AMD 1994 Annual Report Download - page 171

(c) For purposes of this Section, "Good Reason" shall mean the occurrence
of one of the following events without Employee's consent:
(1) An adverse and significant change in the Employee's position,
duties, responsibilities, or status with the Employer, or a
change in 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.
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(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 (ii) the
date specified in such notice as the Security Release Date; provided that
Employee continues to be employed by Employer until such date. Notwithstanding
the preceding sentence, Employee may elect, by completing a notice in the form
attached hereto as Exhibit D, that his or her Security Release Date be later
than the date selected in accordance with the preceding sentence, so long as
such election is filed with the Company at least two years prior to the date
which would otherwise constitute his or her Security Release Date. For example,
if Employee originally selects January 1, 1998 as his or her Security Release
Date, he or she may elect at any time prior to January 1, 1996 that his or her
Security Release Date be postponed. Each election to postpone a Security
Release Date, once filed with the Company shall be irrevocable with regard to
said election. Employee is entitled to make a maximum of two elections to
postpone his or her initial Security Release Date under this Agreement.
(b) Employee shall attain his or her Security Release Date upon becoming
disabled while employed by the Employer. Employee
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995