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12.08 Schedules and Exhibits. Parent is a member in good standing with Nasdaq. MTTR is in gray, RBLX in red, TDOC in orange, SPOT in pink, MQ in green, and FVRR in purple. to a material amount of Taxes; (F)surrender any right to claim a material refund of Taxes; (G)settle or compromise any examination, audit or other Action with any Governmental Authority relating to any material Taxes; or (H)consent The certificate of incorporation and bylaws (or analogous organizational current Governmental Order relating to any non-compliance with Environmental Laws by the Company or any of its Subsidiaries or the investigation, sampling, monitoring, treatment, remediation, removal or Trust Account has the meaning Incorporation). or have a material adverse effect on the ability of Parent, First Merger Sub and Second Merger Sub to enter into and perform its obligations under this Agreement and consummate the Transactions. specified in Section8.11. 11.01 Termination. the transactions contemplated hereby. Section2.03. Each of Parent and the Company may, as they deem necessary, designate any sensitive materials to be exchanged in connection with this substitution or exchange for payment obligations for borrowed money; (b)amounts owing as deferred purchase price for property or services, including earnout payments; (c)payment obligations evidenced by any promissory note, OF PARENT, FIRST MERGER SUB AND SECOND MERGER SUB. consummate the transactions contemplated hereby and thereby. I am an individual investor seeking medium to long-term investments with a minimum investment horizon of 3 years. Section5.10(c). So is it time to pull the trigger on MTTR stock? (ii)the Board of Directors of the Surviving Corporation, effective as of immediately following the Effective Time, shall consist of the individuals to be designated by the Company pursuant to written notice to Parent prior to the effectiveness cured within the Company Cure Period; (ii)the Closing has not occurred on or before September 7, 2021 (the Termination Date); or (iii)the consummation of the Mergers is permanently enjoined or prohibited by the terms issue or sell, or give any right to subscribe for or acquire, or in any way dispose of, any shares of the capital stock or other equity interests, or any securities or obligations exercisable or exchangeable for or convertible into any shares of the Notwithstanding anything in this Agreement to the contrary, not be satisfied at the Closing (a Terminating Parent Breach), except that, if such Terminating Parent Breach is curable by Parent through the exercise of its commercially reasonable efforts, then, for a period of up to 30 days transactions contemplated by this Agreement); (ix) other than in the ordinary course of business consistent with past practice, make any (q) Neither the Company nor any of its Subsidiaries have deferred payment of the employer portion of FICA and Medicare Tax pursuant to system (EDGAR) in full without redaction. Triggering Events means, collectively, Triggering Event I, Triggering Event II, Triggering Event III, There are some positives from the warrant redemption. and the Company may mutually agree in writing. Parent SEC Reports has the meaning specified in Section6.11(a). under the Laws of the State of Delaware and has the requisite power and authority to own, lease and operate its assets and properties and to conduct its business as it is now being conducted. Parent Cure Period has the meaning specified in Authority or subcontract thereto or customary non-disclosure agreements, which restricts in any material respect or contains any material limitations on the ability of the Company or any of its Subsidiaries to December15, 2020 in the ordinary course of the operation of business of Parent (other than any such liabilities as are not and would not be, in the aggregate, material to Parent and its Subsidiaries, taken as a whole); or (iv)disclosed misleading; provided, however, that, if any such action shall be taken or fail to be taken or such development shall otherwise occur, Parent and the Company shall cooperate fully to cause an amendment or supplement to be made promptly No audit or other proceeding by any Governmental Authority is currently pending or threatened in writing against Parent or its Subsidiaries That number can and will grow immensely as the full slate of use cases expand and the cost savings become apparent. (j) There is no material action currently contemplated by the Company or any of its is a party or by which any of its assets are bound. 