Warrants Rights included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheetsheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants The Distributable Shares will be issued upon separation to holders of outstanding Ordinary Shares issued in connection with the sale of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days Units hereunder that are outstanding after the completion of Company redeems Ordinary Shares that the Company’s holders thereof have elected to redeem in connection with an initial Business Combination (as defined below) ), and twelve (12) months from the date distribution of Distributable Shares will occur substantially concurrently with the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such an initial Business Combination upon the satisfaction or earlier waiver of the conditions specified in the business combination merger agreement. No fractional shares will be issued upon redemption conversion of any rights or Liquidation; provided, however, that pursuant in connection with the distribution of Distributable Shares. Fractional Ordinary Shares will either be rounded down to the Warrant Agreement (as defined below)nearest whole share or otherwise addressed in accordance with the applicable provisions of Cayman Islands law. The Contingent Rights will remain attached to the Ordinary Shares, a Warrant may will not be exercised for a fractional shareseparately transferable, so that only whole Warrants may assignable or saleable, and will not be exercised at evidenced by any given time by a holder thereofcertificate or instrument. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants Units (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter into a Warrant Rights Agreement, to be dated effective as of the Closing Date (the “Warrant Rights Agreement”), with respect to dated as of the Warrants and the Private Placement Warrants with CST, as warrant agentdate hereof, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant rights agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Rights, Private Placement WarrantsRights and any other rights that may be issued by the Company. The Company will enter into a Contingent Rights Agreement, effective as of the Closing Date (the “Contingent Rights Agreement”), dated as of the date hereof, in substantially the form filed as Exhibit 4.5 to the Registration Statement, pursuant to which CST will act as rights agent in connection with the issuance, registration, transfer, exchange, redemption, and exercise of the Contingent Rights. The Company has entered into a Securities Subscription Agreementsecurities subscription agreement, dated July 31, 2020 2024 (the “Founder’s Purchase Securities Subscription Agreement”), with AEA-Bridges Impact Sponsor LLCthe Sponsor, a Delaware limited liability company (in substantially the “Sponsor”)form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor purchased an aggregate of 11,500,000 7,187,500 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 937,500 of the Founder Shares are subject to forfeiture depending on to the extent to which the Underwriters’ Underwriters do not exercise their over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercisedoption. The Founder Shares are substantially similar to the Ordinary Shares included in the Units Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Units Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Private Placement Units Purchase Agreement”), with the Sponsor, Sponsor in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 200,000 private placement units (or up to 12,200,000 warrants including if the Underwriters’ over-allotment option is exercised in full), at a price of $1.00 10.00 per warrantunit, for an aggregate purchase price of $2,000,000 (including if the Underwriter’s over-allotment option is exercised) (“Private Placement Units”). Underlying each warrant entitling the holder, upon exercise, to purchase Private Placement Unit is one Ordinary Share for $11.50 per share(each, subject to adjustment (the a “Private Placement WarrantsShare”). The ) and one right entitling the holder thereof to receive one twenty-fifth (1/25) of one Ordinary Share (each, a “Private Placement Warrants are substantially similar to Right”) upon the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectusconsummation of an initial Business Combination. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Founder Shares (including any Ordinary Shares underlying or other equivalent equity security issued or issuable upon the conversion of any of the Founder Shares or exercisable for Ordinary Shares), the Private Placement Warrants Units, the Private Placement Rights, the Private Placement Shares, the Ordinary Shares issuable upon the exercise of any Private Placement Rights upon the consummation of an initial Business Combination, and warrants certain securities that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreemententered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof, with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (the “Insider LetterAdministration Services Agreement”), by pursuant to which the Company will, subject to the terms of the Administration Services Agreement, pay to an affiliate of the Sponsor an aggregate monthly fee of $25,000 for accounting, bookkeeping, office space, IT support, research, professional, secretarial and among administrative services. The Company, the Sponsor and each of the Company’s officers, directors and director nomineesnominees will cause to be duly executed and delivered a letter agreement, effective as of the Closing Date (the “Letter Agreement”), in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Reinvent Technology Partners Y, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 85,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 12,750,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half eighth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading) (the “Detachment Date”), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) if the Detachment Date is earlier than the 52nd day following the date of the Prospectus, the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31October 7, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Reinvent Sponsor Y LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 2,875,000 Class B ordinary shares, par value $0.0001 per share, of the Company, for an aggregate purchase price of $25,000. On February 10, 2021, the Company effected a share recapitalization resulting in the Sponsor holding 24,437,500 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 3,187,500 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 7,880,000 warrants (or up to 12,200,000 8,900,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $2.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of $300,000 to the Sponsor in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Promissory Note”). The Promissory Note will enter into an Administrative Services Agreementbe payable on the earlier to occur of December 31, to be dated as of 2021 and the Closing Date (as defined herein). The Company has entered into a Support Services Agreement, dated the date hereof (the “Administrative Support Services Agreement”), with the SponsorReinvent Capital LLC, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly annual fee of up to $10,000 1,875,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact Corp.ION Acquisition Corp 2 Ltd., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 22,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,300,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”). .” Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (a “Unit”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half eighth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the a “Warrant(s)Warrant”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives informs inform the Company of its their decision to allow earlier separate trading) (the “Detachment Date”), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) if the Detachment Date is earlier than the 52nd day following the date of the Prospectus, the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of December 1, 2020 (the “Founder’s Purchase Founder Shares Subscription Agreement”), with AEA-Bridges Impact Sponsor LLCION Holdings 2, LP, a Delaware Cayman Islands exempted limited liability company partnership (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 750,000 of our independent directors. Up to 1,500,000 Founder Shares are which were subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 On January 14, 2021, the Company effected a share capitalization of 575,000 shares held by resulting in the independent directors shall not be Sponsor holding 6,325,000 Founder Shares, 825,000 of which are subject to forfeiture in depending on the event extent to which the underwritersUnderwriters’ overallotment over-allotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 6,400,000 warrants (or up to 12,200,000 7,060,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into separate Forward Purchase Agreements (together, the “Forward Purchase Agreements”), dated as of January 26, 2021, with (i) The Phoenix Insurance Company Ltd., a company incorporated in Israel (“Phoenix”), The Phoenix Insurance Company Ltd. (Nostro), a company incorporated in Israel and an affiliate of Phoenix, and The Phoenix Excellence Pension and Provident Fund Ltd., a company incorporated in Israel and an affiliate of Phoenix (Phoenix and its affiliates collectively referred to herein as the “Phoenix Investors”), and (ii) ION Crossover Partners LP (“ION Crossover” and, together with the Phoenix Investors, the “Forward Purchase Investors”), in each case, substantially in the forms filed as Exhibits 10.9 and 10.11, respectively, to the Registration Statement. Pursuant to the Forward Purchase Agreements, the Phoenix Investors and the ION Crossover agreed, in each case, to purchase, on a private placement basis substantially concurrently with the closing of the initial Business Combination, up to 3,500,000 Ordinary Shares and 1,500,000 Ordinary Shares, respectively (the “Forward Purchase Shares”). The Company has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor Sponsor, the Forward Purchase Investors and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants Warrants, the Forward Purchase Shares and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of $300,000 to the Sponsor in substantially the form filed as Exhibit 10.6 to the Registration Statement (the “Promissory Note”). The Promissory Note will enter be payable on the earlier to occur of June 30, 2021 and the Closing Date (as defined herein). The Company has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly a fee of up to $10,000 per month for certain office space, secretarial utilities and administrative and support services.

