AMD 1994 Annual Report Download - page 220

appropriate WAFERS reside at the time of written notification. As long as the
production is stopped at AMD's request, through no fault of DIGITAL, AMD will
pay DIGITAL for all such WAFERS started prior to DIGITAL receiving the written
notice. Prices for such work in progress (WIP) WAFERS will be prorated based on
the stage of production, but in no event shall the price exceed the completed
price as stated in the Section covering price. Upon payment, the WIP WAFERS
will be delivered to AMD. The parties will work together to determine the best
course of stopping production in accordance with good manufacturing practice to
prevent waste.
SECTION 9 - PAYMENT
9.1 AMD will pay DIGITAL in accordance with the formula set forth in Exhibit E
no later than thirty (30) days after invoice.
9.2 AMD shall keep reasonable and accurate business records from which it is
possible to audit the payments pursuant to Section 9.1 remitted to DIGITAL
pursuant to this Agreement. DIGITAL shall have the right, not more than once
per twelve (12) month period during the TERM of this Agreement or thereafter
following termination of this Agreement, at its own expense, and through a
certified public accounting firm chosen by DIGITAL and reasonably acceptable to
AMD, to examine such books and records for auditing the payments and fees due
and owing under this Agreement. Such auditor shall report only the amount of
payments payable for the period of the audit and such records shall be
maintained for a period of two (2) years after the period the records record.
9.3 With each payment, AMD shall furnish DIGITAL with a payment report. Such
payment report shall be duly certified by an authorized representative of AMD,
specifying the total amount of payments due to DIGITAL. It is expressly
understood and agreed by the parties that all computations relating to
determination of the payments due shall be made in accordance with accounting
principles as reflected in the practices of certified independent public
accountants of international reputation. Each such report shall contain
sufficient detail to verify the accuracy of the payments submitted hereunder.
At a minimum, the payment report shall contain the numbers used for each factor
in the payment calculation.
9.3.1 Payment reports shall be submitted to:
Digital Equipment Corporation
77 Reed Road
Hudson, MA 01749
Attn: Semiconductor Manufacturing Finance Manager
Digital Equipment Corporation
77 Reed Road
Hudson, MA 01749
Attn: Semiconductor Operations Marketing Manager
9.4 All other payments from AMD to DIGITAL are due and payable thirty (30)
days from the date of invoice.
10
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995