INDEMNITY AGREEMENTIndemnification Agreement • December 20th, 2021 • Gores Holdings X, Inc. • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [•], 2022 by and between GORES HOLDINGS X, INC., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2022, is made and entered into by and among Gores Holdings X, Inc., a Delaware corporation (the “Company”), Gores Sponsor X 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 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
72,500,000 Units Gores Holdings X, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
WARRANT AGREEMENT between GORES HOLDINGS X, INC. and Computershare Inc. Computershare Trust Company, N.A.Warrant Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [•], 2022, is by and between Gores Holdings X, Inc., a Delaware corporation (the “Company”), Computershare Inc., a Delaware corporation and Computershare Trust Company, N.A., a federally chartered trust company, collectively, as warrant agent (the “Warrant Agent”, also referred to herein as the “Transfer Agent”).
SPONSOR WARRANTS PURCHASE AGREEMENTWarrant Purchase Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
THIS SPONSOR WARRANTS PURCHASE AGREEMENT, effective as of [•], 2022 (as it may from time to time be amended, this “Agreement”), is entered into by and between Gores Holdings X, Inc., a Delaware corporation (the “Company”), and Gores Sponsor X LLC, a Delaware limited liability company (the “Purchaser”).
Gores Holdings X, LLC Boulder CO 80301Securities Subscription Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
Gores Holdings X, Inc., a Delaware corporation (the “Company”), is pleased to accept the offer Gores Sponsor X LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 20,843,750 shares of the Company’s Class F common stock (the “Shares”), $0.0001 par value per share (the “Class F Common Stock”), up to 2,718,750 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class F Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class F Common Stock will convert into shares of Class A Common Stock on a one-for-one basis, subject to adjustment,
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of [•], 2022, by and between Gores Holdings X, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company (the “Trustee”).
Gores Holdings X, Inc.Administrative Services Agreement • December 20th, 2021 • Gores Holdings X, Inc. • New York
This letter agreement by and between Gores Holdings X, Inc. (the “Company”) and The Gores Group, LLC (“The Gores Group”), an affiliate of the Company’s sponsor, Gores Sponsor X LLC, dated as of the date hereof, will confirm our agreement that, commencing on the date the securities of the Company are first listed on the Nasdaq Capital Market (the “Listing Date”), pursuant to a Registration Statement on Form S-1 and prospectus filed with the Securities and Exchange Commission (the “Registration Statement”), and continuing until the earlier of the consummation by the Company of an initial business combination or the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”):
Gores Holdings X, Inc. Boulder, CO 80301Underwriting Agreement • December 20th, 2021 • Gores Holdings X, Inc.
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Gores Holdings X, Inc., a Delaware corporation (the “Company”), and Deutsche Bank Securities Inc., Citigroup Global Markets Inc. and Goldman Sachs & Co. LLP as underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”), of up to 83,375,000 of the Company’s units (including up to 10,875,000 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-fifth of one 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 shall be sold in the Public Offering pursuant to a registration statement on Form S-1 and pros
