0001193125-09-024192 Sample Contracts

AMENDMENT TO CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • February 10th, 2009 • Varian Semiconductor Equipment Associates Inc • Special industry machinery, nec • Massachusetts

This Amendment (the “Amendment”) to the AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT dated as of July 3, 2000 (the “Original Agreement”), is entered into effective December 31, 2008, by and between Varian Semiconductor Equipment Associates, Inc., a Delaware corporation (the “Company”), and Yong-Kil Kim (the “Employee”).

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AMENDMENT TO CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • February 10th, 2009 • Varian Semiconductor Equipment Associates Inc • Special industry machinery, nec • Massachusetts

This Amendment (the “Amendment”) to the AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT dated as of October 18, 2004 (the “Original Agreement”), is entered into effective December 31, 2008, by and between Varian Semiconductor Equipment Associates, Inc., a Delaware corporation (the “Company”), and Gary E. Dickerson (the “Employee”).

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