0001757073-19-000010 Sample Contracts

ENVISTA HOLDINGS CORPORATION
Stock Option Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

Unless otherwise defined herein, the terms defined in the Envista Holdings Corporation 2019 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”).

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ENVISTA HOLDINGS CORPORATION
Restricted Stock Unit Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

Unless otherwise defined herein, the terms defined in the Envista Holdings Corporation 2019 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”).

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ENVISTA HOLDINGS CORPORATION
Stock Option Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

Unless otherwise defined herein, the terms defined in the Envista Holdings Corporation 2019 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Stock Option Agreement (the “Agreement”).

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ENVISTA HOLDINGS CORPORATION
Restricted Stock Unit Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

Unless otherwise defined herein, the terms defined in the Envista Holdings Corporation 2019 Omnibus Incentive Plan (the “Plan”) will have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”).

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This Agreement is made as of the last date set forth below by and between Envista Holdings Corporation, a Delaware corporation (the “Corporation), and the individual whose signature is set forth on the signature line below (the “Indemnitee”), a director or officer of the Corporation.

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FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This REGISTRATION RIGHTS AGREEMENT, dated as of [•], 2019 (this “Agreement”), is by and between Envista Holdings Corporation, a Delaware corporation (“Envista”), and Danaher Corporation, a Delaware corporation (“Danaher”).

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FORM OF EMPLOYEE MATTERS AGREEMENT by and between DANAHER CORPORATION And ENVISTA HOLDINGS CORPORATION Dated as of [•], 2019
Employee Matters Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of [•], 2019, is entered into by and between Danaher Corporation, a Delaware corporation (“Danaher”), and Envista Holdings Corporation, a Delaware corporation and a wholly owned subsidiary of Danaher (“Envista”). “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement or the Separation Agreement, shall have the meaning set forth in Section 1.1.

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FORM OF DBS LICENSE AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of [•]
DBS License Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This DBS LICENSE AGREEMENT (this “Agreement”), dated as of [•] (the “Effective Date”), is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Envista Holdings Corporation (“Envista”), a Delaware corporation. “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be.

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FORM OF INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of [•]
Intellectual Property Matters Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of [•] (the “Effective Date”), is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Envista Holdings Corporation (“Envista”), a Delaware corporation. “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be.

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FORM OF TRANSITION SERVICES AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of [•]
Transition Services Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of [•] (the “Effective Date”), is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Envista Holdings Corporation (“Envista”), a Delaware corporation. “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be.

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FORM OF SEPARATION AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of [•], 2019
Separation Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This SEPARATION AGREEMENT (this “Agreement”), dated as of [•], 2019, is entered into by and between Danaher Corporation, a Delaware corporation (“Danaher”), and Envista Holdings Corporation, a Delaware corporation and a wholly owned subsidiary of Danaher (“Envista”). “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be. Capitalized terms used and not defined herein shall have the meaning set forth in Section 1.1.

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FORM OF TAX MATTERS AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of [ • ]
Tax Matters Agreement • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies

This TAX MATTERS AGREEMENT (this “Agreement”), is entered into as of [DATE], between Danaher Corporation, a Delaware corporation (“Danaher”) and Envista Holdings Corporation, a Delaware corporation (“Envista” and, together with Danaher, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of the date hereof, between the Parties (the “Separation Agreement”).

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ENVISTA HOLDINGS CORPORATION AND ITS SUBSIDIARIES AGREEMENT
Agreement Regarding Competition and Protection of Proprietary Interests • July 22nd, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware
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