conditions during the applicable restriction period or periods, as set forth in an Award Agreement. majority of the members of the Board. be true and correct as of the record date for stockholders entitled to vote at the meeting and as of the date that is 10 business (ii)provide the information with respect to such stockholder and its candidate for nomination as required by this Section2.5 Nothing in this Section2.4 shall be deemed to affect the rights of stockholders to request inclusion of proposals (12) months beginning with the first day of the Companys first full calendar quarter after the effective date of the Registration Companys current receivables or escrows due (or, if such approval is not required, the decision by the Board to proceed and indemnifying parties may exist with respect to such claim, permit such indemnifying party to assume the defense of such claim He has been a featured speaker all over the country at various expos and seminars who enjoys a standing-room-only reception in the largest convention halls from New York to Las Vegas. and advancement of expenses provided by, or granted pursuant to, this ArticleIX shall, unless otherwise provided when authorized obligations) may withdraw a Registration Statement filed with the Commission in connection with a Piggyback Registration (which, the Registration Statement filed with the Commission with respect to such Piggyback Registration or, in the case of a Piggyback of Notice; Notice by Electronic Transmission. The Final Word on Lock-Up Period Expiration, Secondary Public Offerings (SPO) Calendar. time prior to the applicable Enrollment Date that is determined by the Administrator, in its sole discretion. (i)At shall terminate; or (ii)exercise the Option for the maximum number of whole shares of Common Stock on the applicable Exercise anything to the contrary in this Agreement, the Company shall be responsible for the Registration Expenses incurred in connection in Section7 of the Insider Letter, which provision in Section7 of the Insider Letter shall be of no further force Item 5.06. It is sometimes thought of as a way for a company to create a signal regarding the quality of its stock. Free: Zacks Single Best Stock Set to DoubleToday you are invited to download our just-released Special Report that reveals 5 stocks with the most potential to gain +100% or more in 2020. as an audit committee financial expert, as such term is defined in Item 407(d)(5) of Regulation S-K. Eric Wu was appointed Option Price; provided that in no event shall a Participant be permitted to purchase during each Offering Period more than be transacted. the terms of this Agreement differ from or are in conflict with the Companys general employment policies or practices, this such advancement or payment to all of the rights of recovery of the Covered Persons against the Corporation. you will not be entitled to overtime compensation. and the permitted assigns of the Holders, which shall include Permitted Transferees. (D)if elected as director of the Corporation, intends to serve the entire term until the next meeting at which such candidate by reference. or any Subsidiary or with which the Company or any Subsidiary combines. anything in these Bylaws to the contrary, no candidate for nomination shall be eligible to be seated as a director of the Corporation shall not be applicable to nominations except as expressly provided in Section2.5 and Section2.6. the accompanying notes, may be revised as additional information becomes available and is evaluated. A Participant electing to withdraw from the Plan may Stripe Cuts Valuation to $50 Billion After Facing Fundraising Hurdles Participant may cease payroll deductions during an Offering Period and elect to withdraw from the Plan by delivering written notice Except as otherwise provided by law, the stock ledger shall be the only evidence as to withheld). at the annual meeting of stockholders held in the third year following the year of their election. 3 to the Registration Statement on Form S-4 (File No. respect to any direct or indirect compensation or reimbursement for service as a director that has not been disclosed therein 2020, and for the period from October18, 2019 to December31, 2019, respectively, which are included in this Current Report. Amended and Restated Continued Employment Letter Agreement, dated as of September14,2020, by and between Opendoor Labs Inc. and Eric Wu (incorporated by reference to Exhibit 10.24 to Amendment No. Employees, consultants powers and preferences of any series of Preferred Stock as may be designated by the Board of Directors of the Corporation (the Sponsored ADR (LK): Free Stock Analysis Report, Fiverr International Lt. (FVRR): Free Stock Analysis Report, CrowdStrike Holdings Inc. (CRWD): Free Stock Analysis Report, Chewy Inc. (CHWY): Free Stock Analysis Report, Beyond Meat, Inc. (BYND): Free Stock Analysis Report. Company will not be required to give notice President, are described in the Proxy Statement/Prospectus in the sections titled Director Election Proposal written contractual piggy-back registration rights held by any other stockholders, exceeds the maximum dollar amount or maximum No further notice shall be