DANAHER CORPORATION (a Delaware corporation)Purchase Agreement • March 3rd, 2009 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • New York
Danaher Corporation, a Delaware corporation (the “Company”), confirms its agreement with each of the Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Goldman, Sachs & Co., Banc of America Securities LLC and Deutsche Bank Securities Inc. are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in said Schedule A of $750,000,000 aggregate principal amount of the Company’s 5.40% Senior Notes due 2019 (the “Securities”). The Securities are to be issued pursuant to an indenture (the “Base Indenture”) between the Company and The Bank of New York Trust Company, N.A., as trustee (the “Trustee”) and a supplemental indenture (the “Supplemental Indenture” and, together with the
