0001757073-19-000028 Sample Contracts

CREDIT AGREEMENT
Credit Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • New York

This CREDIT AGREEMENT, dated as of September 20, 2019 (this “Agreement”), is entered into among ENVISTA HOLDINGS CORPORATION, a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.15 (each a “Designated Borrower” and, together with the Company, the “Borrowers” and, each a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, L/C Issuer and Swing Line Lender.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This REGISTRATION RIGHTS AGREEMENT, dated as of September 19, 2019 (this “Agreement”), is by and between Envista Holdings Corporation, a Delaware corporation (“Envista”), and Danaher Corporation, a Delaware corporation (“Danaher”).

EMPLOYEE MATTERS AGREEMENT by and between DANAHER CORPORATION And ENVISTA HOLDINGS CORPORATION Dated as of September 19, 2019
Employee Matters Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This EMPLOYEE MATTERS AGREEMENT (this “Agreement”), dated as of September 19, 2019, is entered into by and between Danaher Corporation, a Delaware corporation (“Danaher”), and Envista Holdings Corporation, a Delaware corporation and a wholly owned subsidiary of Danaher (“Envista”). “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement or the Separation Agreement, shall have the meaning set forth in Section 1.1.

DBS LICENSE AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of September 19, 2019
DBS License Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This DBS LICENSE AGREEMENT (this “Agreement”), dated as of September 19, 2019, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Envista Holdings Corporation (“Envista”), a Delaware corporation. “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be.

INTELLECTUAL PROPERTY MATTERS AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of September 19, 2019
Intellectual Property Matters Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This INTELLECTUAL PROPERTY MATTERS AGREEMENT (this “Agreement”), dated as of September 19, 2019, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Envista Holdings Corporation (“Envista”), a Delaware corporation. “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be.

TRANSITION SERVICES AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of September 19, 2019
Transition Services Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of September 19, 2019, is entered into by and between Danaher Corporation (“Danaher”), a Delaware corporation, and Envista Holdings Corporation (“Envista”), a Delaware corporation. “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be.

SEPARATION AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of September 19, 2019
Separation Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies • Delaware

This SEPARATION AGREEMENT (this “Agreement”), dated as of September 19, 2019, is entered into by and between Danaher Corporation, a Delaware corporation (“Danaher”), and Envista Holdings Corporation, a Delaware corporation and a wholly owned subsidiary of Danaher (“Envista”). “Party” or “Parties” means Danaher or Envista, individually or collectively, as the case may be. Capitalized terms used and not defined herein shall have the meaning set forth in Section 1.1.

TAX MATTERS AGREEMENT by and between DANAHER CORPORATION and ENVISTA HOLDINGS CORPORATION Dated as of September 19, 2019
Tax Matters Agreement • September 20th, 2019 • Envista Holdings Corp • Dental equipment & supplies

This TAX MATTERS AGREEMENT (this “Agreement”), is entered into as of September 19, 2019, between Danaher Corporation, a Delaware corporation (“Danaher”) and Envista Holdings Corporation, a Delaware corporation (“Envista” and, together with Danaher, the “Parties”). Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation and Distribution Agreement, dated as of the date hereof, between the Parties (the “Separation Agreement”).

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