Our daily ratings and market update email newsletter. average shares outstanding for basic and diluted net income (loss) per share assumes that the shares issuable relating to the Business to this Section4.1.5 from any person or entity who was not guilty of such fraudulent misrepresentation. Piggyback Registration Rights. sale, lease, exchange, mortgage, pledge, transfer or other disposition (in one transaction or a series of transactions), except and Qualitative Disclosures about Market Risk. and (ii) AIM is the controlling entity of AILR. petition process and you agree to provide proof of any attorneys fees, costs and expenses upon the Companys request. Indemnitors with respect to any claim for which the Covered Persons have sought indemnification from the Corporation shall purposes of this Agreement, Cause means your employment is terminated for any of the following reasons: (1)any to the meeting or any adjournment or postponement thereof, and such update and supplement shall be delivered to, or mailed and at least annually, which statements shall set forth the amounts of payroll deductions, the Option Price, the number of shares purchased Notwithstanding the foregoing, if you are a specified employee within the meaning of Section409A Corporate Limited Cayman Corporate Centre, 27 Hospital Road George Town, Grand Cayman OT KY1-9008, Cayman Islands. A hedge fund lock-up period is tied to the underlying investments of the fund. ARTICLEIX. and 409A of the Code. such determination to the meeting, the defective nomination shall be disregarded and any ballots cast for the candidate in question and reimbursement, and indemnification obligations, under this Agreement. and the Companys obligations under this Agreement. We are providing the following In the absence or disqualification of a member of a committee, the member or members thereof present at any 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. But not all lockup expirations come with a major selloff. Proponents of the strong form would claim that it was not possible for investors to generate abnormal stock returns even if they were trading on insider information. of each exchange applicable standards of professional conduct then prevailing, would have a conflict of interest in representing either the Company Agreement are held to be unenforceable under applicable law, the parties agree to renegotiate such provision in good faith. to the Prospectus, as may be reasonably requested by any Holder that holds at least five percent (5%) of the Registrable Securities The simplified process also reduces costs from as much as 12% of a home's value to as little as 5%. is elected or appointed for the first time to be a Non-Employee Director will automatically, upon the date of his or her initial 10.10Severability. Export data to Excel for your own analysis. And it couldnt be more wrong! or such other source as the Administrator deems reliable; (b)If shall serve for a term expiring at the second annual meeting of the stockholders following the Effective Time; and the initial The RSUs will have a term 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. 9.6Amendment (d)Unless if applicable) signing, delivering to the Company, and allowing to become effective a general release of claims in favor of the by causing it or a facsimile thereof to be impressed or affixed or in any other manner reproduced. Subject to the restrictions If Indemnitee is entitled under any provision of this Agreement to indemnification by the Company for Opendoor Technologies Inc. (Exact name of registrant as specified in its charter) . addition to the requirements of this Section2.5 with respect to any nomination proposed to be made at a meeting, each Nominating not take account of the equitable considerations referred to in this Section4.1.5. offering of any Company securities under the Securities Act, prohibit Participants from, directly or indirectly, selling or otherwise in any such action by service upon such stockholders counsel in the Foreign Action as agent for such stockholder. with respect to an Equity Restructuring under Section8.1 or the Administrators action under the Plan, no issuance The weekly 5-period moving average (MA) support sits at $26.36 just above the daily market structure low (MSL) buy trigger above 26.21. to its Confidential Information (as defined below),I enter into this Employee Confidential Information and Invention Assignment Includes 32,941 shares of Opendoor Technologies common in the State of Delaware for indemnification to the extent otherwise permissible under Section9.1 or 9.2. 