Common Contracts

South Mountain Merger Corp. New York, NY 10153 Citigroup Global Markets Inc. New York, New York 10013

Underwriting Agreement • June 25th, 2019 • South Mountain Merger Corp. • Blank checks • New York

• Contract Type
  Underwriting Agreement
• Filed
  June 25th, 2019
• Company
  South Mountain Merger Corp.
• Industry
  Blank checks
• Jurisdiction
  New York

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among South Mountain Merger Corp., a Delaware corporation (the “Company”) and Citigroup Global Markets Inc. (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of 25,875,000 of the Company’s units (including up to 3,375,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one half of one redeemable warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. Secur

South Mountain Merger Corp. New York, NY 10153 Re: Initial Public Offering Ladies and Gentlemen:

Underwriting Agreement • May 31st, 2019 • South Mountain Merger Corp. • Blank checks

• Contract Type
  Underwriting Agreement
• Filed
  May 31st, 2019
• Company
  South Mountain Merger Corp.
• Industry
  Blank checks

This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) to be entered into by and among South Mountain Merger Corp., a Delaware corporation (the “Company”) and Citigroup Global Markets Inc. (the “Underwriter”), relating to an underwritten initial public offering (the “Public Offering”), of 23,000,000 of the Company’s units (including up to 3,000,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (the “Common Stock”), and one half of one redeemable warrant. Each whole Warrant (each, a “Warrant”) entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Public Offering pursuant to a registration statement on Form S-1 and prospectus (the “Prospectus”) filed by the Company with the U.S. Secur