SUPPLY AGREEMENT dated as of July 3, 2017 between BAKER HUGHES, A GE COMPANY, LLC and GENERAL ELECTRIC COMPANYSupply Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
This Supply Agreement, dated as of July 3, 2017 (as amended, modified or supplemented from time to time in accordance with its terms, this “Supply Agreement”), is made by and between Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGELLC” or “Seller”), on behalf of itself and the legal entities operating on its behalf, and General Electric Company, a New York corporation (“GE” or “Buyer”), on behalf of itself and the legal entities operating on its behalf (each a “Party”, and collectively, the “Parties”).
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • Delaware
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 31, 2019, is entered into between General Electric Company, a New York corporation (“GE”), and Baker Hughes, a GE company, a Delaware corporation (formerly known as Bear Newco, Inc.) (the “Company”). Certain terms used in this Agreement are defined in Section 1.1.
General Electric Company Boston, MA 02210 RE: Non-Competition Agreement Ladies and Gentlemen:Baker Hughes a GE Co • July 3rd, 2017 • Oil & gas field machinery & equipment
This agreement (this “Agreement”) is entered into as of July 3, 2017, by and between GENERAL ELECTRIC COMPANY, a New York corporation (“GE”), and BAKER HUGHES, A GE COMPANY, a Delaware corporation (“Newco” and, together with GE, the “Parties”).
INTERCOMPANY SERVICES AGREEMENT dated as of July 3, 2017 between GENERAL ELECTRIC COMPANY and BAKER HUGHES, A GE COMPANY, LLCIntercompany Services Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
This Intercompany Services Agreement, dated as of July 3, 2017 (as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”), is made between General Electric Company, a New York corporation (“GE”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Baker Hughes”).
ContractTrademark License Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
THIS TRADEMARK LICENSE AGREEMENT (this “Agreement”), dated as of July 3, 2017, is made and entered into by and between General Electric Company, a New York corporation (“GE” or “Licensor”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Licensee”).
Baker Hughes Company Restricted Stock Unit Award Agreement For [●] (“Participant”)Baker Hughes Company Restricted Stock Unit Award Agreement • February 25th, 2021 • Baker Hughes Co • Oil & gas field machinery & equipment
EMPLOYEE BENEFITS MATTERS AGREEMENTEmployee Benefits Matters Agreement • February 19th, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
This EMPLOYEE BENEFITS MATTERS AGREEMENT (this “Agreement”) is made as of November 13, 2018 (the “Effective Date”), by and among General Electric Company, a New York corporation (“GE”), Baker Hughes, a GE company, a Delaware corporation (“BHGE”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGELLC”). GE, BHGE and BHGELLC may be individually referred to herein as a “Party” or collectively as the “Parties”.
GE DIGITAL MASTER PRODUCTS AND SERVICES AGREEMENT dated as of July 3, 2017 between GE DIGITAL LLC and BAKER HUGHES, A GE COMPANY, LLCGe Digital Master Products and Services Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
This GE Digital Master Products and Services Agreement (“Agreement”) is entered into by and between GE Digital LLC, having its place of business at 2623 Camino Ramon, San Ramon, CA 94583 (“GE Digital”) and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Baker Hughes”), on this July 3, 2017 (the “Effective Date”).
ContractIntellectual Property Cross License Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
THIS INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT (this “Agreement”), dated as of July 3, 2017, is made and entered into by and between General Electric Company, a New York corporation, on behalf of its Affiliates and divisions (“GE”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Company”), on behalf of itself and its Affiliates.
BAKER HUGHES, A GE COMPANY, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of July 3, 2017Limited Liability Company Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of July 3, 2017, is entered into by and among Baker Hughes, a GE company, LLC, a Delaware limited liability company (the “Company”), its Members (as defined herein) and each other Person who at any time after the date hereof becomes a Member in accordance with the terms of this Agreement and the DLLCA (as defined herein).
