0001193125-08-037681 Sample Contracts

INTERPURCHASER AGREEMENT
Interpurchaser Agreement • February 26th, 2008 • Beckman Coulter Inc • Laboratory analytical instruments • New York

The parties hereto wish to set forth certain agreements with respect to their respective rights in the assets and properties of the Originator.

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OMNIBUS AMENDMENT
Omnibus Amendment • February 26th, 2008 • Beckman Coulter Inc • Laboratory analytical instruments

THIS OMNIBUS AMENDMENT (this “Amendment”), dated as of February 6, 2008, is by and among BECKMAN COULTER FINANCE COMPANY LLC, a Delaware limited liability company (the “Seller”), BECKMAN COULTER, INC., a Delaware corporation, as servicer (the “Servicer”), the financial institutions party hereto (the “Financial Institutions”), Park Avenue Receivables Company LLC (“PARCO”, and together with the Financial Institutions, the “Purchasers”), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Purchasers (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meaning given to such terms in the Purchase Agreement defined below, or if not defined therein, in the Sale Agreement defined below.

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