DANAHER CORPORATION (a Delaware corporation) 17,500,000 Shares of Common Stock PURCHASE AGREEMENTPurchase Agreement • June 15th, 2011 • 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 Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, Barclays Capital Inc. and UBS Securities LLC 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 numbers of shares of Common Stock, par value $0.01 per share, of the Company (“Common Stock”) set forth in said Schedule A, and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 1,750,000 additional shares of Common Stock. The aforesaid 17,500,000 shares of Common Stock
