Danaher 2011 Annual Report Download - page 187

1.4 
The Schedules are part of this Agreement and have effect accordingly and terms defined there and not in the main body of this Agreement shall have
the meaning given to them there.
1.5 
References in this Agreement to Euroclear and/or Clearstream, Luxembourg shall, as the context so permits, be deemed to include reference to any
additional or alternative clearing system approved by the Issuer, the Guarantor and the Issuing and Paying Agent.
1.6 
Words denoting the singular shall include the plural and vice versa.
2. 
2.1 The Issuer and the Guarantor hereby appoint Deutsche Bank AG, London Branch, and Deutsche Bank AG, London Branch agrees to act as Issuing
and Paying Agent in respect of the Notes in accordance with the terms and conditions set out herein.
2.2 The Issuing and Paying Agent shall have the powers and authorities granted to and conferred upon it by this Agreement and such further powers and
authorities to act on behalf of the Issuer and the Guarantor that the Issuer and the Guarantor may grant to it and as are reasonably acceptable to the
Issuing and Paying Agent.
2.3 The Issuer and the Guarantor agree that Notes may be completed, issued, authenticated, delivered, kept and generally handled by the Issuing and
Paying Agent on the instructions of the Issuer or the Guarantor in the manner contemplated by this Agreement.
2.4 In the case of floating rate interest bearing Notes, the Issuing and Paying Agent agrees to make the determinations and carry out the other duties
ascribed to it as Calculation Agent pursuant to the Conditions of such Notes (including determining the amount of interest payable on, each such Note
in accordance with the redemption calculation thereto) unless the Issuing and Paying Agent has informed the Issuer or the Guarantor that it does not
wish to be appointed as Calculation Agent within two Business Days of having been so notified. The Calculation Agent shall as soon as it has made its
determination (and in any event, no later than the close of business on the date on which the determination is made) notify the Issuer, the Guarantor
and the Issuing and Paying Agent (if other than the Calculation Agent) of the redemption amount and/or if applicable the amount of interest so payable.
2.5 Any reference herein to the “Issuing and Paying Agent” or its “specified office” shall be deemed to include such other agent or office of the Issuing and
Paying Agent (as the case may be) as may be appointed or specified from time to time hereunder.
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Source: DANAHER CORP /DE/, 10-K, February 24, 2012 Powered by Morningstar® Document Research℠
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