AMD 1997 Annual Report Download - page 129

(a) The definition of "Existing Bank of America Credit Agreement"
shall be deleted and replaced with the following definition:
"Existing Bank of America Credit Agreement" means that certain Credit
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Agreement dated as of July 19, 1996, among Guarantor, Bank of America
National Trust and Savings Association, ABN Amro Bank N.V., Canadian
Imperial Bank of Commerce, and the other financial institutions party
thereto, as amended by the First Amendment to Credit Agreement dated as of
August 7, 1996, by the Second Amendment to Credit Agreement dated as of
September 9, 1996, by the Third Amendment to Credit Agreement dated as of
October 1, 1997, by the Fourth Amendment to Credit Agreement dated as of
January 26, 1998, and by the Fifth Amendment to Credit Agreement dated as
of [February 26, 1998] (the "Fifth Amendment to Credit Agreement").
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(b) The following definitions shall be added as follows:
"Fifth Amendment Effective Date" means the date on which the Fifth
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Amendment to Credit Agreement shall first have become effective in
accordance with the terms set forth at Section 4 therein.
(c) Section 4.1.11 shall be amended and restated as follows:
SECTION 4.1.11 Existing Bank of America Credit Agreement. Guarantor
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agrees that Guarantor will perform, comply with and be bound by all of its
agreements, covenants and obligations contained in Sections 7.01 through
7.19 (other than Section 7.07) of the Existing Bank of America Credit
Agreement as such Sections existed on the Fifth Amendment Effective Date,
regardless of whether the Existing Bank of America Credit Agreement
thereafter is amended, restated, terminated or ceases to be effective (such
Sections and all other terms of the Existing Bank of America Credit
Agreement to which reference is made herein, together with all related
definitions and ancillary provisions, being hereby incorporated into this
Guaranty by reference as though specifically set forth in this Guaranty,
except as specifically set forth below), and each such section which is
incorporated herein by reference and as amended by the Existing Bank of
America Credit Agreement shall be deemed to have been incorporated herein
as of the date each such section and amendment first became effective under
the Existing Bank of America Credit Agreement; provided, however, that:
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(i) all references to "Company" shall be deemed to refer to
Guarantor;
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Source: ADVANCED MICRO DEVIC, 10-K405, March 03, 1998