Danaher 2011 Annual Report Download - page 190

4.4 
The Issuing and Paying Agent shall (if applicable) give instructions to the relevant clearing system to credit the Notes to the Issuing and Paying Agent’s
distribution account. Each Note credited to the Issuing and Paying Agent’s distribution account with the relevant clearing system following the delivery
of the Notes in accordance with Clause 4.3 above shall be held to the order of the Issuer pending delivery to the relevant Dealer on a delivery against
payment basis in accordance with the normal procedures of the relevant clearing system. The Issuing and Paying Agent shall on the issue date and
against receipt of funds from the relevant Dealer transfer the proceeds of issue to the Issuer to the relevant account notified by the Issuer to the Issuing
and Paying Agent in accordance with Clause 4.1 above.
4.5 
If on the issue date the relevant Dealer does not pay the subscription price due from it in respect of any Note (the “ ”) and as a result the
Defaulted Note remains in the Issuing and Paying Agent’s distribution account with the relevant clearing system after the issue date (rather than being
credited to the Dealer’s account against payment), the Issuing and Paying Agent will continue to hold the Defaulted Note to the order of the Issuer.
4.6 
The Issuer hereby authorises and instructs the Issuing and Paying Agent to complete, authenticate and deliver on its behalf Definitive Notes in
accordance with the terms of any Global Note presented to the Issuing and Paying Agent for exchange in whole (but not in part only).
4.7 
The Issuer will give at least 10 Business Days’ prior written notice to the Issuing and Paying Agent of a change in the Maximum Amount of Notes
which may be issued under the Dealer Agreement.
4.8 
The Issuer will promptly notify the Issuing and Paying Agent of the appointment, resignation, or termination of the appointment of any Dealer under
the Dealer Agreement. If the notification is in respect of the appointment of a new Dealer, the Issuer will notify the Issuing and Paying Agent two
Business Days prior to the issue of any Notes.
4.9 
If the Issuing and Paying Agent pays an amount (the “ ”) to the Issuer on the basis that a payment (the “ ”) has been, or will be,
received from any Dealer or any other person, and if the Payment has not been, or is not, received by the Issuing and Paying Agent on the date the
Issuing and Paying Agent pays the Advance to the Issuer, the Issuer shall on demand reimburse the Issuing and Paying Agent the Advance and pay
interest thereon from (and including) the date on which it is paid out to (but excluding) the earlier of the date of reimbursement of the Advance in full or
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Source: DANAHER CORP /DE/, 10-K, February 24, 2012 Powered by Morningstar® Document Research℠
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