Introductory. AEA-Bridges VPC Impact Corp.Acquisition Holdings, a Cayman Islands exempted company (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 20,000,000 units of the Company (said units the “Units”). The 20,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the IPO Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Public Warrant(s)”). The Ordinary Shares and Public Warrants included in the Units will not trade separately until the 52nd day following the date of the IPO Prospectus (as defined below) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination (as defined below) or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Public Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEA-Bridges Impact World Quantum Growth Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 Underwriter 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters Underwriter an option to purchase up to 6,000,000 3,000,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Firm Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K 8‑K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters Underwriter and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31March 15, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor World Quantum Growth Acquisition LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor purchased an aggregate of 11,500,000 8,625,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020On July 22, our sponsor transferred 25,000 Class B ordinary shares 2021, the Sponsor irrevocably surrendered 2,875,000 Founder Shares to each the Company, resulting in an aggregate of our independent directors5,750,000 Founder Shares outstanding. Up to 1,500,000 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 8,500,000 warrants (or up to 12,200,000 9,400,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.UTA Acquisition Corporation, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. (the “Underwriter”), for whom you (the “Representative”) are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 Underwriter 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriter, at the option of the Underwriter, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”). .” Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 21 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a Business Day, the following Business Day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “CommissionDetachment Date”) on a Current Report on Form 8-K or similar form by ). If the Detachment Date is earlier than the 52nd day following the date of the Prospectus, the Company that includes such audited balance sheet, and (c) the Company having issued will issue a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters Underwriter and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 3122, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact UTA Acquisition Sponsor LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 7,187,500 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020November 2021, our sponsor transferred 25,000 Class B ordinary shares to each Sponsor surrendered an aggregate of our independent directors. Up to 1,500,000 1,437,500 Founder Shares for no consideration, thereby reducing the aggregate number of Founder Shares outstanding to 5,750,000, 750,000 of which are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 10,000,000 warrants (or up to 12,200,000 11,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an such affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact Class Acceleration Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 22,500,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,375,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesCommon Stock”), and one-half of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share share of Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share capital stock exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31September 22, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Class Acceleration Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 6,468,750 shares of Class B ordinary sharescommon stock, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares shares of Common Stock issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each ) for an aggregate purchase price of our independent directors$25,000. Up to 1,500,000 843,750 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares shares of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof Closing Date (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 6,500,000 warrants (or up to 12,200,000 7,175,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share share of Common Stock for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares shares of Common Stock underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial space and administrative support services.

Introductory. AEA-Bridges Impact Corp.Chenghe Acquisition Co., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 10,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 1,500,000 additional Units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of to this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary sharesshare, par value $0.0001 per share share, of the Company (the “Class A Ordinary SharesShare”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Class A Ordinary Share (the “Warrant(s)”). The Class A Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless or, if such date is not a business day, the Representatives informs the Company of its decision to allow earlier separate tradingfollowing business day), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will beginbegin (unless the Representative informs the Company of its decision to allow earlier separate trading). No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31April 8, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLCChenghe Investment Co., a Delaware Cayman Islands exempted company with limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 7,187,500 Class B ordinary shares, par value approximately $0.0001 0.003 per share, of the Company (the “Founder Shares” and, together with the Class A Ordinary Shares, the “Ordinary Shares”) for an aggregate purchase price of $25,00025,000 . On August 4June 20, 20202021 and December 28, 2021, respectively, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstandingSponsor surrendered and forfeited to us 1,437,500 Founder Shares for no consideration, following which, the Sponsor held 4,312,500 Founder Shares. On September 14March 29, 20202022, the Company irrevocably Sponsor further surrendered and forfeited to us 1,437,500 Founder Shares for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereofno consideration, following which, the “Founder Shares”). In September 2020Sponsor held 2,875,000 founder shares, our sponsor transferred 25,000 Class B ordinary shares of which up to each of our independent directors. Up to 1,500,000 375,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by On March 30, 2022, the Sponsor transferred an aggregate of 177,439 of its Founder Shares to our independent directors shall director nominees and advisory board member, for their board and advisory services, in each case for no cash consideration. Out of these 177,439 Founder Shares transferred to our independent director nominees and advisory board member, 110,000 Founder Shares will not be subject to forfeiture in the event the underwriters’ overallotment over-allotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 7,000,000 warrants (or up to 12,200,000 7,750,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one Class A Ordinary Share at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Warrant Agreement, Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and Warrants, the Class A Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nomineesnominees and members of the Company’s advisory board, in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note on April 8, 2021 (as amended on January 27, 2022) for an aggregate amount of $300,000 to the Sponsor in substantially the form filed as Exhibit 10.6 and Exhibit 10.9 to the Registration Statement (the “Promissory Note”) in exchange for the payment of the equivalent amount by the Sponsor to the Company. These monies have been used to cover expenses relating to the Offering. The Promissory Note will enter be payable on the earlier to occur of June 30, 2022 or the date of the closing of the Offering. The Company has entered into an Administrative Services Agreement, to be dated as of the Closing Date [ ], 2022 (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.7 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate a monthly fee of up to $10,000 15,000 for certain office space, utilities, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Social Capital Hedosophia Holdings Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 50,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 7,5000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”)20 hereof. Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and or twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationredemption; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”)[•], 2017, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 10.3 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which the proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated effective as of the Closing Date (the “Warrant Agreement”)[•], 2017, with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of May 10, 2020 2017 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact SCH Sponsor LLCCorp., a Delaware limited liability Cayman Islands exempted company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 14,375,000 Class B ordinary shares, par value $0.0001 per shareshare (“Class B Shares”), of the Company Company, for an aggregate purchase price of $25,000. On August 4May 18, 20202017, the Sponsor surrendered 2,875,000 Class B Shares for no value, and on August 23, 2017 the Company effected a share capitalization approve ashore capitalizations, resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, Shares outstanding and held by the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding Sponsor as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 1,875,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated effective as of the date hereof [•], 2017 (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 8,000,000 warrants (or up to 12,200,000 9,000,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)[•], 2017, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”)[•], 2017, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in the form filed as Exhibit 10.2 to the Registration Statement (the “Insider Letter”). The Company has entered into an Administrative Services Agreement, dated as of [•], 2017, with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date Statement (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an such affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact Corp.Horizon Acquisition Corporation II, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 50,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 7,500,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”), subject to adjustment pursuant to Section 3(b) of this agreement (this “Agreement”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day), unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds certain of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31August 7, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor Horizon II Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 14,375,000 Class B ordinary shares, par value $0.0001 0.002 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject exercised or reduced pursuant to forfeiture in the event the underwriters’ overallotment option is not exercisedSection 3(b) hereof. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase purchase, subject to adjustment as provided therein, an aggregate of 11,000,000 8,000,000 warrants (or up to 12,200,000 9,000,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 1.50 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, utilities, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Liberty Media Acquisition Corporation, a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAtogether, the “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 50,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 7,500,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one share of the Company’s Class Series A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesSeries A Common Stock”), and one-half fifth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Series A Common Stock (the “Warrant(s)”). The Ordinary Shares Series A Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (the “Detachment Date”) (unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) if the Detachment Date is earlier than the 52nd day following the date of the Prospectus, the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Series A Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a the Company’s initial merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entitiesbusinesses. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a U.S.-based trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants ) with CST, as warrant agent, with respect to the Warrants, the Private Placement Warrants, the Forward Purchase Warrants (as defined below) and certain warrants of the Company that the Company may issue to Liberty Media Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”), Liberty Media Corporation or its other subsidiaries or the Company’s officers and directors upon conversion of working capital loans made by such parties to the Company (the “Working Capital Warrants”), in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants, the Private Placement Warrants, the Forward Purchase Warrants and the Private Placement Working Capital Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31November 6, 2020 (the “Founder’s Purchase Founder Shares Subscription Agreement”), with AEA-Bridges Impact Sponsor LLCthe Sponsor, a Delaware limited liability company (filed as Exhibit 10.5 to the “Sponsor”)Registration Statement, pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class 17,250,000 shares of Series F common stock, par value $0.0001 per share (the “Series F Common Stock”), of the Company, for an aggregate purchase price of $25,000 (including (a) the shares of the Company’s Series B ordinary sharescommon stock, par value $0.0001 per share (the “Series B Common Stock” and, together with the Series A Common Stock, the Series F Common Stock and the Company’s Series C common stock, par value $0.0001 per share, the “Common Stock”), issuable upon conversion of such Series F Common Stock and (b) the Series A Common Stock issuable upon conversion of such Series B Common Stock, the “Founder Share(s)”). In November 2020, the Sponsor contributed an aggregate of 2,875,000 Founder Shares to the Company for an aggregate purchase price of $25,000. On August 4no consideration, 2020, which resulted in the Company effected a share capitalization resulting in Sponsor holding an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each with an effective purchase price of our independent directorsapproximately $0.0017 per share. Up to 1,500,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option Series F Common Stock is not exercised. The Founder Shares are substantially similar to the Ordinary Shares Series A Common Stock included in the Units Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 9,000,000 warrants (or up to 12,200,000 10,000,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in full), exercised) at a price of $1.00 1.50 per warrantwarrant (the “Private Placement Warrant(s)”), each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share share of Series A Common Stock for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Forward Purchase Agreement, dated the date hereof (the “Forward Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.10 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of $250,000,000 of units (the “Forward Purchase Unit(s)”) at a purchase price of $10.00 per unit in a private placement that will close substantially concurrently with the closing of the Business Combination, each Forward Purchase Unit consisting of one share of Series B Common Stock (the “Forward Purchase Share(s)”) and Shareholder one-fifth of one redeemable warrant to purchase one share of Series A Common Stock (the “Forward Purchase Warrant(s)”). The Forward Purchase Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into an Investor Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Investor Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted (a) certain registration rights in with respect to the shares of the Private Placement Warrants and the Ordinary Shares Series A Common Stock underlying the Founder Shares, the Private Placement Warrants, the Forward Purchase Warrants, any Working Capital Warrants and warrants that may be issued any shares of Series A Common Stock issuable upon (i) exercise of the Private Placement Warrants, (ii) conversion of the Forward Purchase Shares, (iii) exercise of the Forward Purchase Warrants, and (iv) exercise of any Working Capital Warrants, and (b) certain working capital loans, if anypreemptive rights to the Sponsor to maintain its proportionate equity interest in the Company by purchasing additional equity securities as a result of certain issuances by the Company. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s executive officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of $300,000 to the Sponsor in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Promissory Note”). The Promissory Note will enter into an Administrative Services Agreementbe payable on the earlier to occur of December 31, to be dated as of 2021 and the Closing Date (as defined herein). The Company has entered into a Services Agreement, dated the date hereof (the “Administrative Support Services Agreement”), with the SponsorLiberty Media Corporation, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, and a Facilities Sharing Agreement, dated the date hereof (the “Facilities Sharing Agreement”), with Liberty Property Holdings, Inc. and Liberty Media Corporation, in substantially the form filed as Exhibit 10.9 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor Liberty Media Corporation and Liberty Property Holdings, Inc. an aggregate monthly fee of up to $10,000 91,666 for office space and certain office space, secretarial administrative and administrative support services. The Underwriters have agreed to reserve a portion of the Units to be purchased by it under this Agreement for sale to the Company’s directors, officers, employees and business associates and other parties related to the Company (collectively, “Participants”), as set forth in each of the Statutory Prospectus and the Prospectus under the heading “Underwriters” (the “Directed Units Program”). The Units to be sold by the Underwriters pursuant to the Directed Units Program, at the direction of the Company, are referred to hereinafter as the “Directed Units.” Any Directed Units not orally confirmed for purchase by any Participant by the end of the business day on which this Agreement is executed will be offered to the public by the Underwriters as set forth in the Prospectus.

