Danaher 2009 Annual Report Download - page 333

to be bound by the terms of this Agreement and the Agency Agreement in form and substance satisfactory to the Dealers, (c) a legal opinion from
counsel acceptable to the Dealers and qualified in the law of the jurisdiction of incorporation of the new Issuer and (d) a supplemental Information
Memorandum. Danaher shall procure that the new Issuer shall comply with and discharge its obligations under this Agreement, the Agency
Agreement, the Deed of Covenant executed by it and the Notes issued by it. In addition, if requested by the Dealers, a legal opinion, in form and
substance satisfactory to the Dealers, shall be delivered by counsel to the Dealers as to the laws of England.
8. 
8.1 
All notices and other communications hereunder shall, save as otherwise provided in this Agreement, be made in writing and in English (by letter or fax)
and shall be sent to the intended recipient at the address or fax number and marked for the attention of the person (if any) from time to time designated
by that party to the other parties hereto for such purpose. The initial address and fax number so designated by each party are set out in the Programme
Summary.
8.2 
Any communication from any party to any other party under this Agreement shall be effective if sent by letter or fax upon receipt by the addressee,
provided that any such notice or other communication which would otherwise take effect after 4.00 p.m. on any particular day shall not take effect until
10.00 a.m. on the immediately succeeding business day in the place of the addressee.
9. 
A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this
Agreement.
10. 
10.1 
This Agreement and all matters arising from or connected with it are governed by, and shall be construed in accordance with, English law.
10.2 
The courts of England have exclusive jurisdiction to settle any dispute (a “ ”), arising from or connected with this Agreement (including a
dispute regarding the existence, validity or termination of this Agreement) or the consequences of its nullity.
10.3 
The parties agree that the courts of England are the most appropriate and convenient courts to settle any Dispute and, accordingly, that they will not
argue to the contrary.
10.4 
Clause 10.2 is only for the benefit of any Dealer. As a result, nothing in this Clause 10 prevents any Dealer from taking proceedings relating to a Dispute
(“”) in any other courts with jurisdiction. To the extent allowed by law, the any Dealer may take concurrent Proceedings in any number of
jurisdictions.
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Source: DANAHER CORP /DE/, 10-K, February 24, 2010 Powered by Morningstar® Document Research℠
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