AGREEMENT AND PLAN OF MERGER dated as of April 29, 2021 by and among GORES METROPOULOS II, INC., SUNSHINE MERGER SUB I, INC., SUNSHINE MERGER SUB II, LLC, and SONDER HOLDINGS INC.Agreement and Plan of Merger • April 30th, 2021 • Gores Metropoulos II, Inc. • Blank checks • Delaware
This Agreement and Plan of Merger (this “Agreement”), dated as of April 29, 2021, is entered into by and among Gores Metropoulos II, Inc., a Delaware corporation (“Parent”), Sunshine Merger Sub I, Inc., a Delaware corporation (“Merger Sub I”), Sunshine Merger Sub II, LLC, a Delaware limited liability company (“Merger Sub II” and together with Merger Sub I, the “Merger Subs”), and Sonder Holdings Inc., a Delaware corporation (the “Company”). Certain capitalized terms used in this Agreement shall have the meanings set forth in Article I.
GORES METROPOULOS II SUBSCRIPTION AGREEMENTGores Metropoulos Ii Subscription Agreement • April 30th, 2021 • Gores Metropoulos II, Inc. • Blank checks
This SUBSCRIPTION AGREEMENT is entered into this 29th day of April, 2021 (this “Subscription Agreement”), by and between Gores Metropoulos II, Inc., a Delaware corporation (the “Company”), and the undersigned (“Subscriber”).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • April 30th, 2021 • Gores Metropoulos II, Inc. • Blank checks • Delaware
This Voting and Support Agreement (this “Agreement”), dated as of April 29, 2021, is entered into by and among Gores Metropoulos II, Inc., a Delaware corporation (“Parent”), Sunshine Merger Sub I, Inc., a Delaware corporation (“Merger Sub I”), Sunshine Merger Sub II, LLC, a Delaware limited liability company (“Merger Sub II”), and the stockholder party hereto (the “Stockholder”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
