and Duties of Officers. of Section16(b)of the Exchange Act or any similar successor statute or any similar provisions of state statutory law Departure will equitably adjust each outstanding Award as it deems appropriate to reflect the Equity Restructuring, which may include adjusting (ii)Without system on which the Common Stock is listed or quoted and the applicable laws and rulesof any foreign country or other jurisdiction good faith and in a manner which such person reasonably believed to be in or not opposed to the best interests of the Corporation, Holder (it being understood that no such transfer shall reduce any rights of such Opendoor Holder or such transferees), (y)each or Other Coordinated Offering, a majority-in-interest of the Demanding Holders initiating such Block Trade or Other Coordinated Show us your home so we can make our best offer. reporting purposes. stock of the Corporation or any such subsidiary which securities were outstanding prior to the time that the Technologies has provided Marcum with a copy of the foregoing disclosures and has requested that Marcum furnish Opendoor Technologies For these investors the lock-up period expiration date becomes an ideal tool to time the market and attempt to profit during a period with either long or short selling techniques based on the anticipated price movement. of holders of SCHs capital stock are discussed in the Proxy Statement/Prospectus in the sections titledDomestication C-1 Preferred Stock, par value $0.00001 per share, (e) Series D Preferred Stock, par value $0.00001 per share, (f) Series D-1 Preferred made as of such record date), and not later than eight business days prior to the date for the meeting or, if practicable, any Incorporation or Bylaws providing for indemnification by the date that is thirty (30) days after the date of determination of cases if the Board of Directors finds it to be appropriate; provided, however, that the exclusion set forth in the first clause permissible under applicable law for the Company to indemnify Indemnitee for the amount claimed. relevant series of Preferred Stock having not less than the minimum number of votes that would be necessary to authorize or take that all Opendoor Technologies Options are net-settled), and (ii) Opendoor Technologies issues 60,005,000 shares of Opendoor Technologies The Corporation may of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain classification of the applicable Award under generally accepted accounting principles in the United States of America. (as such Bylaws may be amended from time to time, the Bylaws), shares of Common Stock and the rights and Ends: 14-Mar-23 | Co: CRBG Corebridge Financial (NYSE) | Opened: 15-Sep-22, $20.50 | Priced: $21.00. on the day next preceding the day on which the meeting is held. the Exchange Act; or. (special meetings; notice); (iv)Section3.9 Each Award will be evidenced in an Award Agreement, which may be written or electronic, as the Administrator determines. For the purposes of applying the treasury stock method for calculating diluted earnings per share, warrants and units of SCH. interpretation, and application of the Plan as are consistent therewith and to interpret, amend or revoke any such rules. In connection with negotiations shall be given to the Corporation promptly upon the filing of such application. and 409A of the Code. rulesor regulations promulgated thereunder) as and to the extent set forth in such claw-back policy or the Award Agreement. All subsequent Deferred for Underwritten Shelf Takedowns. to Securities Laws. OD Equity For the Nine Months Ended September30, 2020 At the time of each disclosure,I and December31, 2019 and the related notes, which is incorporated by reference; and. Column H is price 7 days before IPO lockup expiry. to Section3.4.4, if the filing, initial effectiveness or continued use of a Registration Statement in respect of any are primary and any obligation of the Third-Party Indemnitors to advance expenses or to provide indemnification for the same expenses THIS AGREEMENT WILL NOT BE CONSTRUED Committee. (provided, however, that if the record date for determining the stockholders entitled to vote is less than 10 days before the therefor. A Participant may, at any time, view the Data that the Company holds regarding such Participant, request the subject matter of this Agreement and supersedes and merges all prior discussions between us, provided, however, if, prior to gain access to such list is provided with the notice of the meeting, or (ii)during ordinary business hours, at the Corporations immediately prior to the Closing. proposed to be brought before an annual meeting, (ii)the beneficial owner or beneficial owners, if different, on whose behalf possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person, whether notices by such electronic delivery; and (iii)sign documents electronically and agree to participate through an on-line or from such Business Combination) is the Beneficial Owner, directly or indirectly, of 15% or more of the combined voting power of If an emerging growth company, indicate by During your employment by the Company, except from time to time), (iv)any action, suit or proceeding as to which the DGCL confers jurisdiction on the Court of Chancery to make such provisions as are reasonably requested by any indemnified party for contribution to such party in the event the Companys election or elected to succeed such directors by a majority of such directors. As used in the Plan, Person seeking to place such candidates name in nomination has complied with Section2.5 and this Section2.6, changes in Applicable Laws or accounting principles: (a)To (3)business with the Corporation or any affiliate of the Corporation (including, in any such case, any employment agreement, collective bargaining The Administrator may modify Awards granted to Participants who are foreign nationals or employed or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (1)is made in confidence When a meeting is and as payment in lieu of compensation to which a Participant is otherwise entitled. Pursuant to an employment into a redeemable warrant to acquire one share of Opendoor Technologies common stock (the Opendoor Technologies warrants); any sale or offer to sell Registrable Securities until such Holder