INDEMNITY AGREEMENTIndemnity Agreement • October 23rd, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of October 20, 2020, by and between Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and Robert Reid (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 23rd, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 20, 2020, is made and entered into by and among Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and Supernova Partners LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • October 23rd, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
Supernova Partners Acquisition Company, Inc. Washington, D.C 20007Supernova Partners Acquisition Company, Inc. • September 25th, 2020 • Blank checks • New York
This agreement (the “Agreement”) is entered into on September 9, 2020 by and between Supernova Partners LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 11,500,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 1,500,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:
FORM OF INDEMNITY AGREEMENTForm of Indemnity Agreement • October 13th, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • Delaware
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of ____________, 2020, by and between Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and __________________ (“Indemnitee”).
WARRANT AGREEMENT between SUPERNOVA PARTNERS ACQUISITION COMPANY, INC. and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • October 23rd, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 20, 2020, is by and between Supernova Acquisition Partners Company, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
INDEMNIFICATION AND ADVANCEMENT AGREEMENTIndemnification and Advancement Agreement • June 24th, 2021 • Supernova Partners Acquisition Company, Inc. • Real estate agents & managers (for others) • Delaware
This Indemnification and Advancement Agreement (this “Agreement”) is made as of by and between Offerpad Solutions Inc., a Delaware corporation (the “Company”), and , [a member of the Board of Directors/an officer/an employee/an agent/a fiduciary] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • October 13th, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2020, is made and entered into by and among Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and Supernova Partners LLC, a Delaware limited liability company (the “Sponsor”), and the undersigned parties listed under Holders on the signature page hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
FORM OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 18th, 2021 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [•], 2021, is made and entered into by and among Offerpad Solutions Inc., a Delaware corporation (the “Company”) (formerly known as Supernova Partners Acquisition Company, Inc., a Delaware corporation), Supernova Partners LLC, a Delaware limited liability company (the “Sponsor”), the Forward Purchasers (as defined below), the Individual Holders (as defined below), certain former stockholders of OfferPad, Inc., a Delaware corporation (“OfferPad”), identified on the signature pages hereto, including the Founder (as defined below) and the Principal Stockholders (as defined below) (such stockholders, the “OfferPad Holders” and, collectively with the Sponsor, the Forward Purchasers, the Individual Holders, the OfferPad Holders, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”).
SUPERNOVA PARTNERS ACQUISITION COMPANY, INC. 35,000,000 Units Underwriting AgreementSupernova Partners Acquisition Company, Inc. • October 23rd, 2020 • Blank checks • New York
Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (collectively, the “Underwriters”), for whom you are acting as representatives (collectively, the “Representatives”), an aggregate of 35,000,000 units of the Company (the “Firm Units”) and, at the option of the Underwriters, up to an additional 5,250,000 units of the Company (the “Option Units”). The Firm Units and the Option Units are herein referred to as the “Units.”
October 20, 2020 Supernova Partners Acquisition Company, Inc. Suite 300, PMB 1044 Washington, DC 20016 Attention: Michael CliftonSupernova Partners Acquisition Company, Inc. • October 23rd, 2020 • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into or proposed to be entered into by and among Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and J.P. Morgan Securities LLC and Jefferies LLC, as the representatives (the “Representatives”) of the several underwriters named therein (collectively, the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of up to 40,250,000 of the Company’s units (including up to 5,250,000 units that may be purchased to cover over-allotments, if any) (the “Units”), each comprised of one share of the Company’s Class A common stock, par value $0.0001 per share (“Common Stock”), and one-third of one redeemable warrant (each, a “Warrant”). Each whole Warrant entitles the holder thereof to purchase one share of Common Stock at a price of $11.50 per share, subject to adjustment. The
FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • October 13th, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of , 2020, is entered into by and between Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and Supernova Partners LLC, a Delaware limited liability company (the “Purchaser”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 7th, 2021 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 1, 2021, is made and entered into by and among Offerpad Solutions Inc., a Delaware corporation (the “Company”) (formerly known as Supernova Partners Acquisition Company, Inc., a Delaware corporation), Supernova Partners LLC, a Delaware limited liability company (the “Sponsor”), the Forward Purchasers (as defined below), the Individual Holders (as defined below), certain former stockholders of OfferPad, Inc., a Delaware corporation (“OfferPad”), identified on the signature pages hereto, including the Founder (as defined below) and the Principal Stockholders (as defined below) (such stockholders, the “OfferPad Holders” and, collectively with the Sponsor, the Forward Purchasers, the Individual Holders, the OfferPad Holders, and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 or Section 5.10 of this Agreement, the “Holders” and each, a “Holder”).
