TWILIO INC., Issuer and U.S. BANK NATIONAL ASSOCIATION, Trustee INDENTURE Dated as of March 9, 2021 Senior Debt SecuritiesIndenture • March 9th, 2021 • Twilio Inc • Services-prepackaged software • New York
INDENTURE, dated as of March 9, 2021, among TWILIO INC., a Delaware corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association as trustee (the “Trustee”):
TWILIO INC. AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 17, 2018 0.25% Convertible Senior Notes due 2023Indenture • May 18th, 2018 • Twilio Inc • Services-prepackaged software • New York
INDENTURE dated as of May 17, 2018 between TWILIO INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
Twilio Inc. Underwriting AgreementUnderwriting Agreement • March 9th, 2021 • Twilio Inc • Services-prepackaged software
Twilio Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), $500,000,000 principal amount of its 3.625% Senior Notes due 2029 (the “2029 Notes”) and $500,000,000 principal amount of its 3.875% Senior Notes due 2031 (the “2031 Notes” and together with the 2029 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of March 9, 2021 (the “Base Indenture”) among the Company and U.S. Bank National Association, as trustee (the “Trustee”), as amended by a Supplemental Indenture to be dated as of March 9, 2021 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”).
Twilio Inc. Class A Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • October 18th, 2016 • Twilio Inc • Services-prepackaged software • New York
Twilio Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares and, at the election of the Underwriters, up to [●] additional shares of Class A Common Stock, par value $0.001 per share (“Stock”), of the Company, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [●] shares. The aggregate of [●] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [●] additional shares to be sold by the Company is herein called the “Optional Shares.” The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares.”
Twilio Inc. Class A Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • February 22nd, 2021 • Twilio Inc • Services-prepackaged software • New York
Twilio Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 3,750,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 562,500 additional shares (the “Optional Shares”) of Class A Common Stock, par value $0.001 per share (“Stock” or “Class A Common Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 26th, 2021 • Twilio Inc • Services-prepackaged software • Delaware
This Indemnification Agreement (“Agreement”) is made as of by and between Twilio Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
Underwriting AgreementUnderwriting Agreement • June 13th, 2016 • Twilio Inc • Services-prepackaged software • New York
Twilio Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional shares (the “Optional Shares”) of Class A Common Stock, par value $0.001 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
VOTING AGREEMENTVoting Agreement • October 16th, 2018 • Twilio Inc • Services-prepackaged software • Delaware
THIS VOTING AGREEMENT (“Agreement”), dated as of October 15, 2018, is made by and between Twilio Inc., a Delaware corporation (“Parent”), and the undersigned holder (the “Stockholder”) of shares of common stock, par value $0.001 per share, of SendGrid, Inc., a Delaware corporation (the “Company”). Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, among Parent, Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“MergerCo”) and the Company (as such agreement may be subsequently amended or modified, the “Merger Agreement”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION among SENDGRID, INC., TWILIO INC. and TOPAZ MERGER SUBSIDIARY, INC. Dated as of October 15, 2018Merger Agreement • October 16th, 2018 • Twilio Inc • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (hereinafter referred to as this “Agreement”), dated as of October 15, 2018, among SendGrid, Inc., a Delaware corporation (the “Company”), Twilio Inc., a Delaware corporation (“Parent”), and Topaz Merger Subsidiary, Inc., a Delaware corporation and a direct wholly owned Subsidiary of Parent (“Merger Sub”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and collectively as the “Parties.”
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND AMONG TWILIO INC., ZEUS MERGER SUB I, INC., ZEUS MERGER SUB II, LLC ZIPWHIP, INC., AND FORTIS ADVISORS LLC, AS STOCKHOLDER REPRESENTATIVE MAY 16, 2021Merger Agreement • July 30th, 2021 • Twilio Inc • Services-prepackaged software • Delaware
This Agreement And Plan Of Merger And Reorganization (this “Agreement”) is made and entered into as of May 16, 2021 (the “Agreement Date”), by and among Twilio Inc., a Delaware corporation (“Parent”), Zeus Merger Sub I, Inc., a Delaware corporation and a direct and wholly owned Subsidiary of Parent (“Merger Sub I”), Zeus Merger Sub II, LLC, a Delaware limited liability company and a direct and wholly owned Subsidiary of Parent (“Merger Sub II”, and together with Merger Sub I, the “Merger Subs”), Zipwhip, Inc., a Delaware corporation (the “Company”), and Fortis Advisors LLC, solely in its capacity as the representative of the Company Indemnitors (the “Stockholder Representative”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to them in Annex A.
