Common use of Non-Exim Agreement; Cross-Collateralization; Cross-Default Clause in Contracts

Non-Exim Agreement; Cross-Collateralization; Cross-Default. Bank and the Borrower are parties to that certain Loan and Security Agreement of even date herewith (as amended from time to time, the "Non­Exim Agreement"). Both this Agreement and the Non-Exim Agreement shall continue in full force and effect, and all rights and remedies under this Agreement and the Non-Exim Agreement are cumulative. The term "Obligations" as used in this Agreement and in the Non-Exim Agreement shall include without limitation the obligation to pay when due all Advances made pursuant to this Agreement (the "Exim Loans") and all interest thereon and the obligation to pay when due all Advances made pursuant to the Non-Exim Agreement (the "Non-Exim Loans") and all interest thereon. Without limiting the generality of the foregoing, all "Collateral" as defined in this Agreement and as defined in the Non-Exim Agreement shall secure all Exim Loans and all Non-Exim Loans and all interest thereon, and all other Obligations. Any Event of Default under this Agreement shall also constitute an Event of Default under the Non-Exim Agreement, and any Event of Default under the Non-Exim Agreement shall also constitute an Event of Default under this Agreement. In the event Bank assigns its rights under this Agreement and/or under any Note evidencing Exim Loans and/or its rights under the Non-Exim Agreement and/or under any Note evidencing Non-Exim Loans, to any third party, including without limitation the Exim Bank, whether before or after the occurrence of any Event of Default, Bank shall have the right (but not any obligation), in its sole discretion, to allocate and apportion Collateral to the Agreement and/or Note assigned and to specify the priorities of the respective security interests in such Collateral between itself and the assignee, all without notice to or consent of the Borrower.

Non-Exim Agreement; Cross-Collateralization; Cross-Default. Bank Silicon and the Borrower are parties to that certain Loan and Security Agreement of even date herewith (as amended from time to time, the "Non­Exim Non-Exim Agreement"). Both this Agreement and the Non-Exim Agreement shall continue in full force and effect, and all rights and remedies under this Agreement and the Non-Exim Agreement are cumulative. The term "Obligations" as used in this Agreement and in the Non-Exim Agreement shall include without limitation the obligation to pay when due all Advances Loans made pursuant to this Agreement (the "Exim Loans") and all interest thereon and the obligation to pay when due all Advances Loans made pursuant to the Non-Exim Agreement (the "Non-Exim Loans") and all interest thereon. Without limiting the generality of the foregoing, all "Collateral" as defined in this Agreement and as defined in the Non-Exim Agreement shall secure all Exim Loans and all Non-Exim Loans and all interest thereon, and all other Obligations. Any Event of Default under this Agreement shall also constitute an Event of Default under the Non-Exim Agreement, and any Event of Default under the Non-Exim Agreement shall also constitute an Event of Default under this Agreement. In the event Bank Silicon assigns its rights under this Agreement and/or under any Note evidencing Exim Loans and/or its rights under the Non-Exim Agreement and/or under any Note evidencing Non-Exim Loans, to any third party, including without limitation the Exim Bank, whether before or after the occurrence of any Event of Default, Bank Silicon shall have the right (but not any obligation), in its sole discretion, to allocate and apportion Collateral to the Agreement and/or Note assigned and to specify the priorities of the respective security interests in such Collateral between itself and the assignee, all without notice to or consent of the Borrower.. ================================================================================

Non-Exim Agreement; Cross-Collateralization; Cross-Default. Bank Silicon and the Borrower are parties to that certain Loan and Security Agreement dated September 30, 2002 (as amended and restated by that certain Amended and Restated Loan and Security Agreement of even date herewith herewith) (as amended from time to time, the "Non­Exim “Non-Exim Agreement"”). Both this Agreement and the Non-Exim Agreement shall continue in full force and effect, and all rights and remedies under this Agreement and the Non-Exim Agreement are cumulative. The term "“Obligations" ” as used in this Agreement and in the Non-Exim Agreement shall include without limitation the obligation to pay when due all Advances Loans made pursuant to this Agreement (the "“Exim Loans"”) and all interest thereon and the obligation to pay when due all Advances Loans made pursuant to the Non-Exim Agreement (the "“Non-Exim Loans"”) and all interest thereon. Without limiting the generality of the foregoing, all "“Collateral" ” as defined in this Agreement and as defined in the Non-Exim Agreement shall secure all Exim Loans and all Non-Exim Loans and all interest thereon, and all other Obligations. Any Event of Default under this Agreement shall also constitute an Event of Default under the Non-Exim Agreement, and any Event of Default under the Non-Exim Agreement shall also constitute an Event of Default under this Agreement. In the event Bank Silicon assigns its rights under this Agreement and/or under any Note evidencing Exim Loans and/or its rights under the Non-Exim Agreement and/or under any Note evidencing Non-Exim Loans, to any third party, including without limitation the Exim Bank, whether before or after the occurrence of any Event of Default, Bank Silicon shall have the right (but not any obligation), in its sole discretion, to allocate and apportion Collateral to the Agreement and/or Note assigned and to specify the priorities of the respective security interests in such Collateral between itself and the assignee, all without notice to or consent of the Borrower.. Borrower: Silicon: APPLIED PRECISION HOLDINGS, LLC SILICON VALLEY BANK By /s/ Xxxxxx X. Xxxxxxx By /s/ Illegible Signature Title C.E.O Title Sr. Vice President By Title Borrower: APPLIED PRECISION, LLC By: Applied Precision Holdings, LLC Title: Its Sole Member By /s/ Xxxxxx X. Xxxxxxx Title C.E.O.

Non-Exim Agreement; Cross-Collateralization; Cross-Default. Bank Silicon and the Borrower are parties to that certain Loan and Security Agreement of even date herewith (as amended from time to time, the "Non­Exim Non-Exim Agreement"). Both this Agreement and the Non-Exim Agreement shall continue in full force and effect, and all rights and remedies under this Agreement and the Non-Exim Agreement are cumulative. The term "Obligations" as used in this Agreement and in the Non-Exim Agreement shall include without limitation the obligation to pay when due all Advances Loans made pursuant to this Agreement (the "Exim Loans") and all interest thereon and the obligation to pay when due all Advances Loans made pursuant to the Non-Exim Agreement (the "Non-Exim Loans") and all interest thereon. Without limiting the generality of the foregoing, all "Collateral" as defined in this Agreement and as defined in the Non-Exim Agreement shall secure all Exim Loans and all Non-Exim Loans and all interest thereon, and all other Obligations. Any Event of Default under this Agreement shall also constitute an Event of Default under the Non-Exim Agreement, and any Event of Default under the Non-Exim Agreement shall also constitute an Event of Default under this Agreement. In the event Bank Silicon assigns its rights under this Agreement and/or under any Note evidencing Exim Loans and/or its rights under the Non-Exim Agreement and/or under any Note evidencing Non-Exim Loans, to any third party, including without limitation the Exim Bank, whether before or after the occurrence of any Event of Default, Bank Silicon shall have the right (but not any obligation), in its sole discretion, to allocate and apportion Collateral to the Agreement and/or Note assigned and to specify the priorities of the respective security interests in such Collateral between itself and the assignee, all without notice to or consent of the Borrower.. Borrower: Silicon: TEGAL CORPORATION SILICON VALLEY BANK BY /s/ Xxxxxxx X. Xxxxxx BY /s/ Xxxxxxx X. X'Xxxxxxx President or Vice President Title Vice President _ BY /s/ Xxxxx Xxxxxxx Secretary or Ass't Secretary