(B)
BETA SOURCES. [...***...]
(C)
HVM SOURCES. [...***...]
The specific methodology for administering the [...***...] will be determined by
[...***...].
5.5
[...***...] ADDITIONALLY, IN THE EVENT THAT
CYMER IS READY TO DELIVER THE EUV SOURCE SYSTEM(S) ADDRESSED IN SECTION 5.4 (A),
(B) AND (C) ABOVE AND INTEL'S SELECTED LITHOGRAPHY TOOL INTEGRATOR IS ALSO READY
TO ACCEPT SUCH DELIVERY AND INTEGRATE THE EUV SOURCE SYSTEM(S) INTO THEIR
LITHOGRAPHY TOOL BUT INTEL IS EITHER NOT READY OR ELECTS NOT TO ISSUE A PURCHASE
ORDER FOR SUCH EUV SOURCE SYSTEM(S) (OR LITHOGRAPHY TOOLS FROM THE LITHOGRAPHY
TOOL SUPPLIER AS THE CASE MAY BE), THEN [...***...].
6.
CONFIDENTIALITY
6.1.
GENERAL.
DISCLOSURES OF CONFIDENTIAL AND
PROPRIETARY INFORMATION BY EITHER PARTY TO THE OTHER PARTY PURSUANT TO THIS
AGREEMENT SHALL BE GOVERNED BY THE INTEL CORPORATE NON-DISCLOSURE AGREEMENT
("CNDA") NUMBER 6250027.
6.2.
CONFIDENTIALITY OF AGREEMENT AND ITS TERMS.
THE PARTIES HERETO SHALL KEEP THE EXISTENCE OF THIS AGREEMENT AND ITS TERMS
CONFIDENTIAL AND SHALL NOT NOW OR HEREAFTER DIVULGE THESE TERMS TO ANY THIRD
PARTY EXCEPT: (A) WITH THE PRIOR WRITTEN CONSENT OF THE OTHER PARTY; (B) AS
OTHERWISE MAY BE REQUIRED BY LAW OR LEGAL PROCESS, INCLUDING TO LEGAL AND
FINANCIAL ADVISORS IN THEIR CAPACITY OF ADVISING A PARTY IN SUCH MATTERS;
(C) DURING THE COURSE OF LITIGATION, SO LONG AS THE DISCLOSURE OF SUCH TERMS AND
CONDITIONS ARE RESTRICTED IN THE SAME MANNER AS IS THE CONFIDENTIAL INFORMATION
OF OTHER LITIGATING PARTIES; OR (D)
IN CONFIDENCE TO ITS LEGAL COUNSEL,
ACCOUNTANTS, BANKS AND FINANCING SOURCES AND THEIR ADVISORS SOLELY IN CONNECTION
WITH COMPLYING WITH FINANCIAL TRANSACTIONS; PROVIDED THAT THE DISCLOSING PARTY
SHALL PROVIDE THE OTHER PARTY WITH AT LEAST 10 DAYS PRIOR WRITTEN NOTICE OF SUCH
DISCLOSURE AND THE OPPORTUNITY TO ASSIST THE OTHER PARTY IN LIMITING THE
DISCLOSURE TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW.
6
6.3.
NEITHER PARTY MAY USE THE OTHER PARTY'S NAME
OR TRADEMARKS IN ADVERTISEMENT, MATERIALS, WEB SITES, PRESS RELEASES,
INTERVIEWS, ARTICLES, BROCHURES, BANNERS, LETTERHEAD, BUSINESS CARDS, PROJECT
REFERENCE OR CLIENT LISTINGS, WITHOUT THE OTHER'S PRIOR REVIEW AND WRITTEN
CONSENT.
NOTWITHSTANDING THE FOREGOING, IT IS THE PARTIES MUTUAL INTENT TO
DEVELOP AND MAKE A JOINT PRESS ANNOUNCEMENT WITH RESPECT TO THE RELATIONSHIP
UNDERTAKEN PURSUANT TO THIS AGREEMENT.
ADDITIONALLY, IT IS UNDERSTOOD THAT THE
PARTIES MAY NEED TO MENTION OR REFER TO THE OTHER PARTY'S NAME IN CONJUNCTION
WITH RESPONDING TO THIRD PARTY QUESTIONS OR INQUIRIES REGARDING MUTUALLY
APPROVED PRESS RELEASES, JOINT INTERVIEWS, ETC.
ANY SUCH USE SHALL NOT BE
DEEMED TO BE A VIOLATION OF THIS PROVISION PROVIDED SUCH USE IS CONSISTENT WITH
THE MUTUALLY APPROVED CONTENT WITH RESPECT TO WHICH IT IS UNDERTAKEN.
7.
WARRANTIES, COVENANTS AND HOLD HARMLESS
7.1.
GENERAL WARRANTY.
EACH PARTY HEREBY
REPRESENTS AND WARRANTS TO THE OTHER THAT: (I) ALL CORPORATE ACTION ON THE PART
OF SUCH PARTY, ITS OFFICERS, DIRECTORS AND SHAREHOLDERS NECESSARY FOR THE
AUTHORIZATION OF THIS AGREEMENT AND THE PERFORMANCE OF ALL OBLIGATIONS OF SUCH
PARTY HEREUNDER HAS BEEN TAKEN; AND (II) THIS AGREEMENT, WHEN EXECUTED AND
DELIVERED, WILL BE