EXHIBIT 99.2 ACTIVE CONTROL EXPERTS, INC. INCENTIVE STOCK OPTION AGREEMENT Option Certificate Number: 93- SPECIFIC TERMS OF THE OPTION Subject to the terms and conditions hereinafter set forth and the terms and conditions of the Active Control...Incentive Stock Option Agreement • April 9th, 2001 • Cymer Inc • Photographic equipment & supplies
CYMER, INC.Purchase Agreement • May 13th, 2002 • Cymer Inc • Special industry machinery, nec • New York
CYMER, INC. TO STATE STREET BANK AND TRUST COMPANY OF CALIFORNIA, N.A. Trustee INDENTUREIndenture • August 19th, 1997 • Cymer Inc • Photographic equipment & supplies • New York
Exhibit 10.12 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made and entered into effective as of October 1, 2000, by and between Pascal Didier (the "Employee") and Cymer, Inc., a Nevada corporation (the "Company"). R E C I T A L...Employment Agreement • March 27th, 2001 • Cymer Inc • Photographic equipment & supplies • California
R E C I T A L SEmployment Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
LOAN AGREEMENT AMONG SILICON VALLEY BANK and BANK OF HAWAII, AS CO-LENDERS AND CYMER, INC. AND CYMER JAPAN, INC. AS BORROWERS DATED AS OF DECEMBER 8, 1997 AGREEMENTLoan Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
Exhibit 10.10 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made and entered into effective as of October, 1, 2000, by and between Robert P. Akins (the "Employee") and Cymer, Inc., a Nevada corporation (the "Company"). R E C I T...Employment Agreement • March 27th, 2001 • Cymer Inc • Photographic equipment & supplies • California
RECITALSEmployment Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
EXHIBIT 10.6 AMENDMENT TO LOAN AGREEMENT BORROWERS: CYMER, INC. AND CYMER JAPAN, INC. DATED AS OF: FEBRUARY 4, 1999 THIS AMENDMENT TO LOAN AGREEMENT is entered into between SILICON VALLEY BANK ("Silicon") and BANK OF HAWAII ("BOH"), on the one side,...Loan Agreement • March 27th, 2000 • Cymer Inc • Photographic equipment & supplies
1 EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of August 6, 1997 by and among Cymer, Inc., a Nevada corporation (the "Company") and Morgan Stanley & Co. Incorporated and Montgomery Securities...Registration Rights Agreement • August 19th, 1997 • Cymer Inc • Photographic equipment & supplies • New York
1 3 statements therein not misleading, (ii) the Registration Statement and the Prospectus comply and, as amended or supplemented, if applicable, will comply in all material respects with the Securities Act and the applicable rules and regulations of...Underwriting Agreement • December 3rd, 1996 • Cymer Inc • Photographic equipment & supplies • New York
PATENT LICENSE AGREEMENTPatent License Agreement • August 14th, 2001 • Cymer Inc • Special industry machinery, nec • Massachusetts
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, 2012Merger Agreement • 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 SEmployment Agreement • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
Exhibit 10.3 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made and entered into effective as of June 25, 2001 by and between Brian C. Klene (the "Employee") and Cymer, Inc., a Nevada corporation (the "Company"). R E C I T A L S...Employment Agreement • August 14th, 2001 • Cymer Inc • Special industry machinery, nec • California
AGREEMENTEmployment Agreement • March 30th, 1999 • Cymer Inc • Photographic equipment & supplies • California
CYMER, INC. ANDPreferred Shares Rights Agreement • February 20th, 1998 • Cymer Inc • Photographic equipment & supplies • Nevada
CYMER, INC. 3 1/2% CONVERTIBLE SUBORDINATED NOTES DUE FEBRUARY 15, 2009Indenture • May 13th, 2002 • Cymer Inc • Special industry machinery, nec • New York
Exhibit 10.6 AMENDMENT TO LOAN AGREEMENT THIS AMENDMENT TO LOAN AGREEMENT dated as of February 3, 2001 is entered between SILICON VALLEY BANK and BANK OF HAWAII, on the one side, CYMER, INC. and CYMER JAPAN, INC., on the other side. The Parties agree...Loan Agreement • March 27th, 2001 • Cymer Inc • Photographic equipment & supplies
Exhibit 10.1 CREDIT AGREEMENT by and between CYMER, INC., A NEVADA CORPORATIONCredit Agreement • August 14th, 2001 • Cymer Inc • Special industry machinery, nec
RECITALSEmployment Agreement • May 13th, 2002 • Cymer Inc • Special industry machinery, nec • California
EMPLOYMENT AGREEMENTEmployment 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 AGREEMENTEmployment 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”).
CYMER, INC.Registration Rights Agreement • May 13th, 2002 • Cymer Inc • Special industry machinery, nec • New York
TABLE OF CONTENTSSingle-Tenant Industrial Lease • March 20th, 1997 • Cymer Inc • Photographic equipment & supplies
CYMER, INC. INDEMNIFICATION AGREEMENTIndemnification 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 AGREEMENTEmployment 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”).
CYMER, INC. PERFORMANCE RESTRICTED STOCK UNIT AGREEMENTPerformance 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 AGREEMENTStock 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 AGREEMENTCredit 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. STOCK OPTION AGREEMENTStock Option Agreement • July 6th, 2011 • Cymer Inc • Special industry machinery, nec
Pursuant to your Stock Option Grant Notice (“Grant Notice”) and this Stock Option Agreement, Cymer, Inc. (the “Company”) has granted you an option under its 2011 Equity Incentive Plan (the “Plan”) to purchase the number of shares of the Company’s Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Capitalized terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.
SUBLEASE AGREEMENT by and between CYMER INC., a Nevada corporation (“Sublessor”) and NORTHROP GRUMMAN SYSTEMS CORPORATION, a Delaware corporation (“Sublessee”) November 5, 2004Sublease Agreement • March 16th, 2005 • Cymer Inc • Special industry machinery, nec • California
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, GMBHJoint 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)Unconditional Guaranty • July 30th, 1998 • Cymer Inc • Photographic equipment & supplies • California
