Exhibit 10.1
 CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE SECURITIES
AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT. BRACKETED ASTERISK ([*]) DENOTES OMISSIONS.
 BRIDGE AMENDMENT TO THE
APPLIED MATERIALS  ADVANCED ENERGY GSA
 Amendment Date GSA Supplier
 1.
    
    Continuation and Extension of GSA.
 a.
    
    Capitalized terms used in this Amendment shall (unless separately defined in this
Amendment) have the same meaning as in the GSA. Except to the limited extent expressly
modified by this Amendment, the GSA shall remain unmodified and in full force and effect.b.
    
    The parties agree that the Addendum to the GSA dated as of July 13, 2005, as later
amended as of January 23, 2007 (sometimes called the TFG Addendum) was terminated as of
August 29, 2008, and neither party has any further obligations thereunder.c.
    
    The parties agree that the Applied part numbers, prices, and IP classifications listed
on the attached Attachment 1 are all included on Attachment 1 to the GSA as of the
Amendment Date. (This is a non-exclusive listing of the Items that are on Attachment 1 as
of the Amendment Date, and does not remove any Item from Attachment 1 or waive any
commitment either Party may have otherwise made in writing to include or add an Item to
Attachment 1 at a future date.)
 2.
    
    Continuation of Contracts and Amendments. The Parties expressly agree that all
amendments and addenda to the GSA and all separate contracts continue in effect without
modification by this Amendment. The amendments and contracts that remain in effect include,
by way of example and not limitation, the following: Amendment to the GSA regarding the [*],
Addendum to the GSA for the [*]Addendum, Shipping Amendment to the GSA, [*].
 3.
    
    Replacement, Insertion, and Deletion of Certain GSA Sections. The following
provisions of the GSA are hereby replaced, deleted or inserted as set forth below.
 a.
    
    Section1(b)is replaced with the following:Applied means Applied Materials, Inc., on behalf of itself and its subsidiaries existing
on or after the Effective Date, including without limitation Applied Materials South East
Asia Pte. Ltd. and Applied Materials Europe BV.b.
    
    Section 1(l) is replaced with the following:Specifications means such drawings, designs, instructions, technical or performance
requirements or other technical information relating to the design, development,
manufacture, installation, assembly, testing and/or use of one or more Items. The
Specifications for a particular unit of an Item are the Specifications in place for that
Item at the time that unit is ordered by Applied. Through Applieds Engineering Change
Order (ECO) process, the Specifications for an Item can change. The revised Specifications
will apply to units of the Item ordered after the ECO is implemented by Supplier in
accordance with the ECO process; however, unless otherwise agreed by Applied and Supplier,
the ECO will not modify the Specifications that are applicable to any unit of that Item
ordered by Applied before the ECO was implemented.
 Page 1 of 11




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c.
    
    Section1(j)is replaced with the following:Sub-tier Suppliermeans a member of Suppliers direct or indirect sub-tier supply base
(including, without limitation, subcontractors and vendors of Supplier, and of Suppliers
subcontractors and vendors)
that provides goods and/or services in connection with an Item.d.
    
    Section2(b)is replaced with this following:
 4. Term [*] Term
 a.
    
    Section3(e)is replaced with the following:Purchases by Authorized Third Party. Certain Items may be incorporated into
subassemblies or other products made for Applied by a third party. In such event, Applied
may designate the third party as authorized to purchase such Item(s) from Supplier and, upon
Suppliers receipt of notice thereof, Supplier shall enter into an agreement with such third
party to sell such Item(s) to such third party on terms (including [*]) [*]the terms set
forth in this Agreement specifically for use on subassemblies or other products that such
third party will sell directly to Applied. Although Applied will have the right to require
such a contract between Supplier and a third party designated by Applied to be on terms[*]
the terms set forth in this Agreement, Applied will not be a party to the negotiations, nor
a party to the resulting contract, between Supplier and such a designated third party.b.
    
