FaZe SPAC Presentation Deck

● ● ● ● ● ● ● ● . RISK FACTORS (CONT.) We depend in part on internet search engines to direct traffic and refer new consumers to us. If search engines methodologies and policies are modified or enforced in ways we do not anticipate, or if our search results page rankings decline for other reasons, traffic to our website, YouTube, TikTok, Twitter, Instagram and Twitch, as well as overall retention or engagement could decline, which could have a significant negative impact on our business and results of operations. If we are unable to compete effectively for advertisers and sponsors, our business, revenue and financial results could be negatively affected. We must effectively operate with mobile operating systems, web browsers, social media applications, networks, regulations and standards, which we do not control. Changes in our content offerings on or other changes to such mobile operating systems, web browsers, social media applications, networks, applicable laws regulations and standards may negatively impact our business. We rely on software, technologies and related services from other parties, and problems in their use or access could increase our costs and harm our business, revenue and financial results. The importance of retail sales to our business exposes us to the risks of that business model, including negative economic conditions affecting the purchases of discretionary items, supply chain and other distribution issues or disruptions, fluctuations in sales and the volatility of consumer preferences. Our business may be harmed if our Esports professionals, influencers and content creators, or other third parties with whom we are affiliated with and rely upon, act in ways that put our brand at risk. If we are unable to maintain, train and build effective domestic and international sales and marketing infrastructure, we will not be able to commercialize and grow our brand successfully. If we are unable to renew or replace key commercial agreements on similar or better terms, or attract new sponsors, our business, revenue and financial results could be negatively affected. Negotiation and pricing of key media contracts are outside our control and those contracts may change in the future. The effect of uncertainties related to the global COVID-19 pandemic on U.S. and global economies, including delays as to live events returning, has in the past and could in the future continue to impact our business, results of operations, and financial condition. Esports competitions cannot be relied upon as a consistent source of income, as our source of income does not materially come directly through the performance of Esports, but rather through Esports professionals, influencers and content creators interacting. We could be negatively affected by current and other future rules or regulations set forth by the Esports leagues in which we currently, or in the future may, participate. We may be unable to effectively manage the continued growth and the scope and complexity of our business, including our expansion into adjacent industries or business opportunities with well-established competitors. 26 ● . We are a global company and are subject to the risks and uncertainties of conducting business outside the United States. While international expansion is one of our growth objectives, we may not be able to materialize on available acquisition opportunities, or guarantee that we will successfully integrate those acquisitions into our existing business. Risks Related to FaZe's People The loss of one or more of our key executives, or our failure to attract and retain other highly qualified personnel in the future, could seriously harm our business. Our workforce and operations have grown substantially since our inception and we expect that they will continue to do so. If we are unable to effectively manage that growth, our financial performance and future prospects will be adversely affected. Fluctuations in exchange rates may negatively affect our results of operations. Any cybersecurity-related attack, significant data breach, or disruption of the information technology systems or networks on which we rely could negatively impact our business. We may invest in or acquire other businesses, and our business may suffer if we are unable to successfully integrate acquired businesses into our company or otherwise manage the growth associated with multiple acquisitions. Changes in our business strategy, as well as acquisitions, investments, divestitures and other strategic restructuring transactions could result in operating difficulties and other negative consequences. ● The continued growth and success will depend on the performance of certain of the current and future key Esports and content-creating employees of FaZe. Recruitment and retention of these individuals is vital to growing our business and any failure to attract or retain our key Esports and content-creating personnel could harm our business. An increase in the relative size of Esports and content creator salaries or talent acquisitions costs could negatively impact our business. Risks Related to FaZe's Intellectual Property The success of our business is highly dependent on the existence and maintenance of intellectual property rights in the entertainment products and services we create. We may be unable to maintain or acquire licenses to include intellectual property owned by others in our entertainment offerings. If we fail to maintain, protect or enforce our intellectual property rights, the value of our brand and other intangible assets may be diminished, and our business, results of operations, financial condition and prospects could be negatively impacted.

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