0001193125-08-137790 Sample Contracts

LTX STOCKHOLDER VOTING AGREEMENT
LTX Stockholder Voting Agreement • June 23rd, 2008 • LTX Corp • Instruments for meas & testing of electricity & elec signals • Massachusetts

THIS STOCKHOLDER VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 20, 2008, by and among Credence Systems Corporation, a Delaware corporation (“Credence”), LTX Corporation, a Massachusetts corporation (“LTX”) (only with respect to Section 2(b) hereof), and the undersigned stockholder (“Stockholder”) of LTX.

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AMENDMENT NO. 4 TO RIGHTS AGREEMENT
Rights Agreement • June 23rd, 2008 • LTX Corp • Instruments for meas & testing of electricity & elec signals • Massachusetts

This AMENDMENT NO. 4 TO RIGHTS AGREEMENT (the “Amendment”) is entered into as of June 20, 2008, between LTX Corporation, a Massachusetts corporation (the “Company”), and Computershare Trust Company, N.A., f/k/a EquiServe Trust Company, N.A., successor rights agent to BankBoston, N.A., as Rights Agent (the “Rights Agent”). Each capitalized term used herein but not otherwise defined herein shall have the meaning given to such term in the Rights Agreement dated as of April 30, 1999, as amended, between the parties hereto (“the Rights Agreement”).

WAIVER LETTER June 20, 2008
LTX Corp • June 23rd, 2008 • Instruments for meas & testing of electricity & elec signals
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