BAKER HUGHES a GE Co LLC Sample Contracts

BAKER HUGHES a GE Co LLC – STOCK AND ASSET PURCHASE AGREEMENT dated as of February 25, 2019 among BAKER HUGHES, A GE COMPANY, LLC, GE ENERGY SWITZERLAND GMBH, and, for the limited purpose of Section 11.15(b) and the last sentence of Section 11.06, BAKER HUGHES, A GE COMPANY and for the limited purpose of the last sentence of Section 11.06, GENERAL ELECTRIC COMPANY (February 28th, 2019)

This Stock and Asset Purchase Agreement (this “Agreement”), dated as of February 25, 2019, is entered into among Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE LLC”), GE Energy Switzerland GmbH (the “Buyer”), a wholly owned subsidiary of General Electric Company, a New York corporation (“GE”) and, for the limited purpose of the last sentence of Section 11.06, GE, and for the limited purpose of Section 11.15(b) and the last sentence of Section 11.06, Baker Hughes, a GE company, a Delaware corporation (“BHGE Parent”) and the sole managing member of EHHC Newco, LLC, a Delaware limited liability company, the sole managing member of BHGE LLC. BHGE LLC and the Buyer (but not BHGE Parent or GE) are each referred to herein as a “Party”.

BAKER HUGHES a GE Co LLC – AMENDMENT NO. 2 TO THE MASTER AGREEMENT (February 28th, 2019)

THIS AMENDMENT NO. 2, dated as of February 22, 2019 (this “Amendment”), to the Master Agreement, dated as of November 13, 2018, as amended by Amendment No. 1, dated as of January 30, 2019 (as amended, modified or otherwise supplemented from time to time, the “Master Agreement”), is entered into 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 and an indirect subsidiary of BHGE (“BHGE LLC”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Master Agreement.

BAKER HUGHES a GE Co LLC – General Electric Company 33-41 Farnsworth Street Boston, MA 02210 Baker Hughes, a GE company 17021 Aldine Westfield Road Houston, Texas 77073 Attention: William D. Marsh RE: Intercompany Services Agreement Ladies and Gentlemen: (February 28th, 2019)

Reference is hereby made to that certain Amended and Restated Intercompany Services Agreement, dated as of November 13, 2018, by and between General Electric Company, a New York corporation (“GE”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE LLC”), (the “Intercompany Services Agreement”) and to that certain Amendment No. 1 to the Master Agreement, dated as of January 30, 2019, by and among GE, Baker Hughes, a GE company, a Delaware corporation, and BHGE LLC. Capitalized terms used but not defined herein shall have the respective meanings ascribed to such terms in the Intercompany Services Agreement.

BAKER HUGHES a GE Co LLC – AMENDED AND RESTATED HDGT DISTRIBUTION AND SUPPLY AGREEMENT dated as of February 27, 2019 between GENERAL ELECTRIC COMPANY and BAKER HUGHES, A GE COMPANY, LLC (February 28th, 2019)

This Amended and Restated HDGT Distribution and Supply Agreement, dated as of February 27, 2019 (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 Gas Power business unit (“GE Power”), and legal entities operating on GE Power’s behalf (collectively, with GE Power, “Supplier”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE LLC” or “Distributor”) on behalf of itself and its Affiliates (each a “Party”, and collectively, the “Parties”).

BAKER HUGHES a GE Co LLC – TRANSACTION AGREEMENT (February 28th, 2019)

THIS TRANSACTION AGREEMENT (this “Agreement”), dated as of February 28, 2019, is entered into among Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE”), General Electric Company, a New York corporation (“GE”), and GE Aero Power LLC, a Delaware limited liability company (the “Company”).

BAKER HUGHES a GE Co LLC – EMPLOYEE BENEFITS MATTERS AGREEMENT (February 19th, 2019)

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 BHGE LLC may be individually referred to herein as a “Party” or collectively as the “Parties”.

BAKER HUGHES a GE Co LLC – AMENDMENT NO. 1 TO THE MASTER AGREEMENT (February 5th, 2019)

THIS AMENDMENT NO. 1, dated as of January 30, 2019 (this “Amendment”), to the Master Agreement, dated as of November 13, 2018 (as amended, modified or otherwise supplemented from time to time, the “Master Agreement”), is entered into 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 and an indirect subsidiary of BHGE (“BHGE LLC”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Master Agreement.

