0001104659-14-056956 Sample Contracts

REAL ESTATE MATTERS AGREEMENT
Real Estate Matters Agreement • August 5th, 2014 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals • Delaware

This Real Estate Matters Agreement (this “Agreement”) is entered into on August 1, 2014 between Agilent Technologies, Inc., a Delaware corporation (“Agilent”), and Keysight Technologies, Inc., a Delaware corporation (“Keysight”).

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TRADEMARK LICENSE AGREEMENT between AGILENT TECHNOLOGIES, INC. and KEYSIGHT TECHNOLOGIES, INC. Effective as of August 1, 2014
Trademark License Agreement • August 5th, 2014 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals

Agilent Measurement Manager Software as distributed with USB modular products This is a software module that runs the background and interfaces with embedded code on every USB modular product made by Agilent prior to Keysight spin. Changing the name may break functionality with legacy products.

TAX MATTERS AGREEMENT DATED AS OF AUGUST 1, 2014 BY AND BETWEEN AGILENT TECHNOLOGIES, INC. AND KEYSIGHT TECHNOLOGIES, INC.
Tax Matters Agreement • August 5th, 2014 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals

This TAX MATTERS AGREEMENT (this “Agreement”) is entered into as of August 1, 2014 by and among AGILENT TECHNOLOGIES, INC., a Delaware corporation (“Agilent”), for itself and on behalf of each member of the Agilent Group (as defined below), and KEYSIGHT TECHNOLOGIES, INC., a Delaware corporation and a wholly owned subsidiary of Agilent (“Keysight”), for itself and on behalf of each member of the Keysight Group (as defined below).

EMPLOYEE MATTERS AGREEMENT BY AND BETWEEN AGILENT TECHNOLOGIES, INC. AND KEYSIGHT TECHNOLOGIES, INC. AUGUST 1, 2014
Employee Matters Agreement • August 5th, 2014 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals • Delaware

This EMPLOYEE MATTERS AGREEMENT, dated as of August 1, 2014 (this “Agreement”), is by and between Agilent Technologies, Inc., a Delaware corporation (“Agilent”), and Keysight Technologies, Inc., a Delaware corporation (“Keysight”).

SEPARATION AND DISTRIBUTION AGREEMENT BY AND BETWEEN AGILENT TECHNOLOGIES, INC. AND KEYSIGHT TECHNOLOGIES, INC. AUGUST 1, 2014
Separation and Distribution Agreement • August 5th, 2014 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals • Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT, dated as of August 1, 2014 (the “Operational Separation Date”), is by and between Agilent Technologies, Inc., a Delaware corporation (“Agilent”), and Keysight Technologies, Inc., a Delaware corporation (“Keysight”) (this “Agreement”). Certain terms used in this Agreement are defined in Section 1.1.

INTELLECTUAL PROPERTY MATTERS AGREEMENT between AGILENT TECHNOLOGIES, INC. and KEYSIGHT TECHNOLOGIES, INC. Dated as of August 1, 2014
Intellectual Property Matters Agreement • August 5th, 2014 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals

THIS INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”) is dated as of August 1, 2014 (“Effective Date”), by and between Agilent Technologies, Inc., a Delaware corporation (“Agilent”), and Keysight Technologies, Inc., a Delaware corporation (“Keysight”). Agilent and Keysight are each a “Party” and collectively, the “Parties”. Each reference to the words “Party” or “Parties” herein shall refer collectively to such Party or Parties on its or their own behalf and on behalf of each of its or their Affiliates.

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