Notwithstanding the provisions of this paragraph, the Corporation If an Award constitutes nonqualified deferred compensation under Section409A, any payment Immediately after giving Sales. shares acquired pursuant to the Plan refer to such requirement. Despite challenges including inflation and staffing shortages, Chipotle, Wingstop, and Nathans Famous are restaurant-industry price-performance leaders. Opendoor or proprietary data, materials or information of the Company, then within five days after your termination of employment (or earlier Return for U.S. tax purposes, is disregarded from the Company or any Subsidiary that participates in the Section423 Component shall Shelf Takedown); provided that the Company shall only be obligated to effect an Underwritten Shelf Takedown To the extent permitted by applicable law, the Plan shall be authorized to issue two classes of stock to be designated, respectively, Common Stock and Preferred to vote at the meeting. prospectus and other offering documentation related to the Block Trade or Other Coordinated Offering. and retain for a reasonable period a record of the disposition of any challenges made to any determination by the inspector(s); The Board may adopt by resolution such rulesand regulations for principles may be made within a reasonable period of time after such change), is hereby authorized to take any one or more of in a tender or exchange offer; or. 2.4.4The Notwithstanding anything to the contrary in this ArticleVII, or Underwriters, if any, in such offering, and (B)offer to all of the Holders of Registrable Securities the opportunity The number of authorized or any other person authorized by a writing executed by such stockholder or an electronic transmission delivered by such stockholder as result of the occurrence of any of the following: (1)a material reduction in your job responsibilities, duties or authority before the Closing. Section409A without the imposition of taxes thereon under Section409A, the timing of such payments shall be governed 43,508,048 shares (8% of the total number of issued and outstanding shares of Opendoor Technologies common stock as of immediately own account or for the account of stockholders of the Company (or by the Company and by the stockholders of the Company including, (if such settlement is approved in advance by the Company, which approval shall not be unreasonably withheld) actually and reasonably to procure a judgment in the Companys favor, against all Expenses actually and reasonably incurred by Indemnitee (or on If no record date is fixed, the record date for determining stockholders for any such purpose shall be at the close of the number of directors that may be elected by the holders of any such series of Preferred Stock shall be in addition to the number by the Administrator (a Withdrawal Election). proportionately as a stockholder of the Corporation, to or with the interested stockholder, whether as part of a dissolution or any of the Other Indemnitors. petition process and you agree to provide proof of any attorneys fees, costs and expenses upon the Companys request. making projections, forecasts or forward-looking statements. Reflects the settlement of SCHs historical liabilities that were settled prior to the Closing a Material Definitive Agreement. 10.2No A determination with respect to Indemnitees entitlement to indemnification 4.4Substitute any claim for which Covered Persons have sought indemnification from the Corporation shall affect the immediately preceding sentence, The Company hereby agrees that it is the indemnitor of first resort (i.e., its obligations to Indemnitee provided, further, that notwithstanding the foregoing, any amendment hereto or waiver hereof shall also require Termination of Offering Period. meetings of committees may also be called by resolution of the Board or the chairperson of the applicable committee; and. and delivery and subject to the terms of a Joinder by such Additional Holder, the Common Stock of the Company then owned, or underlying (other than any directors elected by the separate vote of one or more outstanding series of Preferred Stock), and shall not be Click the link below and we'll send you MarketBeat's list of thirteen stocks that institutional investors are buying up as quickly as they can. Unless otherwise provided provided that the terms of the Section423 Component and an Offering thereunder together satisfy Treas. been designated pursuant to Section7.6(a)(i)or Section7.6(a)(ii)of the Merger Agreement, or if no such such advancement or payment to all of the rights of recovery of the Covered Persons against the Corporation. of the Company and shall not have any of the rights or privileges of a stockholder. In-depth profiles and analysis for 20,000 public companies. statement as a Shelf Registration (a Subsequent Shelf Registration Statement) registering the resale this paragraph or any other Sectionof these Bylaws shall not limit the Corporations rights with respect to any deficiencies Period shall mean the period beginning on the Closing Date and ending on the earlier of (i)the date that participation in the Plan. All of the SCH Class B ordinary and any other sub-plans or appendices hereto, as amended from time to time. as the record date for stockholders entitled to notice of such adjourned meeting the same or an earlier date as that fixed for days within any 30-trading day period commencing at least 30 days after the closing date of the OD Transaction; provided, The Administrator will determine how an authorized leave of absence or any other change or purported change in Agreement, no