0001072613-10-000812 Sample Contracts

AMENDMENT NO. 1 TO NOTE
Term Note • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices

This Amendment No. 1 to Note (“Amendment”), is made, delivered, and effective as of July 1, 2010 by and between Nexx Systems, Inc., a Delaware corporation (“Borrower”) and Comerica Bank, a Texas banking association (“Bank”) in order to amend the $5,000,000 Term Note dated June 25, 2010, made by Borrower to Bank (“Note”).

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FIRST MODIFICATION TO CREDIT AGREEMENT
Credit Agreement • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices

This First Modification to Credit Agreement (this “Modification”) is entered into by and between Nexx Systems, Inc., a Delaware corporation (“Borrower”) and Comerica Bank, a Texas banking association (“Bank”) as of this July 1, 2010.

AMENDMENT NO. 2 TO WARRANT
Warrant Amendment • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices

This Amendment No. 2 to Warrant (“Amendment”), is made, delivered, and effective as of the Effective Date by and between NEXX SYSTEMS, INC., a Delaware corporation (“Borrower”) and COMERICA VENTURES INCORPORATED, a California corporation, as assignee of Comerica Bank, a Texas banking association (“Comerica”) in order to amend the Warrant to Purchase Stock dated June 25, 2010 issued by Borrower to Comerica Bank, as amended by Amendment No. 1 to Warrant dated July 19, 2010 (“Warrant”).

AMENDMENT NO. 1 TO WARRANT
Warrant Amendment • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices

This Amendment No. 1 to Warrant (“Amendment”), is made, delivered, and effective as of July 19, 2010 by and between NEXX SYSTEMS, INC., a Delaware corporation (“Borrower”) and COMERICA VENTURES INCORPORATED, a California corporation, as assignee of Comerica Bank, a Texas banking association (“Comerica”) in order to amend the Warrant to Purchase Stock dated June 25, 2010 issued by Borrower to Comerica Bank (“Warrant”).

NEXX SYSTEMS, INC. EARLY EXERCISE NOTICE AND RESTRICTED STOCK PURCHASE AGREEMENT
Early Exercise Notice and Restricted Stock Purchase Agreement • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices • Massachusetts

This Agreement (“Agreement”) is made as of , by and between NEXX Systems, Inc., a Delaware corporation (the “Company”), and (“Purchaser”). To the extent any capitalized terms used in this Agreement are not defined, they shall have the meaning ascribed to them in the 2010 Stock Incentive Plan.

NEXX SYSTEMS, INC. EXERCISE NOTICE AND RESTRICTED STOCK PURCHASE AGREEMENT
Exercise Notice and Restricted Stock Purchase Agreement • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices • Massachusetts

This Agreement (“Agreement”) is made as of , by and between NEXX Systems, a Delaware corporation (the “Company”), and (“Purchaser”). To the extent any capitalized terms used in this Agreement are not defined’ they shall have the meaning ascribed to them in the 2010 Stock Incentive Plan.

FORM OF STOCK OPTION AGREEMENT
Stock Option Agreement • August 23rd, 2010 • Nexx Systems Inc • Semiconductors & related devices
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