FORM OF FORWARD PURCHASE AGREEMENTForm of Forward Purchase Agreement • September 25th, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
This Forward Purchase Agreement (this “Agreement”) is entered into as of September 25, 2020, by and between Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”) and [ ] an affiliate of [ ], a Co-Chairman of the Company (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 6th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • Arizona
THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of July 10, 2023 (the “Effective Date”), is made by and between Offerpad Solutions Inc., a Delaware corporation (the “Company”), and Jawad Ahsan (“Executive”).
LOAN AND SECURITY AGREEMENT among JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., and the Persons from time to time party hereto as Lenders each a Lender OFFERPAD SPE BORROWER A, LLC, as Initial Borrower such other...Loan and Security Agreement • October 17th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This is a LOAN AND SECURITY AGREEMENT, dated as of October 16, 2023, among OFFERPAD SPE BORROWER A, LLC, a Delaware limited liability company, as borrower (the “Initial Borrower”) and each other Delaware limited liability company that may be subsequently added as a borrower to this Agreement under a Joinder Agreement (together with the Initial Borrower, individually, each a “Borrower” and collectively “Borrowers”), OFFERPAD SPE BORROWER A, LLC as borrower representative (“Borrower Representative”), JPMORGAN CHASE BANK, N.A., as initial lender (the “Initial Lender”) and any of its successors and assigns, and the other persons from time to time party hereto as lenders, together with their successors and assigns (each, a “Lender” and collectively, “Lenders”), JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent acting for and on behalf of Lenders (in such capacity, the “Administrative Agent”) and COMPUTERSHARE TRUST COMPANY, N.A. as paying agent (in such capacity, “Paying Ag
THIRD AMENDED AND RESTATED MEZZANINE LOAN AND SECURITY AGREEMENT AMONG OP SPE BORROWER PARENT, LLC, as Parent Borrower, OP SPE PHX1, LLC, as a Borrower, OP SPE TPA1, LLC, as a Borrower, and as the Lender Dated as of November 6, 2023Mezzanine Loan and Security Agreement • November 9th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This Third Amended and Restated Mezzanine Loan and Security Agreement, dated as of November 6, 2023, is by and among OP SPE Borrower Parent, LLC, a Delaware limited liability company (“Parent Borrower”), and OP SPE PHX1, LLC, a Delaware limited liability company, and OP SPE TPA1, LLC, a Delaware limited liability company (each, a “Borrower” and, collectively with Parent Borrower, the “Borrowers”), on the one hand, and LL Private Lending Fund II, L.P., a Delaware limited partnership, as lender (the “Lender”), on the other hand.
EIGHTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT by and among OFFERPAD (SPVBORROWER1), LLC, as Borrower, LL PRIVATE LENDING FUND, L.P., as Senior Lender, LL PRIVATE LENDING FUND II, L.P. as Mezz Lender, and LL FUNDS, LLC, as Collateral Agent...Loan and Security Agreement • November 9th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • Pennsylvania
This EIGHTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) is made and entered into as of November 6, 2023, by and among (a) OFFERPAD (SPVBORROWER1), LLC (“Borrower”), as Borrower, (b) LL PRIVATE LENDING FUND, L.P. (“Senior Lender”), as lender under the Revolving Senior Loan, (c) LL PRIVATE LENDING FUND II, L.P. (“Mezz Lender”), as lender under the Revolving Mezz Loan, and (d) LL FUNDS, LLC, as collateral agent for Lenders (the “Collateral Agent”).