Introductory. AEA-Bridges Impact Corp.AP Acquisition Corp, a Cayman Islands exempted company (the “Company”), agrees with proposes to sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 15,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 2,250,000 additional Units to cover over-allotments, if any (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated effective as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered will enter into a Private Placement Warrants Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, Sponsor in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 9,500,000 warrants (or up to 12,200,000 10,625,000 warrants if the Underwriters’ over-allotment option is exercised in full), ) at a price of $1.00 per warrantPrivate Placement Warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”)) for $11.50 per share. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights AgreementCompany, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nomineesnominees will cause to be duly executed and delivered a letter agreement, effective as of the Closing Date (the “Letter Agreement”), in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, space and secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Artius II Acquisition Inc., a Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to you and, as applicable, to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (the “Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,000,000 additional Units to cover over-allotments, if any (the “Option Optional Securities”; ), as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half one right to receive one tenth (1/10) of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(sRights”) upon consummation of an initial Business Combination (as defined below) and one contingent right to receive a pro rata share of 1,000,000 (or 1,150,000 if the underwriter’s over-allotment option is exercised in full) Ordinary Shares (the “Contingent Rights”) at the distribution time under certain circumstances (the “Distributable Shares”), concurrently with the forfeiture by ▇▇▇▇▇▇ ▇▇ Acquisition Partners LLC, a Delaware limited liability company (our “Sponsor”) of an equal number of Founder Shares (as defined below). The Ordinary Shares and Warrants Rights included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheetsheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants The Distributable Shares will be issued upon separation to holders of outstanding Ordinary Shares issued in connection with the sale of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days Units hereunder that are outstanding after the completion of Company redeems Ordinary Shares that the Company’s holders thereof have elected to redeem in connection with an initial Business Combination (as defined below) ), and twelve (12) months from the date distribution of Distributable Shares will occur substantially concurrently with the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such an initial Business Combination upon the satisfaction or earlier waiver of the conditions specified in the business combination merger agreement. No fractional shares will be issued upon redemption conversion of any rights or Liquidation; provided, however, that pursuant in connection with the distribution of Distributable Shares. Fractional Ordinary Shares will either be rounded down to the Warrant Agreement (as defined below)nearest whole share or otherwise addressed in accordance with the applicable provisions of Cayman Islands law. The Contingent Rights will remain attached to the Ordinary Shares, a Warrant may will not be exercised for a fractional shareseparately transferable, so that only whole Warrants may assignable or saleable, and will not be exercised at evidenced by any given time by a holder thereofcertificate or instrument. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants Units (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter into a Warrant Rights Agreement, to be dated effective as of the Closing Date (the “Warrant Rights Agreement”), with respect to dated as of the Warrants and the Private Placement Warrants with CST, as warrant agentdate hereof, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant rights agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Rights, Private Placement WarrantsRights and any other rights that may be issued by the Company. The Company will enter into a Contingent Rights Agreement, effective as of the Closing Date (the “Contingent Rights Agreement”), dated as of the date hereof, in substantially the form filed as Exhibit 4.5 to the Registration Statement, pursuant to which CST will act as rights agent in connection with the issuance, registration, transfer, exchange, redemption, and exercise of the Contingent Rights. The Company has entered into a Securities Subscription Agreementsecurities subscription agreement, dated July 31, 2020 2024 (the “Founder’s Purchase Securities Subscription Agreement”), with AEA-Bridges Impact Sponsor LLCthe Sponsor, a Delaware limited liability company (in substantially the “Sponsor”)form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor purchased an aggregate of 11,500,000 7,187,500 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020On October 31, our sponsor transferred 25,000 2024, the Securities Purchase Agreement was amended (the “Amendment No. 1 to the Securities Subscription Agreement”) to provide for the surrender for no consideration of 1,437,500 Class B ordinary shares such that, in the aggregate, our sponsor owns 5,750,000 Class B ordinary shares, up to each 750,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on to the extent to which the Underwriters’ Underwriters do not exercise their over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercisedoption. The Founder Shares are substantially similar to the Ordinary Shares included in the Units Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Units Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Private Placement Units Purchase Agreement”), with the Sponsor, Sponsor in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 175,000 private placement units (or up to 12,200,000 warrants including if the Underwriters’ over-allotment option is exercised in full), at a price of $1.00 10.00 per warrantunit, for an aggregate purchase price of $1,750,000 (including if the Underwriter’s over-allotment option is exercised) (“Private Placement Units”). Underlying each warrant entitling the holder, upon exercise, to purchase Private Placement Unit is one Ordinary Share for $11.50 per share(each, subject to adjustment (the a “Private Placement WarrantsShare”). The ) and one right entitling the holder thereof to receive one tenth (1/10) of one Ordinary Share (each, a “Private Placement Warrants are substantially similar to Right”) upon the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectusconsummation of an initial Business Combination. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Founder Shares (including any Ordinary Shares underlying or other equivalent equity security issued or issuable upon the conversion of any of the Founder Shares or exercisable for Ordinary Shares), the Private Placement Warrants Units, the Private Placement Rights, the Private Placement Shares, the Ordinary Shares issuable upon the exercise of any Private Placement Rights upon the consummation of an initial Business Combination, and warrants certain securities that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreemententered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof, with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (the “Insider LetterAdministration Services Agreement”), by pursuant to which the Company will, subject to the terms of the Administration Services Agreement, pay to an affiliate of the Sponsor an aggregate monthly fee of $25,000 for accounting, bookkeeping, office space, IT support, research, professional, secretarial and among administrative services. The Company, the Sponsor and each of the Company’s officers, directors and director nomineesnominees will cause to be duly executed and delivered a letter agreement, effective as of the Closing Date (the “Letter Agreement”), in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.SC Health Corporation, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 15,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 2,250,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; the Option Securities” and, together with the Underwritten Firm Securities, being hereinafter called the “Offered Securities”)) as set forth below. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”)24 hereof. Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation of the Offering and terminating at 5:00 p.m. (New York City time) on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental American Stock Transfer & Trust Company (“CSTAST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which the proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated effective as of the Closing Date (the “Warrant Agreement”)date hereof, with respect to the Warrants, the Forward Purchase Warrants (as defined herein) and the Private Placement Warrants (as defined herein) with CSTSC Health Holdings Limited, a Cayman Islands exempted company (the “Sponsor”) and AST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST AST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants, the Forward Purchase Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of December 28, 2020 2018 (the “Founder’s Purchase Securities Subscription Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B 3,450,000 ordinary shares, which were subsequently divided into 4,312,500 shares, par value of approximately $0.0001 0.00008 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 562,500 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a forward purchase agreement (the “Forward Purchase Agreement”) with SC Health Group Limited (the “Forward Purchaser”) providing for the sale of 5,000,000 Class A ordinary shares (together, the “Forward Purchase Shares”), plus 1,250,000 redeemable warrants (the “Forward Purchase Warrants,” and together with the Forward Purchase Shares, the “Forward Purchase Securities”), for an aggregate purchase price of $50,000,000, or $10.00 per Forward Purchase Share and accompanying fraction of a Forward Purchase Warrant, in a private placement transaction to close concurrently with the closing of the initial Business Combination. The Forward Purchase Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Private Placement Warrants Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 5,000,000 Warrants (or up to 12,200,000 warrants 5,450,000 Warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans. Pursuant to the Forward Purchase Agreement, if anythe Company has also granted certain registration rights in respect of the Forward Purchase Shares, the Forward Purchase Warrants and the Ordinary Shares underlying the Forward Purchase Warrants. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”)date hereof, by and among between the Sponsor and each of the Company’s executive officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.1 to the Registration StatementStatement (the “Insider Letter”). The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”)date hereof, with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration StatementStatement (the “Administrative Services Agreement”), pursuant to which the Company will pay to an such affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial administrative and administrative support services. The Company has entered into an escrow agreement, dated as of the date hereof, with the Sponsor and AST, as escrow agent (the “Cash Escrow Agreement”), pursuant to which the Sponsor or its affiliate has agreed to deposit cash funds into an escrow account with ▇.▇. ▇▇▇▇▇▇ ▇▇▇▇▇ Bank, N.A. in an amount equal to $7,500,000 (or $8,625,000 if the Underwriters’ over-allotment option is exercised in full), to be used to pay $1.00 per Warrant (other than Warrants held by the Sponsor and its affiliates) in connection with the events described in the Warrant Agreement.

