AMENDMENT NO. 2 Dated as of October 31, 2008 to AMENDED AND RESTATED GUARANTEE AGREEMENT Dated as of August 23, 2007Guarantee Agreement • January 16th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 2 (“Amendment”) is made as of October 31, 2008 by and among Photronics, Inc. (the “Guarantor”) and JPMorgan Chase Bank (China) Company Limited, Shanghai Branch, as Administrative Agent (for and on behalf of itself and the Majority Lenders under the Restated Credit Agreement) (the “Administrative Agent”), under that certain Amended and Restated Guarantee Agreement dated as of August 23, 2007 by and among the Guarantor and the Administrative Agent (for and on behalf of itself and the other Finance Parties from time to time party to the Restated Credit Agreement) (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, and as may be further amended, supplemented or otherwise modified from time to time, the “Guarantee Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Guarantee Agreement.
CONFIRMATION OF GUARANTY and AMENDMENT NO. 3 Dated as of December 12, 2008 to AMENDED AND RESTATED GUARANTEE AGREEMENT Dated as of August 23, 2007Guarantee Agreement • January 16th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS CONFIRMATION OF GUARANTY and AMENDMENT NO. 3 (the Confirmation and Amendment) is made as of December 12, 2008 by and between Photronics, Inc. (the Guarantor) and JPMorgan Chase Bank (China) Company Limited, Shanghai Branch, as Administrative Agent (for and on behalf of itself and the Majority Lenders under the Restated Credit Agreement) (the Administrative Agent), under that certain Amended and Restated Guarantee Agreement dated as of August 23, 2007 by and between the Guarantor and the Administrative Agent (for and on behalf of itself and the other Finance Parties from time to time party to the Restated Credit Agreement) (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, and that certain Amendment No. 2 thereto, dated as of October 31, 2008, and as may be further amended, supplemented or otherwise modified from time to time, the Guarantee Agreement). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings giv
AMENDMENT NO. 3 Dated as of December 3, 2008 to CREDIT AGREEMENT Dated as of June 6, 2007Credit Agreement • January 16th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 3 (“Amendment”) is made as of December 3, 2008 by and among Photronics, Inc. (the “Company”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”), under that certain Credit Agreement dated as of June 6, 2007 by and among the Company, the Lenders and the Administrative Agent (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, and that certain Amendment No. 2 thereto, dated as of October 31, 2008, and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
AMENDMENT AGREEMENT DECEMBER 12, 2008 Between, amongst others PHOTRONICS IMAGING TECHNOLOGIES (SHANGHAI) CO., LTD, as the Company and JPMORGAN CHASE BANK (CHINA) COMPANY LIMITED, SHANGHAI BRANCH, as Administrative Agent relating to the Amended and...Amendment Agreement • January 16th, 2009 • Photronics Inc • Semiconductors & related devices
AMENDMENT NO. 2 Dated as of October 31, 2008 to CREDIT AGREEMENT Dated as of June 6, 2007Credit Agreement • January 16th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 2 (“Amendment”) is made as of October 31, 2008 by and among Photronics, Inc. (the “Company”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, National Association, as Administrative Agent (the “Administrative Agent”), under that certain Credit Agreement dated as of June 6, 2007 by and among the Company, the Lenders and the Administrative Agent (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
November 10, 2008 Mr. Constantine S. Macricostas 5509 Pennock Point Road Jupiter, Florida 33458 Dear Mr. Macricostas:Photronics Inc • January 16th, 2009 • Semiconductors & related devices
Reference is made to the Consulting Agreement between you and Photronics, Inc. (“Photronics”) dated July 11, 2005 (the “Consulting Agreement”). When you became an employee of Photronics on November 10, 2008, it was agreed that your Consulting Agreement would be suspended for the period of time that you are an employee of Photronics. The Consulting Agreement will re-instate in the event you are no longer an employee of Photronics. Furthermore, the term of your Consulting Agreement will be extended for the period of time that were Interim Chief Executive Officer and an employee of Photronics. Except as set forth above, all other terms of the Consulting Agreement will be the same once the Consulting Agreement is re-instated.
AMENDMENT NO. 4 Dated as of December 12, 2008 to CREDIT AGREEMENT Dated as of June 6, 2007Credit Agreement • January 16th, 2009 • Photronics Inc • Semiconductors & related devices • New York
THIS AMENDMENT NO. 4 (“Amendment”) is made as of December 12, 2008 by and among Photronics, Inc. (the “Company”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) and as Collateral Agent (in such capacity, the “Collateral Agent”), under that certain Credit Agreement dated as of June 6, 2007 by and among the Company, the Lenders and the Administrative Agent (as amended by that certain Amendment No. 1 thereto, dated as of April 25, 2008, and that certain Amendment No. 2 thereto, dated as of October 31, 2008, and as may be further amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