AGREEMENT AND PLAN OF MERGER by and among SUPERNOVA PARTNERS ACQUISITION COMPANY, INC., ORCHIDS MERGER SUB, INC., ORCHIDS MERGER SUB, LLC, AND OFFERPAD, INC. dated as of March 17, 2021Agreement and Plan of Merger • March 18th, 2021 • Supernova Partners Acquisition Company, Inc. • Blank checks • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of March 17, 2021, by and among Supernova Partners Acquisition Company, Inc., a Delaware corporation (“Acquiror”), Orchids Merger Sub, Inc., a Delaware corporation and direct, wholly owned subsidiary of Acquiror (“First Merger Sub”), Orchids Merger Sub, LLC, a Delaware limited liability company and direct, wholly owned subsidiary of Acquiror (“Second Merger Sub”), and OfferPad, Inc., a Delaware corporation (the “Company”). Acquiror, First Merger Sub, Second Merger Sub and the Company are collectively referred to herein as the “Parties” and individually as a “Party.” Capitalized terms used and not otherwise defined herein have the meanings set forth in Section 1.01.
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • March 18th, 2021 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
AMENDMENT NO. 1 (this “Amendment”), dated as of August 12, 2021, to the Credit Agreement dated as of June 30, 2021 (as amended, restated, supplemented or otherwise modified from time to time immediately prior to the date hereof, the “Existing Credit...Credit Agreement • September 7th, 2021 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
CREDIT AGREEMENT dated as of June 30, 2021 (this “Agreement”), between OFFERPAD, INC., a Delaware corporation, as the borrower (the “Borrower”) and First American Title Insurance CompanyFIRST AMERICAN TITLE INSURANCE COMPANY, a Nebraska corporation, as Lender (the “Lender”).
EMPLOYMENT AGREEMENTIncentive Stock Option Agreement • March 7th, 2022 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • Arizona
THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of October 21, 2019 (the “Effective Date”), is made by and between OfferPad, Inc., a Delaware corporation (the “Company”), and Michael Burnett (“Executive”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • October 23rd, 2020 • Supernova Partners Acquisition Company, Inc. • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of October 20, 2020, is entered into by and between Supernova Partners Acquisition Company, Inc., a Delaware corporation (the “Company”), and Supernova Partners LLC, a Delaware limited liability company (the “Purchaser”).
THIRD AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 7, 2022 Among: CITIBANK, N.A., as Lender, and OP SPE BORROWER PARENT, LLC, as Parent Borrower, OP SPE PHX1, LLC, as a Borrower, OP SPE TPA1, LLC, as a Borrower and WELLS...Master Loan and Security Agreement • June 7th, 2022 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
THIRD AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT, dated as of June 7, 2022, by and among OP SPE BORROWER PARENT, LLC, a Delaware limited liability company (“Parent Borrower”), and OP SPE PHX1, LLC, a Delaware limited liability company, and OP SPE TPA1, LLC, a Delaware limited liability company (each a “Borrower” and collectively, with Parent Borrower and any “Additional Borrowers” as defined below, “Borrowers”), CITIBANK, N.A., a national banking association as lender (“Lender”) and WELLS FARGO BANK, N.A., as calculation agent (in such capacity, the “Calculation Agent”) and paying agent (in such capacity, the “Paying Agent”).
August 5, 2016Supernova Partners Acquisition Company, Inc. • June 24th, 2021 • Real estate agents & managers (for others) • Arizona
On behalf of OfferPad, Inc., a Delaware corporation, and its wholly-owned subsidiary, Offer Pad, LLC, an Arizona limited liability company (collectively, the “Company”), I am pleased to offer you a position as Chief Investment Officer for the Company, effective as of August 5, 2016 (the “Start Date”). This letter, when signed by you, will constitute our agreement (the “Agreement”) concerning your role as an employee of the Company.
AMENDMENT NUMBER FIVE to the THIRD AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 7, 2022, among OP SPE BORROWER PARENT, LLC, OP SPE PHX1, LLC, OP SPE TPA1, LLC, WELLS FARGO BANK, N.A. and CITIBANK, N.A.Master Loan and Security Agreement • July 2nd, 2024 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This AMENDMENT NUMBER FIVE (this “Amendment Number Five”) is made this 28th day of June, 2024 (the “Amendment Effective Date”), among OP SPE BORROWER PARENT, LLC (“Parent Borrower”), OP SPE PHX1, LLC and OP SPE TPA1, LLC; (each, a “Borrower” and collectively with Parent Borrower, “Borrowers”) and CITIBANK, N.A. (“Lender”), and acknowledged by WELLS FARGO BANK, N.A. (“Calculation Agent” and “Paying Agent”), to the Third Amended and Restated Master Loan and Security Agreement, dated as of June 7, 2022 (as may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), among Borrowers, Lender and Calculation Agent and Paying Agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Loan Agreement.
