Ralliant Corp Sample Contracts

CREDIT AGREEMENT Dated as of May 15, 2025, among RALLIANT CORPORATION and certain of its Subsidiaries, as Borrowers, PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, an L/C Issuer and Swing Line Lender, and the other LENDERS party hereto...
Credit Agreement • May 19th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • New York

This CREDIT AGREEMENT, dated as of May 15, 2025 (this “Agreement”), is entered into among RALLIANT CORPORATION, a Delaware corporation (the “Company”), certain Domestic Subsidiaries of the Company party hereto pursuant to Section 2.14 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent, an L/C Issuer and Swing Line Lender.

TAX MATTERS AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025
Tax Matters Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This TAX MATTERS AGREEMENT (this “Agreement”), is entered into as of June 27, 2025 between Fortive Corporation, a Delaware corporation (“Fortive”), and Ralliant Corporation, a Delaware corporation (“Ralliant” and, together with Fortive, the “Parties,” and each, a “Party”). Capitalized terms used in this Agreement and not defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of the date hereof, between the Parties (the “Separation Agreement”).

EMPLOYEE MATTERS AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025
Employee Matters Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of June 27, 2025, is entered into by and between Fortive Corporation, a Delaware corporation (“Fortive”), and Ralliant Corporation, a Delaware corporation and a wholly owned subsidiary of Fortive (“Ralliant”). “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement or the Separation Agreement, shall have the meaning set forth in Section 1.1.

FORT SOLUTIONS LICENSE AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025 FORT SOLUTIONS LICENSE AGREEMENT
License Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This FORT SOLUTIONS LICENSE AGREEMENT (this “Agreement”), dated as of June 27, 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

SEPARATION AND DISTRIBUTION AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025
Separation and Distribution Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of June 27, 2025, is entered into by and between Fortive Corporation, a Delaware corporation (“Fortive”), and Ralliant Corporation, a Delaware corporation and a wholly owned subsidiary of Fortive (“Ralliant”). “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

TRANSITION SERVICES AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025
Transition Services Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of June 27, 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

FORM OF FBS LICENSE AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [•], 2025 FBS LICENSE AGREEMENT
FBS License Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This FBS LICENSE AGREEMENT (this “Agreement”), dated as of [•], 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

FORM OF SEPARATION AND DISTRIBUTION AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [●], 2025
Separation and Distribution Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”), dated as of [●], 2025, is entered into by and between Fortive Corporation, a Delaware corporation (“Fortive”), and Ralliant Corporation, a Delaware corporation and a wholly owned subsidiary of Fortive (“Ralliant”). “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

FORM OF TAX MATTERS AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [●], 2025
Tax Matters Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This TAX MATTERS AGREEMENT (this “Agreement”), is entered into as of [●], 2025 between Fortive Corporation, a Delaware corporation (“Fortive”), and Ralliant Corporation, a Delaware corporation (“Ralliant” and, together with Fortive, the “Parties,” and each, a “Party”). Capitalized terms used in this Agreement and not defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of the date hereof, between the Parties (the “Separation Agreement”).

FORM OF FORT SOLUTIONS LICENSE AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [•], 2025 FORT SOLUTIONS LICENSE AGREEMENT
License Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This FORT SOLUTIONS LICENSE AGREEMENT (this “Agreement”), dated as of [●], 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

Contract
Restricted Stock Unit Agreement • August 11th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware
Contract
Restricted Stock Unit Agreement • November 6th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware
FBS LICENSE AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025 FBS LICENSE AGREEMENT
FBS License Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This FBS LICENSE AGREEMENT (this “Agreement”), dated as of June 27, 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

FORM OF TRANSITION SERVICES AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [•], 2025
Transition Services Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [•], 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

Contract
Indemnification Agreement • November 6th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware
FORM OF INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [•], 2025 INTELLECTUAL PROPERTY MATTERS AGREEMENT
Intellectual Property Matters Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of [•], 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.

RALLIANT CORPORATION NON-EMPLOYEE DIRECTORS’ DEFERRED COMPENSATION PLAN Election Form
Non-Employee Directors’ Deferred Compensation Plan • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control

This Agreement made as of ____ by and between ____ (the “Participant”), and Ralliant Corporation (the “Company”) pursuant to the Ralliant Corporation Non-Employee Directors’ Deferred Compensation Plan (the “Sub-Plan”).

FORM OF EMPLOYEE MATTERS AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of [●], 2025
Employee Matters Agreement • May 5th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of [●], 2025, is entered into by and between Fortive Corporation, a Delaware corporation (“Fortive”), and Ralliant Corporation, a Delaware corporation and a wholly owned subsidiary of Fortive (“Ralliant”). “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement or the Separation Agreement, shall have the meaning set forth in Section 1.1.

INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between FORTIVE CORPORATION and RALLIANT CORPORATION Dated as of June 27, 2025 INTELLECTUAL PROPERTY MATTERS AGREEMENT
Intellectual Property Matters Agreement • June 30th, 2025 • Ralliant Corp • Industrial instruments for measurement, display, and control • Delaware

This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of June 27, 2025, is entered into by and between Fortive Corporation (“Fortive”), a Delaware corporation, and Ralliant Corporation (“Ralliant”), a Delaware corporation. “Party” or “Parties” means Fortive or Ralliant, individually or collectively, as the case may be.