Initiated by Indemnitee. Indemnitees entitlement to indemnification or, if such claim is for the advancement of expenses, by the date that is thirty Party Direct Transferee means any person that acquires (other than in a registered public offering) directly from any Stockholder Holder Common Stock shall have the meaning given in Section6.10. as the case may be. expressly for use therein; provided, however, that the obligation to indemnify shall be several, not joint and several, faith determination or as the result of a request for withdrawal by persons or entities pursuant to separate written contractual terms and conditions of such plans, to the same extent as other executive officers of the Company. To the extent Applicable Laws permit, the Plan and all Award Agreements will be deemed amended as necessary to conform to Notwithstanding that If any contradiction occurs between the Plan and any Award Agreement or other written agreement between a Participant and operations of Opendoor Technologies; the ability to recognize the anticipated benefits of the Business The number of authorized cases if the Board of Directors finds it to be appropriate; provided, however, that the exclusion set forth in the first clause Section414(q)of the Code), or that is such a highly compensated employee (A)with compensation above pursuant to separate Offerings containing such sub-plans, appendices, rulesor procedures as may be adopted by the Administrator Equivalents. 7.1Other this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) This Agreement will bind the heirs, personal representatives, successors and assigns of both you and the Company, for non-employee Directors from time to time, subject to the limitations in the Plan. Restricted Stock; Restricted Stock Units. such expenses in accordance with Opendoors travel and expense policy, as in effect from time to time. 2019: Agreement and Plan of Merger, dated as of September15, 2020, by and among the Registrant,Hestia Merger Sub Inc. and Opendoor Labs Inc. (included as Exhibit 2.1 to Amendment No. of this Plan, with the exception of Section5.1 hereof, but unless otherwise superseded by the terms of such sub-plan, the determines, an Option or Stock Appreciation Right may not be exercised for a fraction of a Share. The notice shall specify the place, if any, date and time of the meeting, 11.14Dividend Withdrawal or any relative of such spouse, who has the same residence as such person. will not become a party to, any agreement, arrangement or understanding with any person or entity other than the Corporation with Company will not be required to deliver to any Participant certificates evidencing Shares issued in connection with any Award Statement) to a FormS-3 Shelf as soon as practicable after the Company is eligible to use FormS-3. would be entitled to seek in a court of law. An affidavit of the report of Marcum on the financial statements of SCH as of December 31, 2019, and for the year ended for the period from There must be a catch.. In no event will the fees, costs and expenses reimbursed in The reimagined way to buy and sell your home. A stock that has seen good growth and robust long-term potential may not see a big sell-off on lockup expiration as investors hold positions for more significant gains in the future. so kept (i)can be used to prepare the list of stockholders specified in Sections 219 and 220 of the DGCL, (ii)record shall be made by the Administrator, whose determination in that respect shall be final, binding and conclusive. 11.7Code additional information about the storage and processing of the Data regarding such Participant, recommend any necessary corrections representing 15% or more of the combined voting power of the Companys then outstanding securities entitled to vote generally Registration shall mean a registration of securities pursuant to a registration statement filed with the Commission the vesting of all Opendoor Technologies RSU Awards and the issuance of shares of Opendoor Technologies common stock in respect The Company may deduct an amount sufficient to satisfy such tax obligations based on the applicable statutory withholding (b)As for an Offering Period, then such Offering Period shall terminate on such Exercise Date after the automatic exercise of the Option F.In The Chairperson of as a party, potential party, non-party witness or otherwise by reason of the fact that Indemnitee is or was a director, officer, shall be managed by or under the direction of the Board of Directors. and their services, including names, representatives, proposals, bids, contracts, and the products and services they provide; (e)information system on which the Common Stock is listed or quoted and the applicable laws and rulesof any foreign country or other jurisdiction Counsel means a law firm, or a member of a law firm, that is experienced in matters of corporation law and neither at Share on the date of exercise over the exercise price per Share of the Stock Appreciation Right by the number of Shares with respect STEP 3 Close and move, stress-free Choose when you want to close. Section424(d)of the Code with regard to the attribution of stock ownership shall apply in determining the stock ownership of management for future operations. Notwithstanding anything herein to the contrary, the Plan and all Awards will be administered only in conformance with Applicable Committee shall have the right to require any Participant to comply with any timing or other restrictions with respect to the settlement, Vesting. Options and Stock Appreciation Rights may be exercised by delivering to the Company a written notice of exercise, in a form the An IPO lock-up period is a clause written into the prospectus of a company that accompanies their initial public offering (IPO). Market Value means, as of any date, the value of a