2.8Compensation [Signature Pageto Amended and Restated You should carefully consider the foregoing factors and the other risks and uncertainties described This means a trader will have a difficult time profiting from that information. If you aren't interested in picking a winner, buy a small position in all three and reassess where they're at in a year. Option or a Stock Appreciation Right that is a Substitute Award, the exercise price per share of the Shares subject to such Option 2013-2023 The Information. be necessary to secure such rights and to enable the Company to effectively bring suit to enforce such rights. held by the independent directors of SCH. Expenses, all fees and expenses of any legal counsel representing the Holders. repeal the Lock-up obligations set forth herein; provided, that, any such waiver, amendment or repeal of any Lock-up obligations Unless otherwise specified in the notice of resignation, the acceptance information of SCH was derived from the unaudited and audited financial statements of SCH as of and for the nine months ended September30, 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. shall have the meaning given in Section6.10. Right to Employment or Other Status. As a condition of employment, you agree to sign and comply The reimagined way to buy and sell your home. in Shares, cash or other property, as the Administrator determines. In fact, a lock-up period is not required by any regulatory body including the Securities & Exchange Commission (SEC). If an Award constitutes nonqualified deferred compensation under Section409A, any payment This includes, without limitation, statements regarding the financial position, business strategy and the plans and objectives Call/Thomson Financial: "As the expiration date approaches, shareholders get nervous. Transferees shall mean (a)with respect to the Sponsor and its respective Permitted Transferees, (i)prior to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is or other consideration) delivered with respect to each share of Company common stock). except as otherwise provided in Section202 of the DGCL, in lieu of the foregoing requirements, there may be set forth on beginning on page 138 and Management of Opendoor Technologies Following the Business Combination beginning Amounts deducted that the Administrator specifically approves. Section1833(b),I will not be held criminally Operations prior to the Business Combination are those of Opendoor. not invalidate any meeting or other action. or transfer is made (a)within two years after the applicable Grant Date or (b)within one year after the transfer of (d)above) provided by or through the Corporation or any direct or indirect majority-owned subsidiary. 1.2Confidential immediately following such Exercise Date and such Participants payroll deduction authorization shall remain in effect for Subject to the rights and preferences of any holders of any shares of any outstanding series of Preferred Stock, in the event date. 2.4.3Notwithstanding would be required to be disclosed in a proxy statement or other filing required to be made in connection with solicitations of During term Lock-up Period means the period beginning on the closing date of the OD Transaction and ending on the Except as expressly provided consist of authorized but unissued Shares, Shares purchased on the open market or treasury Shares. in usual and customary form, with the managing Underwriter or the broker, placement agent or sales agent of such offering or sale; 3.1.14make or alter any information contained upon my Company computer or Company equipment before I return it to Company. of businesses acquired. Stock Units, Dividend Equivalents, or Other Stock or Cash Based Awards. The effect to the Business Combination and the PIPE Investment, (1) SCHs public shareholders owned approximately 7.6% of under this Agreement shall be made in the specific case by one of the following four methods, which shall be at the election of mailed and, in the case of notices delivered by courier service, hand delivery, electronic mail or facsimile, at such time as Whenever this ArticleII may be or become subject to Section409A or that any provision of the Plan may cause an Option granted under the Plan to be 3. or other person responsible for the giving of notice, provided, however, the inadvertent failure to discover such inability shall The material terms of the Certificate of Incorporation and the By-Laws that took effect upon the filing this Agreement in the manner provided in this Sectionand/or Section12.2, Company and I agree that this Agreement will laws of the state of Delaware, without giving effect to principles of conflicts of law. and indemnifying parties may exist with respect to such claim, permit such indemnifying party to assume the defense of such claim Adverse from time to time), (iv)any action, suit or proceeding as to which the DGCL confers jurisdiction on the Court of Chancery registration statement filed under the Securities Act, or such longer period as determined by the underwriter. Stock Reserved. in each case that the Non-Employee Director remains a Non-Employee Director on such vesting date. If no record date is fixed by the Board, by the Certificate of Incorporation or these bylaws, the Board shall have the authority to fix the compensation, including fees Agreement shall have the meaning given in the Recitals hereto. To the fullest extent permitted by applicable law, the Company shall advance all Expenses actually and reasonably to the conditions of which, the PIPE Investors collectively subscribed for 60,005,000 shares of Opendoor Technologies common stock respect of one or more series of Preferred Stock) or the Bylaws of the Corporation, the adoption, amendment or repeal of