AMD 1994 Annual Report Download - page 191

I. AMD shall maintain a vigorous cost reduction program to ensure that pricing
is competitive at all times. In the event that Compaq does not consider
AMD's pricing aggressive relative to the market, Compaq shall have the right
to request an immediate meeting with AMD to renegotiate pricing.
J. [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES
AND EXCHANGE COMMISSION].
K. AMD may wish to obtain additional capacity from one or more foundries, and
it may be necessary, as part of AMD's agreement with such foundries, for AMD
to permit the foundries to internally consume certain quantities of
[CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES
AND EXCHANGE COMMISSION] Product which is the same or similar to Product
that Compaq is entitled to purchase. Compaq agrees that AMD may permit such
foundries to internally consume up to 135,000 units of Product per year
(aggregate for all foundries) without any requirement by AMD to
[CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES
AND EXCHANGE COMMISSION] pursuant to Section 6.C above because of AMD's
arrangements with such foundries.
In the event that AMD's arrangements with such foundries permits such
foundries to internally consume Product in quantities greater than 135,000
in 1994, Compaq shall be entitled to purchase from AMD an amount equal to
the quantities above 135,000 per year that such foundries are internally
consuming, at [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH
THE SECURITIES AND EXCHANGE COMMISSION]. If Compaq is not purchasing
Products comparable to those that the foundries are consuming internally,
Compaq will be eligible for a [CONFIDENTIAL INFORMATION OMITTED AND FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] of the nearest
comparable Product.
In the event that AMD's arrangement with such foundries permits such
foundries to internally consume Product in quantities greater than 135,000
in 1995 and 1996, Compaq shall be entitled to purchase from AMD: (i) an
amount equal to the quantities above 135,000 per year and less than 270,000
per year that such foundries are internally consuming at a [CONFIDENTIAL
INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION] Compaq is otherwise [CONFIDENTIAL INFORMATION OMITTED AND FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION].
L. As specified in Section 7.E. below and Exhibit D, AMD agrees to have certain
backup capacity available to Compaq for quantities over and above forecasted
quantities as specified in Exhibit A. In the event that Compaq utilizes the
backup capacity, the following prices apply. For the first [CONFIDENTIAL
INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION] Product purchased from the backup capacity [CONFIDENTIAL
INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE
COMMISSION].
M. Compaq agrees that Product purchased under this Agreement will be
incorporated into Compaq's products except that Compaq may sell Product to
its distributors and end-users for use as replacement parts, upgrades parts
and/or spare parts.
N. AMD agrees that Compaq will be [CONFIDENTIAL INFORMATION OMITTED AND FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] relative to any
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995