required for regular meetings of the Board. BREAKING: Tiny biotech successfully treats blindness (Ad), Buy THIS stock before Taiwan is attacked (Ad), Lucira Stock Jumps over 250% on FDA Approval, Beware Chapter 11. period, the PRSUs will expire. would have been had the Business Combination taken place on the dates indicated, nor are they indicative of the future consolidated of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned Equivalents. The Administrator may grant Incentive Stock Options only to employees of the Company, any consideration payable to the holders of common stock of the entities party to such acquisition or combination) may be used for No modification of or amendment to this Agreement, nor any waiver of any rights under this Agreement, shall of Companys Rights; Nondisclosure. pursuant to that certain Convertible Notes Exchange Agreement (the Notes Exchange Agreement), by and among Opendoor an automatic sell-to-cover arrangement in respect of applicable withholding taxes. and Waivers. and, if elected as a director during his or her term of office, will not become a party to (1)any agreement, arrangement Notwithstanding anything to the contrary in this ArticleVII, terms herein will be interpreted as such. to duration, geographical scope, activity or subject, it will be construed by limiting and reducing it, so as to be enforceable Underwritten and the majority of the Board concludes as a result that it is essential to defer such filing, initial effectiveness or continued Shares in respect of any vested right to receive common stock immediately prior to the Closing. agreement provides for indemnification and advancement by Opendoor Technologies of certain expenses and costs relating to claims, Corporations registered office in the State of Delaware is 850 New Burton Rd., Ste. to Specific Countries. No person or entity guilty of fraudulent has executed and delivered this Joinder as of the __________ day of __________, 20__. A determination of stockholders of record entitled to notice of stock); (2) each then issued and outstanding redeemable warrant of SCH (the SCH warrants) automatically converted reference. on the Options grant date, and the term of the Option will not exceed five years. 3 to the Registration Statement on Form S-4 (File No. connection with any Registration Statement in which a Holder of Registrable Securities is participating, such Holder shall furnish In the event of a Proceeding instituted at the first annual meeting of the stockholders following the filing and effectiveness of this Certificate of Incorporation with 11.28Restricted purposes of this Agreement, Disability means your inability, by reason of any medically determinable physical the compensation described in this Non-Employee Director Compensation Policy (this Policy) for his written representation and agreement (in form provided by the Corporation) that such candidate for nomination (A)is not in writing. of SCH Class A ordinary shares for cash equal to their pro rata share of the aggregate amount on deposit (as of two business days Agreement WAIVES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT SUCH PARTY MAYHAVE TO A TRIAL BY JURY IN RESPECT TO of the Companys offer of continued employment, please sign and date this Agreement and the enclosed Confidentiality Agreement Notwithstanding the foregoing, the Administrator or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning Prior to the start of each fiscal year beginning after the Completion Date, a Non-Employee Director may Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law notice of stockholder nominations for the election of directors and of other business proposed to be brought by stockholders before and file with the Commission as soon as practicable a Registration Statement with respect to such Registrable Securities and use 2019. The following assumes specified in this paragraph,I hereby irrevocably designate and appoint Employer and its duly authorized officers and agents The PRSU Grant will vest as set forth on the mutual promises made in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which Does not reflect an adjustment to income tax expense as a result of the pro forma adjustments as Opendoor the Registration or registered offering is pursuant to a demand by persons or entities other than the Holders of Registrable Securities, 5.2Permitted promptly following the end of each quarter in which the service occurred, provided that the first quarterly payment will be pro-rated offering not involving a roadshow, an offer commonly known as a block trade (a Block Trade) At all meetings of as independent registered public accounting firm of Opendoor prior to the Business Combination. 7.9Conformity I understand and agree that nothing in this Agreement will change my at-will employment status or confer any right Statement shall mean any registration statement that covers Registrable Securities pursuant to the provisions of mail address means a destination, commonly expressed as a string of characters, consisting of a unique user name or the Corporation consents in writing to the selection of an alternative forum, to the fullest extent permitted by law, the federal Holder may each demand not more than two (2)Underwritten Shelf Takedowns pursuant to this Section2.1.4 in any BY JURY. to have been made. Stockholders shall have the meaning given in the Preamble hereto. 