Danaher 2009 Annual Report Download - page 264

(Y) Physical Notes and Signature Stamps:
For use as described in Section 7 hereof, the Issuer will, at its election, (a) deliver to the Bank a supply of the Issuer’s sequentially numbered,
blank Notes bearing the manual or facsimile signatures of the requisite number of Authorized Officers and having spaces to show the face or
principal amount, payee, date of issue, maturity date and amount of interest (if an interest bearing Note), and/or (b) authorize the Bank to use the
Bank’s commercial paper universal note stock, which has spaces to show the face or principal amount, payee, date of issue, maturity date,
amount of interest (if an interest bearing Note) and signature(s) of the Authorized Officers. If the Issuer elects (b), or if the Notes described in
(a) do not bear such signature(s) when delivered to the Bank, then the Issuer will, at its election, deliver to the Bank for each signature required to
be placed on the Notes either an electronic image of the requisite signature or a stamp bearing the facsimile signature of an Authorized Officer.
(Z) Book Entry Obligations, Physical Notes and Signature Stamps:
Any Obligation (as evidenced by the Note Certificate or Note bearing the manual or authorized facsimile signature of an Authorized Officer) shall,
upon the Bank’s issuance of such Obligation on behalf of the Issuer, bind the Issuer notwithstanding that such Authorized Officer shall have
died or shall have otherwise ceased to hold office on the date such Obligation is issued by the Bank. Furthermore, the Issuer agrees that the Bank
shall have no duty or responsibility to determine the genuineness of the facsimile and/or manual signatures appearing on the Note Certificate(s),
Notes or stamps but the foregoing shall not excuse the Bank from examining, and the Bank shall examine, its signature cards to determine that
signers are authorized and their signatures do not appear on their face to be incorrect or incomplete.
Section 6. Instructions
The term “Instructions” shall mean a communication, purporting to be from an Authorized Officer or Authorized Person, in the form of either (a) a
written notice including those transmitted through facsimile transmittal equipment; (b) a telephone call; and/or (c) a transmission through an instruction
and reporting communication service (“Noteline Direct”) offered by the Bank pursuant to Section 10 hereof, in each case received by the Bank at the
address specified in Section 15 prior to 1:00 p.m. New York time on the day on which the Instructions are to be operative, which shall be a day the
Bank is open for business.
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Source: DANAHER CORP /DE/, 10-K, February 24, 2010 Powered by Morningstar® Document Research℠
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