BRIDGE SUPPLY AND TECHNOLOGY DEVELOPMENT AGREEMENT dated as of July 31, 2019 by and between GENERAL ELECTRIC COMPANY, acting through its GE Aviation business unit and BAKER HUGHES, A GE COMPANY, LLCBridge Supply and Technology Development Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
This Bridge Supply and Technology Development Agreement (as amended, modified or supplemented from time to time in accordance with its terms, the “Agreement”), entered into as of July 31, 2019, is made by and between General Electric Company, a New York corporation (“GE”), acting through its GE Aviation business unit and legal entities to the extent operating on its behalf (“GE Aviation”; for the avoidance of doubt, GE Aviation shall not include GE Power (as defined below) unless GE Power is acting on behalf of GE Aviation), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE”). GE Aviation and BHGE may be referred to individually herein as a “Party” and, collectively as the “Parties”.
TAX MATTERS AGREEMENT dated as of July 3, 2017 between GENERAL ELECTRIC COMPANY, BAKER HUGHES, A GE COMPANY, EHHC NEWCO, LLC, and BAKER HUGHES, A GE COMPANY, LLCTax Matters Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • Delaware
This TAX MATTERS AGREEMENT (this “Agreement”), dated as of July 3, 2017, is entered into by and among General Electric Company, a New York corporation (“GE”), Baker Hughes, a GE company, a Delaware corporation (formerly known as Bear Newco, Inc.) (“Newco”), EHHC NewCo LLC, a Delaware limited liability company and a wholly owned subsidiary of Newco (“EHHC”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Newco LLC”).
BAKER HUGHES INCORPORATED FIRST SUPPLEMENTAL INDENTURE Dated as of July 3, 2017 to the INDENTURE by and among BAKER HUGHES, A GE COMPANY, LLC (formerly BAKER HUGHES INCORPORATED) BAKER HUGHES CO-OBLIGOR, INC. as New Obligors and THE BANK OF NEW YORK...First Supplemental Indenture • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of July 3, 2017, to the indenture dated as of May 15, 1991 (the “Original Indenture”) between Baker Hughes Incorporated, a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company N.A., as successor trustee to Morgan Guaranty Trust Company of New York (the “Trustee”).
OMNIBUS AGREEMENTOmnibus Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
OMNIBUS AGREEMENT (this “Agreement”), dated as of July 31, 2019, among General Electric Company, a New York corporation (“GE”), Baker Hughes, a GE company, a Delaware corporation (“BHGE”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company and an indirect subsidiary of BHGE (“BHGE LLC”, and together with GE and BHGE, collectively the “Parties”, and individually a “Party”).
GE DIGITAL REFERRAL AGREEMENTGe Digital Referral Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
This GE Digital Referral Agreement (the “Agreement” or “Referral Agreement”) is entered into with effect from July 31, 2019 (the “Effective Date”) by and between GE Digital LLC, a Delaware limited liability company, with its principal place of business at 2623 Camino Ramon, San Ramon, CA 94583 (“GED” or “GE Digital”) and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Referral Partner” or “BHGE”) (each of GE Digital and Referral Partner , a “Party” and together, the “Parties”).
TM2500 SUPPLY AND DISTRIBUTION AGREEMENTTm2500 Supply and Distribution Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • Delaware
This TM2500 Supply and Distribution Agreement, dated as of July 31, 2019 (the “Effective Date”) (as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”), is made by and between General Electric Company, a New York corporation (“GE”), acting through its GE Power’s Gas Power Systems business (“Seller”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE” or “Buyer”).
CREDIT AGREEMENT dated as of July 3, 2017 Among BAKER HUGHES, A GE COMPANY, LLC, as the Borrower, The Lenders Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent $3,000,000,000 REVOLVING CREDIT FACILITY JPMorgan Chase Bank, N.A.,...Credit Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
CREDIT AGREEMENT (this “Agreement”), dated as of July 3, 2017, among BAKER HUGHES, A GE COMPANY, LLC (the “Borrower”), the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (as defined below).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
This TRANSITION SERVICES AGREEMENT, dated July 31, 2019 (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 (“GE”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Baker Hughes”).
