SUBSCRIPTION AGREEMENTSubscription Agreement • March 8th, 2021 • dMY Technology Group, Inc. III • Blank checks • New York
This SUBSCRIPTION AGREEMENT (this “Subscription Agreement”) is entered into on March 7, 2021, by and between dMY Technology Group, Inc. III (the “Company”), a Delaware corporation, and the undersigned subscriber (“Subscriber”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 8th, 2021 • dMY Technology Group, Inc. III • Blank checks • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (as it may be amended, supplemented or restated from time to time in accordance with the terms of this Registration Rights Agreement, the “Agreement”), dated as of [•], 2021 (the “Effective Date”), is made by and among:
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • March 8th, 2021 • dMY Technology Group, Inc. III • Blank checks • Delaware
This Sponsor Support Agreement (this “Agreement”) is dated as of March 7, 2021, by and among dMY Technology Group, Inc. III, a Delaware corporation (“dMY”), dMY Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”), each of the undersigned individuals, each of whom is a member of dMY’s board of directors and/or management team (each, an “Insider” and collectively, the “Insiders” and together with the Sponsor, the “dMY Holders”) and IonQ, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Merger Agreement (defined below).
LOCK-UP AGREEMENTLock-Up Agreement • March 8th, 2021 • dMY Technology Group, Inc. III • Blank checks • Delaware
This lock-up agreement (this “Agreement”) is made and entered into as of March 7, 2021 (the “Effective Date”), by and among (i) dMY Technology Group, Inc. III, a Delaware corporation (the “Company”), (ii) dMY Sponsor III, LLC, a Delaware limited liability company (the “Sponsor”), (iii) each of the parties listed on Schedule 1 attached hereto (the “Management Holders”), (iv) each of the parties listed on Schedule 2 attached hereto (the “Sellers”), and (v) Darla Anderson, Francesca Luthi, and Charles E. Wert (collectively, the “dMY Independent Directors” and together with the Sponsor, the “Founder Holders”). The Founder Holders, the Management Holders, the Sellers and any person or entity who hereafter becomes a party to this Agreement are referred to herein, individually, as a “Securityholder” and, collectively, as the “Securityholders.”
