Exhibit 10.7


 


LETTER AGREEMENT


 


August 5, 2020


 


Kismet Acquisition One Corp

9 Building B, Lesnaya Street


Moscow, Russia 125196


 


Credit Suisse Securities (USA)
LLC

Eleven Madison Avenue

New York, New York 10010-3629


 


BofA Securities, Inc.


One Bryant Park


New York, New York 10036


 


Re: Initial Public Offering:


 


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 One Corp, a company incorporated in the British Virgin
Islands with limited liability (the “Company”), and Credit Suisse Securities (USA) LLC 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 ordinary share of the Company, no par
value (the “Ordinary Shares”), and one-half 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 Exchange Commission (the “SEC”) as described in the Company’s final
prospectus (the “Prospectus”). Certain capitalized terms used herein are defined in paragraph 11 hereof.


 


In order to induce
the Company and the Underwriters to enter into the Underwriting Agreement and to proceed with the IPO, and in recognition of the
benefit that such IPO will confer upon the undersigned, and for other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, the undersigned persons (each, an “Insider” and collectively, the “Insiders”),
hereby agree with the Company as follows:


 


1. If the Company solicits
approval of its shareholders of a Business Combination, the undersigned will vote all Ordinary Shares beneficially owned by him,
whether acquired before, in or after the IPO, in favor of such Business Combination.


 


2. In the event that
the Company fails to consummate a Business Combination within 24 months from the closing of the IPO, or such later period approved
by the Company’s shareholders in accordance with the Memorandum and Articles of Association, the undersigned shall take all
reasonable steps as an officer and/or director of the Company, as applicable, to (i) cause the Company to cease all operations
except for the purpose of winding up, (ii) as promptly as possible, but no more than ten business days after the expiration of
such period, redeem the IPO Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the
Trust Fund including interest earned on the funds held in the Trust Fund (which interest shall be net of taxes payable and less
up to $100,000 of interest to pay dissolution expenses) divided by the number of then-outstanding IPO Shares, which redemption
will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidation
distributions, if any) and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s
remaining holders of Ordinary Shares and the Board of Directors, cause the Company to dissolve and liquidate, subject in the case
of (ii) and (iii) above to the Company’s obligations to provide for claims of creditors and the requirements of other applicable
laws. The undersigned agrees not to propose any amendment to the Memorandum and Articles of Association that would affect the substance
or timing of the Company’s obligation to provide holders of the IPO Shares the right to have their shares redeemed in connection
with an initial Business Combination or to redeem 100% of the IPO Shares if the Company does not complete an initial Business Combination
within 24 months from the consummation of the IPO unless the Company provides holders of the IPO Shares with the opportunity to
redeem their IPO Shares upon approval of any such amendment at a per-share price, payable in cash, equal to the aggregate amount
then on deposit in the Trust Fund, including interest earned on the funds held in the Trust Fund and not previously released to
the Company to pay taxes, if any, divided by the number of then-outstanding IPO Shares.


 






     


     


    

 


3. The undersigned
hereby waives any and all right, title, interest or claim of any kind in or to any distribution of the Trust Fund and any remaining
net assets of the Company as a result of such liquidation with respect to any Ordinary Shares acquired by the undersigned (“Claim”)
and hereby waives any Claim the undersigned may have in the future as a result of, or arising out of, any contracts or agreements
with the Company and will not seek recourse against the Trust Fund for any reason whatsoever.


 


4. The undersigned
acknowledges and agrees that prior to entering into a Business Combination with a target business that is affiliated with the undersigned
or any Insiders of the Company or their affiliates, including any company that is a portfolio company of, or otherwise affiliated
with, or has received financial investment from, an entity with which the undersigned or any Insider or their affiliates is affiliated,
such transaction must be approved by a majority of the Company’s disinterested independent directors and the Company must
obtain an opinion from an independent investment banking firm that is a member of the Financial Regulatory Authority or an independent
accounting firm that such Business Combination is fair to the Company’s unaffiliated shareholders from a financial point
of view.


 


5. During the period
commencing on the effective date of the Underwriting Agreement and ending 180 days after such date, the undersigned will not, without
the prior written consent of the Representatives pursuant to the Underwriting Agreement, (i) sell, offer to sell, contract or agree
to sell, hypothecate, pledge, hedge or otherwise dispose of or agree to dispose of (or enter into any transaction that is designed
to, or might reasonably be expected to, result in the disposition (whether by actual disposition or effective economic disposition
due to cash settlement or otherwise) by the undersigned or any affiliate of the undersigned or any person in privity with the undersigned
or any affiliate of the undersigned), directly or indirectly, including the filing (or participation in the filing) of a registration
statement with the SEC in respect of, 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 Exchange Act of 1934, as amended, and the rules and regulations of
the SEC promulgated thereunder with respect to, any Units, Ordinary Shares or Warrants or any securities convertible into, or exercisable,
or exchangeable for, Ordinary Shares owned by him, (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 Units, Ordinary Shares, Warrants or any securities convertible
into, or exercisable, or exchangeable for, Ordinary Shares owned by him, 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, including the filing
of a registration statement, specified in clause (i) or (ii). The undersigned acknowledges and agrees that, prior to the effective
date of any release or waiver of the restrictions set forth in this paragraph 5, the Company shall announce the impending release
or waiver by press release through a major news service at least two business days before the effective date of the release or
waiver. Any release or waiver granted shall only be effective two business days after the publication of such press release. The
provisions of this paragraph will not apply to any transfer not for consideration provided that the transferee in each case has
agreed in writing to be bound by the same terms described in this Letter Agreement to the extent and for the duration that such
terms remain in effect at the time of the transfer.


