SEPARATION AND DISTRIBUTION AGREEMENT by and between GENERAL ELECTRIC COMPANY and GE VERNOVA INC. Dated as of April 1, 2024Separation and Distribution Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip) • Delaware
SEPARATION AND DISTRIBUTION AGREEMENT, dated as of April 1, 2024, by and between General Electric Company, a New York corporation (“Parent”) and GE Vernova Inc., a Delaware corporation (“SpinCo”). Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to them in Article I.
CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS TAX MATTERS AGREEMENT HAS BEEN OMITTED BY MEANS OF REDACTING A PORTION OF THE TEXT AND REPLACING IT WITH [***], PURSUANT TO REGULATION S-K ITEM 601(B) OF THE SECURITIES ACT OF 1933, AS AMENDED....Tax Matters Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip) • Delaware
This TAX MATTERS AGREEMENT (including the schedules hereto, this “Agreement”), is entered into as of April 1, 2024 between General Electric Company, a New York corporation (“Parent”), and GE Vernova Inc., a Delaware corporation (“SpinCo” and, together with Parent, the “Parties”).
REAL ESTATE MATTERS AGREEMENTReal Estate Matters Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip)
This REAL ESTATE MATTERS AGREEMENT (this “Agreement”) is entered into on April 1, 2024 by and between General Electric Company, a New York corporation (“Parent”), and GE Vernova Inc., a Delaware corporation (“SpinCo”).
TRANSITION SERVICES AGREEMENT BETWEEN GENERAL ELECTRIC COMPANY AND GE VERNOVA INC. DATED APRIL 1, 2024Transition Services Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip) • Delaware
This TRANSITION SERVICES AGREEMENT, dated April 1, 2024 (as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”), is made and entered into by and between General Electric Company, a New York corporation (“Parent”), and GE Vernova Inc., a Delaware corporation (“SpinCo”). Unless otherwise defined herein, all capitalized terms used herein shall have the same meanings as in the Separation Agreement (as defined below).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip) • New York
This TRADEMARK LICENSE AGREEMENT (this “Agreement”), dated as of March 31, 2024 is made and entered into by and between General Electric Company, a New York corporation (“Parent”), as licensor, and GE Infrastructure Technology LLC, a Delaware limited liability company (“Licensee”), as licensee.
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip)
THIS EMPLOYEE MATTERS AGREEMENT (“Employee Matters Agreement”) is executed effective as of April 1, 2024, by and between General Electric Company, a New York corporation (“Parent”) and GE Vernova Inc., a Delaware corporation (“SpinCo”) (collectively, the “Parties”).
FRAMEWORK INVESTMENT AGREEMENT by and between GENERAL ELECTRIC COMPANY and GE VERNOVA INVESTMENT ADVISERS, LLC Dated as of April 1, 2024Framework Investment Agreement • April 2nd, 2024 • GE Vernova Inc. • Electronic & other electrical equipment (no computer equip) • Delaware
THIS FRAMEWORK INVESTMENT AGREEMENT (including all schedules, appendices, and exhibits attached hereto, as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”), dated as of April 1, 2024 (the “Effective Date”), is entered into by and between General Electric Company, a New York corporation (“Parent”), and GE Vernova Investment Advisers, LLC, a Delaware limited liability company (“GEV IA”). Each of GEV IA and Parent shall sometimes be referred to herein individually as a “Party” and together as the “Parties”.
