License Grant. Subject to the terms and conditions of this Agreement, Abmuno grants to Arcus, and Arcus accepts, an exclusive (even as to Abmuno and its Affiliates), non-transferable (except as set forth in [Section 11.7]) license, with the right to sublicense (as provided in [Section 2.2]) under the Licensed IP, to make, have made, use, register, sell, offer to sell, have sold, import, export, exploit, research, improve, Develop and Commercialize Licensed Products in the Field in the Territory.

Grant Price. The Grant Price for each grant of an SAR shall be determined by the Committee and shall be specified in the Award Agreement; provided, however, the Grant Price must be at least equal to one hundred percent (100%) of the FMV of a Share as of the Grant Date.

Award Grant. Executive will be eligible to participate in long-term incentive programs maintained by the Company from time to time in the sole discretion of the Company. Any such long-term incentive awards will be subject to the terms and conditions set forth in the applicable plan and award agreement

PSU Grant. The Management Development and Compensation Committee ("Committee") of the Board of Directors of General Electric Company ("Company") has granted Performance Stock Units with Dividend Equivalents ("PSUs") to the individual named on the front of this Certificate ("Grantee"). Each PSU entitles the Grantee to receive from the Company # one share of General Electric Company common stock, par value ​ per share ("Common Stock"), and # cash payments based on dividends paid to shareholders of such stock, for each PSU for which the restrictions set forth in paragraph 3 lapse in accordance with their terms, each in accordance with the terms of this Grant, the GE 2007 Long Term Incentive Plan ("Plan"), and any rules and procedures adopted by the Committee.

Equity Grant. Effective as of your Start Date, the Company will issue you 3,892,415 options to purchase a fixed number of shares of the Company’s common stock, ​ par value per share (the “Common Stock”), representing 4.0% of the total number of shares of the Company’s capital stock outstanding as of your Start Date, on an as-converted to Common Stock basis, including for purposes of this calculation the exercise of all options and warrants, including any shares issuable pursuant to existing option agreements or other instruments such as promissory notes, and the conversion of convertible securities outstanding as of the Start Date. This option grant will have an exercise price equal to the fair market value of the Common Stock on the Start Date (as determined by the Board or Compensation Committee) and, to the extent permitted under tax law, will be comprised of incentive stock options under ​

Option Grant. The Company hereby grants to the Optionee, as of the Date of Grant, the right and option (this “Option”) to purchase the number of shares of the Company’s Common Stock (the “Shares”) for the exercise price per share (the “Exercise Price”), all as set forth below. Such Option shall vest and terminate according to the vesting schedule and term information described below. All terms of this Stock Option Grant Agreement shall be subject to the terms and conditions of the 2005 Long-Term Incentive Plan:

Date of Adoption, Effective Date. The Plan was adopted by the Board of Directors of the Company on ​, and will become effective on ​, if approved by the shareholders of the Company on ​ in accordance with applicable law (such approval date, the “Effective Date”).

EFFECTIVE DATE. The Plan, as amended and restated herein, applies for Restricted Cash Awards granted on or after the effective date on the cover page.

PAYMENT DATE. Each vested Restricted Cash Award shall be paid at the time prescribed by the Award Letter.

Separation Date. Executive’s employment at Patterson as Special Advisor will end effective ​ (the “Separation Date”). The period between the date of Executive’s execution of this Agreement and the Separation Date or earlier termination date shall be referred to as the “Transition Period.” Executive remains subject to termination for Cause (as defined herein) during the Transition Period.