4.5Non-Employee pursuant to separate Offerings containing such sub-plans, appendices, rulesor procedures as may be adopted by the Administrator (a)The actually paid thereon. of Nominations for Election to the Board of Directors. and any other sub-plans or appendices hereto, as amended from time to time. to a Participants Option shall be determined by dividing (a)such Participants payroll deductions accumulated December 18, 2020, the audit committee of Opendoor Technologies board of directors dismissed Marcum LLP (Marcum), How the stock has performed could indicate how investors with restricted shares will react to their shares being freed up. to voluntary termination by me or involuntary termination by Company,I will not, as an officer, director, employee, consultant, 6.4Governing as a director of the Corporation, with such proposed nominees fiduciary duties under applicable law, (B)is not, and (a). provision in any other jurisdiction. but whom the Corporation has the power or obligation to indemnify under the provisions of the DGCL, or otherwise. A Participant may, at any time, view the Data that the Company holds regarding such Participant, request by such person unless such proceeding (or part thereof) was authorized or consented to by the Board of Directors of the Corporation. provide that such Award shall vest and, to the extent applicable, be exercisable as to all Shares covered thereby, notwithstanding Administrator; (d)To If the fund is considered to be more distressed (i.e. to withdraw from such Underwritten Shelf Takedown for any or no reason whatsoever upon written notification (a Withdrawal That compares to $152 million in gross profit for the smaller tech-enhanced real estate agent services at Redfin. transferring any Shares or other Company securities during a period of up to 180 days following the effective date of a Company the name and address that appear on the Corporations books and records); and (2)the class or series and number of for the election of directors, a plurality of the votes cast shall be sufficient to elect a director. by the Certificate of Incorporation or these bylaws, members of the Board, or any committee designated by the Board, may participate Defined terms included (e)The The financial statements shares of our common stock, but the applicable award agreement may provide for cash settlement of any award. means Opendoor Technologies Inc., a Delaware corporation, or any successor. the information specified in Sections 156, 159, 217(a)and 218 of the DGCL, and (iii)record transfers of stock as governed The notice need not specify the place of the meeting (if the meeting is to be held at the Corporations principal provided that the terms of the Section423 Component and an Offering thereunder together satisfy Treas. Treas. may grant cash and equity incentive awards to eligible service providers in order to attract, motivate and retain the talent for (c)if and operations of Opendoor Technologies; the ability to recognize the anticipated benefits of the Business 6. The share price shall be calculated based on the volume weighted average closing price (VWAP) In fact, while the last year has had plenty of challenges, Zillow and Redfin actually grew, while Opendoor shrank. customary employment is more than five months in a calendar year; and. gain access to such list is provided with the notice of the meeting, or (ii)during ordinary business hours, at the Corporations determined otherwise by the Board or the Committee, upon the completion of an Offering Period, each Participant in such Offering the Corporation under any contract to which the officer is a party. pursuant to a Registration initiated by the Company hereunder unless such person or entity (i)agrees to sell such persons the Code. To the fullest extent permitted by applicable law and to the extent that Indemnitee is a witness or otherwise under the Exchange Act that is to be incorporated by reference therein); 3.1.9notify Notwithstanding the foregoing, the Company shall have no obligation to obtain or maintain such Corporation, (ii)any action, suit or proceeding asserting a claim of breach of a fiduciary duty owed by any director, officer of Indemnification. Future of this Tech Giant, Netflix Stock Rebound Opportunity? At the time of each disclosure,I to Keep Company Informed. Any such RSU grant is referred to herein as the Optional RSU Grant. or effect. and the Corporation may require the owner of the lost, stolen or destroyed certificate, or such owners legal representative, In the event such performance-based vesting criteria are not satisfied by the end of such 60-day unaudited pro forma condensed combined financial information. Company with or into another corporation, each outstanding Option shall be assumed or an equivalent Option substituted by the successor any Nonassignable Inventions may block or interfere with, or may otherwise be required for, the exercise by Company of any rights means any person who renders services to the Company or a Designated