AMD 1993 Annual Report Download - page 345

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Employee's office location to a point which
is more than 30 miles from his or her office
location prior to the Change in Control.
(2) A reduction by the Employer in Employee's
base salary or incentive compensation
opportunity not agreed to by Employee; and
(3) The taking of any action by the Employer to
eliminate benefit plans without providing
substitutes therefor, to reduce benefits
thereunder or to substantially diminish the
aggregate value of incentive awards or other
fringe benefits.
(d) A termination of employment by Employee shall be for Good Reason
if one of the occurrences specified in paragraph (c) shall have occurred,
notwithstanding that Employee may have other reasons for terminating
employment, including employment by another employer which Employee desires to
accept.
10. Employee's attaining his or her Security Release Date.
(a) Employee's "Security Release Date" shall mean the later
of: (i) the date which is two years following the date on which the Company
receives from Employee a completed notice in the form attached hereto as
Exhibit B or (ii) the date specified in such notice as the Security Release
Date; provided that Employee continues to be employed by Employer until such
date. Employee's Security Release Date may be changed to a later date by a
subsequent election, but no more than twice, and may not be accelerated.
(b) Employee shall attain his or her Security Release Date upon
becoming disabled while employed by the Employer. Employee shall be considered
"disabled" at the time that the Administrator (as defined in Section 13(a)
below) determines, based upon competent medical advice, that an Employee is
incapable of rendering substantial services to the Employer by reason of mental
or physical disability.
(c) The Company's Security Interest in the Policy is
contingent upon the timely payment of premiums under Section 3 of this
Agreement. Each period covered by any individual premium payment shall be
considered an independent extension of the Company's Security Interest in the
Policy. In the event that the Company waives its rights by reason of failure
to make payments under Section 3 of this Agreement, Employee shall immediately
attain his or her Security Release Date. The Company's failure to extend its
rights in no way affects the Company's duties and obligations under this
Agreement.
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994