CUSIP No. 053604104
(c)
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Except as described in this Schedule 13D, the Reporting Person has not engaged in any transactions in the
Issuers Common Stock in the past sixty days.
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(d)
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To the knowledge of the Reporting Person, no other person has the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock beneficially owned by the Reporting Person.
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Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
Lock-up Agreement
On July 1, 2021, certain stockholders of the Issuer, including the Reporting Person, entered into an agreement (the Lock-Up Agreement) providing that they will not, subject to certain exceptions, (i) sell, offer to sell, contract or agree to sell, hypothecate, pledge, grant any
option to purchase or otherwise dispose of or agree to dispose of, directly or indirectly, or establish or increase a put equivalent position or liquidate or decrease a call equivalent position within the meaning of Section 16 of the Securities
and Exchange Act of 1934, as amended (the Exchange Act), and the rules and regulations of the SEC promulgated thereunder, any shares of the Issuers Common Stock held by them immediately after the Effective Time (as
defined in the Lock-Up Agreement), any shares of the Issuers Common Stock issuable upon the exercise of options to purchase shares of the Issuers Common Stock held by them immediately after the
Effective Time, or any securities convertible into or exercisable or exchangeable for the Issuers Common Stock held by them immediately after the Effective Time (including any shares of the Issuers Common Stock) (the Lock-Up Shares), (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any of
the Lock-Up Shares, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise or (iii) publicly announce any intention to effect any transaction
specified in clause (i) or (ii) until 180 days after the Closing.
Registration Rights Agreement
On July 1, 2021, certain stockholders of Legacy AvePoint and the Issuer, including the Reporting Person (together, the Reg Rights
Holders), entered into the Amended and Restated Registration Rights Agreement (the Registration Rights Agreement), pursuant to which the Issuer agreed that, within 15 business days after the Closing, the
Issuer will file with the SEC (at the Combined Companys sole cost and expense) a registration statement registering the resale of certain securities held by or issuable to the Reg Rights Holders (the Resale Registration
Statement), and the Issuer shall use commercially reasonable efforts to have the Resale Registration Statement declared effective as soon as practicable after the filing thereof. Each of (i) the Sixth Street Holders (as defined in
the Registration Rights Agreement) and (ii) the other Key Company Stockholders (as defined in the Registration Rights Agreement and which includes the Reporting Person) on the one hand, and the Sponsor (as defined in the Registration Rights
Agreement) and Cantor (as defined in the Registration Rights Agreement) on the other, may demand registration of their registrable securities by the Issuer up to twice a year. Each such group of demanding holders may request to sell all or any
portion of their registrable securities in an underwritten offering as long as the total offering price is expected to exceed, in the aggregate, $10 million. Parties subject to the Registration Rights Agreement are entitled to unlimited
piggyback registration rights.
The foregoing descriptions of the Lock-Up Agreement and Registration Rights
Agreement do not purport to be complete, and are qualified in their entirety by reference to the text of such agreements (or the forms thereof). Such agreements (or the forms thereof) are attached hereto as exhibits and are incorporated by reference
herein. Other than as described in this Schedule 13D, to the knowledge of the Reporting Person, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) among the persons named in Item 2 and between
such persons and any person with respect to any securities of the Issuer.