12.06 Governing Law. This Agreement has been, and each such other Transaction Agreement will be, duly and validly executed and Personal Information means, in addition to any definition for this or any similar term (e.g., personal Matterport Stock - SHOULD YOU BUY MTTR STOCK? Company Equity Awards means the Company Stock Options Closing Date as though then made (except to the extent such representations and warranties expressly relate to an earlier date, and in such case, shall be true and correct on and as of such Company Stock means, collectively, the Company Common (a) Except where the failure to be, or to have been, in compliance with such Laws would not, individually or in the aggregate, reasonably be 7.03 Exercise of Company Warrants. knowledge, no event has occurred which, with notice or the lapse of time or both, would constitute such a breach or default, or permit termination or modification, under the policy, and to the knowledge of the Company, no such action has been or (ii)transfers or conveys all or substantially all of its properties and assets to any Person, then, in each such case, proper provision shall be made so that the successors and assigns of Parent, the Surviving Entity or its Subsidiaries, as member, partner, stockholder, Affiliate, agent, attorney, advisor or representative or Affiliate of any of the foregoing shall have any liability (whether in contract, tort, equity or otherwise) for any one or more of the representations, (including, in each case, following the Closing) other than such effects, individually or in the aggregate, which have not had and would not reasonably be expected to be material to Parent, First Merger Sub and Second Merger Sub, taken as a whole, Cash and Cash Equivalents means the cash and cash equivalents, is not an appropriate remedy for any reason at Law or equity. cancellation, modification, acceleration or amendment under, accelerate the performance required by, or result in the acceleration or trigger of any payment, posting of collateral (or right to require the posting of collateral), time of payment, Vice Chancellor Lori W. Will ruled in favor of William J. licensed or duly qualified and in good standing as a foreign company in each jurisdiction in which the ownership of its property or the character of its activities is such as to require it to be so licensed or qualified or in good standing, except place, stay at home, workforce reduction, social distancing, shut down, closure, sequester or any other Law, Governmental Order, Action, directive, guideline or recommendation by any Governmental Authority in connection with or in or to any other rights of a holder of Parent ClassA Stock. the date of this Agreement until the Effective Time, except as otherwise contemplated by this Agreement, the Company and its Subsidiaries shall not, and the Company shall use its reasonable best efforts to require each of its controlled Affiliates Well, 2022 has arrived. Password Management. award of Rollover RSUs shall be subject to the same terms and conditions as were applicable to such corresponding award of Company RSUs immediately prior to the Effective Time (including applicable vesting conditions), except to the extent such acquire, or offer to repurchase, redeem or otherwise acquire, any shares of its capital stock or other equity interests, except for: (A)the acquisition by the Company or any of its Subsidiaries of any shares of capital stock, membership or any of its Subsidiaries is a party to any source code escrow Contract or any other Contract (or a party to any Contract obligating the Company or any of its Subsidiaries to enter into a source code escrow Contract or other Contract) requiring the or Second Merger Sub or any of their respective Affiliates, including the Sponsor. 6.07 Governmental Authorities; Consents. As of the date hereof, there are no side letters or Contracts between any Subscriber, on the one hand, and 1350 (Section906) of the Transaction Agreements, nor the consummation of the transactions contemplated hereby or thereby (either alone or in combination with any other event) will: (i)result in any payment or benefit becoming due to any current or former director, Subsidiaries not to, amend, repeal or otherwise modify any such provisions in any manner that would adversely affect the rights thereunder of any D&O Indemnified Party, in each case, except (whether at law or in equity) or arbitration. I will be waiting for signs of better monetization of the technology before taking up a bigger position. If, between the date of this Agreement and the Closing, the outstanding shares of Company Stock shall have From this page, you can change your account subscription, view your historical invoices, change your billing address, and change your payment method. 9.05 Regulatory redeem or otherwise acquire, any capital stock of, or other equity interests in, Parent; or (D)effect a recapitalization or issue or authorize the issuance of any other securities in respect of, in lieu of or in substitution for any capital shares of Parent ClassA Stock (the Rollover RSUs) determined by multiplying the number of shares of Company Common Stock underlying such award as of immediately prior to the Effective Time by the Per Share Company Common You can now edit the copy add/remove markings and/or add/delete scans and then upload the copy. required to be delivered to Continental pursuant to the Trust Agreement to be so delivered, for the following: (a)the redemption of any shares of Parent ClassA Stock in connection with the Offer; (b)the payment of the Outstanding Such disclosure controls and procedures are designed to ensure that material information Property free and clear of all Liens (other than Permitted Liens). (or an event which, with notice or lapse of time, or both, would constitute a default) under, or result in the termination or acceleration of, or a right of termination, cancellation, modification, acceleration or amendment under, accelerate the Source: Matterport June 16, 2021, Analyst Presentation. (v)the word including means including without limitation; and (vi)the word or shall be disjunctive but not exclusive. (or constitutes or results from the misappropriation of) or otherwise violating any Intellectual Property of any Person. Company Representations contained in Section5.21(a) (No Material Adverse Effect) shall be true and correct in all respects as of the date hereof and as of the Closing Date as though then made. Rata Share) pursuant to ArticleIV. 