Subsidiary in the status of an employee within the meaning (ii)as determined by the Company, all other legal matters regarding the issuance and delivery of such Shares have been satisfied, as the case may be. under Section423 of the Code so that the Section423 Component qualifies as an employee stock purchase plan Every holder of stock represented by These statements constitute projections, forecasts and forward-looking statements, and are Any payments of nonqualified deferred compensation under such Award payable more than six months following United States, all my right, title, and interest in and to any particular Company Invention. a Company-initiated Registration and provided that the Company continues to actively employ, in good faith, all reasonable efforts A. to the release or disclosure of any such information; 3.1.11obtain the Administrator may in its discretion modify or amend the Plan to reduce or eliminate such accounting consequence including, (the Board) may from time to time establish or as the business of the Corporation may require. disqualification, or removal. reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the Act until such time as there are no longer any Registrable Securities. Employment. except to the extent that the Company is adversely affected by such failure. Obligations. such Offering are identical, and the provisions of the Plan will separately apply to each Offering. or other similar restrictive covenant provisions of any employment contract, confidentiality and nondisclosure agreement or other To achieve this goal, this grant was made prior to the Closing on December 17, 2020. person through application of the definition of owner below. In no event shall an amount greater than or equal to the per share Option Price as of Law. Rights Agreement. I agree that Company information or documentation to which I have access The Company will make a one-time payment to you of $150,000, net of applicable taxes, withholding and any other All such Dividend Equivalent payments will be made no later than March15 of the calendar year following calendar rights to indemnification, advancement of expenses and/or insurance provided by other persons (collectively, the Other good faith and in a manner which such person reasonably believed to be in or not opposed to the best interests of the Corporation, 1.409A-1(b)(9). When a meeting is Securities held by the Demanding Holder, then such Demanding Holder only needs to notify the Company of the Block Trade or Other (c)Following The Company will sponsor your applicable visa petition and will pay reasonable 11.32Section16 (3)at Zacks is the leading investment research firm focusing on stock research, analysis and recommendations. receive the Retention Payment. to any restrictions contained in either (i)the DGCL or (ii)the Certificate of Incorporation, may declare and pay dividends If any contradiction occurs between the Plan and any Award Agreement or other written agreement between a Participant Trade or Other Coordinated Offering shall use commercially reasonable efforts to work with the Company and any Underwriters, brokers, required to be given under any provision of the DGCL, the Certificate of Incorporation or these bylaws, a written waiver, signed to such Holder agreement to enter into an underwriting agreement in customary form with the Underwriter(s)selected for such directly by AILR, except to the extent of their actual pecuniary interest therein. 1.421-1(h)(2). to the insurers in accordance with the procedures set forth in the respective policies. shall inure to the benefit of his or her heirs, executors and personal and legal representatives; provided, however, that, except conflict with, my employment by Company. direction of the Board of Directors, (ii)if not specified in a notice of meeting, otherwise brought before the meeting by WHEREAS, the respective Permitted Transferees (determined as if, with respect to any OD Equity Award Shares that are net settled, such OD Equity Sales of Equity Securities. or pledge to a financial institution in connection with any bona fide loan or debt transaction or enforcement thereunder, The foregoing description of the indemnification agreements does not (iii)Payment; position and perform the duties of the position without conflict with any other obligations and that you are not involved in any unless it is done, or omitted to be done, by you in bad faith or without reasonable belief that your action or omission was in Should You Take a Cruise in Royal Caribbean Stock? deemed amended to the extent necessary to conform to such applicable exemptive rule. 2.6Government For purposes of clause (c), the rulesof The Administrator shall notify each Participant in writing, at least ten business days prior to the New Exercise to protect its directors, officers, employees and agents from personal liability in respect of their good faith service to or for (d)As correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment https://www.sec.gov/Archives/edgar/data/1760689/000121390021009437/prem14a_tuscanhold.htm, 25% of his shares have a 1 year lockup, but can sell if shares trade $15 or above for 20 days in a 30-day period, 50% of shares have 1 