TWILIO INC. and U.S. BANK NATIONAL ASSOCIATION Trustee 3.625% Senior Notes due 2029 3.875% Senior Notes due 2031 First Supplemental Indenture Dated as of March 9, 2021 to Indenture dated as of March 9, 2021First Supplemental Indenture • March 9th, 2021 • Twilio Inc • Services-prepackaged software • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of March 9, 2021 (this “Supplemental Indenture”), to the Indenture dated as of March 9, 2021 (as amended, modified or supplemented from time to time in accordance therewith, other than with respect to a particular series of debt securities, the “Base Indenture” and, as amended, modified and supplemented by this Supplemental Indenture, the “Indenture”), by and between Twilio Inc. (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 26th, 2016 • Twilio Inc • Services-prepackaged software • Delaware
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 19, 2015 (the “Closing Date”), but effective as of January 15, 2015 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation (“Bank”), and TWILIO INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
OFFICE LEASE SAN FRANCISCO CALIFORNIA HV- 645 Harrison, Inc. - LANDLORD - Twilio, Inc. - TENANT -Office Lease • May 26th, 2016 • Twilio Inc • Services-prepackaged software • California
THIS OFFICE LEASE (the “Lease”) is made and entered into as of July 13, 2012, by and between HV-645 Harrison, Inc., a California corporation (herein called “Landlord”), and Twilio, Inc., a Delaware corporation (herein called “Tenant”).
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • March 1st, 2019 • Twilio Inc • Services-prepackaged software
This FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER AND REORGANIZATION (this "Amendment"), dated as of December 13, 2018 is entered into by and among Twilio Inc., a Delaware corporation ("Twilio"); Topaz Merger Subsidiary, Inc., a Delaware corporation and a wholly owned subsidiary of Twilio ("Merger Sub"); and SendGrid, Inc., a Delaware corporation ("SendGrid" and collectively with Twilio and Merger Sub, the "Parties," and each a "Party"). Capitalized terms used herein and not otherwise defined shall have the same meanings as set forth in the Agreement and Plan of Merger and Reorganization, dated as of October 15, 2018, by and among the Parties (the "Merger Agreement").
375 BEALE STREET OFFICE LEASE BAY AREA HEADQUARTERS AUTHORITY as Landlord, and TWILIO INC. as TenantOffice Lease • May 26th, 2016 • Twilio Inc • Services-prepackaged software • California
This Office Lease, which includes the Summary and the Exhibits and Attachments identified above, which are incorporated in this Office Lease by this reference, (collectively, the “Lease”), is made by and between Landlord and Tenant as of the Effective Date.
SUBLEASESublease • November 8th, 2018 • Twilio Inc • Services-prepackaged software • California
This FIRST AMENDMENT TO OFFICE LEASE (“First Amendment”) is made and entered into as of April 20, 2016, by and between HUDSON RINCON CENTER, LLC, a Delaware limited liability company (“Landlord”), and salesforce.com, inc., a Delaware corporation (“Tenant”).
January 7, 2024Employment Agreement • January 8th, 2024 • Twilio Inc • Services-prepackaged software • California
This Employment Agreement (the “Agreement”) between you (referred to hereinafter as “Executive”) and Twilio Inc., a Delaware Corporation (the “Company”) sets forth the terms and conditions that shall govern Executive’s employment with the Company.
FRAMEWORK AGREEMENT LETTER AGREEMENTFramework Agreement • August 17th, 2021 • Twilio Inc • Services-prepackaged software
This Letter Agreement (this “Agreement”) is made and entered into as of August 16, 2021, by and among Twilio Inc., a Delaware corporation (“Investor”), Carlyle Partners V Holdings, L.P., a Delaware limited partnership (“Carlyle”), and Syniverse Corporation, a Delaware corporation (the “Company”). Capitalized terms used herein and not otherwise defined herein have the respective meanings ascribed to those terms in the Framework Agreement (as defined below).
Cooperation AgreementCooperation Agreement • April 1st, 2024 • Twilio Inc • Services-prepackaged software
Twilio Inc. (the “Company”), on the one hand, and Sachem Head Capital Management LP, together with each of the parties listed on Schedule A and their respective affiliates (collectively, “Sachem Head”), on the other hand, have mutually agreed to the terms contained in this letter agreement (this “Letter Agreement”). For purposes of this Letter Agreement, we refer to each of the Company and Sachem Head as a “Party” and, collectively, as the “Parties.”
