0001193125-15-005397 Sample Contracts

INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT
Intellectual Property Cross-License Agreement • January 9th, 2015 • Netscout Systems Inc • Services-computer integrated systems design

THIS INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT (this “Agreement”) is entered into as of [—], 201[—] (the “Effective Date”) by and between Danaher Corporation, a Delaware corporation (“Danaher”) and Potomac Holding LLC, a Delaware limited liability company (the “Newco” and, collectively with Danaher, the “Parties”). Capitalized terms used herein without being defined in this Agreement shall have the respective meanings given such terms in the Separation and Distribution Agreement, dated as of October 12, 2014 (as amended, modified or supplemented from time to time in accordance with its terms, the “Distribution Agreement”), by and between Danaher and Newco.

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DBS LICENSE AGREEMENT
DBS License Agreement • January 9th, 2015 • Netscout Systems Inc • Services-computer integrated systems design

THIS DBS LICENSE AGREEMENT (this “Agreement”) is entered into as of [—], 201[—] (the “Effective Date”) by and between Danaher Corporation, a Delaware corporation (“Danaher”) and Potomac Holding LLC, a Delaware limited liability company (the “Newco” and, collectively with Danaher, the “Parties”). Capitalized terms used herein without being defined in this Agreement shall have the respective meanings given such terms in the Separation and Distribution Agreement, dated as of October 12, 2014 (as amended, modified or supplemented from time to time in accordance with its terms, the “Distribution Agreement”), by and between Danaher and Newco.

TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • January 9th, 2015 • Netscout Systems Inc • Services-computer integrated systems design • Delaware

This Trademark License Agreement is dated as of [—], 201 (the “Effective Date”), by and between Danaher Corporation, a Delaware corporation (“Licensor”), and Potomac Holding LLC, a Delaware limited liability company and presently an indirect wholly owned Subsidiary of Licensor (“Licensee”) (each a “Party” and together, the “Parties”).

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