AMENDMENT NUMBER THREE to the THIRD AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 7, 2022, among OP SPE BORROWER PARENT, LLC, OP SPE PHX1, LLC, OP SPE TPA1, LLC, WELLS FARGO BANK, N.A. and CITIBANK, N.A.Master Loan and Security Agreement • June 20th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This AMENDMENT NUMBER THREE (this “Amendment Number Three”) is made this 16th day of June, 2023 (the “Amendment Effective Date”), among OP SPE BORROWER PARENT, LLC (“Parent Borrower”), OP SPE PHX1, LLC and OP SPE TPA1, LLC; (each, a “Borrower” and collectively with Parent Borrower, “Borrowers”) and CITIBANK, N.A. (“Lender”), and acknowledged by WELLS FARGO BANK, N.A. (“Calculation Agent” and “Paying Agent”), to the Third Amended and Restated Master Loan and Security Agreement, dated as of June 7, 2022 (as may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), among Borrowers, Lender and Calculation Agent and Paying Agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Loan Agreement.
AMENDMENT NUMBER TWO to the THIRD AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 7, 2022, amongMaster Loan and Security Agreement • May 3rd, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This AMENDMENT NUMBER TWO (this “Amendment Number Two”) is made this 30th day of March, 2023 (the “Amendment Effective Date”), among OP SPE BORROWER PARENT, LLC (“Parent Borrower”), OP SPE PHX1, LLC and OP SPE TPA1, LLC; (each, a “Borrower” and collectively with Parent Borrower, “Borrowers”) and CITIBANK, N.A. (“Lender”), and acknowledged by WELLS FARGO BANK, N.A. (“Calculation Agent” and “Paying Agent”), to the Third Amended and Restated Master Loan and Security Agreement, dated as of June 7, 2022 (as may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), among Borrowers, Lender and Calculation Agent and Paying Agent. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Loan Agreement.
AMENDMENT NUMBER ONE to the THIRD AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 7, 2022, among OP SPE BORROWER PARENT, LLC, OP SPE PHX1, LLC, OP SPE TPA1, LLC, WELLS FARGO BANK, N.A. and CITIBANK, N.A.Master Loan and Security Agreement • February 28th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This AMENDMENT NUMBER ONE (this “Amendment Number One”) is made this 8th day of December, 2022 (the “Amendment Effective Date”), among OP SPE BORROWER PARENT, LLC (“Parent Borrower”), OP SPE PHX1, LLC and OP SPE TPA1, LLC; (each, a “Borrower” and collectively with Parent Borrower, “Borrowers”) and CITIBANK, N.A. (“Lender”), and acknowledged by WELLS FARGO BANK, N.A. (“Calculation Agent” and “Paying Agent”), to the Third Amended and Restated Master Loan and Security Agreement, dated as of June 7, 2022, among Borrowers, Lender and Calculation Agent and Paying Agent (as may be amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Loan Agreement.
AMENDMENT NUMBER TWO to the SECOND AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 23, 2021, among OP SPE BORROWER PARENT, LLC, OP SPE PHX1, LLC, OP SPE TPA1, LLC and CITIBANK, N.A.Master Loan and Security Agreement • November 10th, 2021 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This AMENDMENT NUMBER TWO (this “Amendment Number Two”) is made this 22nd day of October, 2021 (the “Amendment Effective Date”), among OP SPE BORROWER PARENT, LLC (“Parent Borrower”), and OP SPE PHX1, LLC and OP SPE TPA1, LLC; (each, a “Borrower” and collectively with Parent Borrower, Borrowers”) and CITIBANK, N.A. (“Lender”), to the Second Amended and Restated Master Loan and Security Agreement, dated as of June 23, 2021, among Borrowers, Lender and Wells Fargo Bank, N.A. as calculation agent and paying agent, as such agreement may be amended from time to time (the “Loan Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.
