0001032210-02-000555 Sample Contracts

AMENDMENT NO. 2 TO RIGHTS AGREEMENT
Rights Agreement • April 2nd, 2002 • Merix Corp • Printed circuit boards • Oregon

This AMENDMENT NO. 2 TO RIGHTS AGREEMENT (this “Amendment”) is made as of April 1, 2002, to the Rights Agreement dated as of March 25, 1997 and amended by Amendment No. 1 to Rights Agreement dated as of April 1, 2002 (as amended by Amendment No. 1, the “Rights Agreement”) by and between MERIX CORPORATION, an Oregon corporation (the “Company”), and MELLON INVESTOR SERVICES LLC (formerly known as ChaseMellon Shareholder Services L.L.C.), as Rights Agent. Capitalized terms used herein but not otherwise defined herein shall have the meanings given such terms in the Rights Agreement.

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AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • April 2nd, 2002 • Merix Corp • Printed circuit boards • Oregon

This AMENDMENT NO. 1 TO RIGHTS AGREEMENT (this “Amendment”) is made as of April 1, 2002, to the Rights Agreement dated as of March 25, 1997 (the “Rights Agreement”) by and between MERIX CORPORATION, an Oregon corporation (the “Company”), and MELLON INVESTOR SERVICES LLC (formerly known as ChaseMellon Shareholder Services L.L.C.), as Rights Agent (the “Rights Agent”). Capitalized terms used herein but not otherwise defined herein shall have the meanings given such terms in the Rights Agreement.

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