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Vijaya Gadde and How They'll Repay the Advancement of Expenses by@legalpdf

Vijaya Gadde and How They'll Repay the Advancement of Expenses

by Legal PDFJanuary 24th, 2024
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This undertaking is being provided pursuant to that certain Indemnification Agreement, entered into on or about October 1, 2013 by and between Twitter, Inc.
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PARAG AGRAWAL VIJAYA GADDE, and NED SEGAL v. twitter Court Filing, retrieved on April 10, 2023 is part of HackerNoon’s Legal PDF Series. You can jump to any part in this filing here. This is part 32 of 38.

EXHIBIT I - UNDERTAKING TO REPAY ADVANCEMENT OF EXPENSES

Twitter, Inc.

1355 Market Street Suite 900

San Francisco, CA 94103

Attn: Chief Executive Officer; General Counsel/ Legal Department


Re: Undertaking to Repay Advancement of Expenses


This undertaking is being provided pursuant to that certain Indemnification Agreement, entered into on or about October 1, 2013 by and between Twitter, Inc., a Delaware corporation (the "Company"), and the undersigned as Indemnitee (the "Indemnification Agreement"). Capitalized terms not defined herein shall have the meanings ascribed in the Indemnification Agreement.


I became party to a lawsuit captioned D'Ambly v. Exoo et al., No. 2-20-cv-12880 (JMV) (D.N.J.) (the "D'Ambly Lawsuit"). Additionally, I received a formal request from the House Committee on Oversight and Reform to testify at a public hearing regarding "Big Tech's" control of free discourse and information sharing during the 118th Congress, and the leaders of other House and Senate committees as well as other Members of Congress also have publicly signaled that they are likely to request sworn interviews, private briefings, or public testimony from me related to my role at the Company (collectively the "Inquiries," and together with the D'Ambly Lawsuit, the "Proceedings"). My involvement in the Proceedings is by reason of the fact that I formerly was an officer of the Company.


By letter dated January 13, 2023, my counsel requested that Expenses incurred in the Proceedings on my behalf be advanced by the Company pursuant to Section 5 of the Indemnification Agreement. In connection with the request for advancement of Expenses, I hereby undertake to repay any amounts paid, advanced, or reimbursed by the Company for such Expense advances to the extent that it is ultimately determined that I am not entitled to indemnification under the Indemnification Agreement or otherwise.


This undertaking shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the principles of conflicts of laws thereof.


Sincerely,





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This court case 2023-0409 retrieved on October 4, 2023, from int.nyt.com is part of the public domain. The court-created documents are works of the federal government, and under copyright law, are automatically placed in the public domain and may be shared without legal restriction.