Common use of Introductory Clause in Contracts

Introductory. Cascade Acquisition Corp., a Delaware corporation (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Units to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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 21 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock (the “Warrant(s)”). The 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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. Each whole Warrant entitles its holder, upon exercise, to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below); provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee, in substantially the form filed as Exhibit 10.1 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 Statement (the “Warrant Agreement”), 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 as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants (or up to 8,900,000 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain letter agreements, each dated as of the date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms filed as Exhibits 10.7 and 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”).

Introductory. Cascade AP Acquisition Corp.Corp, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with proposes to sell to you and, as applicable, to the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 15,000,000 units (the “Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 2,250,000 additional Units to cover over-allotments allotments, if any (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, dated effective as of the date hereofClosing Date (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, dated effective as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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 will enter into a Private Placement Warrants Purchase Agreement, dated effective as of the date hereofhereof (the “Warrant Subscription Agreement”), with the Sponsor in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 9,500,000 warrants (or up to 8,900,000 Warrants 10,625,000 warrants if the Underwriters’ over-allotment option is exercised in full)) at a price of $1.00 per Private Placement Warrant, each entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), ) for $1.00 11.50 per Private Placement Warrantshare. 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 has entered into a Registration and Stockholder Rights AgreementCompany, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain letter agreements, each dated as of the date hereof, 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 forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 an aggregate monthly fee of $10,000 for office space and secretarial and administrative services.

Introductory. Cascade Acquisition Corp.Reinvent Technology Partners Z, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half fifth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock amalgamation, share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24October 7, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Reinvent Sponsor Z LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 5,750,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares”), up to 750,000 Founder Shares of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 4,000,000 warrants (or up to 8,900,000 Warrants if 4,400,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 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 (each an “Insider Letter”, and together, the “Insider LettersPromissory Note”). The Promissory Note will be payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The Company has entered into a Support Services Agreement, dated the date hereof (the “Support Services Agreement”), with Reinvent Capital LLC, in substantially the form filed as Exhibit 10.8 to the Registration Statement, pursuant to which the Company will pay to the Sponsor an aggregate annual fee of $625,000 for certain administrative and support services.

Introductory. Cascade Acquisition Social Capital Hedosophia Holdings Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 50,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 7,5000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of this agreement (this “Agreement”)20 hereof. Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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. Each whole Warrant entitles its holder, upon exercise, to purchase one share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 Liquidation (as defined below)redemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated effective as of the date hereof[•], 2017, with Continental Stock Transfer & Trust Company (“CST”), as trustee, in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”), pursuant to which certain 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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated effective as of the date hereof[•], 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 Statement (the “Warrant Agreement”), 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 as of August 24May 10, 2020 2017 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCSCH Sponsor Corp., a Delaware limited liability Cayman Islands exempted company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 14,375,000 Class B common stockordinary shares, par value $0.0001 per shareshare (“Class B Shares”), of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6May 18, 20202017, the Sponsor submitted 1,437,500 Founder surrendered 2,875,000 Class B Shares for cancellation. Of no value, and on August 23, 2017 the remaining 5,750,000 Company approve ashore capitalizations, resulting in an aggregate of 14,375,000 Class B Shares outstanding and held by the Sponsor as of the date hereof (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”), up to 750,000 Founder Shares 1,875,000 of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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[•], in substantially the form filed as Exhibit 10.3 to the Registration Statement 2017 (the “Warrant Subscription Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants warrants (or up to 8,900,000 Warrants 9,000,000 warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereof[•], 2017, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.4 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereof[•], 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 forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersAdministrative Services Agreement”), pursuant to which the Company will pay to such affiliate of the Sponsor an aggregate monthly fee of $10,000 for certain office space, administrative and support services.

Introductory. Cascade Horizon Acquisition Corp.Corporation II, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 50,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 7,500,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten Securities, being hereinafter called the “Offered Securities”), subject to adjustment pursuant to Section 3(b) as set forth belowof this agreement (this “Agreement”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 247, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Horizon II Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 14,375,000 Class B common stockordinary shares, par value $0.0001 0.002 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020(including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares, up ”). Up to 750,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercisedexercised or reduced pursuant to Section 3(b) hereof. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase purchase, subject to adjustment as provided therein, an aggregate of 8,000,000 Warrants warrants (or up to 8,900,000 Warrants 9,000,000 warrants if the over-allotment option is exercised in full), at a price of $1.50 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Shareholder Rights Agreement, to be dated as of the date hereofClosing 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each to be dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to an “Insider Letter”affiliate of the Sponsor an aggregate monthly fee of $10,000 for certain office space, utilities, secretarial and together, the “Insider Letters”)administrative support services.

Introductory. Cascade Revolution Acceleration Acquisition Corp.Corp II, a Delaware corporation (the “Company”), agrees with the several Underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 Underwriter 25,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the UnderwritersUnderwriter, at the option of the UnderwritersUnderwriter, an aggregate of not more than 3,000,000 3,750,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as Underwriters, and the term Underwriter shall mean either the singular or plural as the context requiresUnderwriter. Certain capitalized terms used herein and not otherwise defined are defined in Section 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares share of Class A common stock, par value $0.0001 per share share, of the Company (the “Common StockClass A Share(s)”), and one-half fourth of one redeemable warrant, where each whole warrant entitles the holder thereof to purchase one share of Common Stock Class A Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Class A Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Underwriter and the holders of the Firm Securities and the Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24February 5, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings RAAC Management II LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 3,833,333 shares of Class B common 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 “Founder Alignment Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Up to 500,000 of Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to and 750,000 Founder of Alignment Shares are subject to forfeiture forfeiture, depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The Founder Shares and the Alignment Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 3,500,000 warrants (or up to 8,900,000 Warrants 3,875,000 warrants if the Underwriter’s over-allotment option is exercised in full), each entitling the holder thereof to purchase one share of Common Stock Class A Share (the “Private Placement Warrants”), for a purchase price of $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock 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 certain letter agreementsa Letter Agreement, each dated as of the date hereofhereof (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 forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Support Services Agreement, dated the date hereof (the “Support Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to the Sponsor an “Insider Letter”aggregate monthly fee of $20,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Acquisition Corp., a Delaware corporation The Company is offering (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), "Offering") for whom you sale its newly issued units (the “Representatives”) "Units"). It is acknowledged that ▇▇▇ may, in its sole discretion, regardless of any priorities or preferences, accept or reject subscriptions in whole or in part in the Offering and terminate the Offering at any time. Once made, subscriptions are acting as representatives, to issue and sell irrevocable provided that a subscriber may revoke his subscription within 10 business days prior to the several Underwriters 20,000,000 units applicable Closing (“Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Units to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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 21 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock (the “Warrant(s)”). The 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K whichever comes first, by the Company that includes such audited balance sheet and (c) the Company having issued a press release announcing when such separate trading will beginsubscriber delivering written notice to ▇▇▇. Each whole Warrant entitles its holder, upon exercise, to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, during The term "Initial Offering Period" is the period commencing on the later date of 30 days after the completion acceptance of the Company’s initial Business Combination registration statement by the Securities and Exchange Commission and ending on _________________________, 2009 (unless extended by ▇▇▇ upon amendment of the Registration Statement (defined below)) or such earlier date as ▇▇▇ has accepted subscriptions for at least $500,000 in the Offering. During the Initial Offering Period, Agent will offer Units for sale at an "Initial Closing" at a price equal to $1,000 per Unit, which Initial Closing will not take place unless ▇▇▇ has accepted subscriptions for at least 500 Units. If the minimum number of Units is not sold during the Initial Offering Period, the Offering will terminate and all subscription amounts (together with any interest earned thereon) will be refunded to subscribers, as described in the Prospectus and hereinafter. Units which remain unsold following the Initial Closing will be offered for sale in a continuing offering (the "Continuing Offering") at monthly closings ("Monthly Closings;" the Initial Closing or any Monthly Closing, each a "Closing") to be held on the last day of each month at a price per Unit equal to 100% of the Net Asset Value, as defined below) in the Company's subscription agreement and 12 months from prospectus and disclosure document (the "Subscription Agreement"), as of the close of business on the date of the consummation of the Offering and terminating on the five-year anniversary of the date of the completion of such Monthly Closing. The minimum initial Business Combination or earlier upon redemption or Liquidation (as defined below); provided, however, that pursuant subscription for an investor is $5,000. Once an investor has been admitted to the Warrant Agreement (as defined below)Company, a fractional Warrant may not there is no minimum for additional subscriptions, except that they must be exercised, so that only a whole number in multiples 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities$1,000. The Company has entered into an Investment Management Trust Agreement, dated as filed with the Securities and Exchange Commission (the "Commission") a Registration Statement on Form S-1 containing a prospectus relating to the Offering for the registration of the date hereof, with Continental Stock Transfer & Trust Company (“CST”)Units under the Securities Act of 1933, as trusteeamended (the "1933 Act"). The Registration Statement, in substantially as amended and as declared effective by the form filed Commission, is hereinafter referred to as Exhibit 10.1 the "Registration Statement." The prospectus on file with the Commission at the time the Registration Statement initially becomes effective is hereinafter called the "Prospectus," except that if the Company files a Prospectus pursuant to Rule 424 of the rules and regulations of the Commission under the 1933 Act (the "1933 Act Regulations") which differs from the Prospectus on file at the time the Registration Statement initially becomes effective, or if the Company files an amendment to the Registration Statement (subsequent to the “Trust Agreement”)time it initially becomes effective and such amendment contains a Prospectus which differs from the Prospectus on file at the time the Registration Statement initially becomes effective, the term "Prospectus" refers to the Prospectus filed 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 Rule 424 or contained in a trust account (the “Trust Account”) for the benefit of the Company, the Underwriters and the holders of the Firm Securities and the Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 such amendment to the Registration Statement (from and after the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection time said Prospectus is filed 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 as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar or transmitted to the shares of Common Stock included Commission for filing. Any terms not expressly defined herein have the same definition and meaning as is set forth 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants (or up to 8,900,000 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain letter agreements, each dated as of the date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms filed as Exhibits 10.7 and 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”).

Introductory. Cascade Magnum Opus Acquisition Corp.Limited, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesthe representative, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as Underwriters, and the term Underwriter 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)) ; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management investment management trust agreement, dated the date hereof (the “Trust Agreement, dated as of the date hereof”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a warrant agreement, dated the date hereof (the “Warrant Agreement, dated as of the 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 Statement (the “Warrant Agreement”)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 Agreementsecurities subscription agreement, dated as of August 24January 26, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Magnum Opus Holding LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 5,750,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Sponsor Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares exercised for an aggregate purchase price of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus$25,000. The Company has entered into a Private Placement Warrants Purchase Agreementprivate placement warrants purchase agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 6,000,0000 warrants (or up to 8,900,000 Warrants if 6,600,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in full)exercised) at a price of $1.00 per Private Placement Warrant, each entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), ) for $1.00 11.50 per Private Placement Warrantshare. 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 has entered into a registration and shareholder rights agreement, dated the date hereof (the “Registration and Stockholder Rights Agreement, dated as of the date hereof”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Founder Shares and the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (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 forms form filed as Exhibits 10.7 and Exhibit 10.1 to the Registration Statement. The Company will enter into an administrative services agreement, to be dated no later the Closing Date (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement Statement, pursuant to which the Company will pay to the Sponsor an aggregate monthly fee of $10,000 for office space, utilities, secretarial and administrative support services from the Closing Date until the earlier of (each x) the consummation of an “Insider Letter”, initial Business Combination and together, (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 “Insider LettersLiquidation”).

