AMD 1994 Annual Report Download - page 192

of it's other customers with respect to [CONFIDENTIAL INFORMATION OMITTED
AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION].
7. DELIVERY
A. Compaq's Order shall state delivery dates for Product delivery by AMD on the
committed date and shall be considered to be of equal importance as quality
and price in meeting Compaq's requirements. Delivery performance shall be
measured by on-dock date at Compaq's specified ship-to location. AMD
represents and warrants that it will use its best efforts to at all times
meet the delivery dates for Products on the committed delivery date.
B. All sales are F.O.B. Point of Shipment. Title and risk of loss shall pass to
Compaq upon AMD's delivery of Product purchased hereunder to carrier
authorized by Compaq.
C. If AMD delivers Product more than three (3) days in advance of the specified
delivery date, Compaq may either return such Product at AMD's risk and
expense for subsequent delivery on the specified delivery date or retain
such material and make payment when it would have been due based on the
specified delivery date.
D. Changes to delivery dates may only be made by Compaq's authorized purchasing
representatives. All other schedule changes are at AMD's risk. Compaq may,
without cost or liability, issue change requests for Product quantities and
schedule dates in accordance with the Flexibility Agreement attached as
Exhibit D ("Flexibility Agreement"). Written confirmation will be sent by
AMD to Compaq within two (2) work days of receiving such change request, and
Compaq shall provide a confirming Order change within ten (10) working days
of receiving AMD's confirmation.
E. In addition, AMD agrees to have available backup capacity as specified in
Exhibit D. The quarterly backup capacity quantities specified in Exhibit D
represent Compaq's backup requirements for each quarter. The amounts listed
for each quarter may be divided equally over the thirteen (13) weeks in the
particular quarter. AMD agrees to supply such quantities in the quarter
indicated upon eight (8) weeks written notice from Compaq of the need for
the particular Product. In the event that Compaq does not need the backup
capacity indicated above for a particular Product and quarter, Compaq will
lose that backup capacity. In the event that AMD is unable to supply the
backup capacity for a particular Product and quarter, Compaq may increase
the backup capacity on another Product by the amount that AMD is unable to
supply. Compaq and AMD shall update the quarterly backup capacity amounts on
a rolling quarterly basis through 4Q95. Unless otherwise agreed to in
writing, the backup capacity amounts for 1995 shall be a minimum of
[CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES
AND EXCHANGE COMMISSION] per quarter.
F. AMD shall notify Compaq in writing immediately if AMD has knowledge of any
impending material shortage, labor dispute, or other event which could
result in any change to the agreed delivery plan.
G. In the event that Product scheduled for delivery is more than one (1)
business day late, Compaq may request such Product to be shipped and
delivered via a different mode of transportation. In such event, AMD agrees
to pay or reimburse Compaq for all transportation charges in excess of the
normal charges. Compaq agrees to discuss with AMD mutually acceptable
alternatives that might be available for securing substitute for Product.
Compaq agrees to attempt, with AMD's assistance, and as time allows, to
obtain
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995