Common use of Channel Allocation Clause in Contracts

Channel Allocation. The Channel Partners hereby agree, subject to the terms and conditions herein, to the following allocation of certain segments and related strategies (collectively, the “Channels”): a. For the sale of gas turbines (other than reciprocating engines, such as Jenbacher and Waukesha and developments thereof), steam turbines, ex-Xxxxxx compressors, and the related services, in each case, as set forth on Schedule A (collectively, the “Power Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule A; b. For the sale of various Industrial Internet of Things software, hardware, hosted services and professional services provided by the GE Digital business unit (“GE Digital”) from time to time, including the offerings to customers of Predix Platform/APM, Wurldtech services, Intelligent Platform Monitoring Services (Advisory Intelligence), the Meridium Platform APM, ServiceMax, Brilliant Manufacturing, Gateway Devices, Cyber-security Products (ATP and Opshield) and GlobalCare Support (collectively, the “GE Digital Offerings”) (the “GE Digital Offerings Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule B; c. For the sale of technological upgrades and spare parts for the Xxxx VIe integrated control, protection and monitoring system for generator and mechanical drive applications of gas and steam turbines and its prior models (collectively, the “Legacy Xxxx VIe”) (the “Xxxx VIe Controls Products Upgrade Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule C; d. Newco shall be the Leading Party for the sale of products, parts, equipment, services, technology and systems listed on Schedule D, to the extent, in each case: (i) such products, parts, equipment, services, technology and systems are (A) sold as an individual item or (B) if sold as part of a Solution Offering, constitute at least a majority of the aggregate estimated or projected value of such Solution Offering and (ii) Newco can reasonably demonstrate by ordinary course business documents or systems that, as of the Signing Date (A) GE O&G was engaged in the sale thereof or (B) such products, parts, equipment, services, technology and systems were contemplated or being developed or designed by GE O&G, including, in the case of both clauses (i) and (ii), any reasonably foreseeable enhancements or extensions thereof, including by further investments therein, provided that such enhancements or extensions thereof, including by further investments therein, continue to fall within the description of the applicable product, part, equipment, service, technology and system listed on Schedule D (each, an “O&G Products Channel”); e. The specified Additive Activities set forth on Schedule G shall be managed by the Channel Partners in accordance with Schedule G (the “Additives Channel”); and f. In the event (i) Newco exercises, prior to the Trigger Date, its right of first offer to purchase all (but not less than all) of the O&G Contractual Obligations pursuant to Section 3(c) or Section 3(e) of the Non-Competition Agreement or (ii) Newco or GE accepts the applicable Channel Seller’s offer to Sell all (but not less than all) of the Channel Contractual Obligations pursuant to Section 3 of this Agreement (collectively, the “Competing Products and Services Channel”), the Channel Partners shall negotiate those terms and conditions of the Channel allocation in respect of the Competing Products and Services Channel to the extent not set forth in the applicable offer notice, in good faith, on an arms’ length basis and consistent with the terms of the applicable offer notice.

Channel Allocation. The Channel Partners hereby agree, subject to the terms and conditions herein, to the following allocation of certain segments and related strategies (collectively, the “Channels”): a. For the sale of gas turbines (other than reciprocating engines, such as Jenbacher and Waukesha and developments thereof), steam turbines, ex-Xxxxxx compressors, and the related services, in each case, as set forth on Schedule A (collectively, the “Power Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule A; b. For the sale of various Industrial Internet of Things software, hardware, hosted services and professional services provided by the GE Digital business unit (“GE Digital”) from time to time, including the offerings to customers of Predix Platform/APM, Wurldtech services, Intelligent Platform Monitoring Services (Advisory Intelligence), the Meridium Platform APM, ServiceMax, Brilliant Manufacturing, Gateway Devices, Cyber-security Products (ATP and Opshield) and GlobalCare Support (collectively, the “GE Digital Offerings”) (the “GE Digital Offerings Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule B; c. For the sale of technological upgrades and spare parts for the Xxxx VIe integrated control, protection and monitoring system for generator and mechanical drive applications of gas and steam turbines and its prior models (collectively, the “Legacy Xxxx VIe”) (the “Xxxx VIe Controls Products Upgrade Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule C; d. Newco shall be the Leading Party for the sale of products, parts, equipment, services, technology and systems listed on Schedule D, to the extent, in each case: (i) such products, parts, equipment, services, technology and systems are (A) sold as an individual item or (B) if sold as part of a Solution Offering, constitute at least a majority of the aggregate estimated or projected value of such Solution Offering and (ii) Newco can reasonably demonstrate by ordinary course business documents or systems that, as of the Signing Date (A) GE O&G was engaged in the sale thereof or (B) such products, parts, equipment, services, technology and systems were contemplated or being developed or designed by GE O&G, including, in the case of both clauses (i) and (ii), any reasonably foreseeable enhancements or extensions thereof, including by further investments therein, provided that such enhancements or extensions thereof, including by further investments therein, continue to fall within the description of the applicable product, part, equipment, service, technology and system listed on Schedule D (each, an “O&G Products Channel”); e. The specified Additive Activities set forth on Schedule G shall be managed by the Channel Partners in accordance with Schedule G (the “Additives Channel”); and f. In the event (i) Newco exercises, prior to the Trigger Date, its right of first offer to purchase all (but not less than all) of the O&G Contractual Obligations pursuant to Section 3(c) or Section 3(e) of the Non-Competition Agreement or (ii) Newco or GE accepts the applicable Channel Seller’s offer to Sell all (but not less than all) of the Channel Contractual Obligations pursuant to Section 3 of this Agreement (collectively, the “Competing Products and Services Channel”), the Channel Partners shall negotiate those terms and conditions of the Channel allocation in respect of the Competing Products and Services Channel to the extent not set forth in the applicable offer notice, in good faith, on an arms’ length basis and consistent with the terms of the applicable offer notice.

