AMD 1994 Annual Report Download - page 221

SECTION 10 - DELIVERY AND ACCEPTANCE
10.1 Unless otherwise provided herein, title, and liability and risk of loss or
damage to the die and/or WAFERS shall pass to AMD upon DIGITAL's tender of
delivery F.O.B. DIGITAL's plant of such die and/or WAFERS to a carrier which has
been approved by AMD for shipment to AMD and any loss or damage thereafter shall
not relieve AMD from any obligation hereunder. Delivery shall be made in
installments as agreed by the parties. The date of any receipt issued by the
carrier shall be conclusive proof of the date of such shipment or delivery to
AMD.
10.2 Default or delay by DIGITAL in shipping or delivering the whole or any
part or installment of the die and/or WAFERS under the purchase orders shall not
affect any other portion thereof nor shall it affect any other purchase order
between AMD and DIGITAL. If any delay in delivery by DIGITAL of an order or
portion thereof, exceeds [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY
WITH THE SECURITIES AND EXCHANGE COMMISSION], AMD may cancel the corresponding
order or portion without liability to AMD.
10.3 Purchase acceptance tests shall be performed by AMD as set forth in
Exhibit D. If any die and/or WAFERS are not either accepted or rejected by AMD
within [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION] of receipt of such die and/or WAFERS, then
such shipments shall be deemed accepted.
10.4 WAFERS are to be provided to AMD with tested die accompanied by electrical
test data and yield sort information. Copies of such information will be
retained for one (1) year after the TERM hereof at which time AMD may obtain
such information upon request. Shipping materials and methods are to be
consistent with AMD's materials and methods.
SECTION 11 - TERM AND TERMINATION
11.1 The TERM of this Agreement shall be two (2) years from the date of its
execution by both parties. The TERM hereof may be renewed for one (1) year by
the mutual agreement of the parties.
11.2 In the event of any breach of this Agreement by either party hereto, if
such breach is not corrected within sixty (60) days after written notice
describing such breach, this Agreement may be terminated forthwith by further
written notice to that effect from the party noticing the breach.
11.3 Either party hereto shall also have the right to terminate this Agreement
forthwith by giving written notice of termination to the other party at any
time, upon or after:
11.3.1 the filing by such other party of a petition in
bankruptcy or insolvency; or
11.3.2 any adjudication that such other party is bankrupt or
insolvent; or
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995