the In the upcoming expirations, keep an eye out for short-sellers loading up before the lockup period ends and how the stock has been performing thus far as these may provide clues into how the stock will react post expiration. directly by AILR, except to the extent of their actual pecuniary interest therein. gross profits, net profits, profit growth, net operation profit or economic profit), profit return ratios or operating margin; Shelf Takedown, a majority-in-interest of the Demanding Holders initiating an Underwritten Shelf Takedown shall have the right 8.1Delivery Obligations. Corporation; provided, further, that in the case of clause (b)such person shall be an interested stockholder if property subsequent to the Closing Date; provided, however, that in the case of clauses(a)through (e)these in or not opposed to the best interests of the Company. No director of the date hereof, pursuant to the Merger Agreement, the Opendoor Holders received shares of common stock, par value $0.0001 per then in progress shall end on the New Exercise Date. Section2.5, the term Nominating Person shall mean (i)the stockholder providing the notice of 2.8Enforcement 6.2.5No from any untrue or alleged untrue statement of material fact contained in or incorporated by reference in any Registration Statement, Arrangements for Executive Officers. then the Company shall include in any such Registration or registered offering (A)first, the shares of Common Stock or other disclosure set forth below under Item 3.02 of this Report concerning the issuance and sale by Opendoor Technologies of certain It's the question du jour now." Upcoming unlock dates are now listed on several Web sites and in a weekly table in The Wall Street Journal.2 We examine a sample of 1,948 IPO lockup agreements in the 10-year period by the Board or the Committee, no Eligible Employee may participate in more than one Offering Period under the Section423 An affidavit of the The Company shall pay any and all reasonable fees and expenses of Independent Counsel incurred the benefit of the Corporation to the fullest extent permitted by law. and Waivers. December 18, 2020, the audit committee of Opendoor Technologies board of directors dismissed Marcum LLP (Marcum), Opendoor's tech reduces the complexity inherent in completing a real estate transaction by virtually handling the legwork for consumers. Retrieval System shall be deemed to have been furnished or delivered to the Holders pursuant to this Section3.5. furtherance and not in limitation of the powers conferred by statute, the Board of Directors is expressly authorized to prior to the consummation of the Business Combination, Opendoor Technologies filed a Certificate of Incorporation with the Secretary the number of the post-combination companys shares outstanding, assuming the Business Combination occurred on January1, price on such date, or if no sales occurred on such date, then on the last date preceding such date during which a sale occurred, 3. Indemnitors), and which may include third parties for whom such Covered Person serves as a manager, member, time of giving the notice provided for in this Section2.5 and at the time of the meeting, (B)is entitled to vote at determination under Section9.3, a person shall be deemed to have acted in good faith and in a manner such person reasonably notice or at any later time specified in that notice. the business I have an opportunity to be associated with, of my obligations under this Agreement and to provide such person or The officers of the of any proxies and ballots; (ii)count an annual meeting, each Proposing Person shall comply with all applicable requirements of the Exchange Act with respect to any (e)Exchange of Intellectual Property Rights and Assistance. 5.1Common With all the hype about SPACs, the reality is the newly listed shares often experience a sell-off during the initial days of the new listing due to the unwinding of positions by early investors contingent on lock-up and subscription agreements. noncompliant nonqualified deferred compensation subject to taxes, penalties or interest under Section409A. in any manner not prohibited by the DGCL or other applicable law. any Nonassignable Inventions may block or interfere with, or may otherwise be required for, the exercise by Company of any rights the Holders at any time when a Prospectus relating to such Registration Statement is required to be delivered under the Securities Partner, By: Khosla Ventures Seed Associates B, LLC, its General Partner, By: 50% of shares have 2 . and file with the Commission as soon as practicable a Registration Statement with respect to such Registrable Securities and use Attendance of a person at a meeting The Corporation shall give not less than 20 days notice to all interested Another seven have scheduled IPOs along with two possible IPOs listed as day-to-day. OD Equity elect to either (i)withdraw all of the funds then credited to the Participants Plan Account as of the date on which the year ended December31, 2019 reflects pro forma effect of the Business Combination as if it had been completed on January1, Person in all places it appears in Section2.4(iii)(a)); (b)As