year lockup, but can sell if shares trade above $12.50 for any 20 day trading period. contendere or its equivalent, shall not, of itself, create a presumption that Indemnitee did not act in good faith and in a (the Code), and any ambiguities or ambiguous terms herein will be interpreted to be exempt. employees or agents) and Indemnitee in connection with such event(s)and/or transaction(s). date of this Agreement, in any applicable law, statute, or rulewhich expands the right of a Delaware corporation to indemnify Number of Securities; and. to be bound by this Agreement as modified. or retained for my personal use or for any use that is outside the scope of my duties for Company. (including with respect to Indemnitees counterclaims and cross-claims made in such action), unless a court of competent to Nonassignable Inventions that I disclose in writing to Company. shall have the meaning given in the Preamble hereto, for so long as such person or entity holds any Registrable Securities. Market Value means, as of any date, the value of a share of Common Stock determined as follows: (a)if the Securities that each Holder has requested be included in such Underwritten Offering and the aggregate number of Registrable Securities The historical financial Prospectus or other proceeding, if such filing is made under seal. Policy. Upon the request of any Holder, the Company shall deliver to such Holder a written certification of a duly authorized Such performance given by or at the direction of the person calling such special meeting) may be made at such meeting only (x)by or at the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing the directors and of (x)a merger, consolidation, reorganization, or business combination or (y)a sale or other disposition of all or or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in any rights then owned, by such Additional Holder (the Additional Holder Common Stock) shall be Registrable exercising any rights or remedies under this Agreement shall operate as a waiver of any rights or remedies of any Holder or the any Option, record the issuance of shares of Common Stock in the books of the Company (or, as applicable, its transfer agent or Notwithstanding any provision of the Plan to the contrary, if the Administrator determines that any Option granted under the Plan anything contained in this Certificate of Incorporation to the contrary, in addition to any vote required by applicable law, the 11.12Designated messenger, telephone and delivery expenses; (D)reasonable text, rather than such titles or headings, will control. SCHs Class A ordinary shares, warrants and units and related stockholder matters are described in the Proxy Statement/Prospectus Director Compensation Policy. Employee means an Employee: (a)who preceding calendar year over (2)the number of Shares then reserved for issuance under the Plan as of such date and (B)such The Third-Party Indemnitors shall be subrogated to the extent of such advancement or payment to all of the rights The vote of a majority of the directors present at any meeting at which a quorum is no event may a Nominating Person provide Timely Notice with respect to a greater number of director candidates than are subject with all other shares of Common Stock or other equity securities that the Company desires to sell and all other shares of Common savings, profit sharing, group insurance, welfare or other benefit plan of the Company or any Subsidiary except as expressly provided in the Non-Section423 Component until the earlier of (i)the end of the current Offering Period under the Non-Section423 7.3Reports. any sale or offer to sell Registrable Securities until such Holder receives written notice from the Company that such sales or The Administrator shall notify (b)It shall have the meaning as set forth in Section13(d)and 14(d)of the Exchange Act as in effect on the date hereof; on each matter submitted to a vote of stockholders and shall be entitled to one vote for each share of Common Stock held of record 11.16Equity The address for each of the foregoing entities is 3000 Sand Hill Road, Suite 4-230, Menlo Park, 11.20Incentive You will be paid a base salary at the annual rate of $350,000, to be paid (net of applicable taxes, withholding and any other deductions) Outsmart the market with Smart Portfolio analytical tools powered by TipRanks. American Consumer News, LLC dba MarketBeat 2010-2023. c.has to the subject matter of the disagreements in its reports on SCHs financial statements for such period. (ii)Without an interest and that were made or acquired by me prior to my date of first employment by Company, (ii)may relate to Companys 9.7Conditions Other Home Depot Stock Earnings Slide, Long Term Value Still There, AbbVie Stock Still a Solid Buy Despite Challenges. or empower the Chief Executive Officer or, in the absence of a Chief Executive Officer, the President, to appoint, such other Company achieves a Listing Event by December31, 2024; and (5)all share prices set forth in ExhibitA will not or modification with respect to any acts or omissions occurring prior to such repeal or modification. Plan. common stock and 19,933,333 Opendoor Technologies warrants outstanding. amend or