0001102934-08-000088 Sample Contracts

Second Amended and Restated Cabot Microelectronics Corporation 2000 Equity Incentive Plan Restricted Stock Award Agreement (United States Employees)
Restricted Stock Award Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices • Illinois
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Second Amended and Restated Cabot Microelectronics Corporation 2000 Equity Incentive Plan Non-Qualified Stock Option Grant Agreement (United States Employees)
Non-Qualified Stock Option Grant Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices • Illinois
Second Amended and Restated Cabot Microelectronics Corporation 2000 Equity Incentive Plan [Initial][Annual] Non-Qualified Stock Option Grant Agreement for Directors
Non-Qualified Stock Option Grant Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices • Illinois
Second Amended and Restated Cabot Microelectronics Corporation 2000 Equity Incentive Plan [Initial][Annual] Restricted Stock Award Agreement for Directors
Restricted Stock Award Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices • Illinois
Cabot Microelectronics Corporation AMENDED AND RESTATED CHANGE IN CONTROL SEVERANCE PROTECTION AGREEMENT
Change in Control Severance Protection Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices • Illinois

This Amended and Restated Agreement, (the “Agreement”) is entered into effective as of ____________, 2008 (the “Agreement Date”), by and between Cabot Microelectronics Corporation, a Delaware corporation (the “Company”) and [Executive] (the “Executive”);

FIRST AMENDMENT TO THE OFFER OF EMPLOYMENT LETTER AGREEMENT
Offer of Employment Letter Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices

THIS FIRST AMENDMENT TO THE OFFER OF EMPLOYMENT LETTER AGREEMENT ("Amendment") is entered into this ______ day of ______________ 2008, by and between William P. Noglows (the "Executive") and Cabot Microelectronics Corporation (the "Company") and provides as follows:

FIRST AMENDMENT TO THE EMPLOYMENT OFFER LETTER AGREEMENT
Employment Offer Letter Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices

THIS FIRST AMENDMENT TO THE EMPLOYMENT OFFER LETTER AGREEMENT ("Amendment") is entered into this ______ day of ______________ 2008, by and between Clifford L. Spiro (the "Executive") and Cabot Microelectronics Corporation (the "Company") and provides as follows:

The CORPORATEplan for RetirementSM EXECUTIVE Plan Adoption Agreement IMPORTANT NOTE
Adoption Agreement • November 25th, 2008 • Cabot Microelectronics Corp • Semiconductors & related devices

This document has not been approved by the Department of Labor, the Internal Revenue Service or any other governmental entity. An Employer must determine whether the plan is subject to the Federal securities laws and the securities laws of the various states. An Employer may not rely on this document to ensure any particular tax consequences or to ensure that the Plan is "unfunded and maintained primarily for the purpose of providing deferred compensation to a select group of management or highly compensated employees" under the Employee Retirement Income Security Act with respect to the Employer's particular situation. Fidelity Management Trust Company, its affiliates and employees cannot and do not provide legal or tax advice or opinions in connection with this document. This document does not constitute legal or tax advice or opinions and is not intended or written to be used, and it cannot be used by any taxpayer, for the purposes of avoiding penalties that may be imposed on the ta

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