Introductory. Cascade Horizon Acquisition Corp.Corporation, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 50,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 7,500,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten Securities, being hereinafter called the “Offered Securities”), subject to adjustment pursuant to Section 3(b) as set forth belowof this agreement (this “Agreement”). To the extent that there are no additional Underwriters listed on Schedule I other than you, the term Representatives Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24July 2, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Horizon Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 14,375,000 Class B common stockordinary shares, par value $0.0001 0.002 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020(including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares, up ”). Up to 750,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercisedexercised or reduced pursuant to Section 3(b) hereof. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase purchase, subject to adjustment as provided therein, an aggregate of 8,000,000 Warrants warrants (or up to 8,900,000 Warrants 9,000,000 warrants if the over-allotment option is exercised in full), at a price of $1.50 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Shareholder Rights Agreement, to be dated as of the date hereofClosing 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each to be dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.1 to the Registration Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to an “Insider Letter”affiliate of the Sponsor an aggregate monthly fee of $10,000 for certain office space, utilities, secretarial and together, the “Insider Letters”)administrative support services.

Introductory. Cascade Kismet Acquisition Two Corp., a Delaware corporation blank check company incorporated as a Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than to purchase up to 3,000,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stock, par value $0.0001 per share ordinary shares (the “Common StockClass A Ordinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Class A Ordinary Share (the “Warrant(s)”). The shares of Common Stock Class A 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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 share of Common Stock Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisitionshare reconstruction and amalgamation, stock 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 has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.4 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain of 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 Optional Option Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 Purchase Agreement, dated as of August 24September 21, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCKismet Sponsor Limited, 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 7,187,500 shares of 4,812,500 Class B common stock, par value $0.0001 per share, ordinary shares of the Company (the “Class B Ordinary Shares”), for a total subscription price of $25,000, or approximately $0.005 per share (the “Founder Shares”). On January 25, for 2021, the Company effected a share dividend resulting in the Sponsor holding an aggregate purchase price of $25,0006,250,000 Class B Ordinary Shares. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 Founder Class B Ordinary Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Class B Ordinary Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 4,000,000 warrants (or up to 8,900,000 Warrants 4,400,000 warrants if the over-allotment option is exercised in full), at a price of $1.50 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock Class A 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 has entered into a Forward Purchase Agreement, dated as of the date hereof (the “Forward Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 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 Stockholder 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 hereofhereof (the “Registration Rights Agreement”), with the Sponsor and the other parties theretoSponsor, in substantially the form filed as Exhibit 10.2 10.5 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder Shares and Shares, the Private Placement Warrants and the warrants (which will be substantially similar to Class A Ordinary Shares underlying the Private Placement Warrants) 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms filed as Exhibits 10.7 Exhibit 10.2 and 10.8 Exhibit 10.3, respectively, to the Registration Statement Statement. The Company has entered into an Administrative Services Agreement, dated as of the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative Services Agreement”), pursuant to which the Company will pay to Kismet Capital Group LLC an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade Artius II Acquisition Corp.Inc., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to you and, as applicable, to the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 units (the “Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than to purchase up to 3,000,000 additional Units to cover over-allotments allotments, if any (the “Optional Securities” and”), together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half one right to receive one tenth (1/10) of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock 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 shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. Each whole Warrant entitles its holder, upon exercise, The Distributable Shares will be issued to purchase one share holders of Common Stock at a price outstanding Ordinary Shares issued in connection with the sale of $11.50 per share, subject to adjustment, during the period commencing on the later of 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 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 (as defined below); 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 fractional Warrant may will not be exercisedseparately transferable, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, dated effective as of the date hereofClosing Date (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain proceeds from the sale of the Private Placement Warrants Units (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 Optional Securities, if and when issued. The Company has entered will enter into a Warrant Rights Agreement, effective as of the Closing Date (the “Rights Agreement”), dated as of the 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 Statement (the “Warrant Agreement”)Statement, pursuant to which CST will act as warrant rights agent in connection with the issuance, registration, transfer, exchange, 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 will enter into a Securities Subscription Contingent Rights Agreement, dated effective as of August 24, 2020 the Closing Date (the “Founder’s Purchase Contingent Rights Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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, in substantially the form filed as Exhibit 10.3 4.5 to the Registration Statement 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 agreement, dated July 31, 2024 (the “Warrant Securities Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor agreed to purchase purchased an aggregate of 8,000,000 Warrants 7,187,500 Class B ordinary shares, par value $0.0001 per share, of the Company, for an aggregate purchase price of $25,000 (or including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). On October 31, 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 8,900,000 Warrants if 750,000 of which are subject to forfeiture to the extent the Underwriters do not exercise their over-allotment option is exercised in full), each entitling the holder to purchase one share of Common Stock (the “Private Placement Warrants”), for $1.00 per Private Placement Warrantoption. The Private Placement Warrants Founder Shares are substantially similar to the Warrants 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 Units Purchase Agreement, effective as of the date hereof (the “Private Placement Units Purchase Agreement”), with the Sponsor in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 175,000 private placement units (including if the Underwriters’ over-allotment option is exercised in full), at a price of $10.00 per unit, for an aggregate purchase price of $1,750,000 (including if the Underwriter’s over-allotment option is exercised) (“Private Placement Units”). Underlying each Private Placement Unit is one Ordinary Share (each, a “Private Placement Share”) and Stockholder one right entitling the holder thereof to receive one tenth (1/10) of one Ordinary Share (each, a “Private Placement Right”) upon the consummation of an initial Business Combination. The Company has entered into a Registration Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and Founder Shares (including any Ordinary Shares or other equivalent equity security issued or issuable upon the shares conversion of Common Stock underlying any of the Founder Shares and or exercisable for Ordinary Shares), the Private Placement Warrants and the warrants (which will be substantially similar to Units, the Private Placement Warrants) 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 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 certain letter agreementsentered into an Administrative Services Agreement, each dated as of the date hereof, by with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (the “Administration Services Agreement”), 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 forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.1 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”)Statement.

Introductory. Cascade World Quantum Growth Acquisition Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters Underwriter 20,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriter an option of the Underwriters, an aggregate of not more than to purchase up to 3,000,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)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 Underwriter and the holders of the Firm Securities and the Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24March 15, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade World Quantum Growth Acquisition Holdings 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 7,187,500 shares of 8,625,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,00025,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). On October 6July 22, 20202021, the Sponsor submitted 1,437,500 irrevocably surrendered 2,875,000 Founder Shares for cancellation. Of to the remaining Company, resulting in an aggregate of 5,750,000 Founder Shares, up Shares outstanding. Up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement 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 8,000,000 Warrants 8,500,000 warrants (or up to 8,900,000 Warrants 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 holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Shareholder Rights Agreement, to be dated as of the date hereofClosing 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each to be dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade Acquisition Corp.Reinvent Technology Partners Y, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 85,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 12,750,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half eighth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock amalgamation, share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24October 7, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Reinvent Sponsor Y LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 2,875,000 Class B common stockordinary 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 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”), for an aggregate purchase price 3,187,500 of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 7,880,000 warrants (or up to 8,900,000 Warrants if warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 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 (each an “Insider Letter”, and together, the “Insider LettersPromissory Note”). The Promissory Note will be payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The Company has entered into a Support Services Agreement, dated the date hereof (the “Support Services Agreement”), with Reinvent Capital LLC, in substantially the form filed as Exhibit 10.8 to the Registration Statement, pursuant to which the Company will pay to the Sponsor an aggregate annual fee of $1,875,000 for certain administrative and support services.

Introductory. Cascade Acquisition Corp.SC Health Corporation, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 15,000,000 units (“Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 2,250,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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 21 of this agreement (this “Agreement”)24 hereof. Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of 30 days after the completion of the Company’s initial Business Combination (as defined below) and 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 Liquidation (as defined below)liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated effective as of the date hereof, with Continental American Stock Transfer & Trust Company (“CSTAST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”), pursuant to which certain 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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated effective as of the 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 Statement (the “Warrant Agreement”), pursuant to which CST AST will act as warrant agent in connection with the issuance, registration, transfer, exchange, 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 as of August 24December 28, 2020 2018 (the “Founder’s Purchase Securities Subscription Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock3,450,000 ordinary shares, which were subsequently divided into 4,312,500 shares, par value of approximately $0.0001 0.00008 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 2020, 25,000 (the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares, up ”). Up to 750,000 562,500 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Private Placement Warrants Purchase Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 5,000,000 Warrants (or up to 8,900,000 5,450,000 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one share of Common Stock Ordinary Share (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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 working capital loans. Pursuant to the Forward Purchase Agreement, the 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 certain a letter agreementsagreement, each dated as of the date hereof, by and among between the Sponsor and each of the Company’s executive officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.1 to the Registration Statement (the “Insider Letter”). The Company has entered into an Administrative Services Agreement, dated as of the date hereof, with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersAdministrative Services Agreement”), pursuant to which the Company will pay to such affiliate of the Sponsor an aggregate monthly fee of $10,000 for certain office space, administrative and 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. Cascade ION Acquisition Corp.Corp 2 Ltd., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 22,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 3,300,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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, The Firm Securities and the term Underwriter shall mean either Optional Securities are herein collectively called the singular or plural as the context requires. “Offered Securities.” Certain capitalized terms used herein and not otherwise defined are defined in Section 21 of 22 to this agreement (this “Agreement”). Each Unit unit (a “Unit”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half eighth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the a “Warrant(s)Warrant”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain of 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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24December 1, 2020 (the “Founder’s Purchase Founder Shares Subscription Agreement”), with Cascade Acquisition ION Holdings LLC2, LP, a Delaware Cayman Islands exempted limited liability company partnership (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 5,750,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,00025,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”), 750,000 of which were subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. On October 6January 14, 20202021, the Company effected a share capitalization of 575,000 shares resulting in the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 holding 6,325,000 Founder Shares, up to 750,000 Founder Shares 825,000 of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 6,400,000 warrants (or up to 8,900,000 Warrants if 7,060,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share of Common Stock Ordinary Share (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 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 Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)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 shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 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 (each an “Insider Letter”, and together, the “Insider LettersPromissory Note”). The Promissory Note will 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, dated the date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement, pursuant to which the Company will pay to the Sponsor a fee of up to $10,000 per month for office space, utilities and administrative and support services.

