0001193125-21-190374 Sample Contracts

FORM OF INDEMNIFICATION AND ADVANCEMENT AGREEMENT
Indemnification Agreement • June 15th, 2021 • Good Works Acquisition Corp. • Services-computer processing & data preparation • Delaware

This Indemnification and Advancement Agreement (“Agreement”) is made as of [ 🌑 ], 2021 by and between Cipher Mining Inc., a Delaware corporation (the “Company”), and [ 🌑 ], [a member of the board of directors]/[an executive officer] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.

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FORM OF INDEMNIFICATION AND ADVANCEMENT AGREEMENT
Indemnification & Liability • June 15th, 2021 • Good Works Acquisition Corp. • Services-computer processing & data preparation • Delaware

This Indemnification and Advancement Agreement (“Agreement”) is made as of [ 🌑 ], 2021 by and between Cipher Mining Technologies Inc., a Delaware corporation (the “Company”), and [ 🌑 ], [a member of the board of directors]/[an executive officer] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.

EMPLOYMENT AGREEMENT
Employment Agreement • June 15th, 2021 • Good Works Acquisition Corp. • Services-computer processing & data preparation • New York

THIS EMPLOYMENT AGREEMENT (this “Agreement”), effective as of May 11, 2021 (the “Effective Date”), is entered into by and between Cipher Mining Technologies Inc. (together with its subsidiaries and affiliates, the “Company”) and William Iwaschuk (the “Executive”).

FRAMEWORK AGREEMENT
Framework Agreement • June 15th, 2021 • Good Works Acquisition Corp. • Services-computer processing & data preparation • Delaware

This Framework Agreement (this “Agreement”) is made and entered into as of June 10, 2021, by and among WindHQ LLC, a Delaware limited liability company (“WindHQ”), and Cipher Mining Technologies Inc., a Delaware corporation (“Cipher”). Each of WindHQ and Cipher are referred to herein as a “Party” and collectively as the “Parties.”

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