TRANSITION SERVICES AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and GARRETT TRANSPORTATION I INC. Dated as of September 27, 2018Transition Services Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September 27, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and GARRETT TRANSPORTATION I INC., a Delaware corporation (“TS Subsidiary”).
EMPLOYEE MATTERS AGREEMENT By and Between HONEYWELL INTERNATIONAL INC. and GARRETT MOTION INC. Dated as of September 27, 2018Employee Matters Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories
EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of September 27, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and GARRETT MOTION INC., a Delaware corporation (“SpinCo” and, together with Honeywell, the “Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and GARRETT MOTION INC. Dated as of September 27, 2018Separation and Distribution Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
SEPARATION AND DISTRIBUTION AGREEMENT, dated as of September 27, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and GARRETT MOTION INC., a Delaware corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
INTELLECTUAL PROPERTY AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and GARRETT MOTION INC. Dated as of September 27, 2018Intellectual Property Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
INTELLECTUAL PROPERTY AGREEMENT, dated as of September 27, 2018 (this “Agreement”), by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and GARRETT MOTION INC., a Delaware corporation (“SpinCo”).
TRADEMARK LICENSE AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and GARRETT MOTION INC. Dated as of September 27, 2018Trademark License Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
TRADEMARK LICENSE AGREEMENT, dated as of September 27, 2018 (this “Agreement”), by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Licensor”), and GARRETT MOTION INC., a Delaware corporation (“Licensee”).
CREDIT AGREEMENT dated as of September 27, 2018, among GARRETT MOTION INC., as Holdings, The Intermediate Holdcos Party Hereto, GARRETT LX III S.À R.L., as Lux Borrower, GARRETT BORROWING LLC, as U.S. Co-Borrower, HONEYWELL TECHNOLOGIES SÀRL, as Swiss...Credit Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
CREDIT AGREEMENT dated as of September 27, 2018 (this “Agreement”), among GARRETT MOTION INC., a Delaware corporation (“Holdings”), GARRETT LX I S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg with registered office at 19, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies’ Register under number B225642 (“LuxCo 1”), GARRETT LX II S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand Duchy of Luxembourg with registered office at 19, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies’ Register under number B225679 (“LuxCo 2”), GARRETT LX III S.à r.l., a private limited liability company (société à responsabilité limitée) incorporated and existing under the laws of the Grand
INTERCREDITOR AGREEMENT among Garrett Motion Inc. as Holdings, Garrett LX I S.à r.l as Lux Notes Issuer, Garrett LX II S.à r.l as LuxCo 2, Garrett LX III S.à r.l as Lux Borrower, Honeywell Technologies Sàrl as Swiss Borrower, Garrett Borrowing LLC as...Intercreditor Agreement • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
GARRETT LX I S.À R.L., as Issuer, GARRETT BORROWING LLC as Co-Issuer, GARRETT MOTION INC., as Parent, THE GUARANTORS NAMED HEREIN, DEUTSCHE TRUSTEE COMPANY LIMITED, as Trustee, DEUTSCHE BANK AG, LONDON BRANCH, as Security Agent and Paying Agent, and...Indenture • October 1st, 2018 • Garrett Motion Inc. • Motor vehicle parts & accessories • New York
INDENTURE dated as of September 27, 2018 (this “Indenture”), among GARRETT L X I S.À R.L., a société à responsabilité limitée incorporated and existing under the laws of the Grand Duchy of Luxembourg, having its registered office at 19, rue de Bitbourg, L-1273 Luxembourg, Grand Duchy of Luxembourg and registered with the Luxembourg Trade and Companies’ Register under number B225642 (the “Issuer”), GARRETT BORROWING LLC, a Delaware limited liability company (the “Co-Issuer,” and together with the Issuer, the “Issuers”), GARRETT MOTION INC., a Delaware corporation (“Parent”), the Guarantors (as defined herein) listed on the signature pages hereto, DEUTSCHE TRUSTEE COMPANY LIMITED, as Trustee (the “Trustee”), DEUTSCHE BANK AG, LONDON BRANCH, as Security Agent and Paying Agent (the “Security Agent” and the “Paying Agent”) and DEUTSCHE BANK LUXEMBOURG S.A., as Registrar and Transfer Agent (the “Registrar” and “Transfer Agent,” respectively).