Introductory. Cascade UTA Acquisition Corp.Corporation, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto Credit Suisse Securities (collectively, USA) LLC (the “UnderwritersUnderwriter”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters Underwriter 20,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the UnderwritersUnderwriter, at the option of the UnderwritersUnderwriter, an aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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, The Firm Securities and the term Underwriter shall mean either Optional Securities are herein collectively called the singular or plural as the context requires. “Offered Securities.” Certain capitalized terms used herein and not otherwise defined are defined in Section 21 of to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 dayBusiness Day, the following business dayBusiness Day) (unless the Representatives inform Representative informs the Company of their its decision to allow earlier separate trading) (the “Detachment Date”). If the Detachment Date is earlier than the 52nd day following the date of the Prospectus, subject to (a) the Company’s preparation of an audited balance sheet reflecting the receipt by the Company of the proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K by 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Underwriter and the holders of the Firm Securities and the Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24July 22, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade UTA Acquisition Holdings Sponsor LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the “Founder Shares”). In November 2021, our Sponsor submitted surrendered an aggregate of 1,437,500 Founder Shares for cancellation. Of no consideration, thereby reducing the remaining 5,750,000 Founder Shares, up to 750,000 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 Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 10,000,000 warrants (or up to 8,900,000 Warrants 11,200,000 warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one share of Common Stock Ordinary Share (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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Administrative Services Agreement, dated the date hereof (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to such affiliate of the Sponsor an “Insider Letter”aggregate monthly fee of $10,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Averin Capital Acquisition Corp., a Delaware corporation blank check company incorporated as a Cayman Islands exempted company (the “Company”), agrees with proposes to issue and sell to you and, as applicable, to the several Underwriters Underwriter(s) named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 25,000,000 units (the “Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 3,750,000 additional Units to cover over-allotments allotments, if any (the “Optional Securities” and”), together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 22 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), ) and one-half sixth of one redeemable warrant, where each whole warrant entitles the holder is exercisable to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”) upon consummation of an initial Business Combination (as defined below). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K or similar form by the Company that includes such audited balance sheet (the “Closing Form 8-K”), and (c) the Company having issued a press release announcing when such separate trading will begin. Each whole Warrant entitles its holder, upon exercise, to purchase one share of Common Stock at a price of Ordinary Share for $11.50 per share, subject to adjustment, share during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s an initial Business Combination (as defined below) and 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 (as defined below)redemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant warrant may not be exercisedexercised for a fractional share, so that only a whole an even number of Warrants 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, capital stock amalgamation, share exchange, asset acquisition, stock share purchase, reorganization or similar business combination involving the Company with one or more businesses or entitiesbusinesses. The Company has entered will enter into an Investment Management Trust Agreement, dated effective as of the date hereofClosing Date (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain proceeds from the sale of the Private Placement Warrants Units (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 Optional Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, dated effective as of the date hereofClosing Date, 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 (the “Warrant Agreement”), 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 WarrantsWarrants (as defined below). The Company has entered into a Securities Subscription Agreementsecurities subscription agreement, dated as of August 24October 21, 2020 2025 (the “Founder’s Purchase Securities Subscription Agreement”), with Cascade Averin Capital Acquisition Holdings LLC, a Delaware limited liability company Sponsor LLC (the “Sponsor”), in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockordinary shares, par value $0.0001 per share, of the Company (Company, up to 937,500 of which are subject to forfeiture to the “Founder Shares”)extent the Underwriters do not exercise their over-allotment option, for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised”). The Founder Shares are substantially similar to the 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants (or up to 8,900,000 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one 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 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 Units Purchase Agreement, effective as of the date hereof (the “Private Placement Units Purchase Agreement”), with the Sponsor in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 200,000 private placement units (including if the Underwriter’s over-allotment option is exercised in full) at a price of $10.00 per unit, for an aggregate purchase price of $2,000,000 (including if the Underwriter’s over-allotment option is exercised) (the “Private Placement Units”). The Private Placement Units and Stockholder the private placement warrants included in such Private Placement Units (the “Private Placement Warrants”) are substantially similar to the Units included in the Offering, subject to limited exceptions as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Registration Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and Founder Shares (including any Ordinary Shares or other equivalent equity security issued or issuable upon the shares conversion of Common Stock underlying any of the Founder Shares and or exercisable for Ordinary Shares), the Private Placement Warrants Units (and the warrants (which will be substantially similar to the Private Placement Warrantssecurities comprising such units) and 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 certain letter agreementsentered into an Administrative Services Agreement, each dated effective as of the date hereof, by with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (the “Administrative Services Agreement”), 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 $10,000 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 forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.2 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”)Statement.

Introductory. Cascade Acquisition Class Acceleration Corp., a Delaware corporation (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 22,500,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 3,375,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitles entitling the holder holder, upon exercise, to purchase one share of Common Stock (the “Warrant(s)”). The 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entities. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24September 22, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Class Acceleration Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 6,468,750 shares of Class B common stock, par value $0.0001 per share, of the Company (including the shares of Common Stock issuable upon conversion thereof, the “Founder Shares”), ) for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 843,750 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement 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 8,000,000 Warrants 6,500,000 warrants (or up to 8,900,000 Warrants 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 holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Rights Agreement, to be dated as of the date hereofClosing 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each to be dated as of the date hereofClosing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the Closing Date (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 $10,000 for certain office space and administrative support services.

Introductory. Cascade Chenghe Acquisition Corp.Co., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 10,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 1,500,000 additional Units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of 23 to this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary share, par value $0.0001 per share share, of the Company (the “Common StockClass A Ordinary Share”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Class A Ordinary Share (the “Warrant(s)”). The shares of Common Stock Class A 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 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 share of Common Stock Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24April 8, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCChenghe Investment Co., a Delaware Cayman Islands exempted company with limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockordinary 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 October 6June 20, 20202021 and December 28, 2021, respectively, the Sponsor submitted surrendered and forfeited to us 1,437,500 Founder Shares for cancellation. Of no consideration, following which, the remaining 5,750,000 Sponsor held 4,312,500 Founder Shares. On March 29, 2022, the Sponsor further surrendered and forfeited to us 1,437,500 Founder Shares for no consideration, following which, the Sponsor held 2,875,000 founder shares, of which up to 750,000 375,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The On March 30, 2022, the Sponsor transferred an aggregate of 177,439 of its Founder Shares are substantially similar to the shares our independent director nominees and advisory board member, for their board and advisory services, in each case for no cash consideration. Out of Common Stock included 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 Units except as described in event the Registration Statement, the Statutory Prospectus and the Prospectusunderwriters’ over-allotment option is not exercised. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 7,000,000 warrants (or up to 8,900,000 Warrants if 7,750,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share Class A Ordinary Share at a price of Common Stock $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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and Warrants, the shares of Common Stock Class A Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (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 forms form filed as Exhibits 10.7 Exhibit 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 10.8 Exhibit 10.9 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersPromissory 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 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, dated as of [ ], 2022 (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Company will pay to the Sponsor a monthly fee of up to $15,000 for office space, utilities, secretarial and administrative support services.

Introductory. Cascade Liberty Media Acquisition Corp.Corporation, a Delaware corporation (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (together, the “Representatives”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 50,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 7,500,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 21 of 23 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one share of the Company’s shares of Class Series A common stock, par value $0.0001 per share (the “Series A Common Stock”), and one-half fifth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Series A Common Stock (the “Warrant(s)”). The shares of 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) 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 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 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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 the Company’s initial merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entitiesbusinesses. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereof, with respect to hereof (the Warrants and the Private Placement Warrants “Warrant Agreement”) 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 (the “Warrant Agreement”)Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, 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 as of August 24November 6, 2020 (the “Founder’s Purchase Founder Shares Subscription Agreement”), with Cascade Acquisition Holdings 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 7,187,500 17,250,000 shares of Class 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 common 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 Company (Series A Common Stock issuable upon conversion of such Series B Common Stock, the “Founder SharesShare(s)”), for an aggregate purchase price of $25,000. On October 6, In November 2020, the Sponsor submitted 1,437,500 contributed an aggregate of 2,875,000 Founder Shares to the Company for cancellation. Of no consideration, which resulted in the remaining 5,750,000 Sponsor holding an aggregate of 14,375,000 Founder Shares, up with an effective purchase price of approximately $0.0017 per share. Up to 750,000 1,875,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are Series F Common Stock is substantially similar to the shares of 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 9,000,000 warrants (or up to 8,900,000 Warrants if 10,000,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised) at a price of $1.50 per warrant (the “Private Placement Warrant(s)”), each entitling the holder to purchase one share of Series A Common Stock (the “Private Placement Warrants”), for $1.00 11.50 per Private Placement Warrantshare. 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 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 Stockholder 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, dated as of the date hereofhereof (the “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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted (a) certain registration rights in with respect of the Private Placement Warrants and to the shares of Series A Common Stock underlying the Founder Shares and the Private Placement Warrants and the warrants (which will be substantially similar to Shares, the Private Placement Warrants, the Forward Purchase Warrants, any Working Capital Warrants and any shares of Series A Common Stock issuable upon (i) that may be issued upon exercise of the Private Placement Warrants, (ii) conversion of working capital loansthe Forward Purchase Shares, (iii) exercise of the Forward Purchase Warrants, and (iv) exercise of any Working Capital Warrants, and (b) certain preemptive 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s executive officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 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 (each an the “Insider LetterPromissory Note”). The Promissory Note will be payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The Company has entered into a Services Agreement, dated the date hereof (the “Support Services Agreement”), with Liberty Media Corporation, in substantially the form filed as Exhibit 10.8 to the Registration Statement, and togethera Facilities Sharing Agreement, dated the date hereof (the “Insider LettersFacilities 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 Liberty Media Corporation and Liberty Property Holdings, Inc. an aggregate monthly fee of $91,666 for office space and certain administrative and 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. Cascade Artisan Acquisition Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 30,000,000 units (“Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 4,500,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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 21 of this agreement (this “Agreement”). Each Unit unit (the “Units”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)Warrants”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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. Each whole Warrant entitles its holder, upon exercise, to purchase one share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of 30 days after the completion of the Company’s initial Business Combination (as defined below) and 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 Liquidation (as defined below)redemption; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesentities involving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee, in substantially the form filed as Exhibit 10.1 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 Statement (the “Warrant Agreement”), pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, 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 as of August 24February 4, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Artisan LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 8,625,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6March 1, 20202021, the Sponsor submitted 1,437,500 Company issued an additional 1,500,000 Founder Shares for cancellationto the Sponsor in connection with the Forward Purchase Agreements (as defined below). Of the remaining 5,750,000 Founder Shares, up Up to 750,000 1,125,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 5,333,333 Warrants (or up to 8,900,000 5,933,333 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one Ordinary Share for $11.50 per share of Common Stock (the “Private Placement Warrants”), for $1.00 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 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 Stockholder Shareholder Rights Agreement, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 working capital loans. Pursuant to the Forward Purchase Agreements, the 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company has entered into an Administrative Services Agreement, dated as of the date hereof (each an 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”, and together, the “Insider LettersTransaction Documents”), with the Sponsor, in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which the Company will, subject to the terms of the Administrative Services Agreement, pay to an affiliate of the Sponsor, an aggregate monthly fee of $10,000 for office space, utilities, administrative and support services 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. Cascade Acquisition Corp., a Delaware corporation (Subject to the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectivelyterms and conditions contained herein, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Underwriters 1,200,000 Units to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered SecuritiesUnits”) 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 21 consisting of this agreement (this “Agreement”). Each Unit consists of one of the Company’s 1,200,000 shares of Class A common stock, par value $0.0001 per share stock (the “Common Stock”) and 1,200,000 redeemable warrants to purchase Common Stock (the “Warrants”). The Common Stock and Warrants shall be offered and sold together as Units and the Units will be traded on the American Stock Exchange. Until notice is given by the Company (“Notice of Separation”) to holders of the Units and to the American Stock Exchange at which time the Units will be deemed separated and the Common Stock and Warrants shall thereafter be traded only on a separate basis. The separation of the Units into shares of Common Stock and Warrants will occur upon the earlier of one year from the date of this Agreement or 30 days after such Notice of Separation is given. However, the Company shall not allow separation of the Units until the earlier to occur of 60 days immediately following the date of this Agreement or exercise by the Underwriters of their entire overallotment option described below. For the purpose of this Agreement, references hereinafter to Units, Common Stock and Warrants shall sometimes be referred to as the “Securities” where appropriate. In addition, solely for the purpose of covering over-allotments, the Company grants to the Representatives options to purchase up to an additional 180,000 Units (the “Additional Securities”), which options to purchase shall be exercisable, in whole or in part, from time to time during the sixty (60) day period commencing on the date on which the Registration Statement (as hereinafter defined) is initially declared effective (the “Effective Date”) by the Securities and one-half of one redeemable warrant, where each whole warrant entitles Exchange Commission (the “Commission”). Each Warrant will entitle the holder to purchase one share of Common Stock (a “Warrant Share”) at a price equal to 120% of the “Warrant(s)”). The shares offering price of Common Stock and Warrants included in the Units will not trade separately until during the 52nd day following the date four year exercise period of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives inform the Company of their decision to allow earlier separate tradingWarrants, subject to (a) the Company’s preparation right of an audited balance sheet reflecting the receipt redemption. The Warrants may be redeemed by the Company commencing one year from the Effective Date of the proceeds of the Offering (as defined below)Registration Statement upon at least 30 days prior written notice, (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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. Each in whole Warrant entitles its holderbut not in part, upon exercise, to purchase one share of Common Stock at a price of $11.50 0.10 per share, subject to adjustment, Warrant provided the closing bid price for the Company’s Common Stock is at least 160% of the offering price of the Units during each day of the period commencing on twenty (20) trading days immediately preceding the later of 30 days after the completion date of the Company’s initial Business Combination (as defined below) and 12 months from the date written notice 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 (as defined below)redemption; provided, however, that pursuant to notice of any such redemption must be given not more than five days after such 20 day trading period. The terms and provisions of the Warrant Agreement (as defined below), a fractional Warrant may not Warrants shall be exercised, so that only a whole number of Warrants may be exercised at any given time governed by a holder thereof. As used herein, warrant agreement between the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee, in substantially the form filed as Exhibit 10.1 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 Statement its transfer agent (the “Warrant Agreement”), pursuant which Warrant Agreement will contain, among other provisions, anti-dilution protection for warrantholders on terms acceptable to which CST will act as warrant agent in connection with the issuanceRepresentatives. The Units, registrationCommon Stock, transfer, exchange, redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Additional Securities Subscription Agreement, dated as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock included in the Units except as more fully described in the Registration Statement, the Statutory Prospectus and the Prospectusreferred to below. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 All references to the Registration Statement (the “Warrant Subscription Agreement”)Company below shall be deemed to include, with the Sponsorwhere appropriate, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants (or up to 8,900,000 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain letter agreements, each dated as of the date hereof, by and among the Sponsor and each of the Company’s officerssubsidiaries, directors and director nominees, in substantially the forms filed as Exhibits 10.7 and 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”)if any.