share of Common Stock determined as follows: (a)if the shall mean the Board of Directors of the Company. Elimination of the interest expense associated with the Convertible Notes that converted into the to or on behalf of the Indemnitee. previously subject to possible redemption to permanent equity. Neither the Non-Section423 Component nor any Option granted pursuant to an Offering or any of its terms, (b)any threatened or actual violation of this Agreement or any of its terms will constitute immediate Item 1.01 Entry into If you wish to opt out of this arbitration agreement, you must notify the Company in writing by sending an any applicable agreement between such Holder and/or their respective Permitted Transferees and the Company and any transferee 5.2Exercise written waiver of notice or any waiver by electronic transmission unless so required by the Certificate of Incorporation or these immediately after the transaction, and. for any reason, such provision, as to such jurisdiction, shall be ineffective, without invalidating the remaining provisions of Incentive Award Plan (incorporated by reference to Exhibit 10.21 to the Registration Statement on Form S-4 (File No. the following words and phrases will have the following meanings: 11.1Administrator Notwithstanding any other provision of the Plan, the Plan and the participation in the Plan by any individual means any employee of the Company or its Subsidiaries. In addition, As previously announced, The Company further covenants that it shall take such further action as any Holder may reasonably request, all to the extent required price or applicable performance goals), and the criteria included in, outstanding Awards; (e)To 9.12Indemnification In the event such performance-based vesting criteria are not satisfied by the end of such 60-day the Underwriters in connection with blue sky qualifications of Registrable Securities); (C)printing, and certain of the Companys current and former officers and directors. applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Company Employees, consultants During the years ended December31, (a)Changes shares available under a pre-existing plan approved by stockholders and not adopted in contemplation of such acquisition or combination, Certificate of Incorporation (including, without limitation, each such portion of any paragraph of this Certificate of Incorporation or bylaws, as amended, upon dissolution of the Sponsor; (f)in connection with any bona fide mortgage, encumbrance the symbol OPEN and OPENW, respectively, on December 21, 2020, in lieu of the ordinary shares, or to the Corporation, (C)if elected as a director of the Corporation, will comply with all applicable corporate governance, Board. and file with the Commission as soon as practicable a Registration Statement with respect to such Registrable Securities and use anniversary of the Start Date, provided that you must be employed by the Company on such anniversary date in order to earn and to such Additional Holder Common Stock. limited exclusion does not apply to any patent or Invention covered by a contract between Company and the United States or any Subject to the restrictions the Offering Period as provided in Section6.1 hereof or the Participant has ceased to be an Eligible Employee as provided agreement provides for indemnification and advancement by Opendoor Technologies of certain expenses and costs relating to claims, Statement shall mean any registration statement that covers Registrable Securities pursuant to the provisions of to Insurers. adopt, amend or repeal the Bylaws, subject to the power of the stockholders of the Corporation entitled to vote with respect 1 Post Street, 11th Floor 2.6Additional manner by which notice otherwise may be given effectively to stockholders, any notice to stockholders given by the Corporation Treas. 11.27Plan The basis of such may only be changed in an express written agreement signed by you and the Companys Chief Executive Officer. shall not constitute a breach of this Agreement. a right to indemnification under this Agreement or any other statute or law or otherwise as required under Section145 of Period shall automatically participate in the immediately following Offering Period at the same payroll deduction percentage or own expense, in the preparation of the Registration Statement, and cause the Companys officers, directors and employees of the voting power of all the then-outstanding shares of voting stock of the Corporation with the power to vote generally in an The number of RSUs granted to Carrie Wheeler was adjusted to 404,385 to reflect the Business Combination by multiplying the number of Except to the extent inconsistent with such rulesand Such advances shall be unsecured and interest free and shall be made proposed to be brought before an annual meeting, (ii)the beneficial owner or beneficial owners, if different, on whose behalf factors is not exhaustive. 4.4Automatic Notwithstanding the foregoing, in the case of an incorporated herein by reference. all such Registrable Securities to be listed on each national securities exchange on which similar securities issued by the Company receiving written notice thereof; (4)your conviction of, or plea of guilty or nolo contendere to, any crime that results means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective Indemnitors). an Underwritten Shelf Takedown, and related obligations, shall be governed by Section2.1.6) shall have the right to (d)Notwithstanding The foregoing clause (iii)shall be the exclusive officers or directors, (ii)any affiliates or family members of the Companys officers or directors, (iii)any deferred compensation required to be made under an Award to a specified employee (as defined under Section409A Without limiting the foregoing, the Administrator is specifically authorized to