AMD 1993 Annual Report Download - page 225

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defined in Section 3.4.1(a)(i)) IPR of a Subsidiary of such party
that is used by such Semiconductor Group, such Semiconductor
Group shall (unless such Subsidiary has granted a license to such
other party pursuant to Section 5.1) arrange for a license or
immunity from suit under such IPR to the Semiconductor Group of
such other party, provided that such other party shall pay any
related reasonable license fees or royalties. Such license or
immunity shall otherwise be of a scope equivalent to that of
Section 3.1 or 3.2.
Section 5.4. A party shall not have the right to
grant sublicenses hereunder except as provided herein.
Article 6. CONFIDENTIALITY.
Section 6.1. Except as expressly authorized by
the other party (including without limitation the exercise of the
rights granted to a party under this Agreement, the Joint
Development Agreement and the Joint Venture License Agreement)
each party agrees not to disclose, use or permit the disclosure
or use by others of any Confidential Information unless and to
the extent such Confidential Information (i) is not marked or
designated in writing as confidential and is provided for a
purpose that reasonably contemplates disclosure to or use by
others, (ii) becomes a matter of public knowledge through no
action or inaction of the party receiving the Confidential
Information, (iii) was in the receiving party's possession before
receipt from the party providing such Confidential Information,
(iv) is rightfully received by the receiving party from a third
party without any duty of confidentiality, (v) is disclosed to a
third party by the party providing the Confidential Information
without a duty of confidentiality on the third party, (vi) is
disclosed by the receiving party despite the exercise of the same
degree of care used by the receiving party to safeguard its own
similar Confidential Information, but the receiving party shall
take all necessary steps to prevent any further disclosure, (vii)
is disclosed with the prior written approval of the party
providing such Confidential Information, or (viii) is
independently developed by the receiving party without any use of
the other party's Confidential Information. Confidential
Information shall not be deemed to be available to the general
public for the purpose of exclusion (ii) above with respect to
each party (x) merely because it is embraced by more general
information in the prior possession of the receiving party or
others, or (y) merely because it is expressed in public
literature in general terms not specifically in accordance with
the Confidential Information.
Section 6.2. In furtherance, and not in
limitation of the foregoing Section 6.1, each party agrees to do
the following with respect to any such Confidential Information:
(i) exercise the same degree of care to safeguard the
confidentiality of, and prevent the unauthorized use of, such
information as that party exercises to safeguard the
confidentiality of its own Confidential Information, (ii)
restrict disclosure of such information to those of its
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994