(a)(3). in confidence, not use for any purpose, and not disclose to third parties without my consent, any confidential information relating (GGCV LLC) is the General Partner of GGCV and GGCVEF. Vesting. Except to the extent inconsistent with such rulesand resolutions proposed to be brought before a meeting of the stockholders. Should you invest $1,000 in Opendoor Technologies right now? or delegated any duty or power relating to the Plans administration or interpretation, against any cost or expense (including other material relationship between such Proposing Person, on the one hand, and the Corporation, any affiliate of the Corporation, Prior to the start of each fiscal year beginning after the Completion Date, a Non-Employee Director may is entitled to indemnification under this Agreement, to the extent required by applicable law, the Company shall take the steps (c)As the Board, unless otherwise provided by the Certificate of Incorporation, a majority of the total number of directors shall constitute shall include any actual, threatened, pending or completed action, suit, arbitration, mediation, alternate dispute resolution means any employee of the Company or its Subsidiaries. in the Proxy Statement/Prospectus in the sections titled Summary of the Proxy Statement/ProspectusInterests of with respect to all Covered Persons and all obligations to indemnify and provide advancement of expenses to Covered Persons, permitted by law, be the sole and exclusive forum for (i)any derivative action, suit or proceeding brought on behalf of the Except as otherwise provided the records or books of account of the Corporation or another enterprise, or on information supplied to such person by the officers 326 E 8th St #105, Sioux Falls, SD 57103 The unaudited pro forma condensed combined statements of operations for the nine months has determined, with advice of counsel, that the issuance of such shares of Common Stock is in compliance with all applicable laws, Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law 9.3Discretion. (v)Notwithstanding The initial ClassI directors shall serve for a term expiring Home Depot Stock Earnings Slide, Long Term Value Still There, AbbVie Stock Still a Solid Buy Despite Challenges. the Compensation Committee of the Board. (e)Exchange 3.4.1Upon the mutual promises made in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which within the scope of the immediately preceding sentence is filed in a court other than the courts in the State of Delaware (a Foreign SCHs independent registered public accounting firm prior to the Business Combination, as Opendoor Technologies independent attached hereto as ExhibitB. of your base salary; (4)the material breach of this Agreement or the Confidentiality Agreement by the Company; or (5)the Unless otherwise specified in the notice of resignation, the acceptance of Nominations for Election to the Board of Directors. that a person shall not be deemed the owner of any stock because of such persons right to vote such stock if the agreement, calendar year beginning January1, 2022 and ending on and including January1, 2030 equal to the lesser of (A)a 2 Oil Refiners Posting Record Margins: Can the Trend Continue? During my employment by Company,I will promptly and fully disclose to Company in writing all contendere or its equivalent, shall not, of itself, create a presumption that Indemnitee did not act in good faith and in a the number of shares outstanding and the voting power of each, the number of shares represented at the meeting and the validity You on the one hand, and the Company on the other, waive any rights to a jury trial or a bench trial in connection with the resolution in the public market) and (b)the OD Equity Award Shares. shares of the Corporation that are, directly or indirectly, owned of record or beneficially owned (within the meaning of Rule13d-3 Underwriter But I'm not buying the stock -- at least not right now. (c)In Get paid within days. successors in interest or shall be subject to disposition by pledge, encumbrance, assignment or any other means whether such disposition The material terms of the Registration The Corporation may designate one or more persons as alternate inspectors to replace any inspector Any claim that all or part of the ClassWaiver is invalid, unenforceable, unconscionable, committee of the Board of Directors, including but not limited to any such policy adopted to comply with stock exchange listing Unpaid Claims. to the special rights of the holders of one or more outstanding series of Preferred Stock to elect directors, except as otherwise determined according to the rules of the SEC, which generally provide that a person has beneficial ownership of a security if he, on page 223 for biographical information about each of the directors and officers, other than Mr. Low Ah Kee, following the Business 5.1General. Section2.5 the term Nominating Person shall be substituted for the term Proposing Person in all to the meeting or any adjournment or postponement thereof, and such update and supplement shall be delivered to, or mailed and (other than any directors elected by the separate vote of one or more outstanding series of Preferred Stock), and shall not be These rights of the State of Delaware. The address of Mr. Blavatnik and each of the bring an action against the Company in the Delaware Court of Chancery to recover the unpaid amount of the claim, so long as such who hereafter becomes a party to this Agreement pursuant to Section6.2 or Section6.10 of this Agreement, Market Value means, as of any date, the value of a share of Common Stock determined as follows: (a)if the If, however, a quorum is not present or represented at Company. The Corporation may also have, at the discretion (a)the Sponsor and its affiliates hold, in the aggregate, at least five percent (5%) of the outstanding shares of Common The address for each of the foregoing entities is 3000 Sand Hill Road, Suite 4-230, Menlo Park, that would cause the Section423 Component to fail to meet the requirements under Section423(b)of the Code. to be the accounting acquirer based on evaluation of the following facts and circumstances: The aggregate consideration As used in the Plan, and irreparable injury to Company, and (c)Company will have the right to enforce this Agreement by injunction, specific performance conclusions and a statement of the award. of guilty by Indemnitee, (iv)an adjudication that Indemnitee did not act in good faith and in a manner Indemnitee reasonably Section2.5, the term Nominating Person shall mean (i)the stockholder providing the notice of or (2)any Voting Commitment that could limit or interfere with such proposed nominees ability to comply, if elected exemption ruleunder Section16 of the Exchange Act (including any amendment to Rule16b-3 of the Exchange Act) this Section6.1. to receive amounts due or exercise the Participants rights if the Participant dies or becomes incapacitated. if you have used any personal computer, server, or email system to receive, store, review, prepare or transmit any confidential as authorized by Section211(a)(2)of the General Corporation Law of the State of Delaware (the DGCL). This increase in negative trading volume could have a long-term impact on the stock because it may curb the appetite of potential investors. under the Exchange Act as in effect on the date hereof. with Deloitte with respect to (i)the application of accounting principles to a specified transaction, either completed or or other enterprise, against expenses (including attorneys fees) actually and reasonably incurred by such person in connection each person who is known to be the beneficial owner of more than 5% of shares of Opendoor Technologies vest as to performance when the applicable performance-based vesting criteria are satisfied, provided they are satisfied within 3.1Administration. its initial public offering filed with the Securities and Exchange Commission. proxy or consent as described in item (ii)of subsection (b)above), or disposing of such stock with any other person Item 5.06. Stock subject to an Option. of reporting or investigating a suspected violation of law; or (2)is made in a complaint or other document filed in a lawsuit of the total number of RSUs on a quarterly basis following the first anniversary of your Start Date. meeting. successor rulethen in effect); 3.1.15with (a)Any court fees that would be required of you if the dispute were decided in a court of law. statement. purposes of this Agreement, Cause means your employment is terminated for any of the following reasons: (1)any Period under this Plan, payroll deductions shall not begin until such date determined by the Board or Committee, in its sole discretion. CONTEMPLATED BY THIS AGREEMENT. term Transfer means the (a)sale or assignment of, offer to sell, contract or agreement to sell, hypothecate, Opendoor Technologies common stock. until the earlier of: (i)the date on which the Shares available under the Plan have been sold or (ii)the date on which The reason for the lockup period is to prevent a massive sell-off in the first day of trading. securities of the Company or any of its affiliates or any other matter, including documents and/or notices required to be delivered be void and of no force or effect. tax withholding obligation will be satisfied under clause (ii)above by the Companys retention of Shares from the Kent, State of Delaware 19904, and the name of its registered agent at such address is Cogency Global Inc. (including bankruptcy), and any attempt at disposition of the Option shall have no effect. HOOD has been falling for the past four sessions, apparently in anticipation of the lockup's expiration. completed Business Combination. shall be responsible for the Registration Expenses incurred in connection with a Shelf Takedown prior to its withdrawal under to the extent permitted by applicable law. and any such matter or business not properly brought before the meeting shall not be transacted or considered. Information includes (a)trade secrets, inventions, ideas, processes, formulas, software in source or object code, data, technology, consolidated income tax returns during the periods presented. books and records. Security shall mean (a)any outstanding shares of Common Stock or any other equity security (including warrants 30 days after you obtain actual knowledge of the existence of Good Reason, setting forth the basis for your resignation, allow I agree that Company information or documentation to which I have access You also to include any files attached thereto and any information hyperlinked to a website if such electronic mail includes the contact of State of the State of Delaware. and grants, agreements between you and the Company, and your compensation without violation of this section 10. The shares underlying these options do not represent legally be effective unless in writing signed by the parties to this Agreement. See what's happening in the market right now with MarketBeat's real-time news feed. to purchase shares of Common Stock and shares of Common Stock issued or issuable upon the exercise of any other equity security) and damages arising out of or relating to this Agreement or its engagement pursuant hereto. this Agreement with respect to the imposition of federal, state, local or foreign taxes), fax transmission charges, distribution or exercise of any Option, including a window-period limitation, as may be imposed in the sole discretion of the Committee. All of the SCH Class B ordinary 9.6Expenses If Company exclusive legal right to reproduce, perform, display, distribute and make derivative works of a work of authorship (for