Introductory. Cascade Broadscale Acquisition Corp., a Delaware corporation (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 25,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 3,750,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one share of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half fourth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Class A Common Stock (the “Warrant(s)”). The 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 (or, if such date is not a business day, the following business day) (unless the Representatives inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 and filing with the Commission a Current Report on Form 8-K 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 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 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock amalgamation, share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of [●], 2021 (the date hereof“Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of [●], 2021 (the date hereof“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 (the “Warrant Agreement”)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 AgreementOn November 10, dated as of August 242020, 2020 (the “Founder’s Purchase Agreement”)Nokomis ESG Sponsor, with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 150,000 shares of Class B common stock, par value $0.0001 per share, of the Company Company, (the “Founder Shares”)subsequently increased to 7,187,500 shares via a 47.91667-for-1 stock split on December 11, 2020) for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the shares of Class A Common Stock issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares” and, up to 750,000 Founder Shares together with the Class A Common Stock, the “Common Stock”), 937,500 of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Class A 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 Sponsor Warrants Purchase Agreement, dated as of [●], 2021 (the date hereof“Warrant Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 5,000,000 warrants (or up to 8,900,000 Warrants if 5,500,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each whole warrant entitling the holder to purchase one share of Class A Common Stock (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of [●], 2021 (the date hereof“Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Class A Common Stock underlying the Founder 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 certain a letter agreementsagreement, each dated as of [●], 2021 (the date hereof“Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.1 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of up to $300,000 to the Sponsor in substantially the form filed as Exhibit 10.6 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersPromissory Note”). These monies have been used to cover expenses relating to the Offering. The Promissory Note will be payable on the earlier to occur of March 31, 2021 or the date of the closing of the Offering. The Company has entered into an Administrative Support Services Agreement, dated [●], 2021 (the “Support Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Company will pay to the Sponsor, or an affiliate thereof, as determined by the Sponsor, an aggregate annual fee of $240,000 for certain administrative and support services.

Introductory. Cascade Acquisition Corp.InterPrivate III Financial Partners Inc., a Delaware corporation (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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, The Firm Securities and the term Underwriter shall mean either Optional Securities are herein collectively called the singular or plural as the context requires. “Offered Securities.” Certain capitalized terms used herein and not otherwise defined are defined in Section 21 of 22 to this agreement (this “Agreement”). Each Unit unit (a “Unit”) consists of one share of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common StockShares”), and one-half fifth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Share (the each, a “Warrant(s)Warrant”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) 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 share of Common Stock Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Business Combination Marketing Agreement, dated the date hereof (the “Business Combination Marketing Agreement”), with the Representatives in substantially the form filed as Exhibit 1.2 to the Registration Statement, pursuant to which the Company will pay to the Representatives a cash fee for such services upon the consummation of the Company’s Business Combination in an amount equal to 3.5% of the gross proceeds of the Offering. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain of the proceeds from the sale of the Private Placement Warrants Units (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (the “Warrant Agreement”), with respect to the Warrants and the Warrants included in the Private Placement Warrants Units with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement (the “Warrant Agreement”)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 Warrants included in the Private Placement WarrantsUnits. The Company has entered into a Securities Subscription Agreement, dated as of August 24January 13, 2020 2021 (the “Founder’s Purchase Founder Shares Subscription Agreement”), with Cascade InterPrivate Acquisition Holdings Management III, LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 5,750,000 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,00025,000 (including the Common Shares issuable upon conversion thereof, the “Founder Shares”), 750,000 of which were subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. On October 6February 4, 20202021, the Sponsor submitted 1,437,500 Company transferred an aggregate of 120,000 Founder Shares for cancellation. Of to its independent director nominees, which resulted in the remaining 5,750,000 Sponsor holding 5,630,000 Founder Shares, up to 750,000 Founder Shares of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock Shares included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Sponsor Private Placement Warrants Units Purchase Agreement, dated as of the date hereofhereof (the “Sponsor Units Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 475,000 units (or up to 8,900,000 Warrants if 520,000 units depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling unit consisting of one Common Share and one-fifth of one Warrant (the holder “Sponsor Private Placement Units”). The Private Placement Units are identical to the Units, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into an Underwriter Private Placement Units Purchase Agreement, dated the date hereof (the “EBC Units Subscription Agreement”), with EarlyBirdCapital, Inc., in substantially the form filed as Exhibit 10.5 to the Registration Statement, pursuant to which EarlyBirdCapital, Inc. agreed to purchase an aggregate of 100,000 units (or up to 115,000 units depending on the extent to which the Underwriters’ over-allotment option is exercised), each unit consisting of one share Common Share and one-fifth of Common Stock one Warrant (the “EBC Private Placement Units” and together with the Sponsor Private Placement Units, the “Private Placement WarrantsUnits”), for $1.00 per . The EBC Private Placement Warrant. The Private Placement Warrants Units are substantially similar identical 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 Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration Rights Agreement”), with the Sponsor Sponsor, EarlyBirdCapital, Inc. and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the 200,000 Common shares issues to EarlyBirdCapital, Inc. on February 28, 2021 (the “Representative Shares”), the Private Placement Warrants Units, and the shares of Common Stock Shares underlying the Founder Shares, the Common Shares and included as part of the Private Placement Warrants Units and the Common Shares underlying the warrants (which will be substantially similar to included as part of the Private Placement Warrants) Units that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits Exhibit 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 10.7 and 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersPromissory Note”). The Promissory Note will be payable on the earlier to occur of December 31, 2021 and the Closing Date (as defined herein). The Company has entered into an Administrative Services Agreement, dated the date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.9 to the Registration Statement, pursuant to which the Company will pay to the Sponsor a fee of up to $10,000 per month for office space, utilities and administrative and support services.

Introductory. Cascade C▇▇▇▇▇▇ Acquisition Corp.Co., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 10,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 1,500,000 additional Units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of 23 to this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary share, par value $0.0001 per share share, of the Company (the “Common StockClass A Ordinary Share”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Class A Ordinary Share (the “Warrant(s)”). The shares of Common Stock Class A 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 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 share of Common Stock Class A Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24April 8, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCChenghe Investment Co., a Delaware Cayman Islands exempted company with limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockordinary 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 October 6June 20, 20202021 and December 28, 2021, respectively, the Sponsor submitted surrendered and forfeited to us 1,437,500 Founder Shares for cancellation. Of no consideration, following which, the remaining 5,750,000 Sponsor held 4,312,500 Founder Shares. On March 29, 2022, the Sponsor further surrendered and forfeited to us 1,437,500 Founder Shares for no consideration, following which, the Sponsor held 2,875,000 founder shares, of which up to 750,000 375,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The On March 30, 2022, the Sponsor transferred an aggregate of 177,439 of its Founder Shares are substantially similar to the shares our independent director nominees and advisory board member, for their board and advisory services, in each case for no cash consideration. Out of Common Stock included 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 Units except as described in event the Registration Statement, the Statutory Prospectus and the Prospectusunderwriters’ over-allotment option is not exercised. The Company has entered into a Private Placement Sponsor Warrants Purchase Agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 7,000,000 warrants (or up to 8,900,000 Warrants if 7,750,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share Class A Ordinary Share at a price of Common Stock $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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and Warrants, the shares of Common Stock Class A Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (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 forms form filed as Exhibits 10.7 Exhibit 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 10.8 Exhibit 10.9 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersPromissory 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 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, dated as of April 27, 2022 (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Company will pay to the Sponsor a monthly fee of up to $15,000 for office space, utilities, secretarial and administrative support services.

