0001193125-06-078863 Sample Contracts

AGREEMENT AND PLAN OF MERGER Dated as of April 12, 2006 by and among DANAHER CORPORATION SMILE ACQUISITION CORP. and SYBRON DENTAL SPECIALTIES, INC.

Agreement and Plan of Merger • April 12th, 2006 • Sybron Dental Specialties Inc • Dental equipment & supplies • Delaware

• Contract Type
  Agreement and Plan of Merger
• Filed
  April 12th, 2006
• Company
  Sybron Dental Specialties Inc
• Industry
  Dental equipment & supplies
• Jurisdiction
  Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of April 12, 2006, by and among Danaher Corporation, a Delaware corporation (“Parent”), Smile Acquisition Corp., a Delaware corporation and an indirect wholly owned subsidiary of Parent (the “Purchaser”), and Sybron Dental Specialties, Inc., a Delaware corporation (the “Company”).

FIRST AMENDMENT TO RIGHTS AGREEMENT

Rights Agreement • April 12th, 2006 • Sybron Dental Specialties Inc • Dental equipment & supplies • Delaware

• Contract Type
  Rights Agreement
• Filed
  April 12th, 2006
• Company
  Sybron Dental Specialties Inc
• Industry
  Dental equipment & supplies
• Jurisdiction
  Delaware

WHEREAS, the Company proposes to enter into an Agreement and Plan of Merger, dated as of April 12, 2006 (as amended from time to time, the “Merger Agreement”), by and among Danaher Corporation, a Delaware corporation (“Parent”), Smile Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent, and the Company;