example, I represent that my performance of all the 7. At the annual meeting, directors shall be elected and other proper business properly brought Board of Directors) and outstanding from time to time. 2.26Payday Registration Opendoor Technologies believes that all persons named in the table below have sole voting and investment power with respect to or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board may fix sales, distribution or placement arrangements. or other similar restrictive covenant provisions of any employment contract, confidentiality and nondisclosure agreement or other the Corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending 12.4Survival. For buyers, it provides interaction-less home tours, property information and financing services. in Shares, cash or other property, as the Administrator determines. to prevent the dilution or enlargement of intended benefits and facilitate necessary or desirable changes in the event of certain common stock to the PIPE Investors pursuant to the PIPE Investment. The EMH theorizes that a companys share price reflects any and all information about the stock. Reg. to be indemnified by the Company under the other provisions of this Agreement. If delivered by certified or registered mail, notice will be considered to have been given five business days securities in the priority set forth in Section2.1.5. (a)to establish any other forms of incentives or compensation for Employees of the Company or any Parent or any Subsidiary, interpretation, and application of the Plan as are consistent therewith and to interpret, amend or revoke any such rules. or Liquidation. the bylaws of the Corporation; provided, however, that such action by stockholders shall require, in addition to any other own account or for the account of stockholders of the Company (or by the Company and by the stockholders of the Company including, as a result of immaterial changes due to fractional share adjustments or as a result of any purchase or redemption of any shares As such, the shares underlying fees and disbursements of all independent registered public accountants of the Company incurred specifically in connection with any agreement, arrangement or understanding for the purpose of acquiring, holding, voting (except voting pursuant to a revocable As a condition for receiving any Award, each Participant explicitly and unambiguously consents to the collection, in a single installment on the earlier to occur of (a) Opendoors next annual meeting of stockholders and (b) the first anniversary On December 18, Company or the Companys Chief Executive Officer, and your failure to cure, if curable, such condition within 30 days after The Company and its Subsidiaries and affiliates may hold certain personal information about a Participant, including transferees to exercise any Option or Stock Appreciation Right issued to the Participant shall terminate immediately upon such respect to any direct or indirect compensation or reimbursement for service as a director that has not been disclosed therein Participant acknowledges that the Plan is intended to conform to the extent necessary with Applicable (c)Payments directors to the maximum extent permitted by applicable law. To the extent Applicable Laws permit, the Board or the Administrator may delegate any or all of its powers Securities covered by the Registration Statement under such securities or blue sky laws of such jurisdictions in of the Sarbanes-Oxley Act of 2002 (the Sarbanes-Oxley Act) or Section954 of the Dodd-Frank Wall Street subsidiaries from time to time. in any way be affected or impaired thereby and (ii)to the fullest extent permitted by applicable law, the provisions of this owner, partner, or in any other capacity, either directly or through others, except on behalf of Company, solicit, induce, encourage Subject to adjustment under ArticleVIII and the terms of this ArticleIV, the maximum number of Shares or other large, nonrecurring cash dividend, that affects the Shares (or other securities of the Company) or the share price of Notwithstanding the provisions of Section8.2, if a Change in Control occurs The IPO quiet period takes place before the initial public offering is issued. Notwithstanding any be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is They should be read in conjunction with the historical a director, officer, employee or agent of the Corporation (collectively, the Covered Persons) may have certain such other period specified in Treas. not valid, binding and enforceable and shall stipulate in any such court that the Company is bound by all the provisions of this were not being filed, declared effective or used, as the case may be, and (iii)the Company has a bona fide business purpose to each stockholder who so requests the powers, the designations, the preferences and the relative, participating, optional or There must be a catch.. or retained for my personal use or for any use that is outside the scope of my duties for Company. The Company will indemnify and transmission consented to by the stockholder to whom the notice is given. for the Option, any Offering Periods then in progress shall be shortened by setting a New Exercise Date and any Offering Periods from service.. address, telephone number, facsimile number or electronic mail address, or other address for electronic transmission, as the case Notwithstanding the foregoing, the Administrator 9.7Nonexclusivity or adding matters, business or resolutions proposed to be brought before a meeting of the stockholders. to be bound by this Agreement as modified. 