Baker Hughes Company Performance Share Unit Award Agreement For [●] (“Participant”)Share Unit Award Agreement • May 19th, 2021 • Baker Hughes Co • Oil & gas field machinery & equipment
STOCKHOLDERS AGREEMENT dated as of July 3, 2017 between BAKER HUGHES, A GE COMPANY and GENERAL ELECTRIC COMPANYStockholders Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • Delaware
WHEREAS, pursuant to that certain Transaction Agreement and Plan of Merger, dated as of October 30, 2016, among GE, Baker Hughes Incorporated, a Delaware corporation (“BHI”), the Company, and Bear MergerSub, Inc., a Delaware corporation (“Merger Sub”), as amended by the Amendment to the Transaction Agreement and Plan of Merger, dated as of March 27, 2017, among GE, BHI, the Company, Merger Sub, BHI Newco, Inc., a Delaware corporation, and Bear MergerSub 2, Inc., a Delaware corporation (as may be further amended from time to time, the “Transaction Agreement”), GE and BHI have agreed to combine GE O&G (as defined in the Transaction Agreement) with BHI and have effected or agreed to effect the Transactions (as defined herein);
SECOND AMENDMENT TO GE GLOBAL EMPLOYEE SERVICES AGREEMENTGe Global Employee Services Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
This Second Amendment to the GE Global Employee Services Agreement (this “Amendment”) is made and entered into on July 31, 2019 and shall be effective on the Trigger Date (as defined below), by and between General Electric Company, a New York corporation (“GE”) in its name and on its behalf and on behalf of its Affiliates, subsidiaries, partnerships and branches, and Baker Hughes, A GE company, LLC, a Delaware limited liability company (“Baker Hughes”) in its name and on its behalf and on behalf of its Affiliates, subsidiaries, partnerships, and branches, and amends the GE Global Employee Services Agreement, effective as of July 3, 2017, by and between GE and Baker Hughes and amended on May 24, 2018 (the “GE Global Employee Services Agreement”). Capitalized terms used but not defined in this Amendment shall have the respective meanings ascribed to them in the GE Global Employee Services Agreement.
ASSET PURCHASE AGREEMENT BY AND BETWEEN GE DIGITAL LLC AND BAKER HUGHES, A GE COMPANY, LLC DATED AS OF July 31, 2019Asset Purchase Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
EXCHANGE AGREEMENT dated as of July 3, 2017 between GENERAL ELECTRIC COMPANY, BAKER HUGHES, A GE COMPANY, and BAKER HUGHES, A GE COMPANY, LLCJoinder Agreement • July 3rd, 2017 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • Delaware
EXCHANGE AGREEMENT (this “Agreement”), dated as of July 3, 2017, by and among Baker Hughes, a GE company, LLC, a Delaware limited liability company (the “Company”), Baker Hughes, a GE company, a Delaware corporation (formerly known as Bear Newco, Inc.) (“Newco”), and General Electric Company, a New York corporation (“GE”).
Form for Senior Executives Bear Newco, Inc. Restricted Stock Unit Award Agreement For [●] (“Participant”)Restricted Stock Unit Award Agreement • March 29th, 2017 • Bear Newco, Inc.
Baker Hughes Company Restricted Stock Unit Award Agreement For [●] (“Participant”)Baker Hughes Company Restricted Stock Unit Award Agreement • May 19th, 2021 • Baker Hughes Co • Oil & gas field machinery & equipment
Bear Newco, Inc. Stock Option Award Agreement For [●] (“Participant”) Option Vesting Schedule Grant Date Options Granted Option Exercise Price Expiration Date # Options Exercisable DateStock Option Award Agreement • March 29th, 2017 • Bear Newco, Inc.
General Electric Company Boston, MA 02210 RE: Channel Agreement Ladies and Gentlemen:Baker Hughes a GE Co • July 3rd, 2017 • Oil & gas field machinery & equipment
This agreement (this “Agreement”) is entered into as of July 3, 2017, by and between GENERAL ELECTRIC COMPANY, a New York corporation (“GE”), and BAKER HUGHES, A GE COMPANY, a Delaware corporation (“Newco” and, together with GE, the “Channel Partners”).
INTERCOMPANY SERVICES AGREEMENTIntercompany Services Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
This AMENDMENT, dated as of July 31, 2019 (this “Amendment”), to the Amended and Restated Intercompany Services Agreement, dated as of November 13, 2018 (the “A&R Agreement”), is entered into by and between General Electric Company, a New York corporation (“GE”) and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the A&R Agreement.
