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 18th, 2006 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • 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”).
CONFIDENTIALITY AGREEMENT AND OTHER RESTRICTIONSConfidentiality Agreement • April 18th, 2006 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Delaware
In connection with your consideration of a possible transaction (the “Transaction”) with Sybron Dental Specialties, Inc (together with its subsidiaries and affiliates, “Sybron” or the “Company”), Sybron is prepared, subject to the terms and conditions of this agreement, to make available to you information regarding the Company (the information (whether written or oral) furnished to you and your Representatives (as defined below) by the Company, following the date hereof, together with any analyses, compilations, forecasts, studies, or other documents or records prepared by you or your Representatives that contain, are based on, or otherwise reflect or are generated in whole or in part from such information, including that stored on any computer, word processor or other similar device, is referred to herein as the “Confidential Information”).