AMENDMENT NUMBER ONE to the SECOND AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT Dated as of June 23, 2021, among OP SPE BORROWER PARENT, LLC, OP SPE PHX1, LLC, OP SPE TPA1, LLC and CITIBANK, N.A.Master Loan and Security Agreement • August 9th, 2021 • Supernova Partners Acquisition Company, Inc. • Real estate agents & managers (for others) • New York
This AMENDMENT NUMBER ONE (this “Amendment Number One”) is made this 16th day of July, 2021 (the “Amendment Effective Date”), among OP SPE BORROWER PARENT, LLC (“Parent Borrower”), and OP SPE PHX1, LLC and OP SPE TPA1, LLC; (each, a “Borrower” and collectively with Parent Borrower, Borrowers”) and CITIBANK, N.A. (“Lender”), to the Second Amended and Restated Master Loan and Security Agreement, dated as of June 23, 2021, among Borrowers, Lender and Wells Fargo Bank, N.A. as calculation agent and paying agent, as such agreement may be amended from time to time (the “Loan Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.
OFFERPAD SOLUTIONS INC. PRE-FUNDED WARRANTS SUBSCRIPTION AGREEMENT January 31, 2023Subscription Agreement • February 1st, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
This agreement (the “Agreement”) is made effective as of January 31, 2023 by and among Offerpad Solutions Inc., a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, listed as a Purchaser on the Schedule of Purchasers attached as Schedule I hereto (the “Schedule of Purchasers”). Such persons and entities are hereinafter collectively referred to herein as “Purchasers” and each individually as a “Purchaser.”
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • March 18th, 2021 • Supernova Partners Acquisition Company, Inc. • Blank checks • Delaware
This Sponsor Support Agreement (this “Agreement”) is dated as of March 17, 2021 by and among Supernova Partners LLC, a Delaware limited liability company (the “Sponsor Holdco”), the Persons set forth on Schedule I hereto (together with the Sponsor Holdco, each, a “Sponsor” and, together, the “Sponsors”), Supernova Partners Acquisition Company, Inc., a Delaware corporation (“Acquiror”), and OfferPad, Inc., a Delaware corporation (the “Company” and, collectively with the Sponsors and Acquiror, the “Parties”).
OFFERPAD SOLUTIONS INC.2023 Long Term Incentive Award Agreement • July 6th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others)
Offerpad Solutions Inc., a Delaware corporation (the “Company”), has granted to the participant listed below (“Participant”) this Other Cash or Stock-Based Award (this “Award”) described in this 2023 Long Term Incentive Award Agreement (together with the Award Terms attached as Exhibit A and the Vesting Schedule attached as Exhibit B, collectively, this “Agreement”), subject to the terms and conditions of this Agreement and the Offerpad Solutions Inc. 2021 Incentive Award Plan (as amended from time to time, the “Plan”), which is incorporated into this Agreement by reference. Capitalized terms not specifically defined in this Agreement have the meanings given to them in the Plan.
AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT AND REAFFIRMATION OF GUARANTEESLoan and Security Agreement • February 28th, 2023 • Offerpad Solutions Inc. • Real estate agents & managers (for others) • New York
Amendment No. 4 to Loan and Security Agreement, Waiver, and Reaffirmation of Guarantees, dated as of February 24, 2023 (this “Amendment”), among OFFERPAD SPE BORROWER A, LLC, as borrower (“Borrower”), OFFERPAD SPE BORROWER A, LLC, as borrower representative (“Borrower Representative”), OFFERPAD SPE BORROWER A HOLDINGS, LLC, as pledgor and guarantor (“Pledgor”), OFFERPAD HOLDINGS LLC, as limited guarantor (“Guarantor”), JPMORGAN CHASE BANK, N.A., as a lender, AG Mortgage Value Partners Onshore Master Fund, L.P., as a lender, AG Asset Based Credit Master Fund (B), L.P., as a lender, AG TCDRS, L.P., as a lender, AG Centre Street Partnership, L.P., as a lender and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent acting for and on behalf of Lenders (“Administrative Agent”).