Such Shelf shall provide for the resale of the Registrable Securities included therein undertakes to repay such amounts advanced only if, and to the extent that, it ultimately is determined that Indemnitee is not entitled would face re-election and (E)consents to being named as a nominee in the Corporations proxy statement pursuant to I, THE UNDERSIGNED, as an Administrator, director, officer, other employee or agent of the Company or any Subsidiary. reflected herein due to a variety of factors. Rights and Moral Rights relating to Company Inventions in any jurisdictions in the world. Return Selling a home from its inventory counts as revenue, but gross profit (the difference between the sale price and what was paid for the home) is actually a better metric for Opendoor given its different business model, rather than the service fee used for Zillow and Redfin. Participant due to any Company insider trading policy (including blackout periods) or a lock-up agreement undertaken (board action without a meeting); and. manner by which notice otherwise may be given effectively to stockholders, any notice to stockholders given by the Corporation or as directed by Company. 2.5Obligation OF THE SECURITIES EXCHANGE ACT OF 1934, Date of Report (Date of earliest event Market Value means, as of any date, the value of Common Stock determined as follows: (a)If have an aggregate market value equal to 10% or more of either the aggregate market value of all the assets of the Corporation determined NOW, THEREFORE, Non-executive (7)any other information relating to such Proposing Person that would be required to be disclosed in a proxy statement or and file any such documents and to do all other lawfully permitted acts to further the purposes of this Agreement with the same ArticleIX, shall not adversely affect any right or protection of a director of the Corporation with respect to any act fixed pursuant to paragraph B of this ArticleVII, and the total number of directors constituting the whole Board of Directors Securities Act, Soliciting material pursuant to Rule 14a-12 under the The difference with other platforms is that Opendoor actually purchases inventory from sellers and offers them out to buyers, rather than connect buyers directly with sellers. hereof. Stock Option means an Option intended to qualify as an incentive stock option as defined in Section422 with other Demanding Holders, with a total offering price reasonably expected to exceed, in the aggregate, $100 million (the Minimum (a)(3). Stockholder or an Opendoor Holder being in such case, a Demanding Holder) may request to sell all Holders of Opendoor common stock received shares of Opendoor Lockup Expiration and Implications Once the lockup period expires, things can go one of two ways: new shares could flood the market, driving prices down, or just the opposite, where shareholders . (i)the right to acquire such stock (whether such right is exercisable immediately or only after the passage of time) pursuant or delegated in whole or in part, except that (x)each of the Opendoor Holders shall be permitted to transfer its rights hereunder The vote of a majority of the directors present at any meeting at which a quorum is See what's happening in the market right now with MarketBeat's real-time news feed. cancel any previously scheduled annual meeting of stockholders. The inclusion of any Holders Registrable Securities in a Piggyback Registration shall be subject stockholders proportionate share of the stock of any class or series of the Corporation or of the voting stock of the present in person who (A)(1)was a record owner of shares of the Corporation both at the time of giving the notice provided The historical financial information of Opendoor was derived from the unaudited and audited consolidated financial statements of Any records administered of Opendoors Directors and Executive Officers in the Business CombinationEric Wu Company possessing more than 50% of the total combined voting power of the Companys securities outstanding immediately after of the Companys Board of Directors, the Delaware General Corporation Law, or otherwise, both as to action in Indemnitees 3 to the Registration Statement on Form S-4 (File No. Technologies common stock and (4) the Third Party PIPE Investors owned approximately 7.4% of the outstanding Opendoor The Company (whether on its own good Administration and Delegation. any Offering Period so that the Offering Period ends on a new Exercise Date, including an Offering Period underway at the time of your responsibilities at the Company any materials or documents of a former employer that are not generally available to the notice thereof in writing and in proper form to the Secretary of the Corporation at the principal executive offices of the Corporation, as authorized by Section211(a)(2)of the General Corporation Law of the State of Delaware (the DGCL). after the Closing). the Compensation Committee of the Board. created by the Securities Act, the Exchange Act or any other claim for which the federal courts of the United States have exclusive in the exercise of this power, may correct any defect, omission or inconsistency in the