Introductory. Cascade Acquisition ▇▇▇▇ ▇▇▇▇▇▇▇ Holdings Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 60,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 9,000,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24July 14, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings ▇▇▇▇ ▇▇▇▇▇▇▇ Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 8,625,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, In August 2020, the Company effected a share capitalization resulting in an aggregate of 17,250,000 Class B ordinary shares being outstanding, of which the Sponsor submitted 1,437,500 holds 17,090,000 Class B ordinary shares. Up to 2,250,000 Founder Shares for cancellation. Of held by the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares Sponsor are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 hereofhereof (the “Warrant Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 9,333,333 warrants (or up to 8,900,000 Warrants 10,533,333 warrants if the over-allotment option is exercised in full), at a price of $1.50 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Rights Agreement, to be dated as of the date hereofClosing Date (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 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 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to an “Insider Letter”affiliate of the Sponsor an aggregate monthly fee of $10,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Ivanhoe Capital Acquisition Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, proposes to issue and sell to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC (the several Underwriters 20,000,000 “Underwriter”) an aggregate of 24,000,000 units (the “Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell grant to the Underwriters, at the Underwriter an option of the Underwriters, to purchase an aggregate of not more than 3,000,000 3,600,000 additional Units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, 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, The Firm Securities and the term Underwriter shall mean either Optional Securities are herein collectively called the singular or plural as the context requires. “Offered Securities.” Certain capitalized terms used herein and not otherwise defined are defined in Section 21 of 18 to this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)Public Warrants”). The shares of Common Stock Ordinary Shares and 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 inform Underwriter informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of Warrants Public 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain of 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 Underwriter and the holders of the Firm Securities and the Optional Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing Date (the “Warrant Agreement”), with respect to the Public Warrants and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement (the “Warrant Agreement”)Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption, and exercise of the Public Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated as of August 24July 22, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCIvanhoe Capital Sponsor LLC (f/k/a Ivanhoe Capital (Cayman) Corporation), a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 8,625,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Initial Founder Shares”), up to 750,000 Founder Shares 900,000 shares of the Company’s Class B ordinary shares of which are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercisedexercised (the “Additional Founder Shares” and, together with the Initial Founder Shares, the “Founder Shares”). On December 16, 2020, the Sponsor surrendered 2,875,000 Founder Shares to the Company for cancellation for no consideration and on January 6, 2021, the Company effected a share capitalization of 1,150,000 Founder Shares, resulting in an aggregate of 6,900,000 Founder Shares outstanding. The Founder Shares are substantially similar to the shares of Common Stock 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 effective as of the date hereof, with the Sponsor and ▇▇▇▇▇▇ (▇▇▇▇) ▇▇▇▇, the Company’s Chief Investment Officer, in substantially the form filed as Exhibit 10.3 10.4 to the Registration Statement (the “Warrant Subscription Private Placement Warrants Purchase Agreement”), with the Sponsor, pursuant to which the Sponsor and ▇▇▇▇▇▇ (Andy) ▇▇▇▇ agreed to purchase an aggregate of 8,000,000 Warrants 4,533,333 warrants of the Company (or up to 8,900,000 Warrants 5,013,333 warrants if the Underwriter’s over-allotment option is exercised in full), with each warrant entitling the holder to purchase one share of Common Stock Share for $11.50 per warrant (the “Private Placement Warrants” and, together with the Public Warrants, the “Warrants”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar to the Warrants included in the UnitsPublic Warrants, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered will enter into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants (including any Ordinary Shares and warrants included in such Private Placement Warrants and any Ordinary Shares issued or issuable upon the shares exercise of Common Stock underlying such warrants), the Founder Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Warrants) units that may be issued upon conversion of certain working capital loans, if any. The Company has caused will cause to be duly executed and delivered certain a letter agreementsagreement, each to be dated as of the date hereofClosing Date (the “Insider Letter”), by and among the Sponsor and each of the Company’s executive officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.1 to the Registration Statement. The Company issued a non-interest bearing, unsecured promissory note for an aggregate amount of up to $600,000 to the Sponsor in substantially the form filed as Exhibit 10.6 to the Registration Statement (each an “Insider Letter”, and together, the “Insider LettersPromissory Note”) in exchange for the payment of up to the equivalent amount by the Sponsor to the Company from time to time. These monies have been used to cover expenses relating to the Offering. The Promissory Note will be payable on the earlier to occur of June 30, 2021 or the Closing Date. 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 10.8 to the Registration Statement, pursuant to which the Company will pay to the Sponsor, or an affiliate thereof, as determined by the Sponsor, a monthly fee of $10,000 for certain administrative and support services.

Introductory. Cascade Acquisition Aspirational Consumer Lifestyle Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 22,500,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 3,375,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) if the Detachment Date is earlier than the 52nd date 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24July 15, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Aspirational Consumer Lifestyle Sponsor LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 6,468,750 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”), ) for an aggregate purchase price of $25,000. On October 6, In September 2020, the Sponsor submitted 1,437,500 transferred 25,000 Founder Shares for cancellationto each of L▇▇ ▇▇▇▇▇▇, N▇▇▇ ▇▇▇▇▇▇ and F▇▇▇▇ ▇▇▇▇▇▇ at their original per-share purchase price. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 843,750 Founder Shares held by the Sponsor are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 hereofhereof (the “Warrant Purchase Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 10.6 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 4,333,333 warrants (or up to 8,900,000 Warrants 4,783,333 warrants if the over-allotment option is exercised in full), at a price of $1.50 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Rights Agreement, to be dated as of the date hereofClosing Date (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company will has entered into an Administrative Services Agreement, dated the date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to the Sponsor an “Insider Letter”aggregate monthly fee of $10,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Silver Spike Acquisition Corp.Corp II, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 25,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 3,750,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 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 21 22 of this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half fourth of one redeemable warrant, where each whole warrant entitles entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock amalgamation, share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24September 18, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Silver Spike Sponsor II, LLC, a Delaware limited liability company (including the Ordinary Shares issuable upon conversion thereof, the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 2020, 25,000 (the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares, up ”). Up to 750,000 937,500 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 Sponsor Warrants Purchase Agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 4,666,667 warrants (or up to 8,900,000 Warrants 5,166,667 warrants if the over-allotment option is exercised in full), each entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors directors, and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Administrative Services Agreement, dated the date hereof (the “Administrative Services Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to the Sponsor an “Insider Letter”aggregate monthly fee of $20,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Acquisition Corp.Social Capital Hedosophia Holdings Corp. VI, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriter named in Schedule I hereto (collectively, the “UnderwritersUnderwriter”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 Underwriter 100,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the UnderwritersUnderwriter, at the option of the UnderwritersUnderwriter, an aggregate of not more than 3,000,000 15,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as Underwritersthe 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half fourth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of October [●], 2020 (the date hereof“Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Underwriter and the holders of the Firm Securities and the Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of October [●], 2020 (the date hereof“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 (the “Warrant Agreement”)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 as of August 24July 16, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings SCH Sponsor IV LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 28,750,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares”), up to 750,000 Founder Shares 3,750,000 of which are subject to forfeiture depending on the extent to which the Underwriters’ Underwriter’s over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 hereofOctober [●], in substantially the form filed as Exhibit 10.3 to the Registration Statement 2020 (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 11,000,000 warrants (or up to 8,900,000 Warrants 12,500,000 warrants if the underwriter’s over-allotment option is exercised in full), each entitling the holder to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of October [●], 2020 (the date hereof“Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of October [●], 2020 (the date hereof“Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Administrative Services Agreement, dated October [●], 2020 (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to such affiliate of the Sponsor an “Insider Letter”aggregate monthly fee of $10,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Z▇▇▇▇▇ Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 30,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 4,500,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the 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 UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one share of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock (the “Warrant(s)”). The 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 inform Citigroup Global Markets Inc. informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (the “Warrant Agreement”), with respect to the Warrants, the Forward Purchase Warrants (as defined below) and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement (the “Warrant Agreement”)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 Forward Purchase Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated as of August 24March 12, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings ZETA Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 10,062,500 shares of Class B common stock, par value $0.0001 per share, of the Company (including the shares of Common Stock issuable upon conversion thereof, the “Founder Shares”), ) for an aggregate purchase price of $25,000. On October 6, 2020In April 2021, the Sponsor submitted transferred an aggregate of 120,000 Founder Shares to K▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, P▇▇▇ ▇. ▇▇▇▇▇▇▇ and B▇▇▇▇▇▇▇ ▇. ▇▇▇▇, the Company’s independent directors, resulting in the Sponsor holding an aggregate of 9,942,500 Founder Shares. On June 4, 2021, the Sponsor surrendered 1,437,500 Founder Shares to the Company for cancellationno consideration, resulting in the Sponsor owning 8,505,000 Founder Shares and increasing the approximate price paid per Founder Share to $0.003. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 1,125,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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 hereofMay 6, in substantially the form filed as Exhibit 10.3 to the Registration Statement 2021 (the “Warrant Subscription Agreement”), with the Sponsor, in the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 9,500,000 warrants (or up to 8,900,000 Warrants 10,550,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one whole share of Common Stock at $11.50 per share (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 has entered into a Forward Purchase Agreement, dated as of the date hereof, with ZP Master Utility Fund, Ltd., a Cayman Islands exempted limited company (the “Z▇▇▇▇▇ Entity”), in substantially the form filed as Exhibit 10.9 to the Registration Statement (the “Z▇▇▇▇▇ Forward Purchase Agreement”), pursuant to which the Z▇▇▇▇▇ Entity agreed to purchase $100,000,000 of units, with each unit consisting of one share of Common Stock, 10,000,000 shares of Common Stock in the aggregate (the “Z▇▇▇▇▇ Forward Purchase Shares”), and Stockholder one-third of one warrant, 3,333,333 warrants in the aggregate, to purchase one whole share of Common Stock at $11.50 per share (the “Z▇▇▇▇▇ Forward Purchase Warrants”), for a purchase price of $10.00 per unit, in a private placement to occur concurrently with the closing of the Business Combination. The Company has entered into a Forward Purchase Agreement, dated as of the date hereof, with Bluescape Resources Company LLC, a Delaware limited liability company (“Bluescape”, and together with the Z▇▇▇▇▇ Entity, the “Forward Purchase Parties”), in substantially the form filed as Exhibit 10.10 to the Registration Statement (the “Bluescape Forward Purchase Agreement” and, together with the Z▇▇▇▇▇ Forward Purchase Agreement, the “Forward Purchase Agreements”), pursuant to which Bluescape agreed to purchase up to $100,000,000 of units, with each unit consisting of one share of Common Stock, 10,000,000 shares of Common Stock in the aggregate (the “Bluescape Forward Purchase Shares” and, together with the Z▇▇▇▇▇ Forward Purchase Shares, the “Forward Purchase Shares”), and one-third of one warrant, 3,333,333 warrants in the aggregate, to purchase one whole share of Common Stock at $11.50 per share (the “Bluescape Forward Purchase Warrants” and, together with the Z▇▇▇▇▇ Forward Purchase Warrants, the “Forward Purchase Warrants”), for a purchase price of $10.00 per unit, in a private placement to occur concurrently with the closing of the Business Combination. The Company has entered into a Registration Rights Agreement, dated as of the date hereofhereof (the “Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants Warrants, the warrants that may be issued upon conversion of certain working capital loans, if any, and the shares of Common Stock issuable upon exercise of the foregoing and upon conversion of the Founder Shares. Pursuant to each of the Forward Purchase Agreements, the Company has also granted certain registration rights in respect of the Forward Purchase Shares and the shares of Common Stock underlying the Founder Shares and the Private Placement Warrants and the warrants (which will be substantially similar to the Private Placement Forward Purchase Warrants) that may be issued upon conversion of working capital loans. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors officers and director nomineesdirectors, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Administrative Services Agreement, dated as of the date hereof (the “Administrative Services Agreement”), with Z▇▇▇▇▇ Partners, LP, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to Z▇▇▇▇▇ Partners, LP an “Insider Letter”aggregate monthly fee of $10,000 for certain office space, utilities and together, the “Insider Letters”)secretarial and administrative support.

