0001193125-09-171927 Sample Contracts

ASSET TRANSFER AGREEMENT
Assignment and Assumption Agreement • August 11th, 2009 • Nanometrics Inc • Measuring & controlling devices, nec • Delaware

This Asset Transfer Agreement (this “Agreement”) dated as of June 17, 2009, is entered into by and between Zygo Corporation, a Delaware corporation (“Zygo”), and Nanometrics Incorporated, a Delaware corporation (“Nano”).

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SUPPLY AGREEMENT
Supply Agreement • August 11th, 2009 • Nanometrics Inc • Measuring & controlling devices, nec • Delaware

This Supply Agreement (this “Agreement”) dated as of June 17, 2009 (the “Effective Date”) is entered into between Zygo Corporation, a Delaware corporation (“Zygo”) and Nanometrics Incorporated, a Delaware corporation (“Nano”).

THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 11th, 2009 • Nanometrics Inc • Measuring & controlling devices, nec

This Third Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of June 15, 2009, by and between COMERICA BANK (“Bank”) and NANOMETRICS INCORPORATED (“Borrower”), successor by merger to ACCENT OPTICAL TECHNOLOGIES NANOMETRICS, INC., successor by merger to NANOMETRICS IVS DIVISION, INC.

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