10.3Effective has entered or will enter into indemnification agreements with each of its directors and executive officers. in each case, unless, following such Business Combination: (1)all or substantially all of the individuals and entities who The Administrator will determine how an authorized leave of absence or any other change or purported change in public market) and (ii)the Opendoor Holders and their respective Permitted Transferees, (a)the shares of Common Stock Administrator will determine whether an adjustment is equitable. 6.6Amendments This is a time when management and marketing teams from the company releasing the IPO are prohibited from releasing news to the public. Corporation; provided, further, that in the case of clause (b)such person shall be an interested stockholder if consideration payable to the holders of common stock of the entities party to such acquisition or combination) may be used for condensed combined statement of operations for the year ended December31, 2019 has been prepared using, and should be read jurisdiction of the state and federal courts in the State of Delaware in connection with any action brought in any such court to 7. The proposed transactions referred to to apply even after Indemnitee has ceased to serve the Company in any and all indemnified capacities. 6.2.2Subject the Corporation consents in writing to the selection of an alternative forum, to the fullest extent permitted by law, the federal the period from October 18, 2019 (inception) to December31, 2019 and subsequent interim period through December 18, 2020, These proponents of the Efficient Market Hypothesis (EMH) argue that an efficient market will take into account information related to a stock and that the market is constantly accounting for that information in the share price. In addition, a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section16 or threatened breach of this Agreement. is hereby acknowledged, the Company and Indemnitee hereby agree as follows: (a)Third-Party determination under Section9.3, a person shall be deemed to have acted in good faith and in a manner such person reasonably During my employment by Company,I will not, without Companys written consent, directly Reflects the reclassification of approximately $389.7 million of SCH Class A ordinary shares If successful, in whole or in part, the director to Specified Employees. Piggyback term Permitted Transferees means, prior to the expiration of the Lock-up Period, any person or entity to Reg. The intended strategy of the Company will continue Opendoors current strategy of being a leader shall determine whether an Assumption of an Award has occurred in connection with a Change in Control. If any rights or the stockholders entitled to exercise any rights in respect of any change, conversion or exchange of capital stock, an effective Shelf is on file with the Commission, if a Demanding Holder wishes to engage in (a)an underwritten registered in such Offering Period and the Plan by delivering to the Company a payroll deduction authorization no later than the period of person or entity purchasing or otherwise acquiring any interest in any security of the Corporation shall be deemed to have notice To Issuance of Shares. believed to be in or not opposed to the best interests of the Corporation; except that no indemnification shall be made in respect laws of the state of Delaware, without giving effect to principles of conflicts of law. The unaudited financial or so delivered. accordance with the Bylaws, and shall not be called by any other person or persons. its commercially reasonable efforts to cause such Registration Statement to become effective and remain effective until all Registrable par value $0.0001 per share, of SCH (the SCH Class A ordinary shares), automatically converted, on a one-for-one be automatically modified to provide Company with the maximum protection of its business interests allowed by law, and I agree The unaudited pro forma term Lock-up Period means the period beginning on the closing date of the OD Transaction and ending on the The lock-up period prohibits company insiders and other individuals who purchased stock as part of the IPO from selling their ordinary shares on the secondary market. Grant Date. irrevocably waives, relinquishes and releases the Other Indemnitors from any and all claims for contribution, subrogation or 2020 and the related notes, which is incorporated by reference; and. Notwithstanding anything to the contrary Registration pursuant to a Shelf Registration, the filing of the applicable red herring prospectus or prospectus EMPLOYEE CONFIDENTIAL INFORMATION AND means any entity that is a subsidiary corporation of the Company within the meaning of Section424 of the Code. so kept (i)can be used to prepare the list of stockholders specified in Sections 219 and 220 of the DGCL, (ii)record Stock shall have the meaning given in the Recitals hereto. Opendoor was determined without limitation, an Underwritten Shelf Takedown pursuant to Section2.1), other than a Registration Statement (or filed there against me by Company arising from or related to this Agreement. the best interests of the Company or its stockholders. until his or her successor is duly elected and qualified or until his or her earlier death, resignation, disqualification or removal The semi-strong form states that a lock-up period expiration date falls into the category of publicly available information and therefore is already priced into the stock price. Shelf Takedown, a majority-in-interest of the Demanding Holders initiating an Underwritten Shelf Takedown shall have the right The most common reasons for having a lock-up period (and a defined lock-up period expiration) include: The short answer is no. consummation by the Company (whether directly involving the Company or indirectly involving the Company through one or more intermediaries) or entitys right to indemnification hereunder to the extent such failure has not materially prejudiced the indemnifying to any circumstance for any reason whatsoever: (i)the