Cymer Inc Sample Contracts

Exhibit 10.1 CREDIT AGREEMENT by and between CYMER, INC., A NEVADA CORPORATION
Credit Agreement • August 14th, 2001 • Cymer Inc • Special industry machinery, nec
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TABLE OF CONTENTS
Cymer Inc • March 20th, 1997 • Photographic equipment & supplies
R E C I T A L S
Employment Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
CYMER, INC. 3 1/2% CONVERTIBLE SUBORDINATED NOTES DUE FEBRUARY 15, 2009
Cymer Inc • May 13th, 2002 • Special industry machinery, nec • New York
RECITALS
Employment Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
CYMER, INC. AND
Rights Agreement • February 20th, 1998 • Cymer Inc • Photographic equipment & supplies • Nevada
AGREEMENT AND PLAN OF MERGER by and among ASML HOLDING N.V., KONA ACQUISITION COMPANY, INC., and CYMER, INC. and, solely for the purposes set forth herein, ASML US INC. and KONA TECHNOLOGIES, LLC dated as of October 16, 2012
Agreement and Plan of Merger • October 17th, 2012 • Cymer Inc • Special industry machinery, nec • Nevada

THIS AGREEMENT AND PLAN OF MERGER, dated as of October 16, 2012 (this “Agreement”), is entered into by and among (i) ASML Holding N.V., a Netherlands public limited liability company (naamloze vennootschap) (“Parent”), (ii) solely for purposes of Article II, Article IV, Article VI and Article X, ASML US Inc., a Delaware corporation and an indirect wholly owned Subsidiary of Parent (“Holdco”), and Kona Technologies, LLC, a Nevada limited liability company and a wholly owned Subsidiary of Holdco (“Merger Sub 2”), (iii) Kona Acquisition Company, Inc. a Nevada corporation and a wholly owned Subsidiary of Holdco (“Merger Sub”), and (iv) Cymer, Inc., a Nevada corporation (the “Company”). Certain capitalized terms used in this Agreement are defined in Section 1.1.

R E C I T A L S
Employment Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
AGREEMENT
Employment Agreement • March 30th, 1999 • Cymer Inc • Photographic equipment & supplies • California
CYMER, INC.
Cymer Inc • May 13th, 2002 • Special industry machinery, nec • New York
RECITALS
Employment Agreement • May 13th, 2002 • Cymer Inc • Special industry machinery, nec • California
EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2006 • Cymer Inc • Special industry machinery, nec • California

This Employment Agreement (the “Agreement”) is made and entered into effective as of October 21, 2004 by and between Bill N. Alexander, Jr., (the “Employee”) and Cymer, Inc., a Nevada corporation (the “Company”).

EMPLOYMENT AGREEMENT
Employment Agreement • February 18th, 2011 • Cymer Inc • Special industry machinery, nec • California

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of November 30, 2010 (“Effective Date”) by and between CYMER, INC., a Nevada corporation (the “Company”) and the Company’s Vice President, Corporate Controller and Chief Accounting Officer, Karen McGinnis (the “Employee”).

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CYMER, INC. INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 23rd, 2010 • Cymer Inc • Special industry machinery, nec • Nevada

This Indemnification Agreement (this “Agreement”) is made effective as of by and between Cymer, Inc., a Nevada corporation (the “Company”), and (“Indemnitee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2007 • Cymer Inc • Special industry machinery, nec • California

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective as of January 2, 2007 (“Effective Date”) by and between CYMER, INC., a Nevada corporation (the “Company”) and the Company’s Vice President, Controller and Chief Acccounting Officer, RAE ANN WERNER (the “Employee”). This Agreement shall replace and supersede that certain Employment Agreement between Employee and the Company entered into effective as of May 1, 2003 (the “Original Employment Agreement”).

PATENT LICENSE AGREEMENT
License and Manufacturing Agreement • August 14th, 2001 • Cymer Inc • Special industry machinery, nec • Massachusetts
CYMER, INC. PERFORMANCE RESTRICTED STOCK UNIT AGREEMENT
Performance Restricted Stock Unit Agreement • July 6th, 2011 • Cymer Inc • Special industry machinery, nec • California

Pursuant to your Performance Restricted Stock Unit Grant Notice (“Grant Notice”) and this Performance Restricted Stock Unit Agreement (the “Agreement”), Cymer, Inc. (the “Company”) has granted you a Performance Restricted Stock Unit award under Sections 7(c) and 7(e) of the Cymer, Inc. 2011 Equity Incentive Plan (the “Plan”) for the number of shares of the Company’s common stock (the “Common Stock”) indicated in the Grant Notice (collectively, the “Award”). Defined terms not explicitly defined in this Agreement but defined in the Plan or Grant Notice will have the same definitions as in the Plan or Grant Notice, as applicable.