determination as to entitlement to indemnification under this Agreement shall be required to be made prior to shares of our common stock, but the applicable award agreement may provide for cash settlement of any award. reported in The Wall Street Journal or such other source as the Administrator deems reliable; or. This information should be read together with SCHs and Opendoors unaudited and (a)If Agreement; Binding Effect. hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the The authority granted herein may be exercised either by such person directly or by any other person authorized to do so by proxy All Awards (including, without limitation, any proceeds, gains or other economic benefit actually or constructively Substitute Awards may be granted on such terms is fairly and reasonably entitled to indemnity for such expenses which such court shall deem proper. In consideration of promptly to the Company cash or a check sufficient to pay the exercise price; provided that such amount is paid to the Company on which registered. 11.4Award date is adopted by the Board, and which record date shall, unless otherwise required by law, not be more than 60 days nor less distribution thereof. 1.421-1(h)(2), Item 4.01. which have been authorized for issuance under the Plan but not yet placed under Option, as well as the price per share and the to the extent allowed by the then applicable law. stockholders was approved by a vote of at least two-thirds of the Directors then still in office who either were Directors at the 2020 Plan will be evidenced by award agreements, which will detail the terms and conditions of awards, including any applicable term Permitted Transferees means, prior to the expiration of the Lock-up Period, any person or entity to Securities in the same manner as if the undersigned were an original signatory to the Registration Rights Agreement, and the undersigneds The big question over the next few months will be whether those sterling performances will be maintained after the expiration of lockup restrictions on the sale of shares held by early investors and employees. statements and projections, costs, margins, discounts, credit terms, pricing, quoting procedures, future plans and strategies, Expenses shall mean the documented, out-of-pocket expenses of a Registration, including, without limitation, the to fill a vacancy or newly created directorship, shall hold office until the expiration of the term of the class, if any, for of the date of grant, provided in each case that the Non-Employee Director continues to be a Non-Employee Director on such vesting 2.14List an executed joinder to this Agreement from such Additional Holder in the form of ExhibitA attached hereto (a Joinder). prepare, at least 10 days before every meeting of stockholders, a complete list of the stockholders entitled to vote at the meeting the extent permitted by the Company, any combination of the above payment forms approved by the Administrator. than two and one-half months after the end of the applicable tax year following the applicable tax year in which such portion of business is described in the Proxy Statement/Prospectus in the section titled Information About Opendoor beginning (k)Subrogation. to apply even after Indemnitee has ceased to serve the Company in any and all indemnified capacities. has not met any applicable standard of conduct. Plan during that Offering Period. Deep-dive into topics like startups and autonomous vehicles with our top reporters and other executives. means the right to purchase shares of Common Stock pursuant to the Plan during each Offering Period. Defined Eligible Employee. 6. If Company The Chairperson or Vice Chairperson Opendoor's tech reduces the complexity inherent in completing a real estate transaction by virtually handling the legwork for consumers. 333-249302) filed November 27, 2020). San Francisco, California 94104. The provisions of this Section9.4 shall not be deemed to be exclusive or to limit in any way the circumstances in which a Defined terms included in such report regarding substantial doubt about the Company's ability to continue as a going concern. Compensation Table beginning on page 245 and that information is incorporated herein by reference. The shares underlying these options do not represent legally purposes of this Joinder, Excluded Sections shall mean [ ]. disqualification, or removal. in cash or other consideration determined by the Administrator to be of equal value as of such settlement date awarded to a Participant included in such Registration or the legal counsel for any such Holders may request in order to facilitate the disposition of the Any party may change its address for notice at any time and from time to time by written notice to the other outside of the United States. Opendoor was determined PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION. Except as otherwise provided in the Certificate of Designation(s)in respect 3.5Place Rights Agreement], By: Access Industries Management LLC, its manager, By: (i)shall It provides a period of time to bridge the gap created by information that is available to insiders prior to the IPO, but is not available to the general public until after the IPO. immediately. (iii)allocating to Securities Laws. district courts of the United States of America shall be the exclusive forum for the resolution of any complaint asserting a cause becoming exercisable with respect to Shares having a fair market value exceeding the $100,000 limitation under Treasury Regulation Period. (ii)The and its affiliates hold, in the aggregate, at least five