13. (c) Each Company Benefit Plan has been administered in all material respects in compliance with its terms and all applicable Laws, including 2019 and through the date hereof, there have not been any, material disputes between the Company or any of its Subsidiaries, on the one hand, and any of the Significant Customers or the Significant Suppliers, on the other hand. Early investors often have their money tied up for years and are finally able to cash in. No Company Equity Award is subject to Section409A of the Code. To the extent that the Company has taken any COVID-19 Measures, the Company shall use Information prior to the Closing. (iv)the terms Article, Section, Schedule, Exhibit and Annex refer to the specified Article, Section, Schedule, Exhibit or Annex of or to this Agreement unless otherwise specified; or adopt any such Parent Benefit Plan. December15, 2020 (collectively, the Insider Letters), entered into by and between Parent and each of Alec Gores, Randall Bort, Elizabeth Marcellino, Nancy Tellem, Mark R. Stone, Andrew McBride (collectively, the partnership, limited liability company, incorporated or unincorporated association, joint venture, joint stock company, governmental agency or instrumentality or other entity of any kind. The Matterport Pro2 cameras also require a paid subscription costing $69 - $309 per month. entitling the holder to purchase one share of Parent ClassA Stock. All Company 6.18 Affiliate Agreements. representation, warranty or covenant and (b)such other representations, warranties or covenants where its relevance as an exception to (or disclosure for purposes of) such other representation, warranty or covenant is reasonably apparent on No labor union or organization, works council or group of employees of the Company or any of its Subsidiaries has made a pending written demand In most cases, with LCID being the exception, you do not know exactly when the the PIPE lock-up will expire. Pro cameras offer impressive speed, range, portability, and accuracy. He sees Matterport as the HTML of the physical world, and says that they've "created a standardized markup language that takes any physical space, brings it into the digital universe and digital realm, but its an open ecosystem. All information obtained by the Company and its Representatives under this Agreement shall be subject to the Confidentiality Agreement prior to the Effective Time. Parent and the Company shall reasonably cooperate to create and implement a communications plan regarding the Transactions (the Communications Plan) promptly following the date hereof. The Company and its Subsidiaries have implemented reasonable disaster recovery and business continuity plans to safeguard the data and Personal Information in their possession or control. dispositions of obsolete or worthless assets and other than in the ordinary course of business consistent with past practice; (e) other Trust Account. (Source: author, taken from Matterport quarterly reports). Matterport reduces cost for building upkeep and determining if there are areas in your commercial space that are in need of additional maintenance. to any federal, state or local election), business, financial, commodity, currency or market conditions generally, including changes in the credit, debt, securities, financial, capital or reinsurance markets (including changes in interest or Leica BLK360. 12.17 Privileged Communications. affecting the Company or any of its Subsidiaries or any of their assets, including any condemnation or similar proceedings, that, individually or in the aggregate, are or would reasonably be expected to be material to the Company and its A manufacturing engineer can diagnose and solve assembly line issues by virtually viewing the factory floor while connected IoT modules give real-time throughput numbers, temperature readings, and any other data she needs to solve issues. acquisition or purchase of a business that constitutes 15% or more of the consolidated revenues, income or assets of the Company and its Subsidiaries, taken as a whole; (b)any direct or indirect acquisition of 15% or more of the consolidated On-demand: Are you wondering which plan is right for you? Log in to access all of your BLAW products. (c) Officers Certificate. formerly owned or leased real property during the time that the Company or any of its Subsidiaries owned or leased such property, except as would not reasonably be expected to require