 


6. Neither the undersigned,
nor any member of the family of the undersigned, nor any affiliate of the undersigned, will be entitled to receive or accept a
finder’s fee, reimbursement, cash payment, or any other compensation in connection with any services rendered prior to or
in connection with the completion of the Business Combination; provided that the Company shall be allowed to make the payments
set forth in the Registration Statement adjacent to the caption “Summary—The Offering—Limited payments to insiders.”


 


7. The undersigned’s
biographical information previously furnished to the Company and the Representative is true and accurate in all material respects,
does not omit any material information with respect to the undersigned’s biography and contains all of the information required
to be disclosed pursuant to Item 401 of Regulation S-K, promulgated under the Securities Act of 1933 (the “Securities
Act”). Each undersigned’s Director and Officer General Questionnaire previously furnished to the Company is
true and accurate in all material respects.


 






    2


     


    

 


8. The undersigned
has full right and power, without violating any agreement by which the undersigned is bound (including, without limitation, any
non-competition or non-solicitation with any employer or former employer), to enter into this Letter Agreement and to serve and
hold the current position/title of the Company, as applicable.


 


9. The undersigned
hereby waives his right to exercise redemption rights with respect to any Ordinary Shares owned or to be owned by the undersigned,
directly or indirectly, whether purchased prior to the IPO, in the IPO or in the aftermarket, and agrees that he will not seek
redemption with respect to or otherwise sell such shares to the Company in connection with any Business Combination.


 


10. This Letter Agreement
shall be governed by and construed and enforced in accordance with the laws of the State of New York, without giving effect to
conflicts of law principles that would result in the application of the substantive laws of another jurisdiction.  Each of
the parties hereto (i) agrees that any action, proceeding, claim or dispute arising out of, or relating in any way to, this Letter
Agreement shall be brought and enforced in the courts of New York City, in the State of New York, and irrevocably submits to such
jurisdiction and venue, which jurisdiction and venue shall be exclusive, and (ii) waives any objection to such exclusive jurisdiction
and venue or that such courts represent an inconvenient forum.


 


11. As used herein,
(i) a “Business Combination” shall mean an acquisition, share exchange, share reconstruction and amalgamation,
contractual control arrangement with, purchasing all or substantially all of the assets of, or engaging in any other similar business
combination with one or more businesses or entities; (ii) “Memorandum and Articles of Association” shall
mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same shall be amended from time to
time; (iii) “Insiders” shall mean all officers, directors and shareholders of the Company immediately
prior to the IPO; (iv) “IPO Shares” shall mean the Ordinary Shares issued in the Company’s IPO;
and (v) “Trust Fund” shall mean the trust fund into which a portion of the net proceeds of the Company’s
IPO will be deposited.


 


12. Any notice, consent
or request to be given in connection with any of the terms or provisions of this Letter Agreement shall be in writing and shall
be sent by express mail or similar private courier service, by certified mail (return receipt requested), by hand delivery or facsimile
transmission.


 


13. No party hereto
may assign either this Letter Agreement or any of its rights, interests, or obligations hereunder without the prior written consent
of the other party. Any purported assignment in violation of this paragraph 13 shall be void and ineffectual and shall not operate
to transfer or assign any interest or title to the purported assignee. This Letter Agreement shall be binding on the parties hereto
and any successors and assigns thereof.


 


14. This Letter Agreement
shall terminate on the liquidation of the Company; provided, however, that this Letter Agreement shall earlier terminate in the
event that the IPO is not consummated and closed by December 31, 2020.


 


15. The undersigned
acknowledge and understand that the Underwriters and the Company will rely upon the agreements, representations and warranties
set forth herein in proceeding with the IPO. Nothing contained herein shall be deemed to render any Underwriter a representative
of, or a fiduciary with respect to, the Company, its stockholders or any creditor or vendor of the Company with respect to the
subject matter hereof.


 


[Signature Page Follows]


 






    3


     


    

 





	 	Sincerely,
	 	 
	 	By:	         
	 	 
	 	Name of Insider:


 


	Acknowledged and Agreed:	 
	 	 
	KISMET ACQUISITION ONE CORP	 
	 	 
	By:	 	 
	 	Name: Ivan Tavrin	 
	 	Title: Chairman and Chief Executive Officer	 


 


 


[Signature Page to Letter Agreement (Directors,
Director Nominees, and Executive Officers)]


  


  


4