Introductory. Cascade Acquisition Corp.Social Capital Hedosophia Holdings Corp. III, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 60,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 9,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 of to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of [●], 2020 (the date hereof“Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of [●], 2020 (the date hereof“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 (the “Warrant Agreement”)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 as of August 24January 21, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCSCH Sponsor III LLC (f/k/a SCH Sponsor Corp. III), a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 17,250,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares”), up to 750,000 Founder Shares 2,250,000 of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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[●], in substantially the form filed as Exhibit 10.3 to the Registration Statement 2020 (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 9,333,333 warrants (or up to 8,900,000 Warrants if 10,533,333 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Rights Agreement, dated as of [●], 2020 (the date hereof“Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of [●], 2020 (the date hereof“Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Administrative Services Agreement, dated [●], 2020 (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to such affiliate of the Sponsor an “Insider Letter”aggregate monthly fee of $10,000 for certain office space, administrative and together, the “Insider Letters”)support services.

Introductory. Cascade Gateway Strategic Acquisition Corp.Co., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 30,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 4,500,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. 1 Plus an option to purchase from the Company up to 4,500,000 additional Units to cover over-allotments. The Company has entered into an Investment Management investment management trust agreement, dated the date hereof (the “Trust Agreement, dated as of the date hereof”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a warrant agreement, dated the date hereof (the “Warrant Agreement, dated as of the date hereof”), with respect to the Warrants, the Forward Purchase Warrants (as defined below) and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement (the “Warrant Agreement”)Statement, pursuant to which CST will act as warrant agent in connection with the issuance, registration, transfer, exchange, redemption, and exercise of the Warrants, the Forward Purchase Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreementsecurities subscription agreement, dated as of August 24February 11, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade G▇▇ Capital Acquisition Holdings LLCCo., a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 8,625,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Sponsor Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares 1,125,000 of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares exercised for an aggregate purchase price of Common Stock included in the Units except as described in the Registration Statement, the Statutory Prospectus and the Prospectus$25,000. The Company has entered into a Private Placement Warrants Purchase Agreementprivate placement warrants purchase agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants warrants (or up to 8,900,000 Warrants if warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in full)exercised) at a price of $1.00 per Private Placement Warrant, each entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), ) for $1.00 11.50 per Private Placement Warrantshare. 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 has entered into forward purchase agreements (collectively, the “Forward Purchase Agreements”) with certain investors (the “Anchor Investors”) providing for the sale of 11,000,000 Class A ordinary shares (together, the “Forward Purchase Shares”), plus 2,750,000 redeemable warrants (the “Forward Purchase Warrants” and together with the Forward Purchase Shares, the “Forward Purchase Units”), for an aggregate purchase price of $110,000,000, or $10.00 per Forward Purchase Share, in a private placement transaction to close concurrently with the closing of the initial Business Combination. The Company has also issued 2,750,000 additional Class B ordinary shares to the Sponsor, which represents the adjustment to the ratio applicable to the conversion of the Class B ordinary shares that the Sponsor would have been entitled to at the closing of the initial Business Combination as a result of the issuance of 2,750,000 additional Class A ordinary shares under the Forward Purchase Agreements. As an inducement to the Anchor Investors to enter into the Forward Purchase Agreements, the Sponsor transferred an aggregate of 1,375,000 Class B ordinary shares of the Company to the Anchor Investors for no consideration prior to the date hereof (the “Forward Purchase Anchor Shares” and collectively with the Sponsor Founder Shares, the “Founder Shares”). 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 Stockholder the Prospectus. The Company has entered into a registration and shareholder rights agreement, dated the date hereof (the “Registration Rights Agreement, dated as of the date hereof”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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. Pursuant to the Forward Purchase Agreements, the 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 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 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to the Sponsor an “Insider Letter”aggregate monthly fee of $10,000 for office space, utilities, secretarial and together, the “Insider Letters”)administrative support services.

Introductory. Cascade CITIC Capital Acquisition Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 24,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 3,600,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 22 of this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, share during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 Liquidation (as defined below)liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock amalgamation, share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated effective as of the date hereofFebruary 10, 2020, with Continental Stock Transfer & Trust Company Company, as trustee (the “CSTTrustee”), as trustee, in substantially the form filed as Exhibit 10.1 10.2 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated effective as of the date hereofFebruary 10 2020, 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 Statement (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, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated as of August 24November 15, 2020 2019 (the “Founder’s Purchase Agreement”), with Cascade CITIC Capital Acquisition Holdings LLC, a Delaware Cayman Islands limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 5,750,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,00025,000 (the “Founder Shares”). On October 6February 10, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Company effected a share capitalization of its Founder Shares, up resulting in 6,900,000 Founder Shares outstanding. Up to 750,000 900,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 hereofFebruary 10, in substantially the form filed as Exhibit 10.3 to the Registration Statement 2020 (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.4 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 6,800,000 warrants (or up to 8,900,000 Warrants 7,250,000 warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one share of Common Stock Ordinary Share (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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofFebruary 10, 2020, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 10.3 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereofFebruary 10, 2020, by and among the Sponsor and each of the Company’s officers, directors officers and director nomineesdirectors, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.1 to the Registration Statement (each an the “Insider Letter”, and together, the “Insider Letters”).

Introductory. Cascade JAWS Wildcat Acquisition Corp.Corporation, a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 units 25,000,000 Class A ordinary shares, par value $0.0001 per share (“UnitsOrdinary Shares”) ), of the Company (such Units said shares to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 3,750,000 additional Units Ordinary Shares to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten 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 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock (the “Warrant(s)”). The 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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. Each whole Warrant entitles its holder, upon exercise, to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 days after the completion of the Company’s initial Business Combination (as defined below) and 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 (as defined below); provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain proceeds from the sale of the Private Placement Warrants Shares (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 Optional Option Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 Statement (the “Warrant Agreement”), 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 as of August 24January 19, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Wildcat Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 202025,000 (including the Ordinary Shares issuable upon conversion thereof, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 “Founder Shares, up ”). Up to 750,000 937,500 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock included in the Units Securities except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered into a Private Placement Warrants Shares Purchase Agreement, dated as of the date hereofhereof (the “Share Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 725,000 Ordinary Shares (or up to 8,900,000 Warrants 800,000 Ordinary Shares if the over-allotment option is exercised in full), each entitling the holder to purchase one at a price of $10.00 per share of Common Stock (the “Private Placement WarrantsShares”), for $1.00 per Private Placement Warrant. The Private Placement Warrants Shares are substantially similar to the Warrants included in the UnitsSecurities, except as described in the Registration Statement, the Statutory Prospectus and the Prospectus. The Company has entered will enter into a Registration and Stockholder Shareholder Rights Agreement, to be dated as of the date hereofClosing 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants Shares and the shares of Common Stock Ordinary Shares underlying the Founder Shares and Shares, the Private Placement Warrants Shares and the warrants (which will be substantially similar to the Private Placement Warrants) Ordinary Shares that may be issued upon conversion of certain working capital loans, if any. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each to be dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade Kismet Acquisition Corp.One Corp, a Delaware corporation business company with limited liability incorporated in the British Virgin Islands (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 25,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 3,750,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s ordinary shares of Class A common stock, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisitionshare reconstruction and amalgamation, stock 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 has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.5 to the Registration Statement (the “Trust Agreement”)Statement, pursuant to which certain of 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 Optional Option Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 Purchase Agreement, dated as of August 24June 8, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLCKismet Sponsor Limited, 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 7,187,500 shares 6,250,000 Ordinary Shares for a total subscription price of Class B common stock$25,000, par value or approximately $0.0001 0.004 per share, of the Company share (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6July 15, 2020, the Company effected a share split resulting in the Sponsor submitted 1,437,500 Founder Shares for cancellationholding an aggregate of 7,687,500 Ordinary Shares. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 937,500 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement hereof (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.7 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 6,750,000 warrants (or up to 8,900,000 Warrants 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 holder, upon exercise, to purchase one share of Common Stock 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 has entered into a Forward Purchase Agreement, dated as of 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, 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 Stockholder 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 hereofhereof (the “Registration Rights Agreement”), with the Sponsor and the other parties theretoSponsor, in substantially the form filed as Exhibit 10.2 10.6 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder Shares and Shares, the Private Placement Warrants and the warrants (which will be substantially similar to Ordinary Shares underlying the Private Placement Warrants) 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 certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms filed as Exhibits 10.7 Exhibit 10.3 and 10.8 Exhibit 10.4, respectively, to the Registration Statement Statement. The Company has entered into an Administrative Services Agreement, dated as of the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative Services Agreement”), pursuant to which the Company will pay to Kismet Capital Group LLC an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade JAWS Hurricane Acquisition Corp.Corporation, a Delaware corporation (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 27,500,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 4,125,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten 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 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one share of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half fourth of one redeemable warrant, where each whole warrant entitles entitling the holder holder, upon exercise, to purchase one share of Common Stock (the “Warrant(s)”). The 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered will enter into an Investment Management Trust Agreement, to be dated as of the date hereofClosing Date (as defined below) (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered will enter into a Warrant Agreement, to be dated as of the date hereofClosing 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 (the “Warrant Agreement”)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 as of August 24January 19, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Hurricane Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6June 10, 20202021, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of Company effected a stock dividend resulting in an aggregate of 7,906,250 shares of Class B common stock outstanding as of the remaining 5,750,000 date hereof (including the shares of Common Stock issuable upon conversion thereof, the “Founder Shares, up ”). Up to 750,000 1,031,250 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement 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 8,000,000 Warrants 3,750,000 warrants (or up to 8,900,000 Warrants 4,162,500 warrants if the over-allotment option is exercised in full), at a price of $2.00 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock 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 has entered will enter into a Registration and Stockholder Rights Agreement, to be dated as of the date hereofClosing Date (the “Registration and Stockholder Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder Shares and Shares, 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 certain a letter agreementsagreement, each to be dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company will enter into an Administrative Services Agreement, to be dated as of the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade Artius Acquisition Corp.Inc., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 52,500,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 7,875,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of , 2020 (the date hereof“Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 10.3 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of , 2020 (the date hereof“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 (the “Warrant Agreement”)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 as of August 24February 4, 2020 (the “Founder’s Purchase Agreement”), with Cascade Artius Acquisition Holdings Partners LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 11,500,000 Class B common stockordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”)Company, for an aggregate purchase price of $25,000. On October 6June 24, 2020, the Sponsor submitted 1,437,500 Founder Company effected a share capitalization resulting in an aggregate of 15,093,750 Class B ordinary shares outstanding as of the date hereof (including the Ordinary Shares for cancellation. Of issuable upon conversion thereof, the remaining 5,750,000 “Founder Shares”), up to 750,000 Founder Shares 1,968,750 of which are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement 2020 (the “Warrant Subscription Agreement”), with the Sponsor, in substantially the form filed as Exhibit 10.6 to the Registration Statement, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants 8,666,667 warrants (or up to 8,900,000 Warrants if 9,716,667 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in full)exercised) at a price of $1.50 per Private Placement Warrant, each entitling the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), ) for $1.00 11.50 per Private Placement Warrantshare. 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 has entered into a Registration and Stockholder Rights Agreement, dated as of , 2020 (the date hereof“Registration 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 (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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 certain a letter agreementsagreement, each dated as of , 2020 (the date hereof“Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.2 to the Registration Statement. The Company has entered into an Administrative Services Agreement, dated , 2020 (the “Administrative Services Agreement”), with an affiliate of the Sponsor, in substantially the form filed as Exhibit 10.8 to the Registration Statement (each Statement, pursuant to which the Company will pay to such affiliate of the Sponsor an “Insider Letter”aggregate monthly fee of $25,000 for accounting, bookkeeping, office space, IT support, professional, secretarial and together, the “Insider Letters”)administrative services.

