Equity Awards. Your existing equity awards will continue to be governed by the terms of the applicable equity plan and award agreements. You may be eligible for future equity awards in the discretion of the Committee.
At-Will Employment. Your employment with the Company is at-will. This means that it is not for any specified period of time and can be terminated by you or by the Company at any time, with or without advance notice, and for any or no particular reason or cause. It also means that your job duties, title, responsibility and reporting level, compensation and benefits, as well as the Companys personnel policies and procedures, may be changed at any time in the sole discretion of the Company. However, the at-will nature of your employment shall remain unchanged during your tenure as an employee of the Company and may not be changed, except in an express writing signed by you and a duly authorized member of the Board.
Outside Activities. During your employment with the Company, you may engage in civic and not-for-profit activities and/or serve on the boards of directors of non-competitive private or public companies; so long as such activities do not materially interfere with the performance of your duties or present a conflict of interest with the Company. You agree that you will not engage in any other employment, consulting, or other business activity for which you receive remuneration, other than service that has been previously approved by the Company, without the prior written consent of the Board. You must also obtain the prior written consent of the Companys Legal Department in order to engage in certain activities with any competitors, customers or service providers of the Company, as provided in the Companys Code of Business Conduct. The Board may rescind its consent to any outside board service or other such activities if the Board determines that such activities compromise or threaten to compromise the Companys business interests or conflict with your duties to the Company. In addition, you agree that you will not assist any person or entity in competing (or preparing to compete) with the Company, or in hiring any employees or consultants of the Company.
Company Policies; Proprietary Information Agreement. You are expected to continue complying with the Companys policies and procedures, as adopted or modified by the Company and communicated in writing (including electronically) from time to time. Further, you remain subject to the terms of your Proprietary Information and Inventions Agreement with the Company dated (the PIIA).
Taxes. All payments and benefits provided for in this Agreement (including under the Severance Policy) will be subject to applicable tax withholdings and deductions. The payments and benefits under the Agreement and the Severance Policy are intended to qualify for an exemption from, or to comply with, Section 409A of the Internal Revenue Code of 1986, as amended and the terms of this Agreement will be interpreted accordingly.
Agreement to Arbitrate. You acknowledge that you remain subject to the terms of your Mutual Agreement to Arbitrate between you and the Company dated (the Arbitration Agreement).
Oportun, Inc. 2 Circle Star Way San Carlos, CA 94070