0001193125-08-159681 Sample Contracts

ROPER INDUSTRIES, INC. Debt Securities Underwriting Agreement Standard Provisions
Underwriting Agreement • July 29th, 2008 • Roper Industries Inc • Industrial instruments for measurement, display, and control • New York

From time to time, Roper Industries, Inc., a Delaware corporation (the “Company”), may enter into one or more underwriting agreements in the form of Annex A hereto that incorporate by reference these Standard Provisions (collectively with these Standard Provisions, an “Underwriting Agreement”) that provide for the sale of the securities designated in such Underwriting Agreement (the “Securities”) to the several Underwriters named therein (the “Underwriters”), for whom the Underwriter(s) named therein shall act as representative (the “Representative”). The Underwriting Agreement, including these Standard Provisions, is sometimes referred to herein as this “Agreement”. The Securities will be issued pursuant to an Indenture dated as of _______, __________ (the “Indenture”) by and between the Company and Wells Fargo Bank, N.A., as trustee (the “Trustee”).

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ROPER INDUSTRIES, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee [FORM OF] INDENTURE Dated as of , 20
Indenture • July 29th, 2008 • Roper Industries Inc • Industrial instruments for measurement, display, and control

THIS INDENTURE, dated as of between ROPER INDUSTRIES, INC. (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (the “Trustee”),

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