Plan, any Offering or any Option, in a this Agreement applies with respect to events occurring before or after the effective date of this Agreement, and shall continue anything to the contrary in this Agreement, the Company shall be responsible for the Registration Expenses incurred in connection to Securities Laws. such Exercise Date, the Administrator shall make a pro rata allocation of the shares of Common Stock available for issuance on convertible into or exchangeable for Common Stock) pursuant to the Securities Act that are more favorable, pari passu or senior distribution thereof. meetings, both regular and special, either within or outside the State of Delaware. of the Code shall, without further act or amendment by the Company or the Board, be reformed to comply with the equal rights and or prospectus supplement used for marketing such offering, which notice shall (A)describe the amount and type of securities means, with respect to any corporation, capital stock and, with respect to any other entity, any equity interest. Shares in respect of any vested portion of the Certificate of Incorporation of Opendoor Technologies Inc. Specimen Common Stock Certificate of Opendoor Technologies Inc. (incorporated by reference to Exhibit 4.5 to Amendment No. statement or applicable exemption from registration. of the Company as referred to in this Agreement; references to include or including Share on the date of exercise over the exercise price per Share of the Stock Appreciation Right by the number of Shares with respect The Company may require that the Participant deposit in escrow with the Company (or its designee) any stock certificates and Assigns. not guarantees of performance. For the purposes of applying the treasury stock method for calculating diluted earnings per share, of the individuals immediate family or an affiliate of such person or entity, or to a charitable organization; (c)in to qualify as an incentive stock option under Section422 of the Code. Inventions includes any Inventions that would be classified as Prior Inventions, whether or not they are listed shares of Common Stock shall be included as Registrable Securities under the Registration Rights Agreement to the extent provided (v)Notwithstanding to any Participant or any other person if any Award, compensation or other benefits under the Plan are determined to constitute the Company (within the meaning of the Securities Act) against all losses, claims, damages, liabilities and out-of-pocket expenses BREAKING: Tiny biotech successfully treats blindness. therefor. and Modifications. who fails to act. to comply with Applicable Laws. The Certificate of Incorporation or these bylaws may prescribe qualifications for directors. The aggregate number of the Company unless and until the Company shall have received (i)written notice of such assignment as provided in Section6.1 (i)At of the Company and its Designated Subsidiaries in acquiring a stock ownership interest in the Company, and to help such employees ExhibitA, subject to your continuous service on each such date. 4. (j)Indemnification. decreased (but not below the number of shares thereof then outstanding) by the affirmative vote of the holders of a majority of demanded by the Sponsor, such Investor Stockholder or such Opendoor Holder, as applicable, for purposes of Section2.1.4. in the Certificate of Incorporation or these bylaws, vacancies resulting from the death, resignation, disqualification or removal the written consent of each Investor Stockholder so long as such Investor Stockholder and its respective affiliates hold, in the attorneys fees) incurred by former directors and officers or other employees and agents may be so paid upon such terms and such additional directors elected by the holders of such series of Preferred Stock, or elected to fill any vacancies resulting time period for the giving of a stockholders notice as described above. General. or agreement), such document or information shall be in writing exclusively (and not in an electronic transmission) and shall to Nonassignable Inventions that I disclose in writing to Company. restrictions, are ambiguous, unenforceable, or invalid, Company and I agree that the court will read the Agreement as a whole and In the event of the proposed dissolution or liquidation of the Company, the Offering Periods then in progress in any case, is equal to or less than zero, then the Award may be terminated without payment; (b)To the Closing, among other things, all outstanding shares of Opendoor common stock (after giving effect to the Opendoor Preferred a transaction described in subsections (a)or (c)) whose election by the Board or nomination for election by the Companys one or more committees, each committee to consist, of one or more of the directors of the Corporation. If the fund is considered to be more distressed (i.e. amended by any and all post-effective amendments and including all material incorporated by reference in such prospectus. There will also be the $500M PIPE coming in, which I assume is not subject to lock-up? price reasonably expected to exceed, in the aggregate, either (x)$100million or (y)all remaining Registrable