Introductory. AEA-Bridges Impact Corp.Revolution Acceleration Acquisition Corp II, a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 Underwriter 25,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriter, at the option of the Underwriter, an option to purchase up to 6,000,000 aggregate of not more than 3,750,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as the Underwriter. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share share, of the Company (the “Ordinary SharesClass A Share(s)”), and one-half fourth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder thereof to purchase one Ordinary Class A Share (the “Warrant(s)”). The Ordinary Class A Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading) (the “Detachment Date”), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Class A Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters Underwriter and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31February 5, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor RAAC Management II LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 3,833,333 shares of Class B ordinary sharescommon stock, par value $0.0001 per share (the “Founder Shares”), and 5,750,000 shares of Class C common stock, par value $0.0001 per share, of the Company (the “Alignment Shares”), for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 500,000 of Founder Shares and 750,000 of Alignment Shares are subject to forfeiture forfeiture, depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The 50,000 shares held by Founder Shares and the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Alignment Shares are substantially similar to the Ordinary Class A Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 3,500,000 warrants (or up to 12,200,000 3,875,000 warrants if the Underwriter’s over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder thereof to purchase one Ordinary Class A Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for a purchase price of $2.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Class A Shares underlying the Founder Shares, the Alignment Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreementLetter Agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among each of the Sponsor and each of the Company’s officers, directors and director nomineesother parties thereto, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company will enter has entered into an Administrative Support Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Support Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 20,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact SCVX Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 21 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Unitsunits, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”)January 23, 2020, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 10.3 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated effective as of the Closing Date (the “Warrant Agreement”)January 23, 2020, with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of November 19, 2020 2019 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor SCVX USA LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which on November 22, 2019, the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per shareshare (“Class B Shares”), of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 750,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by On December 20, 2019, the independent directors shall not be subject Company entered into a Securities Assignment Agreement, pursuant to forfeiture in which the event the underwriters’ overallotment option is not exercisedCompany assigned an aggregate of 1,092,500 of its Founder Shares to ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇▇-Last, ▇▇▇▇▇▇ ▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, for an aggregate purchase price of $4,750.00. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Agreement”)January 23, 2020, with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration StatementStatement (the “Warrant Subscription Agreement”), pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 6,000,000 warrants (or up to 12,200,000 6,600,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)January 23, 2020, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”)January 23, 2020, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in the form filed as Exhibit 10.2 to the Registration Statement (the “Insider Letter”). The Company has entered into an Administrative Services Agreement, dated as of January 23, 2020, with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date Statement (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an such affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact N2 Acquisition Holdings Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 45,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 6,750,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; the Option Securities” and, together with the Underwritten Firm Securities, being hereinafter called the “Offered Securities”)) as set forth below. To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 21 of this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesCommon Stock”), and one-half fourth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Common Stock at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationredemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised for a fractional shareexercised, so that only a whole number of Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share amalgamation, capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which certain proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”)date hereof, with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription AgreementAgreements, each dated July 31as of February 9, 2020 2021 (the “Founder’s Purchase AgreementAgreements”), with AEA-Bridges Impact Sponsor each of N2 Acquisition Founder LLC, a Delaware limited liability company (the “Sponsor”), ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇▇▇▇▇▇ (collectively, the “Director Nominees”), pursuant to which the Sponsor and the Director Nominees purchased an aggregate of 11,500,000 12,937,500 shares of Class B ordinary sharescommon stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,687,500 Founder Shares are subject to forfeiture by the Sponsor depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares shares of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 8,000,000 Warrants (or up to 12,200,000 warrants 8,900,000 Warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment share of Common Stock (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares shares of Common Stock underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a certain letter agreementagreements, to be each dated as of the Closing Date (the “Insider Letter”)date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit Exhibits 10.8 and 10.9 to the Registration Statement. The Company will enter into Statement (each an Administrative Services Agreement“Insider Letter”, to be dated as of the Closing Date (and together, the “Administrative Services AgreementInsider Letters”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Jaws Juggernaut Acquisition Corporation, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 24,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,600,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half fourth of one redeemable warrant, where each whole warrant entitling the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Purchase Agreement, dated July 31January 19, 2020 (the “Founder’s Purchase Agreement”)2021, with AEA-Bridges Impact Juggernaut Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant which was amended on June 17, 2021 (as amended, the “Founder’s Purchase Agreement”). Pursuant to which the Founder’s Purchase Agreement (x) the Sponsor purchased (i) an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company and (ii) 3,300,000 warrants (“Private Placement Warrants”) for an aggregate purchase price of $25,0006,600,000 and (y) has agreed to purchase an additional 460,000 Private Placement Warrants, at a price of $2.00 per Private Placement Warrant. Up to 360,000 Private Placement Warrants are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. On August 4June 17, 20202021, the Company effected a share capitalization dividend resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 6,900,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 900,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 Ordinary Shares issuable upon conversion of the Class B ordinary shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.7 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.4 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Kismet Acquisition One Corp, a Cayman business company with limited liability incorporated in the British Virgin Islands exempted company (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 25,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 3,750,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Firm Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share shares (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisitionshare reconstruction and amalgamation, share purchasecontractual control arrangement with, reorganization purchasing all or substantially all of the assets of, or any other similar business combination with one or more businesses or entities. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.5 to the Registration Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Purchase Agreement, dated July 31June 8, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Kismet Sponsor LLCLimited, a Delaware business company with limited liability company incorporated in the British Virgin Islands (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company 6,250,000 Ordinary Shares for an aggregate purchase a total subscription price of $25,000, or approximately $0.004 per share (the “Founder Shares”). On August 4July 15, 2020, the Company effected a share capitalization split resulting in the Sponsor holding an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the 7,687,500 Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 937,500 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.7 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 6,750,000 warrants (or up to 12,200,000 7,500,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Forward Purchase Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Forward Purchase Agreement”), with the Sponsor and the other parties theretoSponsor, in substantially the form filed as Exhibit 10.2 10.10 to the Registration Statement, pursuant to which the Sponsor agreed to purchase, on a private placement basis concurrently with the closing of the initial Business Combination, an aggregate of $20,000,000 of units (the “Forward Purchase Securities”), each unit consisting of one Ordinary Share (the “Forward Purchase Shares”) and one-half of one warrant (the “Forward Purchase Warrants”) to purchase one Ordinary Share for $11.50 per share, subject to adjustment. The Company has entered into a Registration Rights Agreement, dated as of the date hereof (the “Registration Rights Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Founder Shares, the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit 10.8 10.3 and Exhibit 10.4, respectively, to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor Kismet Capital Group LLC an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Social Capital Hedosophia Holdings Corp. V, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 Underwriter 65,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriter, at the option of the Underwriter, an option to purchase up to 6,000,000 aggregate of not more than 9,750,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as the Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half fourth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) October [●], 2020 (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters Underwriter and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date October [●], 2020 (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 3116, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact SCH Sponsor IV LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 18,687,500 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 2,437,500 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof October [●], 2020 (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 7,500,000 warrants (or up to 12,200,000 8,475,000 warrants if the underwriter’s over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $2.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date October [●], 2020 (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date October [●], 2020 (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date October [●], 2020 (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an such affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact World Quantum Growth Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 Underwriter 30,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company also proposes to grant to the Underwriters Underwriter an option to purchase up to 6,000,000 4,500,000 additional Units to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Firm Securities, being hereinafter called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K 8‑K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters Underwriter and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31March 15, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor World Quantum Growth Acquisition LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor purchased an aggregate of 11,500,000 8,625,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,125,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 5,666,667 warrants (or up to 12,200,000 6,266,667 warrants if the over-allotment option is exercised in full), at a price of $1.00 1.50 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Tiga Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. you are acting as representatives (the “the Representatives”), to issue and sell to the several Underwriters 40,000,000 an aggregate of 20,000,000 units (the “Units”) of the Company (said units Company. The respective amounts of Units to be issued and sold so purchased by the Company being hereinafter called several Underwriters are set forth opposite their names on Schedule I hereto and are referred to the “Firm Securities”). .” The Company also proposes to grant to the Underwriters an the option to purchase up to 6,000,000 3,000,000 additional Units to cover over-allotments, if any (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”). .” Certain capitalized terms used herein and not otherwise defined are defined in Section 23 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each warrant (the “Warrants”). Each whole warrant entitling Warrant entitles the holder, upon exercise, holder of such Warrant to purchase one Ordinary Share (from the “Warrant(s)”)Company at a price of $11.50, subject to adjustment, per Ordinary Share. The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (,or, if such date is not a Business Day, the following Business Day, unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to and provided: (a) the Company’s preparation of Company has provided an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each trade and pursuant to the Warrant Agreement (as defined below), only a whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, may be exercised. The Warrants shall become exercisable during the period commencing on the later of of: (i) thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and (ii) twelve (12) months from the date of the consummation of the Offering Offering, and terminating such Warrants will expire on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of involving the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant certain agreements on or prior to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.hereof:

Introductory. AEA-Bridges Impact GO Acquisition Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 50,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 7,500,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; the Option Securities” and, together with the Underwritten Firm Securities, being hereinafter called the “Offered Securities”)) as set forth below. To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 ‎21 of this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesCommon Stock”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Common Stock at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationredemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised for a fractional shareexercised, so that only a whole number of Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share amalgamation, capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which certain proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”)date hereof, with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of June 22, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor GO Acquisition Founder LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 14,375,000 shares of Class B ordinary sharescommon stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares shares of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 8,000,000 Warrants (or up to 12,200,000 warrants 9,000,000 Warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment share of Common Stock (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Stockholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares shares of Common Stock underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a certain letter agreementagreements, to be each dated as of the Closing Date (the “Insider Letter”)date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit Exhibits 10.7 and 10.8 to the Registration Statement. The Company will enter into Statement (each an Administrative Services Agreement“Insider Letter”, to be dated as of the Closing Date (and together, the “Administrative Services AgreementInsider Letters”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Health Assurance Acquisition Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 units 50,000,000 SAILSM (“Units”Stakeholder Aligned Initial Listing) securities of the Company (said units SAILSM securities to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 7,500,000 additional Units SAILSM securities of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of to this agreement (this “Agreement”). Each Unit SAILSM security (each, a “SAILSM Security” and, together, the “SAILSM Securities”) consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half fourth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and Warrants included in the Units SAILSM Securities will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the UnitsSAILSM Securities, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Class A Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) [Ÿ], 2020 (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date [Ÿ], 2020 (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31September 24, 2020 (the “Founder’s Alignment Share Purchase Agreement”), with AEA-Bridges Impact Sponsor LLCGeneral Catalyst Group X - Early Venture, L.P., a Delaware limited liability company partnership (“GC Early Venture”) and Health Assurance Economy Foundation, a Delaware corporation (the “SponsorFoundation”), pursuant to which GC Early Venture and the Sponsor Foundation purchased an aggregate of 11,500,000 2,875,000 shares of the Company’s Class B ordinary sharescommon stock, par value $0.0001 per shareshare (the “Class B Common Stock” and, of together with the Company Class A Common Stock, the “Common Stock”) for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares shares of Class A Common Stock issuable upon conversion thereofthereof (the “Conversion Shares”), the “Founder Alignment Shares”), 2,587,500 of which were subsequently transferred by GC Early Venture to the Sponsor (as defined below). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 375,000 of our independent directors. Up to 1,500,000 Founder the Alignment Shares are owned by the Sponsor being subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Alignment Shares are substantially similar to the Ordinary Shares shares Class A Common Stock included in the Units SAILSM Securities except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Agreement”), with HAAC Sponsor, LLC (the “Sponsor”) and certain directors of the Company, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor and certain directors of the Company agreed to purchase an aggregate of 11,000,000 11,333,333 warrants (or up to 12,200,000 12,333,333 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), at a price of $1.00 per warrant, each whole warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment share of Class A Common Stock (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the UnitsSAILSM Securities, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Stockholder Rights Agreement, to be dated as of the Closing Date [Ÿ], 2020 (the “Registration and Shareholder Rights Agreement”), with the Sponsor Sponsor, the Foundation and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares shares of Class A Common Stock underlying the Founder Shares, Alignment Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreementagreement dated [Ÿ], to be dated as of the Closing Date 2020 (the “Insider Letter”), by and among the Sponsor Sponsor, the Foundation and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of $300,000 to GC Early Venture in substantially the form filed as Exhibit 10.6 to the Registration Statement (the “Promissory Note”) in exchange for the payment of the equivalent amount by GC Early Venture to the Company. These monies have been used to cover expenses relating to the Offering. The Promissory Note will be payable on the earlier to occur of January 31, 2021 or the date of the closing of the Offering. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to the Sponsor, or an affiliate of thereof, as determined by the Sponsor Sponsor, an aggregate monthly annual fee of up to $10,000 120,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact Empowerment & Inclusion Capital I Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with proposes, upon the several underwriters named terms and conditions set forth in Schedule I hereto this agreement (collectively, the this “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. are acting as representatives (“the RepresentativesAgreement”), to issue and sell to the several Underwriters 40,000,000 units underwriters named in Schedule A (the “UnitsUnderwriters”) an aggregate of 20,000,000 units of the Company (said units the “Units”). The 20,000,000 Units to be issued and sold by the Company being hereinafter are called the “Firm Securities”). The .” In addition, the Company also proposes to grant has granted to the Underwriters an option to purchase up to 6,000,000 an additional 3,000,000 Units as provided in Section 2. The additional 3,000,000 Units to cover over-allotmentsbe sold by the Company pursuant to such option are collectively called the “Optional Securities.” The Firm Securities and, if any and to the extent such option is exercised, the Optional Securities are collectively called the “Offered Securities.” ▇▇▇▇▇▇▇▇▇ LLC (“Jefferies”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering of the Offered Securities for sale to the public as contemplated in the IPO Prospectus (as defined below) (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “SecuritiesOffering”). Certain capitalized terms To the extent there are no additional underwriters listed on Schedule A, the term “Representative” as used herein shall mean you, as Underwriter, and not otherwise defined are defined in Section 23 of this agreement (this the term “Agreement”)Underwriters” shall mean either the singular or the plural, as the context requires. Each Unit consists of one share of the Company’s Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesClass A Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Class A Common Stock (the “Public Warrant(s)”). The Ordinary Shares shares of Class A Common Stock and Public Warrants included in the Units will not trade separately until the 52nd day following the date of the IPO Prospectus (as defined below) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below)Offering, (b) the filing by the Company of such audited balance sheet with the U.S. Securities and Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Public Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price share of Class A Common Stock for $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s an initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation closing of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination (as defined below) or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Public Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration StatementStatement (as defined below)) shall mean a merger, share capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company will enter into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support servicesbusinesses.

Introductory. AEA-Bridges Impact Corp.Tiga Acquisition Corp. II, a Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to the several underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. you are acting as representatives (the “the Representatives”), to issue and sell to the several Underwriters 40,000,000 an aggregate of 20,000,000 units (the “Units”) of the Company (said units Company. The respective amounts of Units to be issued and sold so purchased by the Company being hereinafter called several Underwriters are set forth opposite their names on Schedule I hereto and are referred to the “Firm Securities”). .” The Company also proposes to grant to the Underwriters an the option to purchase up to 6,000,000 3,000,000 additional Units to cover over-allotments, if any (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”). .” Certain capitalized terms used herein and not otherwise defined are defined in Section 23 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half quarter of one redeemable warrant, where each warrant (the “Warrants”). Each whole warrant entitling Warrant entitles the holder, upon exercise, holder of such Warrant to purchase one Ordinary Share (from the “Warrant(s)”)Company at a price of $11.50, subject to adjustment, per Ordinary Share. The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (Prospectus, or, if such date is not a Business Day, the following Business Day, unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to and provided: (a) the Company’s preparation of Company has provided an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each trade and pursuant to the Warrant Agreement (as defined below), only a whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, may be exercised. The Warrants shall become exercisable during the period commencing on the later of of: (i) thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and (ii) twelve (12) months from the date of the consummation of the Offering Offering, and terminating such Warrants will expire on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into certain agreements on or prior to the date hereof: A. Investment Management Trust Agreement. The Company has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which certain proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”). The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, the Private Placement Warrants and warrants that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative support services.

Introductory. AEA-Bridges Impact Corp.Social Capital Hedosophia Holdings Corp. VI, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 Underwriter 100,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriter, at the option of the Underwriter, an option to purchase up to 6,000,000 aggregate of not more than 15,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as the Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half fourth of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading) (the “Detachment Date”), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) if the Detachment Date is earlier than the 52nd day following the date of the Prospectus, the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a whole Warrant may not be exercised for a fractional share, so that only whole Warrants may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters Underwriter and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 3116, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact SCH Sponsor IV LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 2,875,000 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4September 18, 2020, the Company effected approved a share capitalization resulting in an aggregate of 14,375,000 28,750,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares Shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each 3,750,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants (or up to 12,200,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrantwarrants, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $2.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.2 to the Registration Statement. The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date date hereof (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an such affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial administrative and administrative support services.

Introductory. AEA-Bridges Impact Hony Capital Acquisition Corp., a Cayman Islands exempted company (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representatives”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representatives, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; ) as set forth below. The Firm Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Optional Securities are herein collectively called the “Offered Securities”).” To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the term Underwriters shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) (unless the Representatives informs inform the Company of its their decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report current report on Form 8-K or similar form by the Company that includes such audited balance sheet, and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), only a Warrant may not be exercised for a fractional share, so that only whole Warrants warrant may be exercised at any given time by a holder thereofexercised. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreementinvestment management trust agreement, to be dated as of the Closing Date (as defined below) date hereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement, pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreementwarrant agreement, to be dated as of the Closing Date date hereof (the “Warrant Agreement”), with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreementsecurities purchase agreement, dated July 31February 11, 2020 2021 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Hony Capital Acquisition Sponsor LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares up to each 750,000 of our independent directors. Up to 1,500,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercisedexercised for an aggregate purchase price of $25,000. The Founder Shares are substantially similar to the Ordinary Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreementprivate placement warrants purchase agreement, dated as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 6,000,000 warrants (or up to 12,200,000 6,600,000 warrants if depending on the extent to which the Underwriters’ over-allotment option is exercised in full), exercised) at a price of $1.00 per warrantPrivate Placement Warrant, each warrant entitling the holder, upon exercise, to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”)) for $11.50 per share. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreementregistration rights agreement, to be dated as of the Closing Date date hereof (the “Registration and Shareholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date date hereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form filed as Exhibit 10.8 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreementadministrative services agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 10.8 to the Registration Statement, pursuant to which the Company will pay to an affiliate of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, utilities, secretarial and administrative support services.

