Capital Allocation Clause Samples

Capital Allocation. 1. Initial SpinCo Capital Allocation (i) €2,450,000,000; minus (ii) if any, 50% of any additional costs and expenses incurred by the Company after 30 June 2025 and prior to the Separation for any third-party advisory fees and services related to the Separation as a result of the Separation occurring after 30 June 2025 (the "Additional Shared Expenses"), plus (iii) 50% of the amount of cash, if any, held by the Company immediately prior to the Separation Effective Time that is in excess of €3,000,000,000. For the avoidance of doubt, in no event will the Initial InvestCo Capital Allocation be less than an amount equal to (x) €2,450,000,000 minus (y) 50% of the Additional Shared Expenses.