Channel Allocation. The Channel Partners hereby agree, subject to the terms and conditions herein, to the following allocation of certain segments and related strategies (collectively, the “Channels”): a. For the sale of gas turbines (other than reciprocating engines, such as Jenbacher and Waukesha and developments thereof), steam turbines, ex-Xxxxxx compressors, and the related services, in each case, as set forth on Schedule A (collectively, the “Power Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule A; b. For the sale of various Industrial Internet of Things software, hardware, hosted services and professional services provided by the GE Digital business unit (“GE Digital”) from time to time, including the offerings to customers of Predix Platform/APM, Wurldtech services, Intelligent Platform Monitoring Services (Advisory Intelligence), the Meridium Platform APM, ServiceMax, Brilliant Manufacturing, Gateway Devices, Cyber-security Products (ATP and Opshield) and GlobalCare Support (collectively, the “GE Digital Offerings”) (the “GE Digital Offerings Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule B; c. For the sale of technological upgrades and spare parts for the Xxxx VIe integrated control, protection and monitoring system for generator and mechanical drive applications of gas and steam turbines and its prior models (collectively, the “Legacy Xxxx VIe”) (the “Xxxx VIe Controls Products Upgrade Channel”), the responsibility for performing as the Leading Party shall be in accordance with Schedule C; d. Newco shall be the Leading Party for the sale of products, parts, equipment, services, technology and systems listed on Schedule D, to the extent, in each case: (i) such products, parts, equipment, services, technology and systems are (A) sold as an individual item or (B) if sold as part of a Solution Offering, constitute at least a majority of the aggregate estimated or projected value of such Solution Offering and (ii) Newco can reasonably demonstrate by ordinary course business documents or systems that, as of the Signing Date (A) GE O&G was engaged in the sale thereof or (B) such products, parts, equipment, services, technology and systems were contemplated or being developed or designed by GE O&G, including, in the case of both clauses (i) and (ii), any reasonably foreseeable enhancements or extensions thereof, including by further investments therein, provided that such enhancements or extensions thereof, including by further investments therein, continue to fall within the description of the applicable product, part, equipment, service, technology and system listed on Schedule D (each, an “O&G Products Channel”); e. The specified Additive Activities set forth on Schedule G shall be managed by the Channel Partners in accordance with Schedule G (the “Additives Channel”)[Intentionally omitted]; and f. In the event (i) Newco exercises, prior to the Trigger Date, its right of first offer to purchase all (but not less than all) of the O&G Contractual Obligations pursuant to Section 3(c) or Section 3(e) of the Non-Competition Agreement or (ii) Newco or GE accepts the applicable Channel Seller’s offer to Sell all (but not less than all) of the Channel Contractual Obligations pursuant to Section 3 of this Agreement (collectively, the “Competing Products and Services Channel”), the Channel Partners shall negotiate those terms and conditions of the Channel allocation in respect of the Competing Products and Services Channel to the extent not set forth in the applicable offer notice, in good faith, on an arms’ length basis and consistent with the terms of the applicable offer notice.