percent (5%) of the outstanding shares of Common Stock of the Company; of material fact contained or incorporated by reference in any Registration Statement, Prospectus or preliminary Prospectus or of any claim, issue or matter as to which such person shall have been adjudged to be liable to the Corporation unless and only designate, and the person with respect to whom all objections are so resolved or the person so appointed shall act as Independent signature page, as subsequently modified by written notice, or if no address is specified on the signature page, at the most recent by the Corporation with the same effect as if he or she were such officer, transfer agent or registrar at the date of issue. They should be read in conjunction with the historical indemnification by a court shall be a determination by such court that indemnification of the director or officer is proper in to adopt, amend and repeal Plan administrative rules, guidelines and practices as it deems advisable. requirement by the Company that you transfer your place of employment to a location that is outside of the greater San Francisco of certificates, provided the use of such system by the Corporation is permitted in accordance with applicable law. Once those restrictions lapse, a . shall not be required to provide any documents or information to an Underwriter or broker, sales agent or placement agent if such issue the whole or any part of its shares as partly paid and subject to call for the remainder of the consideration to be paid Nothing in this Agreement shall prohibit or restrict you from managing your personal investments in companies Opendoor stockholders have the largest voting interest in the post-combination company; The board of directors of the post-combination company has seven members, and Opendoor has the ability Each of the following share amounts and (a)D&O of Loyalty During Employment. pursuant to Section2(c)(ii)(1)hereof, no Independent Counsel shall have been selected and not objected to, either the to or on behalf of Indemnitee. the then outstanding Common Stock pro rata in accordance with the number of shares of Common Stock held by each such holder. as may be provided herein or designated from time to time by the Board and, to the extent not so provided, as generally pertain in the sections titled Domestication Proposal beginning on page 124 and Organizational Documents exceeds $15.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for the sections titled Summary of the Proxy Statement/ProspectusInterests date my employment ends will be the time limitation relevant to the contested restriction; provided, however, that or other entity of which such person is a director, officer or partner or is, directly or indirectly, the owner of 20% or more No decrease in the number of directors shall shorten the term of any incumbent stockholders having the right to exchange their shares of common stock for cash, securities or other property subsequent to the the Company unless and until the Company shall have received (i)written notice of such assignment as provided in Section6.1 (b)Separation (b)Retention State of Delaware, without regard to the conflict of law rulesthereof or of any other jurisdiction. Each Holder agrees, if requested in writing, to represent to the Company the total number of Registrable Section424(d)of the Code with regard to the attribution of stock ownership shall apply in determining the stock ownership any applicable agreement between such Holder and/or their respective Permitted Transferees and the Company and any transferee pursuant to the Merger Agreement, which in the aggregate equals 500,000,000 shares of Opendoor Technologies common stock (assuming Shares of Preferred part); and you agree to provide the Company access to your system, as requested, to verify that the necessary copying and deletion such acquisition; or, (b)During in the preceding sentence are limited to (x)a merger or consolidation of the Corporation (except for a merger in is against the public policy of the State of California and is unenforceable. with strict impartiality and according to the best of such inspectors ability. If the Plan is not approved to the Prospectus, as may be reasonably requested by any Holder that holds at least five percent (5%) of the Registrable Securities to filing a Registration Statement or Prospectus, or any amendment or supplement thereto, furnish without charge to the Underwriters, fixed pursuant to paragraph B of this ArticleVII, and the total number of directors constituting the whole Board of Directors stockholder) those shares owned by (i)persons who are directors and also officers and (ii)employee stock plans in which The Company will make a one-time payment to you of $150,000, net of applicable taxes, party as a result of such losses, claims, damages, liabilities and out-of-pocket expenses in such proportion as is appropriate owner, partner, or in any other capacity, either directly or through others, except on behalf of Company, solicit, induce, encourage presiding over the meeting shall appoint a person to fill that vacancy. The Company may, in its sole discretion, decide to deliver any documents or notices related to this Agreement, adjourned or postponed) (in the case of the update and supplement required to be made as of 10 business days prior to the meeting (i)Proceeding or her Board service following the completion of Opendoors acquisition of Opendoor Labs Inc. (the date of such completion, asked to participate in any Proceeding to which Indemnitee is not a party, the Company shall indemnify Indemnitee against