AMD 1993 Annual Report Download - page 355

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equal to any federal, state or local taxes that Assignee may be required
to withhold and collect (as set forth in Section 12 of the Agreement); (iii)
the obligation of the Owner to pay an amount of cash to the Company or transfer
to the Company that portion of the cash surrender value of the Policy which is
equal to the sum of the outstanding balances on any loans made by Assignee to
the Owner in the event of a Qualifying Event (as set forth in Section 5(c) of
the Agreement; and (iv) the obligation of the Owner to name the Assignee as
beneficiary for a portion of the death benefit under the Policy in the event of
the death of the insured prior to Owner's termination of employment with
Employer in accordance with Section 4 of the Agreement.
2. The Owner hereby grants to Assignee a security interest
in and collaterally assigns to Assignee the Policy and the cash value to secure
the Secured Obligations. However, the Assignee's interest in the Policy shall
be strictly limited to:
(a) The right to be paid the Assignee's portion of the death
benefit in the event of the death of the Owner prior to Owner's termination of
employment with Employer in accordance with Section 4 of the Agreement;
(b) The right to receive an amount equal to the entire cash
value of the Policy (which right may be realized by Assignee's receiving a
portion of the death benefit under the Policy or Owner's causing such amount to
be transferred to Assignee (through withdrawing from or borrowing against the
Policy), in accordance with the terms of the Agreement) if the Owner terminates
employment with Employer for a reason other than a Qualifying Termination
(unless he or she has previously attained his or her Security Release Date);
(c) The right to receive an amount equal to the sum of the outstanding
balances on any loans made by Assignee to the Owner in the event of a
Qualifying Event (as set forth in Section 5(c) of the Agreement); and
(d) The right to receive an amount equal to any federal,
state or local taxes that Assignee may be required to withhold and collect (as
set forth in Section 12 of the Agreement).
3. (a) Owner shall retain all incidents of ownership in the
Policy, and may exercise such incidents of ownership except as otherwise
limited by the Agreement and hereunder. The Insurer is only authorized to
recognize (and is fully protected in recognizing) the exercise of any ownership
rights by Owner if the Insurer determines that the Assignee has been given
notice of Owner's purported exercise of ownership rights in compliance with the
provisions of Section 3(b) hereof and as of the date thirty days after such
notice is given, the Insurer has not received written notification from the
Assignee of Assignee's objection to such exercise; provided that,
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1994