0001193125-09-037468 Sample Contracts

DANAHER CORPORATION AND ITS AFFILIATED ENTITIES AGREEMENT REGARDING COMPETITION AND PROTECTION OF PROPRIETARY INTERESTS
Danaher Corp /De/ • February 25th, 2009 • Industrial instruments for measurement, display, and control

Danaher Corporation believes that recruiting and retaining the best people to work in its highly competitive businesses means treating them fairly, rewarding their contributions, and thereby establishing a strong partnership for our collective well-being and continued success. Working at Danaher and/or any of its affiliates provides associates with specialized and unique knowledge and confidential information and access to key business relationships, which, if used in competition with Danaher and/or its affiliates, would cause harm to Danaher and/or its affiliates. As such, it is reasonable to expect a commitment from our associates that protects the legitimate business interests of Danaher and its affiliates, and therefore, their own interests. Please read and sign this Agreement in the spirit intended: our collective long-term growth and success.

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DANAHER CORPORATION
2007 Stock Incentive Plan • February 25th, 2009 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Delaware

Unless otherwise defined herein, the terms defined in the Danaher Corporation 2007 Stock Incentive Plan (the “Plan”) shall have the same defined meanings in this Stock Option Agreement (the “Option Agreement”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 25th, 2009 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Delaware

THIS EMPLOYMENT AGREEMENT (“Agreement”) was initially entered into as of the 18th day of July, 2000 (the “Effective Date”) and amended as of the last date set forth on the signature page hereto which amendment shall be effective as of January 1, 2009, by and between Danaher Corporation, a Delaware corporation (the “Company”), and Henry Lawrence Culp, Jr. (the “Executive”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 25th, 2009 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Delaware

This Agreement is made as of the day of 200 , by and between Danaher Corporation, a Delaware corporation (the “Corporation), and (the “Indemnitee”), a director or officer of the Corporation.

DANAHER CORPORATION NON-EMPLOYEE DIRECTORS’ DEFERRED COMPENSATION PLAN Election to Defer Form
Danaher Corp /De/ • February 25th, 2009 • Industrial instruments for measurement, display, and control

This Agreement made as of , by and between , an individual residing at (the “Participant”), and Danaher Corporation (the “Company”) pursuant to the Danaher Corporation Non-Employee Directors’ Deferred Compensation Plan (the “Sub-Plan”).

Contract
Danaher Corp /De/ • February 25th, 2009 • Industrial instruments for measurement, display, and control

In accordance with Instruction 2 to Item 601(a)(4) of Regulation S-K, each of the following named executive officers has entered into a noncompetition agreement that is substantially identical in all material respects to the form of agreement listed as Exhibit 10.20, except as to the name of the executive, date of execution and governing law:

DANAHER CORPORATION
Restricted Stock Unit Agreement • February 25th, 2009 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Delaware

Unless otherwise defined herein, the terms defined in the Danaher Corporation 2007 Stock Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”).

DANAHER CORPORATION
2007 Stock Incentive Plan • February 25th, 2009 • Danaher Corp /De/ • Industrial instruments for measurement, display, and control • Delaware

Unless otherwise defined herein, the terms defined in the Danaher Corporation 2007 Stock Incentive Plan (the “Plan”) shall have the same defined meanings in this Restricted Stock Unit Agreement (the “Agreement”).

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