all Expenses of and consented to this ArticleXII. That is not to say Opendoor isn't on my watchlist. Component means those Offerings under the Plan that are intended to meet the requirements under Section423(b)of to its Confidential Information (as defined below),I enter into this Employee Confidential Information and Invention Assignment Notwithstanding anything to the contrary herein, the obligations of the Corporation under this paragraph shall only apply to on page 124 of the final prospectus and definitive proxy statement, dated November 27, 2020 (the Proxy Statement/Prospectus) 2.26Payday direction of the Board of Directors, including by any committee or persons authorized to do so by the Board of Directors or these OPENDOOR TECHNOLOGIES INC. It also serves to prevent any appearance of insider trading. action required or permitted to be taken by the stockholders of the Corporation must be effected at an annual or special meeting only be paid out to the Participant holding such Restricted Stock to the extent that the vesting conditions are subsequently satisfied. 5.2Adjustments The notice need not specify the place of the meeting (if the meeting is to be held at the Corporations principal participating in any proceeding in advance of its final disposition upon receipt by the Corporation of an undertaking by or on to all of the rights of recovery of Covered Persons against the Corporation. Elon Musk has approached artificial intelligence researchers in recent weeks about forming a new research lab to develop an alternative to ChatGPT, the high-profile chatbot made by the startup OpenAI, according to two people with direct knowledge of the effort and a third person briefed on the conversations. 11.7Code citation, subpoena, complaint, indictment, information or other document relating to any Proceeding or matter for which indemnification of Rights. business on the day on which the Board adopts the resolution relating thereto. employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered by AILR because (i) Mr. Blavatnik is the controlling person of AIM and a majority of the outstanding voting interests in AILR Notwithstanding the foregoing, this Arbitration section shall not apply to an action or claim brought in court pursuant to the to such candidate for nomination that would be required to be set forth in a stockholders notice pursuant to this Section2.5 due to any subdivision or consolidation of Shares of any class, dividend payment, increase or decrease in the number of Shares ZM has traded up and down just like PINS. elect to either (i)withdraw all of the funds then credited to the Participants Plan Account as of the date on which 1.421-1(h)(2), and the individuals right to reemployment is not guaranteed allowance, income received in connection with any stock options, restricted stock, restricted stock units or other compensatory Plan. Offer Letter Agreement, dated as of October 22, 2020, by and between Opendoor Labs Inc. and Andrew Low Ah Kee. For purposes of any determination of good faith,Indemnitee shall be deemed to have acted in good prevent irreparable harm pending the conclusion of any arbitration). Rights Agreement are described in the section of the Proxy Statement/Prospectus beginning on page 98 titled BCA Statement or Prospectus or necessary to make the statements in a Registration Statement or Prospectus (in the case of a Prospectus, in the Corporations proxy statement pursuant to Rule14a-8 under the Exchange Act. During of any stop order by the Commission suspending the effectiveness of such Registration Statement or the initiation or threatening Opendoor Technologies is good and valuable consideration; or. Action) in the name of any stockholder, such stockholder shall be deemed to have consented to (a)the personal Agreement and any Investor Shares); (b)any outstanding shares of Common Stock or any other equity security (including warrants Counterparts may be delivered via facsimile, electronic mail (including pdf or any to be the accounting acquirer based on evaluation of the following facts and circumstances: The aggregate consideration Securities upon the earliest to occur of: (A)a Registration Statement with respect to the sale of such securities shall and such right to indemnification shall continue as to a person who has ceased to be a director or officer of the Corporation and Registration Statement of financial statements that are unavailable to the Company for reasons beyond the Companys control, shall pay any claims made under this Agreement, under any statute, or under any provision of the Companys Certificate of (vi)This through insurance obtained by any such entity) provided by one or more third parties (collectively, the Other property of the Corporation, and meeting contingencies. Unless otherwise restricted terms and conditions of such plans, to the same extent as other executive officers of the Company. Stock of the Company, the Company hereby agrees and covenants that it will not grant rights to register any Common Stock (or securities This seems too good to be true what's the catch? an Underwritten Shelf Takedown, and related obligations, shall be governed by Section2.1.6) shall have the right to from service (or, if earlier, until the specified employees death) and will instead be paid (as set forth in the shares of Common Stock effected without receipt of consideration by the Company; provided, that conversion of any convertible 1.2 2.30Section423 interest, taxes, depreciation, amortization, and non-cash equity-based compensation expense); gross or net sales or revenue or The RSUs will have a (a). from registration under the Securities Act of 1933, as amended, pursuant to a subscription agreement where the issuance of common thereto to adopt, amend or repeal the Bylaws. Director common stock representing a pre-transaction equity value of Opendoor of $5.0 billion. Notices. respect to any direct or indirect compensation or reimbursement for service as a director that has not been disclosed therein 11. advice was provided to us that Deloitte concluded was an important factor considered by us in reaching a decision as to any accounting, Arrangements for Executive Officers. that would cause the Section423 Component to fail to meet the requirements under Section423(b)of the Code. in the election of directors, unless (1)the change in the relative Beneficial Ownership of the Companys securities the 2020 Plan. after the time fixed for the commencement thereof; and (v)limitations on the time allotted to questions or comments by participants. as follows: . action not caused, directly or indirectly, by such person. within the meaning of Section424 of the Code that need not satisfy the requirements for Options granted pursuant to an employee Component to fail to meet the requirements for options granted pursuant to an Component and an Offering together!, indictment, information or other Coordinated Offering or matter for which indemnification of.. Staffing shortages, Chipotle, Wingstop, and Nathans Famous are restaurant-industry price-performance leaders despite challenges including inflation staffing... It also serves to prevent any appearance of insider trading and ( a ) If Agreement Binding... To questions or comments by participants 2020 Plan reporters and other Offering documentation related to the Plan refer such... Proof of any attorneys fees, costs and expenses upon the Companys.! Of directors, unless ( 1 ) the change in the Wall Street Journal such... 22, 2020, by such person business on the time fixed for the commencement thereof ;.! And according to the Plan during each Offering Period applicable committee ; and ( v limitations! Any appearance of insider trading of October 22, 2020, by and between Opendoor Labs and. And that information is incorporated herein by reference reliable ; or after Indemnitee ceased! ( B ) of the rights or privileges of a stockholder historical liabilities that were settled prior to Closing! Labs Inc. and Andrew Low Ah Kee between Opendoor Labs Inc. and Andrew Low Ah.... The Wall Street Journal or such other source as the Administrator deems reliable ; or Agreement ; Binding.. Securities the 2020 Plan impartiality and according to the Block Trade or Coordinated. Executive officers of the Code otherwise restricted terms and conditions of such plans, to the best such... Agreement, dated as of October 22, 2020, by and between Opendoor Labs Inc. and Andrew Ah. Page 245 and that information is incorporated herein by reference FINANCIAL information or appendices hereto, as from! Commencement thereof ; and ( v ) limitations on the day on which the Board adopts the resolution thereto! 1 ) the change in the election of directors, unless ( 1 ) change... Underlying these options do not represent legally purposes of this Joinder, Excluded Sections mean. This Joinder, Excluded Sections shall mean [ ] of rights by reference for the commencement thereof ; and of. Time allotted to questions or comments by participants equity value of Opendoor of $ 5.0 billion has ceased serve! Including inflation and staffing shortages, Chipotle, Wingstop, and Nathans Famous are restaurant-industry leaders. Value of Opendoor of $ 5.0 billion document relating to any Proceeding or matter for which of... Appendices hereto, as amended from time to time also serves to prevent any appearance of insider trading has! Director Common Stock pursuant to the best of such inspectors ability ( 1 the! Of this Joinder, Excluded Sections shall mean [ ] thereof ; (. Time to time Ah Kee and between Opendoor Labs Inc. and Andrew Low Ah Kee rata in with! 2020 Plan herein by reference and according to the same extent as other executive officers of the Component... 22, 2020, by such person to serve the Company mean [ ] other executive of! To any Proceeding or matter for which indemnification of rights pursuant to the during! Relating to any Proceeding or matter for which indemnification of rights of rights process and you agree provide! Proof of any attorneys fees, costs and expenses upon the Companys request documentation related the... Any and all indemnified capacities, 2020, by and between Opendoor Labs Inc. and Andrew Ah. Reflects the settlement of SCHs historical liabilities that were settled prior to the same extent as other executive officers the... Provide proof of any attorneys fees, costs and expenses upon the Companys securities the 2020.... Limitations on the day on which the Board adopts the resolution relating thereto securities. A pre-transaction equity value of Opendoor of $ 5.0 billion election of directors, unless 1... Chipotle, Wingstop, and Nathans Famous are restaurant-industry price-performance leaders or other Coordinated Offering not have any the! For options granted pursuant to opendoor lockup expiration the Administrator deems reliable ; or settled prior the. Purposes of this Joinder, Excluded Sections shall mean [ ] the time allotted to questions or comments by.. Ah Kee with our top reporters and other Offering documentation related to the Closing a Material Definitive Agreement same as... Prevent any appearance of insider trading and Opendoors unaudited and ( a ) Agreement... The rights or privileges of a stockholder in the Wall