Vijaya Gadde: The Letter They Sent to Twitter and What It Said

PARAG AGRAWAL VIJAYA GADDE, and NED SEGAL v. twitter Court Filing, retrieved on April 10, 2023 is part of . You can jump to any part in this filing . This is part 29 of 38. HackerNoon’s Legal PDF Series here EXHIBIT F - Via E - Mail and FedEx - January 13, 2023 Twitter, Inc. 1355 Market Street Suite 900 San Francisco, CA 94103 Attn: Chief Executive Officer; General Counsel/ Legal Department Re: Demand for Indemnification and Advancement We write on behalf of Vijaya Gadde, former Chief Legal Officer of Twitter, Inc. (the "Company"). Pursuant to Article IX of the Company's Bylaws dated as of February 14, 2022, the Director & Officer Indemnification Agreement entered into by the Company and Ms. Gadde on or about October 1, 2013 (the "Agreement"), and Section 145 of the Delaware General Corporation Law, we hereby provide notice of Ms. Gadde's rights to indemnification and demand advancement of expenses (including attorneys' fees) incurred in connection with certain Proceedings, as defined herein. As you know, Ms. Gadde is a former officer of the Company. On or about September 21, 2020, Ms. Gadde was named as a defendant, alongside the Company, in a lawsuit captioned D'Ambly v. Exoo et al., No. 2-20-cv-12880 (JMV) (D.N.J.) (the "D'Ambly Lawsuit"). Additionally, Ms. Gadde recently 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 Ms. Gadde related to her role at the Company (collectively the "Inquiries," and together with the D'Ambly Lawsuit, the "Proceedings"). Ms. Gadde's involvement in the Proceedings unquestionably is by reason of the fact that Ms. Gadde was formerly an officer of the Company. Ms. Gadde has retained Sidley Austin LLP ("Sidley") to represent her in connection with the Proceedings. Accordingly, we request that the Company advance to Ms. Gadde as they become due all expenses and legal fees, including attorneys' fees, incurred in connection with the Proceedings prior to the final disposition of the Proceedings, as provided for in Section 5 of the Agreement. Enclosed herewith is an undertaking by Ms. Gadde to repay any amounts advanced if ultimately it is determined that she is not entitled to be indemnified. If there is any basis on which the Company anticipates denying indemnification of Ms. Gadde in regards to the Proceedings, in whole or in part, please promptly state those objections in writing. Otherwise, please advise to whom invoices should be directed. Demand for Indemnification and Advancement January 13, 2023 Page 2 This letter does not waive any rights or remedies that Ms. Gadde may have under current or past practices, agreements, or the law, including those that are not specifically addressed herein. Please respond to this letter to me at the address above, or by email at dlanderson@sidley.com Very truly yours, David L. Anderson cc: Mary Hansbury, Global Head of Employment Law, Twitter Katherine L. Martin, Senior Legal Counsel, Twitter Katharine Martin, Wilson Sonsini Goodrich & Rosati PC sop-twitter@twitter.com Continue Reading . Here About HackerNoon Legal PDF Series: We bring you the most important technical and insightful public domain court case filings. This court case 2023-0409 retrieved on October 4, 2023, from 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. int.nyt.com