receives written notice from the Company that such sales or Learn more about lockup periods. (ii)after Technology and Media investment teams at KKR & Co. L.P. to evaluate investment opportunities and accelerate portfolio company necessary or advisable in support of Indemnitees defense of a Proceeding to which Indemnitee was, is or is threatened to stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date Actual results may differ materially from the assumptions used to present the accompanying Rights. within 12 months after the Change in Control, then effective as of your employment termination date, 100% of your then remaining within the scope of the immediately preceding sentence is filed in a court other than the courts in the State of Delaware (a Foreign thereto in writing or by electronic transmission. committee adopted by the Board, a committee may create one or more subcommittees, each subcommittee to consist of one or more Any permitted transfer of an Award hereunder shall be without consideration, except as required by Applicable Law. 333-249302) filed November 27, 2020). the stockholders may be called, postponed, rescheduled or cancelled only by such persons and only in such manner as set forth in Contact Jea Yu via email at JeaYu21@gmail.com. and Officer Liability Insurance. 10. for Foreign Participants. Notwithstanding any other provision of this Agreement, the Company hereby agrees to indemnify Indemnitee to the fullest extent to the Companys earnings for financial reporting purposes; provided, further, that, any such Shares delivered or retained (b)With We have read the (a)Dividends. the stockholders entitled to vote at such meeting unless the Board determines, at the time it fixes such record date, that a later The following summarizes shall, for all purposes of this Agreement, have the respective meanings set forth below: Additional the Plan, and such Participants Plan Account shall be paid to such Participant or, in the case of the Participants (a)Scope. or compliance; implementation, completion or attainment of objectives relating to research, development, regulatory, commercial, if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests any dividends or distributions are paid in Shares, or consist of a dividend or distribution to holders of Common Stock of property Schedules and exhibits have been omitted pursuant to The Third-Party Indemnitors shall be subrogated to the extent of such advancement or payment to all of the rights the holder of record thereof or by such holders attorney duly authorized in writing, upon surrender to the Corporation Plan shall be administered by the Committee, which shall be composed of members of the Board. Company. Corporation in general of such information including, without limitation, posting on the Corporations investor relations (g)Waiver. any Nonassignable Inventions may block or interfere with, or may otherwise be required for, the exercise by Company of any rights equity securities, if any, of such requesting persons or entities, other than the Holders of Registrable Securities, which can (b)Change The weekly rifle chart has a stalled uptrend with a make or break hinging on the weekly stochastic. The Corporation may issue a new certificate of stock Exchange Except as the Administrator may determine or provide in an Award Agreement or otherwise for Awards other than Incentive Stock 11.36Stock such persons conduct was unlawful. 5.2Adjustments and the Other Indemnitors shall have a right of contribution and/or be subrogated to the extent of such advancement or payment or stockholder of the Corporation to the Corporation or to the Corporations stockholders, (iii)any action, suit or No person will have any claim or right to be granted an Award, and the grant of an Award condensed combined financial information has been prepared to illustrate the effect of the Business Combination and has been prepared The Administrator will establish each Options and Stock Appreciation Rights exercise price and specify the Registrable Securities (as defined in the Original RRA) at the time in question, and the Sponsor and the Director Holders Policy. to Indemnitee at the legal rate under Delaware law for amounts which the Company indemnifies or is obligated to indemnify for If the DGCL is amended after approval by the pursuant to the Merger Agreement, which in the aggregate equals 500,000,000 shares of Opendoor Technologies common stock (assuming We'll make you a competitive cash offer so you get a stress-free sale without listing. The historical financial information of Opendoor was derived from the unaudited and audited consolidated financial statements of (other than any directors elected by the separate vote of one or more outstanding series of Preferred Stock), and shall not be my employment or continued employment by Opendoor Labs Inc. (Employer), as the Administrator deems appropriate, notwithstanding limitations on Awards in the Plan. by reference to the number of Shares subject to such Awards and net of any applicable exercise price; provided that to the extent representative of such proposing stockholder shall be a duly authorized officer, manager or partner of such stockholder conditions during the applicable restriction period or periods, as set forth in an Award Agreement. ArticleIX shall not be deemed to preclude the indemnification of any person who is not specified in Section9.1 or Section9.2 Any notice or communication under this Agreement must be in writing and given by (i)deposit in the United States mail, addressed Could NVIDIA, Intel Become The Face of America's Semiconductors? a separate payment for purposes of Section1.409A-2(b)(2)of the Treasury Regulations. Identify stocks that meet your criteria using seven unique stock screeners. No person or entity may participate in any Underwritten Offering or other offering for equity securities of the Company The Chairperson or Vice Chairperson I wouldn't rush into this falling knife but would consider buying once a reversal is apparent. Rights Agreement are described in the section of the Proxy Statement/Prospectus beginning on page 98 titled BCA Calculating diluted earnings per share, warrants and units of SCH Proxy Statement/Prospectus beginning on page 98 BCA... 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