Shares DUPONT PHOTOMASKS, INC. Common Stock, $.01 par value UNDERWRITING AGREEMENT July __, 2000Underwriting Agreement • July 19th, 2000 • Dupont Photomasks Inc • Special industry machinery, nec • New York
andRights Agreement • February 26th, 2001 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
CREDIT AGREEMENT This Credit Agreement is entered into as of the 1st day of August, 1997, by and between Du Pont Photomasks, Inc., a Delaware corporation (the "Borrower") (together with its consolidated subsidiaries, "Photomasks") and Du Pont Chemical...Credit Agreement • September 15th, 1997 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
2,000,000 SHARESDupont Photomasks Inc • March 10th, 1999 • Special industry machinery, nec • New York
andRights Agreement • January 30th, 2001 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
RECITALSEmployment Agreement • September 19th, 2000 • Dupont Photomasks Inc • Special industry machinery, nec • Texas
Draft of May __, 1998 2,700,000 Shares DUPONT PHOTOMASKS, INC. Common Stock, $.01 par value UNDERWRITING AGREEMENT May __, 1998Dupont Photomasks Inc • May 28th, 1998 • Special industry machinery, nec • New York
RECITALSEmployment Agreement • September 19th, 2000 • Dupont Photomasks Inc • Special industry machinery, nec • Texas
100,000,000 DUPONT PHOTOMASKS, INC. ___% CONVERTIBLE SUBORDINATED NOTES DUE 2004Dupont Photomasks Inc • July 19th, 2000 • Special industry machinery, nec • New York
DUPONT PHOTOMASKS, INC. REGISTRATION RIGHTS AGREEMENT AMONG DUPONT PHOTOMASKS, INC., CREDIT SUISSE FIRST BOSTON LLC AND LEHMAN BROTHERS INC. DATED AS OF MAY 5, 2003 DUPONT PHOTOMASKS, INC.Registration Rights Agreement • May 8th, 2003 • Dupont Photomasks Inc • Special industry machinery, nec • New York
DuPont Photomasks, Inc., Delaware corporation (the “Company”), proposes to issue and sell to Credit Suisse First Boston LLC and Lehman Brothers Inc. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), $105,000,000 aggregate principal amount (plus up to an additional $20,000,000 principal amount) of its 1.25% Convertible Subordinated Notes due May 15, 2008 (the “Initial Securities”). The Initial Securities will be convertible into shares of common stock, par value $.01 per share, of the Company (the “Common Stock”) initially at the conversion price set forth in the Offering Circular dated April 29, 2003. The Initial Securities will be issued pursuant to an Indenture, dated as of May 5, 2003 (the “Indenture”), among the Company and JP Morgan Chase Bank, a New York banking corporation, as trustee (the “Trustee”). As an inducement to the Initial Purchasers to enter into the Purchase Agreement, the Comp
July 24, 2000 Mr. Gerd Stoecker Executive Vice President Chief Financial Officer DuPont Photomasks, Inc. 131 Old Settler's Blvd. Round Rock, TX 78664 Dear Mr. Stoecker: DUPONT PHOTOMASKS CREDIT AGREEMENT ---------------------------------- The...Dupont Photomasks Inc • September 19th, 2000 • Special industry machinery, nec
EMPLOYMENT AGREEMENTEmployment Agreement • September 10th, 2002 • Dupont Photomasks Inc • Special industry machinery, nec • Texas
This Employment Agreement (this "Agreement") is made and entered into as of October 11, 2001, by and between DuPont Photomasks, Inc., a Delaware corporation (the "Company"), and Satish Rishi, an individual ("Executive").
First Amendment to Employment Agreement between James Northup and DuPont Photomasks, Inc., effective as of October 8, 2003Employment Agreement • September 9th, 2004 • Dupont Photomasks Inc • Special industry machinery, nec
This First Amendment to Employment Agreement (this "Amendment") is between James Northup, an individual ("Executive") and DuPont Photomasks, Inc. ("DPI") and is effective October 8, 2003.
CONFIDENTIAL TREATMENT REQUESTED DPI DRESDEN EQUIPMENT PURCHASE AND DPI/IFX SUPPLY AGREEMENT DATED MAY 15, 2002 AMONG DUPONT PHOTOMASKS, INC., BLITZ 02-210 GMBH AND INFINEON TECHNOLOGIES AGDupont Photomasks Inc • May 30th, 2002 • Special industry machinery, nec
**Confidential treatment has been requested for the portions of this agreement marked by asterisks. Omitted materials for which confidential treatment has been requested has been filed separately with the Securities and Exchange Commission.**
NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • February 24th, 1998 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
EXHIBIT 10.18Dupont Photomasks Inc • September 19th, 2000 • Special industry machinery, nec
. You are awarded a special grant of 40,000 option shares, granted as of April 18, 2000, at an exercise price of $48.06, vesting over three years, 1/3 on May 1, 2001; 1/3 on May 1, 2002; and 1/3 on May 1, 2003; with the full ten-year life of the options to exercise.
First Amendment to Employment Agreement between Marshall C. Turner and DuPont Photomasks, Inc., effective as of June 24, 2004Employment Agreement • September 9th, 2004 • Dupont Photomasks Inc • Special industry machinery, nec
This First Amendment to Employment Agreement (this "Amendment") is between Marshall C. Turner, an individual ("Executive") and DuPont Photomasks, Inc. ("DPI") and is effective as of June 24, 2004.
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • November 5th, 2004 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
THIS AMENDMENT TO RIGHTS AGREEMENT (the “Amendment”) dated as of October 5, 2004, is between DuPont Photomasks, Inc., a Delaware corporation (the “Company”), and Equiserve Trust Company, N.A. (the “Rights Agent”).
