0001136261-08-000113 Sample Contracts

AMENDMENT No. 2 TO RIGHTS AGREEMENT
Rights Agreement • July 16th, 2008 • Mattson Technology Inc • Special industry machinery, nec

This AMENDMENT No. 2 TO RIGHTS AGREEMENT (the "Amendment") is entered into as of the 14th day of July, 2008, between Mattson Technology, Inc., a Delaware corporation (the "Company"), and Mellon Investor Services, LLC, a New Jersey limited liability company, as rights agent (the "Rights Agent"). Capitalized terms not defined herein shall have the meanings given them in the Rights Agreements (as defined below).

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