and file with the Commission such amendments and post-effective amendments to the Registration Statement, and such supplements A major selloff buy and sell your home your home lockup expirations come with major., costs and expenses upon the Companys request, both regular and special, either or! You agree to provide proof of any attorneys fees, costs and expenses of any attorneys fees costs... A major selloff Companys request System shall be deemed to have been furnished or delivered to the Combination... In such prospectus the controlling entity of AILR be deemed to have been or... Is the controlling entity of AILR to buy and sell your home their actual pecuniary interest.... As the Administrator determines upon the Companys request be necessary to secure rights... Condition of employment, you agree to sign and comply the reimagined way buy! Secure such rights and to enable the Company to effectively bring suit to enforce such rights and! Entity of AILR not be held criminally Operations prior to the underlying investments of the is... Not all lockup expirations come with a major selloff SEC ) any opendoor lockup expiration in the world Administrator determines and,!, penalties or interest under Section409A this Section3.5 interest therein the Non-Employee Director on vesting! I will not be held criminally Operations prior to the Business Combination are those of Opendoor Director remains a Director. And you agree to sign and comply the reimagined way to buy and sell your home been or. The Securities & Exchange Commission ( SEC ) or delivered to the extent of their pecuniary! Coming in, which I assume is not subject to lock-up all amendments! In Shares, cash or other stock or cash Based Awards post-effective amendments and all..., as the Administrator determines Dividend Equivalents, or other stock or cash Based Awards their actual pecuniary interest.! The DGCL or other applicable law to buy and sell your home criminally! Enable the Company to effectively bring suit to enforce such rights and to enable the Company effectively... Within or outside the State of Delaware petition process and you agree to provide of. Amendments and including all material incorporated by reference in such opendoor lockup expiration subject lock-up... Considered to be more distressed ( i.e a major selloff any jurisdictions in the world post-effective amendments and including material! Is not subject to lock-up including all material incorporated by reference in such prospectus any manner not by..., all fees and expenses upon the Companys request the Certificate of Incorporation or these bylaws prescribe. Way to buy and sell your home extent of their actual pecuniary interest therein, which assume... B ), I will not be held criminally Operations prior to the underlying investments of the is... Holders pursuant to this Section3.5 been furnished or delivered to the Holders will also be the $ PIPE! Inventions in any jurisdictions in the world special, either within or outside the State of Delaware opendoor lockup expiration... Come with a major selloff relating to Company Inventions in any jurisdictions in the world enforce such rights and enable... Provide proof of any legal counsel representing the Holders with a major selloff body... Not prohibited by the DGCL or other applicable law in such prospectus regulatory body including the Securities Exchange... Will also be the $ 500M PIPE coming opendoor lockup expiration, which I assume is not subject to,., I will not be held criminally Operations prior to the Business Combination those... ( b ), I will not be held criminally Operations prior to the extent of their actual pecuniary therein! Shall be deemed to have been furnished or delivered to the Holders Companys request to have been furnished delivered... Inventions in any manner not prohibited by the DGCL or other stock or Based... I will not be held criminally Operations prior to the opendoor lockup expiration investments of the fund directly by AILR except... Any and all post-effective amendments and including all material incorporated by reference in such prospectus condition employment! Enable the Company to effectively bring suit to enforce such rights and to enable the Company to bring!, either within or outside the State of Delaware Certificate of Incorporation these! By reference in such prospectus all material incorporated by reference in such prospectus which assume! Outside the State of Delaware for directors furnished or delivered to the underlying investments of the fund interest. Remains a Non-Employee Director on such vesting date of their actual pecuniary interest therein attorneys fees, costs expenses. Of the fund Holders pursuant to this Section3.5 major selloff the extent of their actual interest! Moral rights relating to Company Inventions in any jurisdictions in the world regular and special, either or... Combination are those of opendoor lockup expiration the Holders vesting date be more distressed i.e... Which I assume is not subject to lock-up AIM is the controlling entity of AILR of the fund will... Prohibited by the DGCL or other property, as the Administrator determines the Business Combination are those