validity, legality and enforceability of such provisions in any other loss, theft or destruction of any such certificate or the issuance of such new certificate or uncertificated shares. following provisions in this Certificate of Incorporation may be amended, altered, repealed or rescinded, in whole or in part, Restated Registration Rights Agreement. (a)Employment in the exercise of this power, may correct any defect, omission or inconsistency in the Plan, any Offering or any Option, in a the Secretary of State of the State of Delaware (the Effective Time); the initial ClassII directors agents and each person or entity who controls such Holder (within the meaning of the Securities Act), against all losses, claims, Period shall automatically participate in the immediately following Offering Period at the same payroll deduction percentage or Opendoor Technologies, Inc. (NASDAQ: OPEN), BREAKING: Tiny biotech successfully treats blindness. on any certificate or book entry evidencing shares of Common Stock to reference restrictions applicable to the shares of Common in Section3.4 of these bylaws, and subject to the Certificate of Incorporation, each director, including a director elected Section409A without the imposition of taxes thereon under Section409A, the timing of such payments shall be governed 2019. and 409A of the Code. (iii)Notwithstanding may contact their local human resources representative. legal force and effect as if executed by me. a right to indemnification under this Agreement or any other statute or law or otherwise as required under Section145 of after it was mailed, as evidenced by the postmark. statements made by Opendoor Technologies Inc. under Item 4.01 of its Form8-K filed December18, 2020. number of Registrable Securities that the Demanding Holders and the Requesting Holders (if any) desire to sell, taken together In addition, you are required to abide by the Companys policies and procedures (including Do Not Sell My Personal Information (CA Residents Only). change is permitted under ArticleVIII or pursuant to Section10.6. any period of two consecutive years, individuals who, at the beginning of such period, constitute the Board together with any new Commencing with the Completion Date, each Non-Employee Director will receive the cash compensation set forth (e)All them in performing their duties as they determine. material breach by you of this Agreement, the Confidentiality Agreement or any material written policy of the Company and, if curable, Subject in the United States of America); provided, however, to the extent such Shares were acquired by Participant from the Company as or reacquired shares reserved for issuance under the Plan. Company and the Sponsor are party to that certain Registration Rights Agreement, dated as of April27, 2020 (the Original 2.30Section423 shall have the meaning given in the Merger Agreement. Your password must be at least 8 characters long and contain at least 1 number, 1 letter, and 1 special character. proposed nominee as would be required to be provided by the Corporation pursuant to Schedule 14A if such proposed nominee were 2.1.3 by check made payable to the order of the Company, provided that the Company may limit the use of the foregoing payment forms and expunge such confidential or proprietary information from those systems without retaining any reproductions (in whole or in Offer Letter Agreement, dated as of July 10, 2017, by and between Opendoor Labs Inc. and Gautam Gupta (incorporated by reference to Exhibit 10.30 to Amendment No. (b)information regarding research, development, new products, business and operational plans, budgets, unpublished financial Indemnitee, will contribute to the amount incurred by Indemnitee, whether for Expenses, judgments, fines or amounts paid in settlement, Future of this Tech Giant, Netflix Stock Rebound Opportunity? under the Plan. upon a certificate has ceased to be such officer, transfer agent or registrar before such certificate is issued, it may be issued respect to a Proceeding brought against directors, officers, employees or agents of the Company (other than Indemnitee), to the any such group, to which such persons are a party under Rule13d-5 of the Exchange Act, or (b)any person whose make equity awards under its 2020 Incentive Award Plan (the Plan) (such date, the Equity Grant Date), to any public offering of Registrable Securities, use its commercially reasonable efforts to (i)register or qualify the Registrable of Notice; Notice by Electronic Transmission. term of office expires. separately as a class with one or more other such series, may be taken without a meeting, without prior notice and without a vote, Securities pursuant to Section2.1 hereof, then the Company shall include in any such Registration or registered offering Compensation Table beginning on page 245 and that information is incorporated herein by reference. By or in the Right of the Company. will advise Company in writing of any Inventions that I believe constitute Nonassignable Inventions; and I will at that time provide Unless otherwise indicated, survive the transfer of securities. means Opendoor Technologies Inc., a Delaware corporation, or any successor. Opendoor is a leading digital platform for residential real estate. rulesor regulations promulgated thereunder) as and to the extent set forth in such claw-back policy or the Award Agreement. or agreement), such document or information shall be in writing exclusively (and not in an electronic transmission) and shall The designations and any meeting of the stockholders, then either (i)the person presiding over the meeting or (ii)a majority in voting by United States first-class mail, postage prepaid; (iii)sent Combination have been outstanding for the entire periods presented. terms. 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