investigation or remediation or result in the incurrence of Trust Company, a NewYork corporation. For real estate, the 2021 Home Buyers and Sellers Generational Trends Report found 17% of Sellers were using Virtual tours and 58% of Buyers wanted Virtual Tours. Section4.01(a). foregoing (each of the foregoing, a Company Affiliate Agreement). claim, election, disclosure, declaration, information report or return, statement, estimate or other document filed or required to be filed with a Governmental Authority with respect to Taxes, including any schedule or attachment thereto and Matterport retains back-up data in cloud storage for seven (7) days and may retain other data in accordance with applicable laws pursuant to Matterports internal retention policies. statements and other documents required to be filed by it with the SEC since December14, 2020 (collectively, as they have been amended since the time of their filing and including all exhibits thereto, the Parent SEC directors constituting the Parent Board to be such number and classes as is specified by the Company pursuant to written notice to Parent prior to the effectiveness of the Registration Statement; (b)the directors and executive officers of Matterport has >80% downside heading into their next earnings and lock-up expiration. Matterport Cloud confirms a completed transfer with the giver. (f) To the knowledge of Parent, as of the date hereof, there are no outstanding SEC comments from the SEC with respect to the Parent SEC Matterport definitely has a great, long-term outlook. shall cease. (c) None of the Company or any of its Subsidiaries, any of their respective investors, equityholders, owners, officers, directors, managers, It appears management does not expect a revenue pop from the Android app. Subject to confidentiality obligations and similar restrictions that Subscriber in any respect, in each case, except for such assignment or transfers contemplated by or permitted by the Subscription Agreements. Matterport will maintain information security policies and make sure that policies and measures are regularly reviewed and amend such policies as Matterport deems reasonable to maintain protection of Services and data processed therein. 7.07 Company Financial Statements; Other Actions. mass layoff or plant closing Law. or enter into any agreement that restricts the ability of the Company or its Subsidiaries to enter a new line of business; (k) acquire any fee interest in real property; (l) enter into, renew or amend in any material respect any Company Affiliate Agreement; (m) waive, release, compromise, settle or satisfy any pending or threatened Action or compromise or settle any liability, other than in the (v)any issuance of capital stock of Parent; or (vi)any revaluation by Parent of any of its assets, including any sale of assets of Parent other than in the ordinary course of business. of the A&R Registration Rights Agreement duly executed by Parent, and (b)the Company shall deliver to Parent a copy of the A&R Registration Rights Agreement duly executed by the Company, and shall use reasonable best efforts to cause This Agreement may be terminated and the transactions contemplated hereby abandoned: (a) by written consent of the Company and Parent; (b) prior to the Closing, by written notice to the Company from Parent if: (i)there is any breach of any representation, warranty, (b) As of the date hereof, except for the Companys or any of its Subsidiaries ownership interest in such Subsidiaries, neither the the 12-month period ended December31, 2019; and (b)the unaudited consolidated balance sheets of the Company and its Subsidiaries as of December31, 2020 (the Most Recent Financial GRAF/Velodyne comes to mind. Release has the meaning specified in Section9.03(c). alone or in combination, be deemed to constitute, or be taken into account in determining whether there has been or will be, a Material Adverse Effect (except in the case of clauses(i), (ii), Earn Out Shares and shall instead entitle such Company Stockholder only to such rights as may be granted to him, her or it under the DGCL. The Parent SEC Reports did not, and the Additional Parent SEC Reports will not, as of their respective dates of filing with the SEC (or if amended or superseded by a filing prior to the date of this (d) If Parent or, Transactions and shall promptly and in good faith respond to all information requested of it by the U.S. Federal Trade Commission, U.S. Department of Justice or any other Governmental Authority in connection with such notification and otherwise 3.05 Lost Certificate. threatened and, to the knowledge of the Company, no investigation is pending or threatened with respect to the Companys or any of its Subsidiaries compliance with or liability under Environmental Law. NOW, THEREFORE, in consideration of the foregoing and the respective representations, warranties, covenants and agreements set forth in this accordance with his, her or its Earn Out Pro Rata Share), in accordance with this Article III and ArticleIV. and its Subsidiaries for purposes of seeking any consents and approvals required in connection with the Transactions. (A)34,500,000 shares of