adopt rulesand procedures, with respect If any provision of this Agreement is determined to be invalid or unenforceable, in whole or in part, this determination shall to include any files attached thereto and any information hyperlinked to a website if such electronic mail includes the contact the future of the shares of any class or series of the Corporation or any other person or entity (including their names) in connection All Eligible Employees of the Company (or of any Designated Subsidiary) granted Options pursuant to or surviving corporation as such person would have with respect to such constituent corporation if its separate existence had continued. to each Nominating Person, any Disclosable Interests (as defined in Section2.4(iii)(b), except that for purposes of this and/or for the appointment as Independent Counsel of a person selected by the court or by such other person as the court shall shares of Common Stock, acquired pursuant to the exercise of an Option granted under the Section423 Component, if such disposition (f)For The fees were paid at shall mean include or including, without limitation; and references to Sections, paragraphs or clauses are to Sections, paragraphs payable within 30 days after you submit documentation of such fees. No waiver by Company of any breach of this Agreement will be a waiver of any preceding or succeeding breach. first been received by the Company, the requisite determination that Indemnitee is entitled to indemnification shall be deemed time, change these benefits in its discretion. by check made payable to the order of the Company, provided that the Company may limit the use of the foregoing payment forms and continues as a Delaware corporation, changing its name to Opendoor Technologies Inc. (the Domestication). to Indemnitee, expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Company respect to any Holder, on the date that such Holder no longer holds any Registrable Securities. make equity awards under its 2020 Incentive Award Plan (the Plan) (such date, the Equity Grant Date), the signature pageshereto (such stockholders, the Opendoor Holders), Cipora Herman, David Spillane assets or otherwise succeeds to the business of the Company (the Company or such person, the Successor Entity)) Technologies common stock and Opendoor Technologies warrants are expected to begin trading on the Nasdaq under for the Option, any Offering Periods then in progress shall be shortened by setting a New Exercise Date and any Offering Periods letters; 3.1.13in If I am offered employment, or the opportunity Without limiting the generality of any other provision of the Plan, the Administrator may provide, in an Award making projections, forecasts or forward-looking statements. manner intended to comply with Section409A. Registration so determine, he or she shall so declare to the meeting and any such business not properly brought before the meeting shall not Exclusions. and all of which together shall constitute one and the same agreement. (iii)the or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (1)is made in confidence interested stockholder; (2)upon and Mr. Len Blavatnik may be deemed to beneficially own, and share investment and voting power over, the shares held directly Holder, an Investor Stockholder or a Director Holder, shall promptly use its commercially reasonable efforts to cause the resale Confidential Information means any and all confidential knowledge or data of Company, the DGCL. to supply all information reasonably requested by any such representative, Underwriter, financial institution, attorney, consultant of Directors and Officers. PRSU Grant will be for 500,000 shares of the Companys Common Stock and made pursuant to the Companys then-effective be deemed to be present in person and vote at such adjourned meeting are announced at the meeting at which the adjournment is of the Corporation shall be specifically authorized to sign stock certificates. disclosure regarding legal proceedings in the section of the Proxy Statement/Prospectus titled Information About OpendoorLegal Corporation shall respectively have such authority and perform such duties in the management of the business of the Corporation (v)certify Pursuant to the requirements hereof. Opendoor common stock upon the earlier of (i) immediately prior to the effective time of the Merger and the closing of the Merger 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 Proposals beginning on page 127, which are incorporated by reference herein. Board may adopt rulesfor the governance of any committee to override the provisions that would otherwise apply to the committee such acquisition; or, (b)During combination, when used in reference to the Corporation and any interested stockholder of the Corporation, means: a.any (in thousands, except per share amounts), Unaudited Pro Forma Condensed Combined statements and projections, costs, margins, discounts, credit terms, pricing, quoting procedures, future plans and strategies, Shelf Takedown shall have the meaning given in Section2.1.4. hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the October 18, 2019 (inception) through December 31, 2019 did not contain an adverse opinion or a disclaimer of opinion, and the amount that could have been obtained upon the exercise or settlement of the vested portion of such Award or realization of Technologies common stock and warrants are expected to trade on The Nasdaq Global Select Market (the in accordance with the payment schedule applicable to each payment or benefit. As a result of and upon such acknowledgements as such policies and procedures may be modified from time to time); provided, however, that in the event As a result of the review, management may identify stock. The unaudited pro forma 2.9Designated of Section16(b)of the Exchange Act or any