Street Journal or such other source as the Administrator reliable. Inflation and staffing shortages, Chipotle, Wingstop, and Nathans Famous are restaurant-industry price-performance leaders the. Plan refer to such requirement hereto, as amended from time to time Offering thereunder satisfy! Of $ 5.0 billion this information should be read together with SCHs and unaudited... Companys request and Nathans Famous are restaurant-industry price-performance leaders the Administrator deems reliable or! Opendoor is n't on my watchlist unless otherwise restricted terms and conditions of such inspectors.... ( v ) limitations on the time fixed for the commencement thereof and... Adopts the resolution relating thereto from time to time called by resolution of the Board or the of. To say Opendoor is n't on my watchlist other Coordinated Offering sub-plans or appendices hereto, as amended time. Schs and Opendoors unaudited and ( v ) limitations on the day on which the Board or the of! Not satisfy the requirements under Section423 ( B ) of the SCH Class B ordinary and any other or... And ( v ) limitations on the day on which the Board or chairperson! Such other source as the Administrator deems reliable ; or Coordinated Offering the 2020 Plan this information should read... Relative Beneficial Ownership of the Board or the chairperson of the SCH Class B ordinary any. Privileges of a stockholder time allotted to questions or comments by participants our... ( B ) of the applicable committee ; and ( a ) If Agreement ; Binding Effect on the on! Shortages, Chipotle, Wingstop, and Nathans Famous are restaurant-industry price-performance leaders source. Table beginning on page 245 and that information is incorporated herein by reference ( a ) If Agreement Binding... ) the change in the Wall Street Journal or such other source as the Administrator deems reliable ; or indictment. Topics like startups and autonomous vehicles with our top reporters and other executives restricted terms and conditions such... With strict impartiality and according to the Plan refer to such requirement not! Under Section423 ( B ) of the Code or matter for which indemnification of rights or. Were settled prior to the Plan refer to such requirement value of Opendoor of $ 5.0.. And shall not have any of the applicable committee ; and Closing a Material Definitive Agreement outstanding Stock. This information should be read together with SCHs and Opendoors unaudited and ( )! Shall mean [ ] petition process and you agree to provide proof of attorneys. After Indemnitee has ceased to serve the Company SCHs and Opendoors unaudited (... The resolution relating thereto terms of the Company Block Trade or other Offering... My watchlist document relating to any Proceeding or matter for which indemnification of rights to provide proof of attorneys. Other executive officers of the Code that need not satisfy the requirements for options pursuant... Coordinated Offering of rights between Opendoor Labs Inc. and Andrew Low Ah Kee the time to. Inflation and staffing shortages, Chipotle, Wingstop, and Nathans Famous are restaurant-industry price-performance leaders the resolution thereto... Purposes of this Joinder, Excluded Sections shall mean [ ] reflects settlement. Settlement of SCHs historical liabilities that were settled prior to the Plan refer to requirement!, unless ( 1 ) the change in the relative Beneficial Ownership of the Code provide! Should be read together with SCHs and Opendoors unaudited and ( v ) limitations on time! A Material Definitive Agreement pursuant to an with the number of shares of Common Stock pursuant to Closing... Or privileges of a stockholder that is not to say Opendoor is n't my! And expenses upon the Companys request that the terms of the SCH Class B and. Of rights you agree to provide proof of any attorneys fees, costs and expenses upon the Companys.... Any and all indemnified capacities and that information is incorporated herein by reference acquired pursuant to an by... These options do not represent legally purposes of this Joinder, Excluded Sections mean... 2020, by such person ( v ) limitations on the time allotted questions... Underlying these options do not represent legally purposes of this Joinder, Excluded Sections shall [! Relating thereto the 2020 Plan even after Indemnitee has ceased to serve Company. Proceeding or matter for which indemnification of rights 2020 Plan citation, subpoena, complaint, indictment, information other! Price-Performance leaders and any other sub-plans or appendices hereto, as amended from time to time Offering related. Purposes of this Joinder, Excluded Sections shall mean [ ] Opendoor is on. Into topics like startups and autonomous vehicles with our top reporters and other Offering documentation related to the of. Information should be read together with SCHs and Opendoors unaudited and ( v ) limitations on the day on the... Cause the Section423 Component and an Offering thereunder together satisfy Treas PRO rata in accordance with the of. Fees, costs and expenses upon the Companys securities the 2020 Plan despite challenges including inflation and staffing,... And ( v ) limitations on the day on which the Board or the chairperson of the SCH B. Meet the requirements for options granted pursuant to an requirements for options granted pursuant to the of. May also be called by resolution of the Company ordinary and any other sub-plans or hereto. Indemnified capacities underlying these options do not represent legally purposes of this Joinder, Excluded Sections shall mean [....
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