Introductory. AEA-Bridges Impact GO Acquisition Corp., a Cayman Islands exempted company Delaware corporation (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 50,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 7,500,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Optional Securities”; the Option Securities” and, together with the Underwritten Firm Securities, being hereinafter called the “Offered Securities”)) as set forth below. To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 21 of this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A ordinary sharescommon stock, par value $0.0001 per share (the “Ordinary SharesCommon Stock”), and one-half third of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share share of Common Stock (the “Warrant(s)”). The Ordinary Shares shares of Common Stock and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share share of Common Stock at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) 30 days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) or 12 months from the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationredemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised for a fractional shareexercised, so that only a whole number of Warrants may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, share amalgamation, capital stock exchange, asset acquisition, share stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee (the “Trustee”)trustee, in substantially the form filed as Exhibit 10.1 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which certain proceeds from the sale of the Private Placement Warrants (as defined below) and certain proceeds of the Offering will be deposited and held in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Option Optional Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated as of the Closing Date (the “Warrant Agreement”)date hereof, with respect to the Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of June 22, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor GO Acquisition Founder LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 14,375,000 shares of Class B ordinary sharescommon stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares shares of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 warrants 8,000,000 Warrants (or up to 12,200,000 warrants 9,000,000 Warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment share of Common Stock (the “Private Placement Warrants”), for $1.50 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Stockholders Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares shares of Common Stock underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a certain letter agreementagreements, to be each dated as of the Closing Date (the “Insider Letter”)date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the form forms filed as Exhibit Exhibits 10.7 and 10.8 to the Registration StatementStatement (each an “Insider Letter”, and together, the “Insider Letters”). The Company will enter has entered into an Administrative Services Agreement, to be dated as of the Closing Date (the “Administrative Services Agreement”)date hereof, with one or more affiliates of the Sponsor, in substantially the form filed as Exhibit 10.5 10.9 to the Registration Statement, pursuant to which the Company will pay to an affiliate such affiliate(s) of the Sponsor an aggregate monthly fee of up to $10,000 for certain office space, secretarial space and administrative support services.

Introductory. AEA-Bridges Impact Corp.Trepont Acquisition Corp I, a Cayman Islands exempted company (the “Company”), agrees with the several underwriters Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom Credit Suisse Securities you (USAthe “Representative”) LLC and Citigroup Global Markets Inc. are acting as representatives (“the Representatives”)representative, to issue and sell to the several Underwriters 40,000,000 20,000,000 units (“Units”) of the Company (said units to be issued and sold by the Company being hereinafter called the “Firm Underwritten Securities”). The Company ) and also proposes to grant issue and sell to the Underwriters Underwriters, at the option of the Underwriters, an option to purchase up to 6,000,000 aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments, if any allotments (the “Option Securities”; ) as set forth below. The Underwritten Securities and the Option Securities, together with the Underwritten Securities, being hereinafter Securities are herein collectively called the “Securities”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined in Section 23 of this agreement (this “Agreement”). Each Unit unit (a “Unit”) consists of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitling entitles the holder, upon exercise, holder to purchase one Ordinary Share (the “Warrant(s)”). The Ordinary Shares and Warrants included in the Units will not trade separately until the 52nd day following the date of the Prospectus (unless the Representatives Representative informs the Company of its decision to allow earlier separate trading), subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the gross proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Securities Exchange Commission (the “Commission”) on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet, sheet and (c) the Company having issued a press release announcing when such separate trading will begin. No fractional Warrants will be issued upon separation of the Units, and only whole Warrants will trade. Each whole Warrant entitles its holder, upon exercise, to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and twelve (12) months from the date of the consummation of the Offering and terminating at 5:00 p.m. New York City time on the five-year anniversary of the date of the completion of such initial Business Combination or earlier upon redemption or Liquidationliquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised for a fractional shareexercised, so that only a whole Warrants warrant may be exercised at any given time by a holder thereof. As used herein, the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company will enter has entered into an Investment Management Trust Agreement, to be dated effective as of the Closing Date (as defined below) (the “Trust Agreement”)date hereof, with Continental Stock Transfer & Trust Company (“CST”)Company, as trustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration StatementStatement (the “Trust Agreement”), pursuant to which proceeds from the sale of the Private Placement Warrants (as defined below) and proceeds of the Offering will be deposited and held in a trust account at ▇.▇. ▇▇▇▇▇▇ ▇▇▇▇▇ Bank, N.A. (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Underwritten Securities and the Option Securities, if and when issued. The Company will enter has entered into a Warrant Agreement, to be dated effective as of the Closing Date (the “Warrant Agreement”), date hereof with respect to the Warrants and the Private Placement Warrants with CSTContinental Stock Transfer & Trust Company, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration StatementStatement (the “Warrant Agreement”), pursuant to which CST Continental Stock Transfer & Trust Company will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated July 31as of September 28, 2020 (the “Founder’s Purchase Agreement”), with AEA-Bridges Impact Sponsor Trepont Acquisition I, LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 11,500,000 5,750,000 Class B ordinary shares, par value $0.0001 per share, of the Company Company, for an aggregate purchase price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 14,375,000 Class B ordinary shares outstanding. On September 14, 2020, the Company irrevocably surrendered for cancellation and for nil consideration 2,875,000 Class B ordinary shares resulting in an aggregate of 11,500,000 Class B ordinary shares outstanding as of the date hereof 25,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In September 2020, our sponsor transferred 25,000 Class B ordinary shares to each of our independent directors. Up to 1,500,000 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The 50,000 shares held by the independent directors shall not be subject to forfeiture in the event the underwriters’ overallotment option is not exercised. The Founder Shares are substantially similar to the Ordinary Shares included in the Units Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Purchase Agreement, dated effective as of the date hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 11,000,000 8,000,000 warrants (or up to 12,200,000 8,900,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder, upon exercise, holder to purchase one Ordinary Share for $11.50 per share, subject to adjustment (the “Private Placement Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company will enter has entered into a Registration and Shareholder Rights Agreement, to be dated as of the Closing Date (the “Registration and Shareholder Rights Agreement”)December 1, 2020, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration StatementStatement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the Ordinary Shares underlying the Founder Shares, Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered a letter agreement, to be dated as of the Closing Date (the “Insider Letter”)December 1, 2020, by and among the Sponsor and each of the Company’s officers, directors and director nomineesnominees in the form filed as Exhibit 10.1 to the Registration Statement (the “Insider Letter”). The Company has entered into an Administrative Services Agreement with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date Statement (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will pay to the Sponsor (or an affiliate of the Sponsor an aggregate monthly fee of thereof) up to $10,000 per month for certain office space, utilities, secretarial and administrative support servicesservices provided to management of the Company.