TRANSITION SERVICES AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and ADEMCO INC. Dated as of [ ], 2018Transition Services Agreement • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [ ], 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and ADEMCO INC., a Delaware corporation (“Homes Subsidiary”).
EMPLOYEE MATTERS AGREEMENT By and Between HONEYWELL INTERNATIONAL INC. and RESIDEO TECHNOLOGIES, INC. Dated as of [ ], 2018Employee Matters Agreement • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware
EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of [ ], 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and RESIDEO TECHNOLOGIES, INC., a Delaware corporation (“SpinCo”, and together with Honeywell, the “Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and RESIDEO TECHNOLOGIES, INC. Dated as of [ ], 2018Separation and Distribution Agreement • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
SEPARATION AND DISTRIBUTION AGREEMENT, dated as of [ ], 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and RESIDEO TECHNOLOGIES, INC., a Delaware corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
ContractTax Matters Agreement • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
FORM OF TAX MATTERS AGREEMENT (this “Agreement”), dated as of [ ], 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“HII”), and RESIDEO TECHNOLOGIES, INC., a Delaware corporation (“SpinCo”, and HII and SpinCo, collectively, the “Parties”).
INDEMNIFICATION AND REIMBURSEMENT AGREEMENT BY AND AMONG HONEYWELL ASIA PACIFIC INC., AND HONEYWELL INTERNATIONAL INC. Dated as of [ ], 2018Indemnification & Liability • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
This INDEMNIFICATION AND REIMBURSEMENT AGREEMENT (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated [ ], 2018, by and among (i) Honeywell Asia Pacific Inc., a corporation organized under the Laws of the State of Delaware (“Indemnitor”), and (ii) Honeywell International Inc., a corporation organized under the Laws of the State of Delaware (“Indemnitee” or “Honeywell” and, together with Indemnitor, the “Parties” and each, a “Party”).
PATENT CROSS-LICENSE AGREEMENT BY AND BETWEEN HONEYWELL INTERNATIONAL INC. AND RESIDEO TECHNOLOGIES, INC.Patent Cross-License Agreement • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
This Patent Cross-License Agreement (this “Agreement”) is made and entered into as of [ ] (the “Effective Date”) by and between Honeywell International Inc., a Delaware corporation (“Honeywell”), and Resideo Technologies, Inc., a Delaware corporation (“Homes” or “SpinCo”). Honeywell and Homes are referred to herein individually as a “Party” and collectively as the “Parties.”
TRADEMARK LICENSE AGREEMENT BY AND BETWEEN HONEYWELL INTERNATIONAL INC. AND RESIDEO TECHNOLOGIES, INC.Trademark License Agreement • July 31st, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
WHEREAS, pursuant to the Separation and Distribution Agreement, dated as of [ ] (the “Separation Agreement”), Licensor has agreed to divest its SpinCo Business (as hereafter defined) (such divestiture, the “Distribution”), and Resideo has agreed to separate from Licensor (the “Separation”) and, following the Separation, to continue operating such SpinCo Business,
