BLEND LABS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • Delaware
This Indemnification Agreement (this “Agreement”) is dated as of [insert date], and is between Blend Labs, Inc., a Delaware corporation (together with its subsidiaries, the “Company”), and [insert name] (“Indemnitee”).
Blend Labs, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • New York
Blend Labs, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of common stock, par value $0.00001 per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
CREDIT AGREEMENT dated as of June 30, 2021 among BLEND LABS, INC, as Borrower, THE GUARANTORS FROM TIME TO TIME PARTY HERETO, THE LENDERS FROM TIME TO TIME PARTY HERETO, OWL ROCK TECHNOLOGY FINANCE CORP., as Administrative Agent and Collateral Agent...Credit Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • Delaware
This CREDIT AGREEMENT (this “Agreement”), dated as of June 30, 2021, is made among Blend Labs, Inc., a Delaware corporation (the “Borrower”), each of the Guarantors (such terms and each other capitalized term used but not defined herein having the meaning given to it in Article I) from time to time party hereto, the Lenders from time to time party hereto and Owl Rock Technology Finance Corp. (“Owl Rock”), as administrative agent for the Lenders (in such capacity, together with its successors and permitted assigns, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns, the “Collateral Agent”), OR Tech Lending LLC, OR Lending LLC and ORO BL LLC, as Co-Syndication Agents (together with each other Lender that is an Affiliate of Owl Rock that signs this Agreement, each a “Co-Syndication Agent”, and collectively, the “Co-Syndication Agents”) and Owl Rock Technology Advisors LLC, as Lead Arranger (“Lea
EQUITY EXCHANGE RIGHT AGREEMENTEquity Exchange Right Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS EQUITY EXCHANGE RIGHT AGREEMENT (this “Agreement”) is made and entered into as of July , 2021, by and between Blend Labs Inc., a Delaware corporation (the “Company”), and Nima Ghamsari (the “Executive”).
June 29, 2021 CONFIDENTIAL Marc Greenberg Re: Confirmatory Employment Letter Dear Marc Greenberg:Confirmatory Employment Letter • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • California
This letter agreement (the “Agreement”) is entered into between Marc Greenberg (“you”) and Blend Labs, Inc. (the “Company”) effective as of June 29, 2021 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. This Agreement supersedes and replaces any and all employment terms, compensation, or benefits you may have had or to which you may have been entitled prior to the Effective Date.
BLEND LABS, INC. STAND-ALONE STOCK OPTION AGREEMENTStand-Alone Stock Option Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • Delaware
BLEND LABS, INC. SERIES D-1 PREFERRED STOCK WARRANTWarrant Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS CERTIFIES THAT, for value received, Fifth Wall Ventures, L.P. and Fifth Wall Ventures SPV VII, L.P. (each, a “Holder” or “Fifth Wall”, and collectively, the “Holders”), are entitled to subscribe for and purchase at the Exercise Price (defined below) from Blend Labs, Inc., a Delaware corporation, at the address set forth on the signature page hereto (the “Company”) up to a number of shares of the Series D-1 Preferred Stock of the Company (the “Preferred Stock”) set forth below. Unless adjusted by the terms of this Warrant, the maximum number of shares of Preferred Stock that Holders may purchase, in the aggregate, by exercising this Warrant is equal to 3,809,758 (the “Maximum Number of Shares”). This Warrant is one of five warrants originally issued by the Company on the Date of Issuance, Warrant No. PD-1, Warrant No. PD-2, Warrant No. PD1-1, Warrant No. PD1-2 and Warrant No. PD-3 each originally issued to, Fifth Wall Ventures, L.P. and Fifth Wall Ventures SPV VII, L.P. (collective
BLEND LABS, INC. SERIES G PREFERRED STOCK WARRANTWarrant Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • New York
THIS CERTIFIES THAT, for value received, OR Lending LLC, OR Tech Lending LLC and OR BL LLC (collectively with certain of its affiliated funds or investment vehicles, the “Holder”), is entitled to subscribe for and purchase at the Exercise Price (defined below) from Blend Labs, Inc., a Delaware corporation (the “Company”), at the address set forth on the signature page hereto, up to a number of shares of the Series G Preferred Stock of the Company (the “Preferred Stock”) set forth below. This Warrant is issued under, and reflective of the 3:1 reverse stock split effected pursuant to, the Amended and Restated Certificate of Incorporation of the Company effective on and filed with the Secretary of State of Delaware July 2, 2021.
EXCHANGE AGREEMENTExchange Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • Delaware
THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of July , 2021, by and between Blend Labs Inc., a Delaware corporation (the “Company”), and stockholders of the Company listed on Schedule A hereto (collectively, “Exchange Stockholders”).
July 1, 2021 CONFIDENTIAL Tim Mayopoulos Re: Confirmatory Employment Letter Dear Tim Mayopoulos:Confirmatory Employment Letter • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • California
This letter agreement (the “Agreement”) is entered into between Tim Mayopoulos (“you”) and Blend Labs, Inc. (the “Company”) effective as of July 1, 2021 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. This Agreement supersedes and replaces any and all employment terms, compensation, or benefits you may have had or to which you may have been entitled prior to the Effective Date.
July 1, 2021 CONFIDENTIAL Nima Ghamsari Re: Confirmatory Employment Letter Dear Nima Ghamsari:Confirmatory Employment Letter • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • California
This letter agreement (the “Agreement”) is entered into between Nima Ghamsari (“you”) and Blend Labs, Inc. (the “Company”) effective as of July 1, 2021 (the “Effective Date”), to confirm the terms and conditions of your employment with the Company as of the Effective Date. Except as provided herein, this Agreement supersedes and replaces any and all employment terms, compensation, or benefits you may have had or to which you may have been entitled prior to the Effective Date.
BLEND LABS, INC. CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • July 6th, 2021 • Blend Labs, Inc. • Services-computer programming, data processing, etc. • California
This Change in Control Severance Agreement (the “Agreement”) is made between Blend Labs, Inc. (the “Company”) and (the “Executive”), effective as of , 2021 (the “Effective Date”).
