EXHIBIT 10.13
AGREEMENT
BETWEEN
DOUGLAS McCUTCHEON
AND
NANOMETRICS INCORPORATED
This Agreement is made and entered
into this 27th day of September 2005 by and between Douglas
McCutcheon (“Mr. McCutcheon”), a California
resident, and Nanometrics Incorporated (the “Company”),
a California corporation.
WHEREAS, Mr. McCutcheon has
been hired by the Company as its new Executive Vice President,
Finance and Administration, and Chief Financial Officer effective
September 14, 2005, and
WHEREAS, the Company wishes to allow
Mr. McCutcheon to focus his attention upon his new duties by
providing him with a degree of financial security and income
protection in the event of an involuntary termination for certain
reasons.
NOW, THEREFORE, the parties hereby
agree as follows:
1. This Agreement is intended solely
to set out the parties’ understanding with respect to the
involuntary separation of Mr. McCutcheon and is not intended
to constitute a contract of employment for any period of time.
Mr. McCutcheon understands that he is, and following the
execution of this Agreement, remains an at-will employee of the
Company.
2. In the event that
Mr. McCutcheon is required or requested for any reason not
involving good cause to involuntary relinquish his positions with
the Company and its subsidiaries including, but not limited to,
Executive Vice