EXHIBIT 10.21Dupont Photomasks Inc • September 19th, 2000 • Special industry machinery, nec
REVOLVING NOTEDupont Photomasks Inc • September 21st, 1999 • Special industry machinery, nec • Delaware
INDEMNITY AGREEMENTIndemnity Agreement • September 10th, 2003 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
THIS INDEMNITY AGREEMENT (this "Agreement") is between DUPONT PHOTOMASKS, INC., a Delaware corporation (the "Corporation"), and the person named on the signature page of this Agreement (the "Indemnitee"), and is effective as of the date the Indemnitee becomes or became a director or executive officer of the Corporation.
EXHIBIT 10.22Dupont Photomasks Inc • September 19th, 2000 • Special industry machinery, nec • Delaware
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 15th, 2004 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of October 5, 2004 (this “Agreement”), is made and entered into by and among Toppan Printing Co., Ltd., a Japanese corporation (“Parent”), Toppan Corporation, a Delaware corporation and a direct, wholly owned Subsidiary of Parent (“Merger Sub”), and DuPont Photomasks, Inc., a Delaware corporation (the “Company”). Capitalized terms used herein that are not otherwise defined have the meanings assigned to them in Section 8.12.
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • February 24th, 1998 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
DUPONT PHOTOMASKS, INC. AMENDMENT NO. 1 TO RIGHTS AGREEMENT BETWEEN DUPONT PHOTOMASKS, INC. AND EQUISERVE TRUST COMPANY, N.A., AS RIGHTS AGENT, DATED AS OF APRIL 29, 2003 AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • May 8th, 2003 • Dupont Photomasks Inc • Special industry machinery, nec
This Amendment No. 1 to the Rights Agreement (this “Amendment”) is made and entered into as of April 29, 2003, by DuPont Photomasks, Inc. (the “Company”) and EquiServe Trust Company, N.A. (the “Rights Agent”).
EXHIBIT 10.14 CORPORATE TRADENAME AND TRADEMARK AGREEMENT This Agreement is made and entered into this 7th day of May, 1998. between E.I. du Pont de Nemours and Company, a company organized and existing under the laws of the State of Delaware, and...Corporate Tradename and Trademark Agreement • September 18th, 1998 • Dupont Photomasks Inc • Special industry machinery, nec • Delaware
SUPPLEMENTAL INDENTURESupplemental Indenture • April 5th, 2005 • Dupont Photomasks Inc • Special industry machinery, nec • New York
THIS SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”) dated as of April 4, 2005, is between DuPont Photomasks, Inc., a Delaware corporation (the “Company”) and JPMorgan Chase Bank, National Association, a national banking association (successor to JPMorgan Chase Bank, a New York banking corporation), as Trustee (the “Trustee”). Capitalized terms used herein and not otherwise defined have the meanings set forth in the Indenture referred to below.
QuickLinks -- Click here to rapidly navigate through this documentDupont Photomasks Inc • September 9th, 2004 • Special industry machinery, nec
Portions of this document have been omitted pursuant to a request for confidential treatment and such portions have been filed separately with the Securities and Exchange Commissions. These portions are designated by the symbol ****.
EMPLOYMENT AGREEMENTEmployment Agreement • September 10th, 2003 • Dupont Photomasks Inc • Special industry machinery, nec • Texas
This Employment Agreement (this "Agreement") is made and entered as of the last date set forth on the signature page hereto, to be effective as of June 24, 2003 (the "Effective Date"), by and between DuPont Photomasks, Inc., a Delaware corporation (the "Company"), and Marshall C. Turner, an individual ("Executive").
BLANK SUPPLY AGREEMENTBlank Supply Agreement • April 22nd, 2002 • Dupont Photomasks Inc • Special industry machinery, nec • New York
THIS BLANK SUPPLY AGREEMENT (this "Agreement"), dated as of March 31, 2002 (the "Effective Date"), between Schott Lithotec USA Corp., a Delaware corporation, and Schott Lithotec AG, a German corporation, on the one hand (collectively, "Schott") and DuPont Photomasks, Inc., a Delaware corporation, on the other hand ("DPI") (Schott and DPI may be referred to in this Agreement individually as a "Party" or together as the "Parties").
MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • April 5th, 2005 • Dupont Photomasks Inc • Special industry machinery, nec
The undersigned parties to this action (“Action”) now pending in Travis County, Texas, District Court have reached an agreement in principle providing for the settlement of the Action on the terms and subject to the conditions set forth below.
CORPORATE TRADENAME AND TRADEMARK AGREEMENT—AMENDMENTDupont Photomasks Inc • September 10th, 2003 • Special industry machinery, nec
DuPont and DPI hereby agree to amend the Corporate Tradename and Trademark Agreement made and entered into by them May 7, 1998, as follows:
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2003 • Dupont Photomasks Inc • Special industry machinery, nec
This First Amendment to Employment Agreement (this “Amendment”) is between James Northup, an individual (“Executive”) and DuPont Photomasks, Inc. (“DPI”) and is effective October 8, 2003.
QuickLinks -- Click here to rapidly navigate through this documentBlank Supply Agreement • September 9th, 2004 • Dupont Photomasks Inc • Special industry machinery, nec
Portions of this document have been omitted pursuant to a request for confidential treatment and such portions have been filed separately with the Securities and Exchange Commissions. These portions are designated by the symbol ****.
EXHIBIT 2.1 MASTER ASSET PURCHASE AGREEMENTMaster Asset Purchase Agreement • November 6th, 1998 • Dupont Photomasks Inc • Special industry machinery, nec • California