Introductory. Cascade Acquisition Corp., a Delaware corporation (Subject to the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectivelyterms and conditions contained herein, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, to issue and sell to the several Underwriters 20,000,000 units (“Units”) of the Company (such Units being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Underwriters 1,320,000 Units to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered SecuritiesUnits”) 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 21 consisting of this agreement (this “Agreement”). Each Unit consists of one of the Company’s 1,320,000 shares of Class A common stock, par value $0.0001 per share stock (the “Common Stock”) and 1,320,000 redeemable warrants to purchase Common Stock (the “Warrants”). The Common Stock and Warrants shall be offered and sold together as Units and the Units will be traded on the American Stock Exchange. Until notice is given by the Company (“Notice of Separation”) to holders of the Units and to the American Stock Exchange at which time the Units will be deemed separated and the Common Stock and Warrants shall thereafter be traded only on a separate basis. The separation of the Units into shares of Common Stock and Warrants will occur upon the earlier of one year from the date of this Agreement or 30 days after such Notice of Separation is given. However, the Company shall not allow separation of the Units until the earlier to occur of 60 days immediately following the date of this Agreement or exercise by the Underwriters of their entire overallotment option described below. For the purpose of this Agreement, references hereinafter to Units, Common Stock and Warrants shall sometimes be referred to as the “Securities” where appropriate. In addition, solely for the purpose of covering over-allotments, the Company grants to the Representatives options to purchase up to an additional 198,000 Units (the “Additional Securities”), which options to purchase shall be exercisable, in whole or in part, from time to time during the sixty (60) day period commencing on the date on which the Registration Statement (as hereinafter defined) is initially declared effective (the “Effective Date”) by the Securities and one-half of one redeemable warrant, where each whole warrant entitles Exchange Commission (the “Commission”). Each Warrant will entitle the holder to purchase one share of Common Stock (a “Warrant Share”) at a price equal to 120% of the “Warrant(s)”). The shares offering price of Common Stock and Warrants included in the Units will not trade separately until during the 52nd day following the date four year exercise period of the Prospectus (or, if such date is not a business day, the following business day) unless the Representatives inform the Company of their decision to allow earlier separate tradingWarrants, subject to (a) the Company’s preparation right of an audited balance sheet reflecting the receipt redemption. The Warrants may be redeemed by the Company commencing one year from the Effective Date of the proceeds of the Offering (as defined below)Registration Statement upon at least 30 days prior written notice, (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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. Each in whole Warrant entitles its holderbut not in part, upon exercise, to purchase one share of Common Stock at a price of $11.50 0.10 per share, subject to adjustment, Warrant provided the closing bid price for the Company’s Common Stock is at least 160% of the offering price of the Units during each day of the period commencing on twenty (20) trading days immediately preceding the later of 30 days after the completion date of the Company’s initial Business Combination (as defined below) and 12 months from the date written notice 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 (as defined below)redemption; provided, however, that pursuant to notice of any such redemption must be given not more than five days after such 20 day trading period. The terms and provisions of the Warrant Agreement (as defined below), a fractional Warrant may not Warrants shall be exercised, so that only a whole number of Warrants may be exercised at any given time governed by a holder thereof. As used herein, warrant agreement between the term “Business Combination” (as described more fully in the Registration Statement) shall mean a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee, in substantially the form filed as Exhibit 10.1 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 Statement its transfer agent (the “Warrant Agreement”), pursuant which Warrant Agreement will contain, among other provisions, anti-dilution protection for warrantholders on terms acceptable to which CST will act as warrant agent in connection with the issuanceRepresentatives. The Units, registrationCommon Stock, transfer, exchange, redemption, and exercise of the Warrants and the Private Placement Warrants. The Company has entered into a Additional Securities Subscription Agreement, dated as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock included in the Units except as more fully described in the Registration Statement, the Statutory Prospectus and the Prospectusreferred to below. The Company has entered into a Private Placement Warrants Purchase Agreement, dated as of the date hereof, in substantially the form filed as Exhibit 10.3 All references to the Registration Statement (the “Warrant Subscription Agreement”)Company below shall be deemed to include, with the Sponsorwhere appropriate, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants (or up to 8,900,000 Warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain letter agreements, each dated as of the date hereof, by and among the Sponsor and each of the Company’s officerssubsidiaries, directors and director nominees, in substantially the forms filed as Exhibits 10.7 and 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”)if any.

Introductory. Cascade Bluescape Opportunities Acquisition Corp., a Delaware corporation Cayman Islands exempted company (the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 70,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and ). The Company also proposes to issue and sell grant to the Underwriters, at the Underwriters an option of the Underwriters, an aggregate of not more than 3,000,000 to purchase up to 10,500,000 additional Units to cover over-allotments allotments, if any (the “Optional Option Securities” and”; the Option Securities, together with the Firm Underwritten 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 UnderwritersUnderwriter, and the term Underwriter 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 21 23 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half third of one redeemable warrant, where each whole warrant entitles the holder holder, upon exercise, to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 inform the Company of 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercisedexercised for a fractional share, 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)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 Optional Option Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (the “Warrant Agreement”), with respect to the Warrants, the Forward Purchase Warrants (as defined below) and the Private Placement Warrants with CST, as warrant agent, in substantially the form filed as Exhibit 4.4 to the Registration Statement (the “Warrant Agreement”)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 Forward Purchase Warrants and the Private Placement Warrants. The Company has entered into a Securities Subscription Agreement, dated as of August 24July 10, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings Bluescape Sponsor LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of 20,125,000 Class B common stockordinary shares, par value $0.0001 per shareshare (including the Ordinary Shares issuable upon conversion thereof, of the Company (the “Founder Shares”), of the Company for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 2,625,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 hereofhereof (the “Warrant Subscription Agreement”), with the Sponsor and ZP Master Utility Fund, Ltd., a Cayman Islands exempted limited company (“▇▇▇▇▇▇”), in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the SponsorStatement, pursuant to which the Sponsor and ▇▇▇▇▇▇ agreed to purchase an aggregate of 8,000,000 Warrants 16,000,000 warrants (or up to 8,900,000 Warrants 18,100,000 warrants if the over-allotment option is exercised in full), at a price of $1.00 per warrant, each warrant entitling the holder holder, upon exercise, to purchase one share of Common Stock 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 has entered into a Registration and Stockholder Rights Forward Purchase Agreement, dated as of the date hereof, with the Sponsor in substantially the form filed as Exhibit 10.9 to the Registration Statement (the “Sponsor Forward Purchase Agreement”), pursuant to which Sponsor agreed to purchase up to $30,000,000 of units, with each unit consisting of one Ordinary Share, 3,000,000 Ordinary Shares in the aggregate (the “Sponsor Forward Purchase Shares”), and one-third of one warrant, 1,000,000 warrants in the aggregate, to purchase one Ordinary Share at $11.50 per share (the “Sponsor Forward Purchase Warrants”), for a purchase price of $10.00 per unit, in a private placement to occur concurrently with the closing of the Business Combination. The Company has entered into a Forward Purchase Agreement, dated as of the date hereof, with ▇▇▇▇▇▇ (▇▇▇▇▇▇, together with the Sponsor, the “Forward Purchase Parties”), in substantially the form filed as Exhibit 10.10 to the Registration Statement (the “▇▇▇▇▇▇ Forward Purchase Agreement” and, together with the Sponsor Forward Purchase Agreement, the “Forward Purchase Agreements”), pursuant to which ▇▇▇▇▇▇ agreed to purchase up to $270,000,000 of units, with each unit consisting of one Ordinary Share, 27,000,000 Ordinary Shares in the aggregate (the “▇▇▇▇▇▇ Forward Purchase Shares” and, together with the Sponsor Forward Purchase Shares, the “Forward Purchase Shares”), and one-third of one warrant, 9,000,000 warrants in the aggregate, to purchase one Ordinary Share at $11.50 per share (the “▇▇▇▇▇▇ Forward Purchase Warrants” and, together with the Sponsor Forward Purchase Warrants, the “Forward Purchase Warrants”), for a purchase price of $10.00 per unit, in a private placement to occur concurrently with the closing of the Business Combination. The Company has entered into a Registration and Shareholder Rights Agreement, dated as of the 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 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock Ordinary Shares underlying the Founder 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. Pursuant to each of the Forward Purchase Agreements, the Company has also granted certain registration rights in respect of the Forward Purchase Shares and the Ordinary Shares underlying the Forward Purchase Warrants. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nomineesdirectors, in substantially the forms form filed as Exhibits 10.7 and Exhibit 10.8 to the Registration Statement Statement. The Company has entered into an Administrative Services Agreement, dated as of the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade Acquisition Corp.The Quantum Group, Inc., a Delaware Nevada corporation (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, proposes to issue and sell to the several Underwriters 20,000,000 units underwriters named in Schedule A (the “Underwriters”) (i) an aggregate of 1,500,000 Units (the “Firm Units”) issued by the Company. Each Unit will consist of two shares (the “Shares”) of common stock, $0.001 par value, of the Company (such Units being hereinafter called “Common Stock), two seven-year non-redeemable Class A warrant (the “Firm SecuritiesClass A Warrants”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 additional Units to cover overtwo seven- year non-allotments redeemable Class B warrant (the “Optional SecuritiesClass B Warrants,” and, and together with the Firm SecuritiesClass A Warrants, 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 21 of this agreement (this “Agreement”). Each Unit consists of one of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock (the “Warrant(s)Warrants”). The shares Warrants are to be issued under the terms of Common Stock a Warrant Agreement (the “Warrant Agreement”) by and Warrants included between the Company and Fidelity Transfer Company, as warrant agent (the “Warrant Agent”), in each case substantially in the Units will not trade separately until form most recently filed as an exhibit to the 52nd day following the date of the Prospectus Registration Statement (or, if such date is not a business day, the following business day) unless the Representatives inform the Company of 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 proceeds of the Offering (as defined belowhereinafter defined), (b) the filing of such audited balance sheet with the Commission on a Current Report on Form 8-K 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. Each whole Class A Warrant entitles its holder, upon exercise, the holder thereof to purchase one share of Common Stock at a price of equal to $11.50 per share7.00, subject to adjustment, during adjustment under the period commencing on the later of 30 days after the completion terms of the Company’s initial Business Combination (as defined below) and 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 (as defined below); provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereof, with Continental Stock Transfer & Trust Company (“CST”), as trustee, in substantially the form filed as Exhibit 10.1 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the 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 Statement (the “Warrant Agreement”), 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 as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Each Class B common stock, par value $0.0001 per share, of the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the 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, in substantially the form filed as Exhibit 10.3 to the Registration Statement (the “Warrant Subscription Agreement”), with the Sponsor, pursuant to which the Sponsor agreed to purchase an aggregate of 8,000,000 Warrants (or up to 8,900,000 Warrants if the over-allotment option is exercised in full), each entitling entitles the holder thereof to purchase one share of Common Stock at an exercise price equal to $11.00, subject to adjustment under the terms of the Warrant Agreement. Shares of Common Stock issued upon exercise of the Warrants are referred to herein collectively as the “Warrant Shares.” The Shares, Warrants and Warrant Shares are sometimes referred to herein as the “Underlying Securities.” The respective number of the Firm Units to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto. The Company also proposes to grant to the Representative an option to purchase up to 225,000 additional Units (the “Private Placement WarrantsOption Units”), for $1.00 per Private Placement Warrant. The Private Placement Warrants are substantially similar identical to the Firm Units, as set forth below. Unless specified to the contrary, all references herein to “Units” shall be deemed to include the Firm Units and the Option Units (to the extent the aforementioned option has been exercised) and all references herein to Shares, Warrants included and Warrant Shares shall be deemed to include the Shares, Warrants and Warrant Shares underlying the Option Units (to the extent the aforementioned option has been exercised). As the Representative, you have advised the Company that: (a) that you are authorized to enter into this Agreement for yourself as Representative and on behalf of the several Underwriters; and (b) the several Underwriters are willing, acting severally and not jointly, to purchase the numbers of Firm Units set forth opposite their respective names in Schedule I. In consideration of the mutual agreements contained herein and of the interests of the parties in the Units, except as described in the Registration Statementtransactions contemplated hereby, the Statutory Prospectus and the Prospectus. The Company has entered into a Registration and Stockholder Rights Agreement, dated parties hereto agree as of the date hereof, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain letter agreements, each dated as of the date hereof, by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms filed as Exhibits 10.7 and 10.8 to the Registration Statement (each an “Insider Letter”, and together, the “Insider Letters”).follows:

