Danaher 2011 Annual Report Download - page 192

Business Day preceding any relevant interest payment date of each Note, an amount sufficient to pay the full amount payable on such date by way of
principal, interest or otherwise in respect thereof:
(a) in the case of Sterling Notes, by transfer of same day value Sterling funds to such account of the Issuing and Paying Agent at such bank in
London as the Issuing and Paying Agent may from time to time designate for the purpose;
(b) in the case of Euro Notes, by transfer of same day value Euro funds to such account of the Issuing and Paying Agent as the Issuing and
Paying Agent may from time to time designate for the purpose; and
(c) in the case of Notes denominated in any other currency, by transfer of immediately available and freely transferable funds in such other
currency to such account of the Issuing and Paying Agent at such bank in the principal financial centre for such other currency as the Issuing
and Paying Agent may from time to time designate for the purpose,
or, in each case, by such other form of transfer as may be agreed between the Issuer, failing whom the Guarantor, and the Issuing and Paying Agent. If
the Issuing and Paying Agent determines in its absolute discretion that the payment in accordance with this Clause 5.1 is required to be made earlier, it
will provide to the Issuer or the Guarantor, as the case may be, not less than 30 days prior notice in writing of such requirement.
5.2 
The Issuer, failing whom the Guarantor, shall ensure that no later than 12.00 noon (local time) on the second Business Day preceding the date on
which any payment is to be made to the Issuing and Paying Agent pursuant to Clause 5.1 ( Payment to the Issuing and Paying Agent ), the Issuing
and Paying Agent shall receive confirmation that it has issued an irrevocable instruction for payment of such amount to be made to the Issuing and
Paying Agent, to include confirmation of the relevant account details, the amount to be paid and the value date for such payment.
5.3 
If the Issuing and Paying Agent has not received the full amount payable in respect of any Note on its Maturity Date or the relevant interest payment
date but receives, or is satisfied that it will receive, the full amount later, it may, in its sole discretion and in respect of which it is under no obligation,
as paying agent of the Issuer pay on behalf of the Issuer on or after each due date for payment the amount due to be paid on surrender or presentation of
the Notes in accordance with their terms.
If the Issuing and Paying Agent makes such payment on behalf of the Issuer under this Clause 5.3 at a time when it has not received payment in full in
respect of the relevant Notes in accordance with Clause 5.1 ( Payment to the Issuing and Paying Agent) (the excess of the amounts so paid over the
amounts so received being the “”), the Issuer, failing whom the Guarantor, shall be liable on demand by the Issuing and Paying Agent to pay
to the Issuing and Paying Agent the Shortfall plus interest at a rate quoted at that time by the Issuing and Paying Agent as its cost of funding the
Shortfall (plus one per cent. per annum) as certified by the Issuing and Paying Agent to the Issuer and the Guarantor. Such interest shall accrue daily.
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Source: DANAHER CORP /DE/, 10-K, February 24, 2012 Powered by Morningstar® Document Research℠
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