    Section4(c)is replaced with the following:Transportation Costs. Pursuant to Section 6(b), below, Applied pays
transportation charges directly to certain common carriers designated by Applied. For those
Items where Applied pays such charges, pricing in a quotation or invoice or as set forth in
Attachment 1 shall not include any transportation costs. For all other Items, all costs for
shipping, import/export fees, customs, and other transportation expenses shall be separately
identified and itemized by Supplier in each quotation or invoice or on Attachment 1.c.
    
    Section4(d)is replaced with the following:Price Adjustments. [*].d.
    
    In Section5(c), [*] in the last sentence is replaced with [*] In addition, the
following language is inserted at the end of Section5(c):If, pursuant to Section 5(c)(iii), Applied purchases products comparable to an Item in the
open market or from other suppliers and charges Supplier the cost differential, Applied will
[*]. [*], Applied shall not be required, as a condition of implementing this cover remedy,
to continue to issue Authorized Demand Signals to Supplier unless Supplier has without
qualification committed in writing to accept Applieds Authorized Demand Signal at the
Contract Price and to deliver the Items when and as required by this Agreement. If the root
cause(s) of the late delivery or failure to deliver the Items on time is cured [*], and if
Supplier without qualification commits to deliver those Items on time and in full compliance
with the GSA, then Applieds [*]. Each Item (by Applied part number) will have its own [*].
In addition, if a [*]commences as to a particular Item, the root causes for that delay or
failure to deliver on time are cured, and then a new delay or failure to deliver on time
arises, a [*]for that Item.
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e.
    
    The following provision is added as a new subsection (p) to Section 11 of the GSA:(p) Audit. Supplier shall permit Applied, and cause its employees and agents to
permit Applied, after reasonable written notice to Supplier (and in any event not less than
[*]in advance), to take reasonable steps to audit and verify compliance with Sections 9 and
11. During this notice period, if requested by Supplier, Applied will discuss the scope and
purpose of the audit with Supplier, and will escalate that discussion as appropriate within
Applieds Global Sourcing Organization (GSO) or its successor organization. In addition,
upon Applieds request, Supplier shall provide to Applied a record of all Sub-tier Suppliers
and other persons to whom Confidential Information was disclosed by Supplier or by another
person, the Confidential Information that was disclosed to such person, and the date such
Confidential Information was retrieved from such person. The following additional provisions
will apply to any audit under this Section 11(p) to the extent that Supplier agrees to allow
Applied to access data or other information on or through Suppliers computer systems in the
course of the audit: (i) The audit of
Suppliers data and its information systems will be conducted using Encase software, or a
similar program chosen by Applied and reasonably acceptable to Supplier. (ii) Applied may
engage a third-party service to assist in data extraction, and Supplier IT personnel will
assist in that effort. (iii) The third-party inspector (if engaged) will perform analytical
tasks on specified systems, and Supplier IT personnel will ensure that the inspection does
not disrupt Suppliers business operations or modify its data. (iv) Any external services
contracted by Supplier or Applied regarding data extraction/examination will agree in
writing to keep all confidential information of Supplier in confidence; not to use any such
information for any purpose other than this inspection; not to disclose any such information
to any person other than Applied; and not to disclose any such information to Applied until
after working with Applied to narrow the disclosure of such information to what is
reasonably necessary to enable Applied to ensure compliance with the GSA and to protect
Confidential Information and Applieds IP Rights. If the inspector discloses any such
information to Applied in accordance with the foregoing sentence, Applied shall keep all of
Suppliers confidential information provided under this Section 11(p) in confidence, except
that disclosures required by law are permitted if Applied takes reasonable measures, or
affords Supplier a reasonable opportunity to pursue measures, such as protective orders or
requests for confidential treatment, to protect Suppliers intellectual property rights in
such proceedings. After the inspection is completed, the third-party inspector shall return
to Supplier all confidential information of Supplier, if any, in such inspectors
possession, custody or control.f.
    
    The second and third sentences in Section12(e), Remedies, are deleted and replaced
with the following:Applied will be required to [*]above unless Supplier [*]within the time period required to
meet the volume manufacturing needs of Applied or the commercial needs of Applieds
customer, provided that Supplier shall be given a minimum of [*], after return of an Item by
Applied, [*]. If Applied elects to [*]as set forth in subsection [*]above, then Applied
agrees that [*]for which the [*], including the [*]of the [*].g.
    