Introductory. Cascade Acquisition ▇▇▇▇▇▇▇ Opportunity I Corp., a Delaware corporation Cayman Islands exempted company (formerly known as ▇▇▇ ▇▇▇▇ Opportunity Corp., the “Company”), agrees with the several Underwriters underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “Representatives”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 100,000,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 15,000,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 the 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 21 of 22 to this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one of the Company’s shares of Class A common stockordinary shares, par value $0.0001 per share (the “Common StockOrdinary Shares”), and one-half fourth of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Common Stock Ordinary Share (the “Warrant(s)”). The shares of Common Stock 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 dayBusiness Day, the following business dayBusiness Day) (unless the Representatives inform the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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) 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 share of Common Stock Ordinary Share at a price of $11.50 per share, subject to adjustment, during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 Liquidation (as defined below)Liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock share exchange, asset acquisition, stock share purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated as of the date hereofhereof (the “Trust Agreement”), with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (the “Trust Agreement”)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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated as of the date hereofhereof (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 (the “Warrant Agreement”)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 as of August 24January 28, 2020 2021 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC▇▇▇▇▇▇▇ Associates, L.P., a Delaware limited liability company partnership, and ▇▇▇▇▇▇▇ International, L.P., a Cayman Islands limited partnership (collectively, the “Initial Shareholders”), pursuant to which the Initial Shareholders purchased an aggregate of 21,562,500 Class B ordinary shares, par value $0.0001 per share, of the Company, for an aggregate purchase price of $25,000, and the Company subsequently issued to the Initial Shareholders an additional 7,184,500 Class B ordinary shares, par value $0.0001 per share (including the Ordinary Shares issuable upon conversion thereof, collectively, the “Founder Shares”). Subsequently, the Initial Shareholders entered into a Securities Assignment Agreement, dated as of March 2, 2021 (the “Founder’s Assignment Agreement”), with ▇▇▇▇▇▇▇ Opportunity I Sponsor L.P., a Delaware limited partnership (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 shares of Class B common stockInitial Shareholders sold, par value $0.0001 per share, of assigned and transferred the Company (the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellationto the Sponsor. Of the remaining 5,750,000 Founder Shares, up Up to 750,000 3,750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Common Stock 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 Warrant Purchase Agreement, dated as of the date 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 8,000,000 Warrants 16,000,000 warrants (or up to 8,900,000 Warrants if 18,000,000 warrants depending on the extent to which the Underwriters’ over-allotment option is exercised in fullexercised), each entitling the holder to purchase one share of Common Stock Ordinary Share (the “Private Placement Warrants”), for $1.00 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 has entered into a Registration and Stockholder Shareholder Rights Agreement, dated as of the date hereofhereof (the “Registration Rights Agreement”), with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”)Statement, pursuant to which the Company has granted certain registration rights in respect of (i) the Private Placement Warrants and Warrants, (ii) the shares of Common Stock Ordinary Shares underlying the Founder Shares and the Private Placement Warrants and (iii) 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 certain letter agreementsa Letter Agreement, each dated as of the date hereofhereof (the “Insider Letter”), by and among the Sponsor and each of the Company’s officers, directors and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.8, to the Registration Statement Statement. The Company has entered into an Administrative Services Agreement, dated the date hereof (each an “Insider Letter”, and together, the “Insider LettersAdministrative 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 an aggregate monthly fee of up to $10,000 for certain office space, secretarial and administrative services.

Introductory. Cascade Osprey Technology Acquisition Corp., a Delaware corporation (the “Company”), agrees with the several Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you (the “RepresentativesRepresentative”) are acting as representativesrepresentative, to issue and sell to the several Underwriters 20,000,000 27,500,000 units (“Units”) of the Company (such Units said units to be issued and sold by the Company being hereinafter called the “Firm Securities”) and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 3,000,000 4,125,000 additional Units units of the Company to cover over-allotments (the “Optional Securities” and, together with the Firm Securities, the “Offered Securities”) as set forth below. The Firm Securities and the 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 Representative as used herein shall mean you, as UnderwritersUnderwriter, 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 21 22 of this agreement (this “Agreement”). Each Unit unit (the “Unit(s)”) consists of one share of the Company’s shares of Class A common stock, par value $0.0001 per share (the “Class A Common Stock”), and one-half of one redeemable warrant, where each whole warrant entitles the holder to purchase one share of Class A Common Stock (the “Warrant(s)”). The 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 (or, if such date is not a business day, the following business day) unless the Representatives inform Representative informs the Company of their 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 proceeds of the Offering (as defined below), (b) the filing of such audited balance sheet with 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 share of Class A Common Stock at a price of for $11.50 per share, subject to adjustment, share during the period commencing on the later of 30 thirty (30) days after the completion of the Company’s initial Business Combination (as defined below) and 12 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 (as defined below)liquidation; provided, however, that pursuant to the Warrant Agreement (as defined below), a fractional Warrant may not be exercised, so that only a whole number of 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, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entitiesinvolving the Company. The Company has entered into an Investment Management Trust Agreement, dated effective as of the date hereofOctober 31, 2019, with Continental Stock Transfer & Trust Company (“CST”), as trusteetrustee (the “Trustee”), in substantially the form filed as Exhibit 10.1 to the Registration Statement (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 Optional Securities, if and when issued. The Company has entered into a Warrant Agreement, dated effective as of the date hereofOctober 31, 2019, 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 (the “Warrant Agreement”), 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 Agreementsold to Osprey Sponsor II, dated as of August 24, 2020 (the “Founder’s Purchase Agreement”), with Cascade Acquisition Holdings LLC, a Delaware limited liability company (the “Sponsor”), pursuant to which the Sponsor purchased an aggregate of 7,187,500 7,906,250 shares of Class B common stock, par value $0.0001 per share, of the Company (including the Class A Common Stock issuable upon conversion thereof, the “Founder Shares”), for an aggregate purchase price of $25,000. On October 6, 2020, the Sponsor submitted 1,437,500 Founder Shares for cancellation. Of the remaining 5,750,000 Founder Shares, up to 750,000 Founder Shares are subject to forfeiture depending on the extent to which the Underwriters’ over-allotment option is exercised. The Founder Shares are substantially similar to the shares of Class A 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 effective as of the date hereofOctober 31, in substantially the form filed as Exhibit 10.3 to the Registration Statement 2019 (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 8,000,000 Warrants 7,500,000 warrants (or up to 8,900,000 Warrants 8,325,000 warrants if the over-allotment option is exercised in full), each entitling the holder to purchase one share of Class A 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 has entered into a Registration and Stockholder Rights Agreement, dated as of the date hereofOctober 31, 2019, with the Sponsor and the other parties thereto, in substantially the form filed as Exhibit 10.2 to the Registration Statement (the “Registration Rights Agreement”), pursuant to which the Company has granted certain registration rights in respect of the Private Placement Warrants and the shares of Class A Common Stock underlying the Founder 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 working capital loans. The Company has caused to be duly executed and delivered certain a letter agreementsagreement, each dated as of the date hereofOctober 31, 2019, by and among the Sponsor and each of the Company’s officers, directors directors, and director nominees, in substantially the forms form filed as Exhibits 10.7 and 10.8 Exhibit 10.4 to the Registration Statement (each an the “Insider Letter”). The Company has entered into an Administrative Services Agreement, and togetherdated as of October 31, 2019, with the Sponsor, in substantially the form filed as Exhibit 10.7 to the Registration Statement (the “Insider LettersAdministrative Services Agreement”), pursuant to which the Company will pay to the Sponsor an aggregate monthly fee of $10,000 for office space, utilities, secretarial support and administrative services.