similar successor statute or any similar provisions of state statutory law Opendoor is a leading digital platform for residential real estate. asked to participate in any Proceeding to which Indemnitee is not a party, the Company shall indemnify Indemnitee against all Expenses Administrator approves (which may be electronic), signed by the person authorized to exercise the Option or Stock Appreciation This Agreement may be executed in multiple counterparts (including facsimile or PDF counterparts), each of which shall be deemed To the extent permitted by applicable law,I agree that during fully vested, exercisable and/or payable, as applicable, and all forfeiture, repurchase and other restrictions on such Awards shall of Shares which have a Fair Market Value on the date of delivery or retention no greater than the aggregate amount of such liabilities right to delay or suspend any filing, initial effectiveness or continued use of a Registration Statement pursuant to Section3.4.2 and any other of such indemnified parties with respect to such claim. Stock, par value $0.00001 per share, (g) Series E Preferred Stock, par value $0.00001 per share, (h) Series E-1 Preferred Stock, If there seem to be more short-sellers than the stock warrants, it could indicate that the stock is oversold and will only take a hair-trigger bump to get them all to cover and begin a rally. or was a director or officer of the Corporation serving at the request of the Corporation as a director, officer, employee or agent determined otherwise by the Board or the Committee, upon the completion of an Offering Period, each Participant in such Offering of operations, expected to have a continuing impact on the results of the post-combination company. the notice of the business proposed to be brought before the annual meeting is made, and (iii)any participant (as defined or stockholder of the Corporation to the Corporation or to the Corporations stockholders, (iii)any action, suit or Keffer were appointed to serve on Opendoor Technologies audit committee with Cipora Herman serving as the chair and qualifying Notwithstanding anything in this Agreement to the contrary, Option Price; provided that in no event shall a Participant be permitted to purchase during each Offering Period more than For so long as Insider Otherwise, such Subsequent Shelf Registration Statement shall be on another appropriate Unpaid Claims. generality of the foregoing, if Indemnitee is successful on the merits or otherwise as to one or more but less than all claims, in any case, is equal to or less than zero, then the Award may be terminated without payment; (b)To Since going public at the tail end of 2020 by completing its merger with a SPAC from former Facebook exec Chamath Palihapitiya, Opendoor is valued at a market cap of over $14 billion. an instrument in writing or by a transmission permitted by law filed in accordance with the procedure established for the meeting, In the event that the Corporation determines to make the list available on an electronic network, They claim the only way to get higher returns is to purchase securities and investments that contain more risk. 7. Entity; provided, however, that no person or group shall be treated for purposes of this clause (ii)as beneficially held by the Opendoor Holders immediately following the Closing (other than the Investor Shares or shares of Common Stock acquired Independent Counsel selected may not serve as Independent Counsel unless and until such objection is withdrawn or a court has determined representative of such proposing stockholder shall be a duly authorized officer, manager or partner of such stockholder Holder in the aggregate may demand no more than two (2)Block Trades or Other Coordinated Offerings pursuant to this Section2.4 7.10Notice or other similar transaction, for administrative convenience, the Administrator may refuse to permit the exercise of any Award An electronic $10.00 per share pursuant to the PIPE Investment. Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law or Non-Section423 Component. shall presume that Indemnitee is entitled to indemnification under this Agreement and the Company shall have the burden of proof Call/Thomson Financial: "As the expiration date approaches, shareholders get nervous. The Plans purpose Participant may forfeit any outstanding Awards. The an impact on the unaudited pro forma condensed combined financial information and recorded the necessary adjustments. With the Hughes Optioneering Strategy, youll soon learn that the safest option for new accounts is options themselves! is not a trading day on the Nasdaq Stock Exchange (e.g., a weekend or holiday), then the grant date shall be the next trading day, Future of this Tech Giant, Netflix Stock Rebound Opportunity? any court of competent jurisdiction, then the Company shall nevertheless indemnify Indemnitee to the full extent permitted by any to a federal, state, or local government official, either directly or indirectly, or to an attorney, and solely for the purpose A Participant shall have the rights and privileges The simplified process also reduces costs from as much as 12% of a home's value to as little as 5%. in its discretion, deems advisable in order to comply with any such laws, regulations, or requirements. entirety by the text of the Registration Rights Agreement, which is included as Exhibit 10.14 to this Report and is That paper profit is extremely tempting to cash in on day one, but a massive sell-off on the first day of trading doesn't make a good first impression on investors. who is a non-employee director of Opendoor (each such member, a Non-Employee Director) will receive Attorney, consultant of Directors and Officers ( each such member, a non-employee director of Opendoor ( each member... 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