    The last sentence in Section12(e), Remedies, is deleted and replaced with the
following:Applied may notify Supplier of defects and nonconformances and communicate its elected
remedy by delivery of notice in the form of a Supplier Corrective Action Request as set
forth in Attachment 8a on the Applied Web Site or in accordance with the Discrepant Material
Report (DMR) and closed-loop corrective action processes as set forth in Attachment 8b
located on the Applied Web Site.h.
    
    Section15(b)is replaced with the following:
 Page 3 of 11




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Design and Process Change Communication. After Applied has approved the First
Article, Supplier shall not make any change to the design (firmware, hardware or software)
of the Item that may alter the Specifications or the form, fit, function [*]of parts
without first submitting a Supplier Problem Sheet (SPS) as set forth in Attachment 12 on
the Applied Web Site. Supplier will not make changes to the manufacturing process of such
Items, including a transfer of any portion of the design, manufacturing, or assembly process
to a different facility, without first submitting a Supplier Notification Form (SNF) as
set forth in Attachment 13 on the Applied Web Site.i.
    
    Section15(c)is replaced with the following:Other Changes and Equitable Adjustments. Applied may, upon notice to Supplier,
require Engineering Change Orders (ECOs) with respect to an Item to address (i) safety
problems related to an Item, (ii) an Items non-compliance with governmental regulations or
laws in place at the time of delivery of an Item to Applied, or (iii) performance problems
or concerns arising from the Items noncompliance with its written Specifications, and
Applied may request an ECO with respect to an Item for other reasons. Suppliers
expectations and responsibilities associated with ECOs are set forth in Attachment 14, ECO
Process Requirements on the Applied Web Site. With respect to an ECO required by Applied,
or an ECO requested by Applied and approved by Supplier, Supplier shall meet such
requirements in a timely and cost effective manner. The price for any Item for which
Applied has issued an ECO will be adjusted up or down based on [*]. If the required change
causes the part number to change and thus become a new Item, the new Item will be added to
Attachment 1 and the price for the new Item will be the price of the original Item before
the change, adjusted up or down based on [*]for that Item. Either party may submit a request for a price change based on an ECO. Supplier shall supply the original
Item and/or the new Item in accordance with Applieds request. No claim by Supplier for
adjustment under this subsection shall be valid unless in writing and received by Applied
within [*]from the date of Suppliers receipt of the notice of such change; provided,
however, that such period may be extended upon the written approval of Applied, and provided
that so long as Supplier asks Applied for additional time in writing within this [*]period,
Applied will not unreasonably withhold consent for an extension up to [*].j.
    
    Section15(e),Ozone Depleting Chemical,is replaced with the following:Compliance with Minimum Environmental, Health & Safety Requirements. Supplier,
Suppliers Subsidiary and Sub-tier Suppliers shall comply with, any applicable
environmental, health or safety law, rule, regulation, order, decree or ordinance, as well
as those environmental, health and safety requirements set forth in Attachment 3d entitled
0250-27105, Minimum Product EHS Requirements for Items located on the Applied Web Site.k.
    
    Section 16,Management of Inventory, is replaced with the following:(a)
    
    Designation of [*]. Applied may designate certain Items as [*]by (i) reporting
a [*]Target Inventory quantity for that Item in an authorized inventory planning tool, or
(ii) identifying an Item as an [*]on Attachment 1, or otherwise providing Supplier with
written or electronic notice of such designation. Unless otherwise agreed, Applied will
only designate an Item as [*]if Applied intends to order that Item from Supplier [*]. So
that Applied can set appropriate Target Inventory quantities, Supplier shall actively
maintain accurate [*]for all Items in such authorized [*], using the definition of [*]
designated by Applied from time to time for this purpose. (Applied must have the right to
designate a definition of [*]with respect to putting data into Applieds [*]will use the
data input by Supplier to [*]Target Inventory quantity, and if Supplier uses a different
understanding of the [*]than Applied intends, [*].) Supplier agrees to manufacture and
stock such [*]in accordance with this Section 16; and/or, if requested by Applied, a
separate written agreement between Applied and Supplier.
 Page 4 of 11