THIRD AMENDMENT TO GE GLOBAL EMPLOYEE SERVICES AGREEMENTGlobal Employee Services Agreement • February 25th, 2021 • Baker Hughes Co • Oil & gas field machinery & equipment
This Third Amendment to the GE Global Employee Services Agreement (this “Amendment”) is made and entered into on December 2, 2020 with an effective date of October 1, 2020, by and between General Electric Company, a New York corporation (“GE”) in its name and on its behalf and on behalf of its Affiliates, subsidiaries, partnerships and branches, and Baker Hughes Holdings LLC, formerly known as Baker Hughes, A GE company, LLC, a Delaware limited liability company (“Baker Hughes”) in its name and on its behalf and on behalf of its Affiliates, subsidiaries, partnerships, and branches, and amends the GE Global Employee Services Agreement, effective as of July 3, 2017, by and between GE and Baker Hughes and amended on May 24, 2018, and July 31, 2019 (the “GE Global Employee Services Agreement”). Capitalized terms used but not defined in this Amendment shall have the respective meanings ascribed to them in the GE Global Employee Services Agreement.
ContractJoint Ownership and License Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment • New York
THIS JOINT OWNERSHIP AND LICENSE AGREEMENT (this “Agreement”), dated as of July 31, 2019 and effective as of the Effective Date (as defined below), is made and entered into by and between General Electric Company, a New York corporation (“GE”), on behalf of its Affiliates and divisions, and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Company”), on behalf of itself and its Affiliates. GE and Company shall each be referred to herein individually as a “Party,” or collectively as the “Parties.”
Baker Hughes, a GE company Restricted Stock Unit Award Agreement For [●] (“Participant”)Ge Company Restricted Stock Unit Award Agreement • February 23rd, 2018 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
FIRST AMENDMENTCredit Agreement • July 19th, 2023 • Baker Hughes Co • Oil & gas field machinery & equipment • New York
CREDIT AGREEMENT (this “Agreement”), dated as of December 10, 2019 (as amended, restated, supplemented or otherwise modified from time to time after the date hereof, this “Agreement”), among BAKER HUGHES, A GE COMPANY, HOLDINGS LLC (the “Borrower”), the Lenders (as defined below) party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent (as defined below).
FIRST AMENDMENT TO AMENDED & RESTATED HDGT DISTRIBUTION AND SUPPLY AGREEMENTDistribution and Supply Agreement • February 13th, 2020 • Baker Hughes Co • Oil & gas field machinery & equipment
This First Amendment to the Amended & Restated HDGT Distribution and Supply Agreement (the “Amendment”), effective as of 16th of September 2019 (“Amendment Effective Date”), is made by and between General Electric Company, a New York corporation (“GE”), acting through its GE Power business (“GE Power”), and legal entities operating on GE Power’s behalf (collectively, “Supplier”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Distributor”) on behalf of itself and its Affiliates (each a “Party”, and collectively, the “Parties”).
AMENDMENT TO THE AMENDED AND RESTATED GE DIGITAL MASTER PRODUCTS AND SERVICES AGREEMENTGe Digital Master Products and Services Agreement • August 1st, 2019 • Baker Hughes a GE Co • Oil & gas field machinery & equipment
This Amendment, dated July 31, 2019 (the “Amendment Effective Date”) (this “Amendment”), to the Amended and Restated GE Digital Master Products and Services Agreement, dated as of November 13, 2018 (the “Amended and Restated Agreement”), is entered into by and between GE Digital LLC, having its place of business at 2623 Camino Ramon, San Ramon, CA 94583 (“GE Digital”) and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“Baker Hughes”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Amended and Restated Agreement.
SECOND AMENDMENT AND RESTATEMENT OF PROMISSORY NOTEBaker Hughes a GE Co • August 1st, 2019 • Oil & gas field machinery & equipment • New York
This Second Amendment and Restatement of Promissory Note (as amended, modified and amended and restated from time to time, the “Promissory Note”) is effective as of the date hereof, by and between Baker Hughes, a GE company, LLC (together with its successors and permitted assigns, “Debtor”) and GE Oil & Gas US Holdings IV, Inc. (together with its successors and permitted assigns, “Creditor”, and together with Debtor, the “Parties”).
