0000891618-02-002196 Sample Contracts

INTEVAC, INC. and STATE STREET BANK AND TRUST COMPANY OF CALIFORNIA, N.A. as Trustee 6 1/2% Convertible Subordinated Notes due 2009 INDENTURE Dated as of , 2002
Indenture • May 8th, 2002 • Intevac Inc • Special industry machinery, nec • New York

INDENTURE dated as of , 2002 between Intevac, Inc., a California corporation (the “Company”) and State Street Bank and Trust Company of California, N.A., a national banking association under the laws of the United States of America, as Trustee (the “Trustee”).

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Intevac, Inc. and State Street Bank and Trust Company of California, N.A., as Warrant Agent WARRANT AGREEMENT Dated as of __________ __, 2002
Warrant Agreement • May 8th, 2002 • Intevac Inc • Special industry machinery, nec • New York

This Warrant Agreement (this “Agreement”) dated as of , 2002, between Intevac, Inc., a California corporation (together with any successor thereto, the “Company”), and State Street Bank and Trust Company of California, N.A., not in its individual capacity but solely as warrant agent (together with any successor warrant agent, the “Warrant Agent”).

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