BAKER HUGHES a GE Co LLC – News Release (January 31st, 2019)

Investor Contact:Philipp Mueller, +1 281 809 9088, investor.relations@bhge.comMedia Contact:Stephanie Cathcart, +1 202 549 6462, stephanie.cathcart@bhge.com

BAKER HUGHES a GE Co LLC – Contract (November 13th, 2018)

This AMENDED AND RESTATED Trademark License Agreement (this “Agreement”), dated as of November 13, 2018, 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 a GE Co LLC – AMENDED AND RESTATED INTERCOMPANY SERVICES AGREEMENT (November 13th, 2018)
BAKER HUGHES a GE Co LLC – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (November 13th, 2018)

Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with the consolidated and combined financial statements included as Exhibit 99.2 to this Current Report.

BAKER HUGHES a GE Co LLC – UNAUDITED PRO FORMA CONSOLIDATED AND COMBINED FINANCIAL STATEMENT (November 13th, 2018)

The following unaudited pro forma consolidated and combined statement of income (loss) of Baker Hughes, a GE company (the "Company" or “BHGE”) for the year ended December 31, 2017 combines the audited consolidated and combined historical statement of income (loss) of BHGE and the unaudited condensed consolidated historical statement of income (loss) for Baker Hughes Incorporated (“Baker Hughes” or "BHI") adjusted to give effect to the Transactions, as defined in “Note 1. Description of the Transactions” in the notes to the unaudited pro forma consolidated and combined financial statements. The Transactions were accounted for under the acquisition method of accounting in accordance with Accounting Standards Codification 805, Business Combinations (“ASC 805”) as if their consummation (“Closing”) had occurred on January 1, 2017.

BAKER HUGHES a GE Co LLC – SUPPLY AGREEMENT dated as of November 13, 2018 between GENERAL ELECTRIC COMPANY and BAKER HUGHES, A GE COMPANY, LLC (November 13th, 2018)
BAKER HUGHES a GE Co LLC – AMENDED AND RESTATED SUPPLY AGREEMENT (November 13th, 2018)
BAKER HUGHES a GE Co LLC – AMENDED AND RESTATED SUPPLY AGREEMENT (November 13th, 2018)
BAKER HUGHES a GE Co LLC – General Electric Company (November 13th, 2018)
BAKER HUGHES a GE Co LLC – EQUITY REPURCHASE AGREEMENT (November 13th, 2018)

This EQUITY REPURCHASE AGREEMENT (this “Agreement”), is entered into as of November 13, 2018, 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 (“BHGE LLC”). Each of the foregoing parties is referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed thereto in the BHGE LLC Agreement (as defined below).

BAKER HUGHES a GE Co LLC – UMBRELLA AERO-DERIVATIVES IP AGREEMENT (November 13th, 2018)

This Umbrella Aero-Derivatives IP Agreement (this “Umbrella Agreement”), entered into as of November 13, 2018, is made by and between General Electric Company, a New York corporation (“GE”), acting through its GE Aviation business unit (“GE Aviation”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE”). BHGE and GE Aviation may be referred to individually herein as a “Party” and collectively as the “Parties”.

BAKER HUGHES a GE Co LLC – AMENDED AND RESTATED STOCKHOLDERS AGREEMENT dated as of November 13, 2018 between BAKER HUGHES, A GE COMPANY and GENERAL ELECTRIC COMPANY (November 13th, 2018)

AMENDED AND RESTATED STOCKHOLDERS AGREEMENT, dated as of November 13, 2018 (this “Agreement”), between General Electric Company, a New York corporation (“GE”) and Baker Hughes, a GE company (formerly known as Bear Newco, Inc.), a Delaware corporation (the “Company”). Certain terms used in this Agreement are defined in Section 1.1.

