AMD 1993 Annual Report Download - page 354

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EXHIBIT 10.32
EXHIBIT A
COLLATERAL SECURITY ASSIGNMENT AGREEMENT
This Collateral Security Assignment is made and entered
into effective as of __________, 19__, by the undersigned as the owner (the
"Owner") of Life Insurance Policy Number ______________ (the "Policy") issued
by Manufacturer's Life Insurance Company (the "Insurer") upon the life of Owner
and by Advanced Micro Devices, Inc. a __________ corporation (the "Assignee").
WHEREAS, the Owner is a valued employee of Assignee or a subsidiary
of Assignee, and the Assignee wishes to retain him or her in its or its
subsidiary's employ; and
WHEREAS, to encourage the Owner's continued employment, the Assignee
wishes to pay premiums on the Policy, as more specifically provided for in that
certain Split-Dollar Life Insurance Agreement dated as of ________________,
19__, and entered into between the Owner and the Assignee as such agreement may
be hereafter amended or modified (the "Agreement") (unless otherwise indicated
the terms herein shall have the definitions ascribed thereto in the Agreement);
WHEREAS, in consideration of the Assignee agreeing to make the
premium payments, the Owner agrees to grant the Assignee a security interest in
the Policy as collateral security; and
WHEREAS, the Owner and Assignee intend that the Assignee have no
greater interest in the Policy than that prescribed herein and in the Agreement
and that if the Assignee ever obtains any right or interest in the Policy or
the proceeds thereof, except as provided herein and in the Agreement, such
right or interest shall be held in trust for the Owner to satisfy the
obligations of Assignee to Owner under the Agreement and the Assignee
additionally agrees that its rights to the Policy shall serve as security for
its obligations to the Owner under the Agreement;
NOW, THEREFORE, the Owner hereby assigns, transfers and sets over to
the Assignee for security the following specific rights in the Policy, subject
to the following terms, agreements and conditions:
1. This Collateral Security Assignment is made, and the
Policy is to be held, as collateral security for all liabilities of the Owner
to the Assignee pursuant to the terms of the Agreement, whether now existing or
hereafter arising (the "Secured Obligations"). The Secured Obligations
include: (i) the obligation of the Owner to transfer an amount equal to the
entire cash value in the event that the Owner terminates employment with
Employer for a reason other than a Qualifying Termination and before attaining
his or her Security Release Date; (ii) the obligation of the Owner to pay an
amount of cash to the Company or transfer to the Company that portion of the
cash value which is
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994