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Forecasts Applied
Forecasts [*] [*] [*]
 Inventory Levels and Tracking Requirements [*] [*] [*] [*] [*] [*] [*]
 Claim for [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*]
 Claim for [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*]
 Scope of Claim [*] [*] [*] [*] [*] Commercial Off-the-Shelf Items [*] [*]
 Claim Process [*]
 Page 5 of 11




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[*] [*] [*] [*]
 Disposal of [*] and [*] . [*] [*] [*] [*] [*] [*]
 Materials Liability Review Meetings. Inventory Review Meeting) [*] [*] [*] [*]
 l.

    Section 17,Management of Sub-tier Suppliers, is replaced with the following:
 Sub-tier Suppliers [*] [*]
 Sub-tier Suppliers Obligations
   Page 6 of 11




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Recipients
  Mandated Sub-tier Suppliers Special Process
 m.
    
    Section 21,Termination, is replaced with the following:
 (a)
    
    Termination for Default.
 Notice By Applied
 Notice By Supplier
 Notices of Default and Cure Period Defaulting Condition [*]
 After Termination for Default
  Page 7 of 11




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[*]
 (a)
    
    if the termination for default is of an Authorized
Demand Signal, such additional costs shall be [*](which cost may include
premium costs for expedited delivery and administrative costs), provided
that [*], and(b)
    
    if the termination for default is of this
Agreement, such additional costs shall be for (i) the [*]at the time of
such termination, plus (ii) [*](which cost may include premium costs for
expedited delivery and administrative costs) for commercially reasonable
substitutes for those Items, provided that the cost differential for each
Item [*], and provided that the cost differential will [*]where such
purchases are made by Applied [*]as defined below; and
  [*].
 (b)
    
    Termination of an Authorized Demand Signal for Convenience.
 [*] [*] [*] [*]
 [*] [*] [*] [*]
 [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*]
  Post Termination Consequences.
 Page 8 of 11




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n.
    
    Section 22,Disclaimer and Limitation of Liability,is replaced with the
following:
 [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*] [*]
 [*] [*] [*] [*] [*] [*] [*] [*] [*] [*]
 o.
    
    Section 24,Import and Export Requirements, is replaced with the following:
 General Import and/or Export Laws Trade Compliance Information
 Page 9 of 11




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##### 



Country of Manufacture
 Duty Drawback
 p.
    
    Section26(d)is replaced with the following:
 Survival of Obligations
 q.
    
    Section26(f)is replaced with the following:
 General Compliance with Laws and EEO Regulations
 r.
    
    Section26(k)is replaced with the following:
 General Representations
 s.
    
    Section26(i),Applicable Law, Jurisdiction, Venue,is replaced with the
following:
 Governing Law, Exclusive Forum .
 Page 10 of 11




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t.
    
    The following provisions are added as new subsections to Section 26 of the GSA:
 Electronics Industry Code of Conduct
 Notifications to Applied.
 IN WITNESS WHEREOF
 APPLIED MATERIALS, INC.
    
    ADVANCED ENERGY INDUSTRIES, INC.By: /s/ George Alasajan
    
    By: /s/ Hans BetzName: George Alasajan
    
    Name: Hans BetzTitle: Not provided
    
    Title: CEO
  Page 11 of 11




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LeadTime(businessdaysincludingtransit
    
    
    Leadtime
    
    
    Timeestimate
    
    
    (business
    
    
    
    
    
    
    Refurbusing
    
    
    days
    
    
    
    
    
    
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    excluding
    
    
    
    
    
    
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    CSP
    
    
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    invoice
    
    
    by refurb
    
    
    1 = Direct
    
    
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    Price per
    
    
    
    
    
    
    AMAT
    
    
    ProductPIN
    
    Level
    
    
    Number
    
    
    Level
    
    
    Description
    
    
    Unit
    
    
    forecast)
    
    
    forecast)
    
    
    date)
    
    
    process)
    
    
    5 VMI
    
    
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    Unit)
    
    
    Notes
    
    
    BU
    
    
    Family[*]
    
    
    [*]
    
    
    
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