0001558370-23-005992 Sample Contracts

FORM OF SUBSCRIPTION AGREEMENT
Security and Pledge Agreement • April 17th, 2023 • Porch Group, Inc. • Services-prepackaged software • New York

INDENTURE dated as of April [ ], 2023 between PORCH GROUP, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), the Subsidiary Guarantors from time to time party hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01) and as collateral agent (the “Collateral Agent,” as more fully set forth in Section 1.01).

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FORM OF NOTES PURCHASE AGREEMENT
Notes Purchase Agreement • April 17th, 2023 • Porch Group, Inc. • Services-prepackaged software • New York

This NOTES PURCHASE AGREEMENT (this “Notes Purchase Agreement”) is entered into on April 17, 2023, by and among Porch Group, Inc., a Delaware corporation (the “Company”), Oppenheimer & Co. Inc. (“OpCo”), as agent for the Company and not as principal, and [●] (“Seller”).

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