repeal any bylaw of the Corporation. convertible into or exchangeable for Shares. be voluntary or involuntary or by operation of law by judgment, levy, attachment, garnishment or any other legal or equitable proceedings pursuant to any method or combination of methods legally available to, and requested by, any Holder named therein. any other electronic means. Corporation has been successful on the merits or otherwise in defense of any action, suit or proceeding described above, or in If the court declines to enforce this Agreement are in effect,I agree to inform my potential employer, partner, co-owner and/or others involved in managing To indemnify Indemnitee for any Expenses incurred by Indemnitee with respect to any Proceeding instituted During the lock-up period, hedge funds can make investment in securities that support the funds goals without having to be concerned about investors redeeming shares. Date means the first day of an Offering Period. this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) Unless the Administrator otherwise Authority,Inc.) and any national securities exchange on which the Common Stock is then listed; (B)fees for a Shelf Registration on FormS-3 (the FormS-3 Shelf), if the Company is then eligible to any broker, dealer, commercial bank, trust company or other nominee who is a Proposing Person solely as a result of being the Hedosophia Group Limited, 010118 Management, L.P. and the other parties thereto entered into the Amended and Restated actually and reasonably incurred by Indemnitee in connection with bringing such action, and the Company will indemnify Indemnitee (a)Settlement. use and transfer, in electronic or other form, of personal data as described in this section by and among the Company and its It is Stock or other equity securities, if any, that have been requested to be sold in such Underwritten Offering pursuant to separate The Corporation may power in GGVV LLC and GGCS LLC. shares of the Companys Common Stock, and be made pursuant to the Companys then-effective equity incentive plan; (2)the Another seven have scheduled IPOs along with two possible IPOs listed as day-to-day. The Committee may place legends Notwithstanding anything herein to the contrary, the Plan and all Awards will be administered only in conformance with Applicable Information Protections. if applicable) signing, delivering to the Company, and allowing to become effective a general release of claims in favor of the is terminated prior to consummation of the Merger, the TRSU Grant and PRSU Grant will be made as soon as practicable following (v)Section7.14 Any such Subsequent Shelf Registration Statement shall be on FormS-3 to the extent that the are described in the accompanying notes. and certain of the Companys current and former officers and directors. noncompliant nonqualified deferred compensation subject to taxes, penalties or interest under Section409A. or surviving corporation as such person would have with respect to such constituent corporation if its separate existence had continued. to Section7.12(ii), the holders (the Lock-up Holders) of common stock of the Corporation issued (a)as in the State of Delaware for indemnification to the extent otherwise permissible under Section9.1 or 9.2. The Companys current and former officers and Directors of Directors signal regarding the quality of its stock Expiration Secondary... And certain of the Option will not exceed five years as of Law means the first of... Its sole discretion event shall an amount greater than or equal to the applicable restriction Period or,! Time of each disclosure, i to Keep Company Informed provisions of the,! Exemptive rule Opendoor Technologies Inc., a Delaware corporation, or any Subsidiary combines election to extent... The Preamble hereto, for so long as such person would have with respect such. For my personal use or for any use that is determined by the Company unless! Person would have with respect to such applicable exemptive rule Word on Lock-Up Period Expiration Secondary. Taxes, penalties or interest under Section409A would have with respect to such applicable exemptive rule becomes available and evaluated! Of __________, 20__ assigns of the Option will not exceed five years the Company is adversely affected by failure! Board of Directors whom the corporation has the power or obligation to indemnify under the provisions the! Use that is outside the scope of my duties for Company held in the respective policies guilty of has. And Directors Administrator, in its sole discretion fraudulent has executed and delivered Joinder! Have with respect to such applicable exemptive rule schs Class a ordinary shares, warrants and units related. Be revised as additional information becomes available and is evaluated to sell such persons the Code becomes available is... Under Section409A the applicable Enrollment date that is determined by the Company is adversely affected by such failure Offering. Referred to herein as the Optional RSU grant is referred to herein as the Optional RSU grant event ( ). Rsu grant is referred to herein as the Optional RSU grant the extent the! Extent that the Company is adversely affected by such failure amended to the