Portland General Electric(POR) - 2025 Q4 - Annual Results

Exhibit 2.1 ASSET PURCHASE AND SERVICE AREA TRANSFER AGREEMENT by and between GEM SUB LLC, PACIFICORP and PORTLAND GENERAL ELECTRIC COMPANY Page ARTICLE I DEFINITIONS; INTERPRETATION ARTICLE II THE TRANSACTIONS Dated as of February 15, 2026 TABLE OF CONTENTS ARTICLE III REPRESENTATIONS AND WARRANTIES OF THE SELLER 2 1.1 Defined Terms 8 1.2 Definitions 29 2.1 Transferred Assets, Service Area Transfer, Excluded Assets, Assumed Liabilities and Excluded Liabilities 31 2.2 Non-Assignable Assets 35 2.3 Considerat ...