INDEMNITY AGREEMENTIndemnity Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 8, 2021, by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and Ioannis Pipilis (“Indemnitee”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of March 8, 2021, is made and entered into by and among SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively the “Holders”).
SVF Investment Corp. 3 One Circle Star Way San Carlos California 94070, United StatesLetter Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), the underwriters listed in the Underwriting Agreement (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 28,000,000 of the Company’s Class A ordinary shares (or 32,000,000 Class A ordinary shares that may be purchased if the Underwriters’ option to purchase additional Class A ordinary shares is exercised,) par value $0.0001 per share (the “Ordinary Shares”),. The Ordinary Shares will be sold in the Public Offering pursuant to a registration statement on Form S-1 and a prospectus (the “Prospectus”) filed by the Company with the U.S. Securities and Exchange Commission (the “Commission”). Certain capitalized terms used herein are defined in paragraph 1 hereof.
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of March 8, 2021 by and among SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and the party listed as the purchaser on the signature page hereof (the “Purchaser”).
INVESTMENT MANAGEMENT TRUST AGREEMENTTrust Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of March 8, 2021 by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company (the “Trustee”).
SVF Investment Corp. 3 Underwriting AgreementUnderwriting Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 28,000,000 Class A ordinary shares (the “Firm Shares”) of the Company, par value $0.0001 per share (the “Ordinary Shares”) and, at the election of the Underwriters, up to 4,000,000 additional Ordinary Shares, if any (the “Optional Shares”, the Optional Shares, together with the Firm Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being hereinafter called the “Ordinary Shares”).
PRIVATE PLACEMENT SHARES PURCHASE AGREEMENTPrivate Placement Shares Purchase Agreement • March 12th, 2021 • SVF Investment Corp. 3 • Blank checks • New York
THIS PRIVATE PLACEMENT SHARES PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of March 8, 2021, is entered into by and between SVF Investment Corp. 3, a Cayman Islands exempted company (the “Company”), and SVF Sponsor III (DE) LLC, a Delaware limited liability company (the “Purchaser”).
SVF INVESTMENT CORP. 3SVF Investment Corp. 3 • March 12th, 2021 • Blank checks • New York
This letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the registration statement (the “Registration Statement”) for the initial public offering (the “IPO”) of the securities of SVF Investment Corp. 3 (the “Company”) and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), SVF Sponsor III (DE) LLC (the “Sponsor”) shall take steps directly or indirectly to make available to the Company certain office space, secretarial and administrative services as may be required by the Company from time to time, situated at One Circle Star Way, San Carlos, California 94070, United States (or any successor location). In exchange therefore, the Company shall pay the Sponsor a sum of $10,000 per month on the Effective Date and continuing monthly
