TRANSITION SERVICES AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and ADEMCO INC. Dated as of October 19, 2018Transition Services Agreement • October 19th, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of October 19, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and ADEMCO INC., a Delaware corporation (“Homes Subsidiary”).
SEPARATION AND DISTRIBUTION AGREEMENT by and between HONEYWELL INTERNATIONAL INC. and RESIDEO TECHNOLOGIES, INC. Dated as of October 19, 2018Separation and Distribution Agreement • October 19th, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
SEPARATION AND DISTRIBUTION AGREEMENT, dated as of October 19, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and RESIDEO TECHNOLOGIES, INC., a Delaware corporation (“SpinCo”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
ContractTax Matters Agreement • October 19th, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
TAX MATTERS AGREEMENT (this “Agreement”), dated as of October 19, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“HII”), and RESIDEO TECHNOLOGIES, INC., a Delaware corporation (“SpinCo”, and HII and SpinCo, collectively, the “Parties”).
EMPLOYEE MATTERS AGREEMENT By and Between HONEYWELL INTERNATIONAL INC. and RESIDEO TECHNOLOGIES, INC. Dated as of October 19, 2018Employee Matters Agreement • October 19th, 2018 • Resideo Technologies, Inc. • Wholesale-hardware
EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of October 19, 2018, by and between HONEYWELL INTERNATIONAL INC., a Delaware corporation (“Honeywell”), and RESIDEO TECHNOLOGIES, INC., a Delaware corporation (“SpinCo”, and together with Honeywell, the “Parties”).
PATENT CROSS-LICENSE AGREEMENT BY AND BETWEEN HONEYWELL INTERNATIONAL INC. AND RESIDEO TECHNOLOGIES, INC.Patent Cross-License Agreement • October 19th, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
This Patent Cross-License Agreement (this “Agreement”) is made and entered into as of October 19, 2018 by and between Honeywell International Inc., a Delaware corporation (“Honeywell”), and Resideo Technologies, Inc., a Delaware corporation (“Homes” or “SpinCo”) and shall become effective as of the Distribution Date (as defined below). Honeywell and Homes are referred to herein individually as a “Party” and collectively as the “Parties.”
TRADEMARK LICENSE AGREEMENT BY AND BETWEEN HONEYWELL INTERNATIONAL INC. AND RESIDEO TECHNOLOGIES, INC.Trademark License Agreement • October 19th, 2018 • Resideo Technologies, Inc. • Wholesale-hardware • New York
AGREEMENT is made and entered into as of the 19th day of October, 2018, between Honeywell International Inc., a corporation of the state of Delaware, U.S.A., having offices located at 115 Tabor Road, Morris Plains, NJ 07950 (“Licensor”) and Resideo Technologies, Inc., located at 1985 Douglas Drive North, Golden Valley, Minnesota 55422 (“Resideo”), on behalf of itself and its wholly-owned Subsidiaries (as hereafter defined) that are listed on Attachment A (each of Resideo and such wholly-owned Subsidiaries, a “Licensee”) and shall become effective as of the Distribution Date (as hereafter defined).
RESIDEO FUNDING INC., as Issuer THE GUARANTORS PARTY HERETO, as Guarantors DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Registrar, Paying Agent and Authenticating Agent 6.125% SENIOR NOTES DUE 2026...Resideo Technologies, Inc. • October 19th, 2018 • Wholesale-hardware • New York
This INDENTURE, dated as of October 19, 2018 (this “Indenture”), is by and among Resideo Funding Inc., a Delaware corporation (the “Issuer”), the Guarantors party hereto, Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, a New York banking corporation, as registrar (“Registrar”), paying agent (“Paying Agent”) and authenticating agent (“Authenticating Agent”).