CYMER, INC. STOCK UNIT AGREEMENT
Stock Unit Agreement • July 6th, 2011 • Cymer Inc • Special industry machinery, nec • California

Pursuant to your Stock Unit Grant Notice (“Grant Notice”) and this Stock Unit Agreement (the “Agreement”), Cymer, Inc. (the “Company”) has granted you a Stock Unit under Section 7(c) of the Cymer, Inc. 2011 Equity Incentive Plan (the “Plan”) for the number of shares of the Company’s common stock (the “Common Stock”) indicated in the Grant Notice (collectively, the “Award”). Defined terms not explicitly defined in this Agreement but defined in the Plan or Grant Notice will have the same definitions as in the Plan.

CREDIT AGREEMENT
Credit Agreement • March 27th, 2003 • Cymer Inc • Special industry machinery, nec • California

CYMER JAPAN, INC., a Japanese corporation, and WELLS FARGO HSBC TRADE BANK, N.A. agree as follows (with certain terms used herein being defined in Article 9):

CYMER, INC.
Cymer Inc • May 13th, 2002 • Special industry machinery, nec • New York
CYMER, INC. AMENDMENT NO. 1 TO RESTRICTED STOCK UNIT AGREEMENT (DIRECTORS)
Restricted Stock Unit Agreement • February 15th, 2013 • Cymer Inc • Special industry machinery, nec • California

This AMENDMENT NO. 1 TO RESTRICTED STOCK UNIT AGREEMENT (the “Amendment”) is effective as of December , 2012, by and between CYMER, INC., a Nevada corporation (the “Company”), and (“Holder”).

AMENDMENT NO. 1 TO JOINT VENTURE AGREEMENT OF TCZ, GMBH
Joint Venture Agreement • November 2nd, 2005 • Cymer Inc • Special industry machinery, nec

This Amendment No. 1 to Joint Venture Agreement of TCZ, GmbH (this “Amendment No. 1”) is made as of September 16, 2005 (the “Amendment No. 1 Effective Date”) by and among TCZ GmbH, a limited liability company organized under the laws of Switzerland (“TCZ”), Carl Zeiss SMT AG, a stock corporation organized under the laws of Germany (“Zeiss SMT”), Carl Zeiss Laser Optics Beteiligungsgesellschaft mbH, a limited liability company organized under the laws of Germany and an indirect wholly-owned subsidiary of SMT (“Zeiss LOB”), and Cymer, Inc., a Nevada corporation (“Cymer”) and amends and supplements that certain Joint Venture Agreement, dated July 15, 2005 (the “Agreement”) between the parties. All capitalized terms used in this Amendment No. 1 but not otherwise defined herein shall have the meanings given such terms in the Agreement and, unless otherwise specified, references to Sections refer to Sections of the Agreement.

UNCONDITIONAL GUARANTY (CORPORATE)
Cymer Inc • July 30th, 1998 • Photographic equipment & supplies • California
AGREEMENT OF SUBSTITUTION AND AMENDMENT OF PREFERRED SHARES RIGHTS AGREEMENT
Agreement of Substitution • March 27th, 2003 • Cymer Inc • Special industry machinery, nec

This Agreement of Substitution and Amendment (this “Agreement”)is entered into as of January 13, 2003 by and between Cymer, Inc., a Nevada corporation (the “Company”) and American Stock Transfer and Trust Company, a New York banking corporation (“AST”). Captitalized terms used herein but not otherwise defined shall have the meaning given to such terms in the Rights Agreement (defined below).

AMENDMENT OF PREFERRED SHARES RIGHTS AGREEMENT
Preferred Shares Rights Agreement • August 23rd, 2004 • Cymer Inc • Special industry machinery, nec

THIS AMENDMENT is entered into as of August 23, 2004 by and between Cymer, Inc., a Nevada corporation (the “Company”), and American Stock Transfer and Trust Company, a New York banking corporation (“AST”). Capitalized terms used herein but not otherwise defined shall have the meaning given to such terms in the Rights Agreement (defined below).

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