TERRELL POA
Published on July 1, 2025
AUTHORIZATION LETTER
May 20, 2025
Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attn: Filing Desk
To Whom It May Concern:
By means of this letter I authorize Brad Brubaker,
Andy Benton, Laura Rodgers, and Stephanie Marcozzi
or any of them individually, to sign on my behalf
all forms required under Section 16(a) of the Securities
Exchange Act of 1934, as amended, relating to transactions
involving the stock or derivative securities of
UiPath, Inc. Any of these individuals is accordingly
authorized to sign any Form ID, Form 3, Form 4,
Form 5 or amendment to those forms that I am required
to file with the same effect as
if I had signed them myself.
This authorization will remain in effect until revoked in
writing by me.
Yours truly,
/s/ Karenann Terrell
POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Brad
Brubaker, Andy Benton, Laura Rodgers, and
Stephanie Marcozzi, signing individually the
undersigneds true and lawful
attorneys-in-fact and agents to:
(1) execute for and on behalf of the undersigned,
in the undersigneds capacity as an executive officer,
member of the Board of Directors and or greater
than 10% stockholder of UiPath, Inc. (the Company),
Forms 3, 4 and 5 (including any amendments thereto)
in accordance with Section 16(a) of the Securities
Exchange Act of 1934, as amended (the Exchange Act),
and the rules thereunder;
(2) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable
to complete and execute any such Forms 3, 4 or 5
(including any amendments thereto) and timely file such
forms with the Securities and Exchange Commission and
any stock exchange or similar authority; and
(3) take any other action of any nature whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned,
it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-facts discretion.
The undersigned hereby grants to each such
attorney-in-fact full power and authority to do and
perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or
could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorney-in-facts
substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights
and powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned,
are not assuming, nor is the Company assuming, any of the
undersigneds responsibilities to comply with Section 16
of the Exchange Act.
This Power of Attorney shall remain in full force and
effect until the earliest to occur of (a) the undersigned
is no longer required to file Forms 3, 4 and 5 with respect
to the undersigneds holdings of and transactions in securities
issued by the Company, (b) revocation by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact,
or (c) as to any attorney-in-fact individually, until
such attorney-in-fact is no longer employed by the Company,
as applicable.
The undersigned has caused this Power of Attorney to be
executed as of May 20, 2025.
/s/ Karenann Terrell