AMD 1994 Annual Report Download - page 119

along with all accrued Basic Rent, Additional Rent and other amounts then
due. Upon receipt of such amount, Lessee shall be deemed to have purchased
from Lessor, and Lessor shall convey to Lessee, on the Expiration Date all
of Lessor's interest in the Leased Property. Lessee acknowledges that under
Section 41 of the Land Lease, Lessee shall be obligated to pay the Balance
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Due (as defined in the Land Lease) under the Land Lease and purchase the
Land simultaneously with the purchase of the Leased Property. Lessee may
designate, in a notice given to Lessor not less than ten (10) days prior to
the closing of such purchase (time being of the essence), a transferee to
whom the conveyance shall be made (if other than to Lessee), in which case
such conveyance shall (subject to the terms and conditions set forth
herein) be made to such designee; provided, however, that such designation
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of a transferee shall not cause Lessee to be released, fully or partially,
from any of its obligations under this Lease, including without limitation
its obligation to pay the Balance Due on the Expiration Date and all other
accrued amounts.
28. Acceleration of Purchase Obligation. Section 41.3 is hereby deleted
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and replaced with the following:
41.3 Acceleration of Expiration Date Obligation. Lessee shall be
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obligated to purchase Lessor's interest in the Leased Property and pay to
Lessor the Balance Due along with all amounts which have accrued and are
due and payable hereunder immediately upon the occurrence of any Event of
Default specified in clauses (k) or (l) of Section 25.1. Further,
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notwithstanding anything contained herein to the contrary, at any time upon
the occurrence and during the continuance of an Event of Default, if Lessor
gives Lessee a notice under Section 25.2(a)(i) terminating Lessee's right
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of possession (for purposes of this Section 41 such notice being referred
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to as a "Purchase Acceleration Notice"), Lessee shall be obligated to
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purchase Lessor's interest in the Leased Property and to pay to Lessor the
Balance Due along with all amounts which have accrued and are payable
hereunder on the date which is ten (10) business days following Lessee's
receipt of such Purchase Acceleration Notice. If Lessee's obligations under
this Section 41.3 take place on a date other than an Installment Date,
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Basic Rent shall be prorated to such date. Lessee acknowledges that its
receipt of a Purchase Acceleration Notice under this Section 41.3 shall
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also constitute a receipt by Lessee of a Purchase Acceleration Notice under
the Land Lease. The Lessor's right to terminate the Purchase Option
pursuant to Section 41.1 and to accelerate the purchase of the Lessor's
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interest in the Leased Property are independent of each other, and
notwithstanding anything in Section 41.1 to the
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995