FRAMEWORK AGREEMENT by and among TWILIO INC., CARLYLE PARTNERS V HOLDINGS, L.P. and SYNIVERSE CORPORATION Dated as of February 26, 2021Framework Agreement • May 6th, 2021 • Twilio Inc • Services-prepackaged software • Delaware
This FRAMEWORK AGREEMENT, dated as of February 26, 2021 (this “Agreement”), is made by and among Twilio Inc., a Delaware corporation (“Investor”), Carlyle Partners V Holdings, L.P., a Delaware limited partnership (“Carlyle”), and Syniverse Corporation, a Delaware corporation (the “Company”). Capitalized terms used herein shall have the meanings assigned to such terms in the text of this Agreement or in Section 9.1.
January 7, 2024 Jeff Lawson Dear Jeff:Separation Agreement • January 8th, 2024 • Twilio Inc • Services-prepackaged software • California
This letter (the “Agreement”) confirms the agreement between you and Twilio Inc. (the “Company”) regarding the end of your employment with the Company and the resolution of any disputes you have against the Company.
February 2, 2023Bonus Agreement • February 27th, 2023 • Twilio Inc • Services-prepackaged software • California
This bonus agreement (the “Agreement”) updates and confirms the bonus letter between you and Twilio Inc. (the “Company”) that was provided to you in December 2022.
CASH-BASED AWARD AGREEMENT FOR COMPANY EMPLOYEES UNDER THE TWILIO INC.Cash-Based Award Agreement • February 23rd, 2023 • Twilio Inc • Services-prepackaged software
Pursuant to the Twilio Inc. 2016 Stock Option and Incentive Plan as amended through the date hereof (the “Plan”), Twilio Inc. (the “Company”) hereby grants a cash-denominated award of $ (at target) as a Cash-Based Award (an “Award”) to the Grantee named above. This Award entitles the Grantee to a payment in cash (without interest) upon the attainment of the performance goal as set forth in this Agreement.
CONSENT TO SUBLEASE AGREEMENTConsent to Sublease Agreement • November 8th, 2018 • Twilio Inc • Services-prepackaged software • California
THIS CONSENT TO SUBLEASE AGREEMENT (this “Agreement”) is made as of September 25, 2018, by and among HUDSON RINCON CENTER, LLC, a Delaware limited liability company (“Landlord”), SALESFORCE.COM, INC., a Delaware corporation (“Tenant”), and TWILIO INC., a Delaware corporation (“Subtenant”).
SECOND FRAMEWORK AGREEMENT LETTER AGREEMENTFramework Agreement • May 16th, 2022 • Twilio Inc • Services-prepackaged software
This Letter Agreement (this “Agreement”) is made and entered into as of May 13, 2022, by and among Twilio Inc., a Delaware corporation (“Investor”), Carlyle Partners V Holdings, L.P., a Delaware limited partnership (“Carlyle”), and Syniverse Corporation, a Delaware corporation (the “Company”). Capitalized terms used herein and not otherwise defined herein have the respective meanings ascribed to those terms in the Framework Agreement (as defined below).
February 10, 2023 Dear Aidan,Employment Agreement • February 27th, 2023 • Twilio Inc • Services-prepackaged software
On behalf of Twilio Inc., a Delaware corporation (the “Company” or “Twilio”), I am pleased to offer you the position of Chief Financial Officer with the Company. We are very excited to continue working with you and look forward to your continued success. The terms of your new position with the Company are as set forth below. This letter agreement supersedes in its entirety the letter agreement you entered into with the Company dated June 21, 2019 (the “Previous Agreement”)
LEASE TERMINATION AGREEMENTLease Termination Agreement • February 22nd, 2017 • Twilio Inc • Services-prepackaged software • California
This Lease Termination Agreement (the “Agreement”) is made as of October 21, 2016, by and between HV-645 Harrison, Inc., a California corporation (“Landlord”), and Twilio Inc., a Delaware corporation (“Tenant”), with reference to the following facts.
AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG TWILIO INC., SCORPIO MERGER SUB, INC., SEGMENT.IO, INC., AND SHAREHOLDER REPRESENTATIVE SERVICES LLC, AS STOCKHOLDER REPRESENTATIVE OCTOBER 12, 2020Agreement and Plan of Reorganization • November 5th, 2020 • Twilio Inc • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF REORGANIZATION (this “Agreement”) is made and entered into as of October 12, 2020 (the “Agreement Date”), by and among TWILIO INC., a Delaware corporation (“Parent”), SCORPIO MERGER SUB, INC., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), SEGMENT.IO, INC., a Delaware corporation (the “Company”), and SHAREHOLDER REPRESENTATIVE SERVICES LLC, a Colorado limited liability company solely in its capacity as the representative of the Company Indemnitors (the “Stockholder Representative”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to them in Annex A.