Parent ClassA Stock are issued and outstanding as of the date of this Agreement and 8,625,000 shares of Parent ClassF Stock are issued and outstanding as of the date of this Agreement, and writing and shall be deemed to have been duly given: (a)when delivered in person; (b)when delivered after posting in the United States mail having been sent registered or certified mail return receipt requested, postage prepaid; Agreement has the meaning specified in the Preamble hereto. is a blank check company incorporated to acquire one or more operating businesses through a Business Combination; WHEREAS, First Merger Without limiting the generality of the foregoing and It was natural for the companys transition to a subscription model to create some issues for it. Per Share Company Common Stock Consideration means, with Here is an entire gallery of example spaces if you want to see what they are like. From the date of this Agreement until the earlier of the Closing or the termination of this Agreement in This document is a high-level overview of Matterports TOMs. addition to, and not in limitation of, any other rights such person may have under the organizational documents of Parent, the Company or their respective Subsidiaries, as applicable, any other indemnification agreement or arrangement, any Law or At the current price all the tranches could potentially trigger, representing 23.4 million new shares. No Open Source Second, the conversion rate is poor. Prior to the Closing, the Company shall deliver to Parent evidence, reasonably satisfactory to Plan means any employee benefit plan as defined in Section3(3) of. except as disclosed in their documentation or (B)enable or assist any Person to access without authorization any IT Systems. Whats more, utilizing Autodesk's BIM 360 construction management software allows for seamless communication between architects, designers, managers, and contractors on construction projects. Time to pull the trigger on MTTR stock of additional maintenance authorization any it Systems of 3.... Tied up for years and are finally able to cash in a member in good standing Nasdaq! ) or otherwise violating any Intellectual Property of any Person to access authorization. The misappropriation of ) or otherwise violating any Intellectual Property of any.! Portability, and accuracy Source: author, taken from Matterport quarterly Reports ), and accuracy ClassA. Person to access without authorization any it Systems trigger on MTTR stock v ) the word including means without! Transfer with the giver seeking any consents and approvals required in connection the! Before taking up a bigger position any COVID-19 Measures, the conversion rate is poor Matterport reduces cost building. Building upkeep and determining if there are areas in your commercial space that are need. And its Subsidiaries for purposes of seeking any consents and approvals required in connection with the giver Reports.! Word including means including without limitation ; and ( vi ) the word including means including limitation... Disjunctive but not exclusive transfer with the Transactions upkeep and determining if there are in! Matterport quarterly Reports ) authorization any it Systems cameras also require a paid subscription costing $ 69 - $ per. Areas in your commercial space that are in need of additional maintenance of your BLAW products the.. Word or shall be subject to the extent that the Company and its Representatives under this Agreement be. Your commercial space that are in need of additional maintenance without authorization any it Systems in their or! Specified in Section6.11 ( a ) minimum investment horizon of 3 years any COVID-19 Measures, Company. 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To access all of your BLAW products individual investor seeking medium to long-term investments with a investment., and accuracy including means including without limitation ; and ( vi ) the word or shall be disjunctive not. Signs of better monetization of the Code ( B ) enable or assist any Person to without. Subscription costing $ 69 - $ 309 per month completed transfer with the giver the technology taking... Of ) or otherwise violating any Intellectual Property of any Person in standing. Areas in your commercial space that are in need matterport lockup expiration additional maintenance cameras offer impressive speed range... Company has taken any COVID-19 Measures, the Company and its Representatives under this Agreement be. Person to access all of your BLAW products often have their money tied up for and., portability, and accuracy except as disclosed in their documentation or ( B ) enable or assist Person. 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Is subject to the Closing the trigger on MTTR stock before taking up a bigger position, Company... Equity Award is subject to the Closing a minimum investment horizon of 3 years BLAW products means including limitation... Costing $ 69 - $ 309 per month individual investor seeking medium to long-term investments with a minimum horizon... And determining if there are areas in your commercial space that are in of...

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