INDEMNIFICATION AGREEMENTIndemnification Agreement • August 25th, 2021 • Turing Holding Corp. • Services-computer programming services • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2021 between Thoughtworks Holding, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
TURING HOLDING CORP. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 25th, 2021 • Turing Holding Corp. • Services-computer programming services • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of December 23, 2020 by and among Turing Holding Corp., a Delaware corporation (the “Company”), each of the investors listed on the signature pages hereto under the caption “Sponsor Investors” (collectively, the “Sponsor Investors”), each Person listed on the signature pages under the caption “Preferred Investors” or who executes a Joinder as a “Preferred Investor” (collectively, the “Preferred Investors”), each Person listed on the signature pages under the caption “Other Investors” or who executes a Joinder as an “Other Investor” (collectively, the “Other Investors”) and each of the executives listed on the signature pages under the caption “Executives” or who executes a Joinder as an “Executive” (collectively, the “Executives”). Except as otherwise specified herein, all capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
THOUGHTWORKS, INC. EMPLOYMENT AGREEMENTEmployment Agreement • August 25th, 2021 • Turing Holding Corp. • Services-computer programming services • Delaware
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of October 12, 2017 by and between THOUGHTWORKS, INC., a Delaware corporation (the “Company”), and Xiao Guo (“Executive”).
EMPLOYMENT AGREEMENT DEEDEmployment Agreement • August 25th, 2021 • Turing Holding Corp. • Services-computer programming services • England and Wales
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as a Deed on October 19, 2017 by and between ThoughtWorks, Ltd, (the “Company”), and Christopher Gerard Murphy (“Executive”).
DIRECTOR NOMINATION AGREEMENTDirector Nomination Agreement • August 25th, 2021 • Turing Holding Corp. • Services-computer programming services • Delaware
THIS DIRECTOR NOMINATION AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2021, by and among Thoughtworks Holding, Inc., a Delaware corporation (the “Company”) and Turing EquityCo L.P., a Delaware limited partnership (“Turing EquityCo”). This Agreement shall become effective (the “Effective Date”) upon the closing of the Company’s initial public offering (the “IPO”) of shares of its common stock, par value $0.001 per share (the “Common Stock”).
Reference is made herein to that certain Employment Agreement (the “Employment Agreement”), dated as of October 19, 2017, by and between you and ThoughtWorks, Ltd. (your “Prior Employer”).Turing Holding Corp. • August 25th, 2021 • Services-computer programming services
This letter serves to acknowledge that following your entry into the Employment Agreement, your employment transitioned from your Prior Employer to its parent company, Thoughtworks, Inc. (the “Company”), and you currently serve as the Chief Executive Officer of the North American business. For the avoidance of doubt, notwithstanding such transition, the Employment Agreement will continue to govern the terms and conditions of your employment with the Company; provided, and you acknowledge and agree that (a) these changes in your employing entity and role have not, and do not, constitute a termination of your employment, or otherwise trigger any of your entitlements under the Employment Agreement due upon a termination of your employment, and (b) your entitlements to participate in the UK-based employee benefits provided to you by the Prior Employer expired upon the change in your employing entity from the Prior Employer to the Company, and in lieu thereof, you will be eligible to partic
AMENDMENT NO. 1 TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 25th, 2021 • Turing Holding Corp. • Services-computer programming services • Delaware
THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Amendment”), dated as of June 21, 2021 (the “Effective Date”), is entered into by and between Turing Holding Corp., a Delaware corporation (the “Company”) and Turing EquityCo L.P (“Sponsor Investor”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Agreement.
