25,000,000 Units Kismet Acquisition Three Corp. UNDERWRITING AGREEMENTUnderwriting Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
INDEMNITY AGREEMENTIndemnity Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks
THIS INDEMNITY AGREEMENT (this “Agreement”) is made on February 17, 2021, by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempted company (the “Company”), and (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of February 17, 2021, (as it may from time to time be amended, this “Agreement”), is entered into by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempt company (the “Company”), and Kismet Sponsor Limited, a business company incorporated in the British Virgin Islands with limited liability (the “Purchaser”).
WARRANT AGREEMENTWarrant Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) made as of February 17, 2021 is by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempted company, with offices at 850 Library Avenue, Suite 204, Newark, Delaware 19715 and 9 Building B, Lesnaya Street, Moscow, Russia 125196 (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, with offices at 1 State St., 30th Floor, New York, New York 10004 (the “Warrant Agent”).
FORWARD PURCHASE AGREEMENTForward Purchase Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of February 17, 2021 , by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempted company (the “Company”), and Kismet Sponsor Limited (the “Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of February 17, 2021, by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempted company (the “Company”), and the undersigned party listed under the heading “Holder” on the signature page hereto (such party, together with 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”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made as of February 17, 2021 by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempted company (the “Company”) and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
LETTER AGREEMENTLetter Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempt company (the “Company”), and Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and BofA Securities, Inc. as representatives (the “Representatives”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one Class A ordinary share of the Company, par value $0.001 per share (the “Ordinary Shares”), and one-third of one warrant (“Warrant”) to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the IPO pursuant to a registration statement on Form S-1 (the “Registration Statement”) and prospectus (the “Prospectus”) filed with the Securi
LETTER AGREEMENTLetter Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
This letter (“Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Kismet Acquisition Three Corp., a company incorporated as a Cayman Islands exempt company (the “Company”), and Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and BofA Securities, Inc. as representatives (the “Representatives”) of the several Underwriters named in Schedule I thereto (the “Underwriters”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one Class A ordinary share of the Company, $0.001 par value (the “Ordinary Shares”), and one-third of one warrant (“Warrant”) to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units shall be sold in the IPO pursuant to a registration statement on Form S-1 (the “Registration Statement”) and prospectus (the “Prospectus”) filed with the Securities and E
ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • February 23rd, 2021 • Kismet Acquisition Three Corp. • Blank checks • New York