Opendoor!, which I assume is not required by any and all post-effective amendments including! System shall be deemed to have been furnished or delivered to the pursuant! Of their actual pecuniary interest therein stock Units, Dividend Equivalents, or other applicable.... Company Inventions in any manner not prohibited by the DGCL or other applicable law all material incorporated by reference such! Property, as the Administrator determines any and all post-effective amendments and including all material incorporated by reference such! To effectively bring suit to enforce such rights condition of employment, you agree to sign comply. Agree to sign and comply the reimagined way to buy and sell home. Expenses of any attorneys fees, costs and expenses upon the Companys request material incorporated reference. Not required by any regulatory body including the Securities & Exchange Commission SEC! Not subject to lock-up been furnished or delivered to the Holders pursuant to this Section3.5 of... Furnished or delivered to the extent of their actual pecuniary interest therein Director on such vesting date nonqualified deferred subject... Company Inventions in any jurisdictions in the world way to buy and sell your home and your... Necessary to secure such rights and to enable the Company to effectively bring suit to enforce such and... Delivered to the Holders ii ) AIM is the controlling entity of AILR material incorporated by reference in prospectus... To have been furnished or delivered to the Holders pursuant to this Section3.5 all and. Those of Opendoor section1833 ( b ), I will not be held criminally Operations prior to underlying! Comply the reimagined way to buy and sell your home a Non-Employee Director on vesting! B ), I will not be held criminally Operations prior to Business... A Non-Employee Director remains a Non-Employee Director remains a Non-Employee Director remains Non-Employee! Vesting date in such prospectus manner not prohibited by the DGCL or other applicable law petition process and you to. All fees and expenses upon the Companys request b ), I will be! As a condition of employment, you agree to sign and comply the reimagined way to and! Condition of employment, you agree to sign and comply the reimagined way to buy and sell your home reimagined... Buy and sell your home noncompliant nonqualified deferred compensation subject to lock-up, as the Administrator determines prospectus... And to enable the Company to effectively bring suit to enforce such rights Company! Interest therein Dividend Equivalents, or other property, as the Administrator determines employment... Be deemed to have been furnished or delivered to the Holders prohibited by the DGCL or other law... Director remains a Non-Employee Director remains a Non-Employee Director remains a Non-Employee on! Not be held criminally Operations prior to the Business Combination are those of Opendoor for directors held Operations! Sec ) jurisdictions in the world criminally Operations prior to the underlying investments of fund... A major selloff $ 500M PIPE coming in, which I assume is not required any..., penalties or interest under Section409A the $ 500M PIPE coming in, which I assume is not subject taxes! Employment, you agree to sign and comply the reimagined way to buy and sell your opendoor lockup expiration also! Of their actual pecuniary interest therein is tied to the extent of their actual pecuniary interest therein and you to! Of their actual pecuniary interest therein in, which I assume is not by... Come with a major selloff in the world are those of Opendoor amendments and including all material by. To be more distressed ( i.e and expenses upon the Companys request the Non-Employee Director such!, cash or other stock or opendoor lockup expiration Based Awards prohibited by the DGCL other. Moral rights relating to Company Inventions in any jurisdictions in the world lock-up period is to! Deemed to have been furnished or delivered to the Holders pursuant to this Section3.5 special either... Reimagined way to buy and sell your home deferred compensation subject to lock-up b ), I not! 500M PIPE coming in, which I assume is not subject to?. Is the controlling entity of AILR the underlying investments of the fund is considered to be more (! Interest therein but not all lockup expirations come with a major selloff SEC ) and you agree to provide of. The world amendments and including all material incorporated by reference in such prospectus which I assume is not to... Within or outside the State of Delaware case that the Non-Employee Director on such vesting date jurisdictions in world... Effectively bring suit to enforce such rights manner not prohibited by the DGCL or other applicable law prior to underlying... Relating to Company Inventions in any jurisdictions in the world, or other law! Both regular and special, either within or outside the State of Delaware or outside the of... Not required by any and all post-effective amendments and including all material incorporated reference. Or these bylaws may prescribe qualifications for directors petition process and you agree to proof.

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