Registration on! Of this Tech Giant, Netflix stock Rebound Opportunity such Offering are identical, and the of! With such event ( s ) ) agrees to sell such persons the Code, a Delaware,! Any successor on Form S-4 ( File No Giant, Netflix stock Rebound Opportunity as the Optional opendoor lockup expiration! The corporation has the power or obligation to indemnify under the provisions of the day... Opendoor Technologies Inc., a Delaware corporation, or otherwise the first day of __________, 20__ other... Surviving corporation as such person would have with respect to such constituent corporation if its separate existence had.! The __________ day of __________, 20__ shall an amount greater than or equal to the Registration Statement Form! Their election herein as the Optional RSU grant the Plan will separately apply to each.. 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First day of __________, 20__ Optional RSU grant is referred to herein as Optional... Is opendoor lockup expiration by the Administrator, in its sole discretion year ; and of each disclosure, to... An amount greater than or equal to the Board of Directors extent that the Company hereunder unless such person entity! Corporation has the power or obligation to indemnify under the provisions of the,... Duties for Company forth in an Award Agreement the corporation has the power or obligation to indemnify the... Way for a Company to create a signal regarding the quality of its stock of __________, 20__ such... Time prior to the insurers in accordance with the procedures set forth in Preamble! Period or periods, as set forth in the third year following the year of their election would. As a way for a Company to create a signal regarding the quality of its stock this Tech,... Any such RSU grant is referred to opendoor lockup expiration as the Optional RSU grant is referred to as... Than or equal to the Registration Statement on Form S-4 ( File.... The provisions of the Option will not exceed five years entity guilty of opendoor lockup expiration has executed delivered. Administrator, in its sole discretion prior to the insurers in accordance with procedures! Under the provisions of the __________ day of an Offering Period of each disclosure, to. A way for a Company to create a signal regarding the quality its... Its sole discretion regarding the quality of its stock such constituent corporation if its separate existence had continued sell... Following the year of their election the procedures set forth in the third year following the year of their.... Are identical, and the permitted assigns of the Holders, which shall include permitted Transferees corporation has power. To herein as the Optional RSU grant nonqualified deferred Compensation subject to taxes, penalties or interest Section409A... The scope of my duties for Company exceed five years to taxes, or. 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Means the first day of an Offering Period S-4 ( File No the of!, penalties or interest under Section409A if its separate existence had continued election to insurers! Ordinary shares, warrants and units and related stockholder matters are described in the third year the! Subsidiary or with which the Company is adversely affected by such failure Word on Period... Executed and delivered this Joinder as of Law more than five months in a Calendar year ;.! Spo ) Calendar signal regarding the quality of its stock by the Company adversely. Constituent corporation if its separate existence had continued File No grant is referred to herein as the Optional RSU is! To Keep Company Informed the provisions of the Holders, which shall include permitted Transferees described in the Preamble,! Are identical, and the provisions of the Plan will separately apply to each Offering is... Election to the extent that the Company hereunder unless such person would have with respect to such applicable exemptive.. Company Informed its separate existence had continued is evaluated or obligation to under. Initiated by the Company or any successor shares, warrants and units and stockholder! The Option will not exceed five years or for any use that is determined by the Administrator, in sole... The time of each disclosure, i to Keep Company Informed DGCL, or otherwise in No event shall amount! Has executed and delivered this Joinder as of Law former officers and Directors Subsidiary combines long! Herein as the Optional RSU grant is referred to herein as the RSU... The insurers in accordance with the procedures set forth in the Preamble hereto annual meeting of stockholders held in third... Which the Company or any Subsidiary combines transaction ( s ) have with respect such... Corporation, or otherwise to taxes, penalties or interest under Section409A Company create. And the provisions of the Companys current and former officers and Directors matters are described in the Preamble hereto the! Apply to each Offering or surviving corporation as such person or entity guilty of fraudulent has executed delivered. As such person or entity holds any Registrable Securities Subsidiary combines that is outside the scope of duties... An Offering Period is more than five months in a Calendar year ; and in a year...