BAKER HUGHES a GE Co LLC – Contract (November 13th, 2018)

THIS AMENDED AND RESTATED INTELLECTUAL PROPERTY CROSS LICENSE AGREEMENT (this “Agreement”), as of November 13, 2018 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, 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 Co LLC – General Electric Company (November 13th, 2018)

Re: Following aspects of that certain Amended and Restated Intellectual Property Cross License Agreement, by and between General Electric Company and Baker Hughes, a GE company, LLC, dated as of the date hereof (the “Amended and Restated Intellectual Property Cross License Agreement”)

BAKER HUGHES a GE Co LLC – SUPPLY AND TECHNOLOGY DEVELOPMENT AGREEMENT (November 13th, 2018)

This 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 November 13, 2018 (the “Signing Date”), is made by and among General Electric Company, a New York corporation (“GE”), acting through its GE Aviation business unit and the legal entities operating on its behalf (“GE Aviation”), and Baker Hughes, a GE company, LLC, a Delaware limited liability company (“BHGE”), and General Electric Company, a New York corporation, on behalf of its GE Power business (“GE Power”).

BAKER HUGHES a GE Co LLC – FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (November 13th, 2018)

We have audited the accompanying consolidated and combined statement of financial position of Baker Hughes, a GE company and subsidiaries (the “Company”) as of December 31, 2017, the related consolidated and combined statements of income (loss), comprehensive income (loss), changes in equity, and cash flows for the year ended December 31, 2017, and the related notes (collectively, the “consolidated and combined financial statements”). In our opinion, the consolidated and combined financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017, and the results of its operations and its cash flows for the year ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.

BAKER HUGHES a GE Co LLC – AMENDED AND RESTATED GE DIGITAL MASTER PRODUCTS AND SERVICES AGREEMENT dated as of November 13, 2018 between GE DIGITAL LLC and BAKER HUGHES, A GE COMPANY, LLC (November 13th, 2018)
BAKER HUGHES a GE Co LLC – MASTER AGREEMENT dated as of November 13, 2018 among GENERAL ELECTRIC COMPANY, BAKER HUGHES, A GE COMPANY, and BAKER HUGHES, A GE COMPANY, LLC (November 13th, 2018)
BAKER HUGHES a GE Co LLC – General Electric Company (November 13th, 2018)
BAKER HUGHES a GE Co LLC – News Release (October 30th, 2018)

Investor Contact:Philipp Mueller, +1 281 809 9088, investor.relations@bhge.comMedia Contact:Stephanie Cathcart, +1 202 549 6462, stephanie.cathcart@bhge.com

BAKER HUGHES a GE Co LLC – BAKER HUGHES, A GE COMPANY, LLC EXECUTIVE SEVERANCE PROGRAM(As Adopted Effective January 1, 2019) (October 30th, 2018)
BAKER HUGHES a GE Co LLC – News Release (July 20th, 2018)

Investor Contact:Philipp Mueller, +1 281 809 9088, investor.relations@bhge.comMedia Contact:Stephanie Cathcart, +1 202 549 6462, stephanie.cathcart@bhge.com

BAKER HUGHES a GE Co LLC – Baker Hughes, a GE company Restricted Stock Unit Award Agreement For Lorenzo Simonelli (“Participant”) (June 1st, 2018)
BAKER HUGHES a GE Co LLC – Baker Hughes, a GE company Outperformance Share Unit Award Agreement For Lorenzo Simonelli (“Participant”) (June 1st, 2018)
BAKER HUGHES a GE Co LLC – News Release (April 20th, 2018)

Investor Contact:Philipp Mueller, +1 281 809 9088, investor.relations@bhge.comMedia Contact:Stephanie Cathcart, +1 202 549 6462, stephanie.cathcart@bhge.com

BAKER HUGHES a GE Co LLC – News Release (April 20th, 2018)

Investor Contact:Philipp Mueller, +1 281 809 9088, investor.relations@bhge.comMedia Contact:Stephanie Cathcart, +1 202 549 6462, stephanie.cathcart@bhge.com

BAKER HUGHES a GE Co LLC – Contract (March 26th, 2018)

Not to be copied, distributed, or reproduced without prior approval. © 2018 Baker Hughes, a GE company - All rights reserved. Scotia Howard Weil 2018 Energy Conference Lorenzo Simonelli Chairman & CEO March 26, 2018

BAKER HUGHES a GE Co LLC – News Release (January 24th, 2018)

Investor Contact:Philipp Mueller, +1 281 809 9088, investor.relations@bhge.comMedia Contact:Stephanie Cathcart, +1 202 549 6462, stephanie.cathcart@bhge.com