AMD 1994 Annual Report Download - page 224

infringement would not exist but for such AMD design, specifications, processes
or DEVICE related instructions.
12.6 In the event of a ruling by any court that AMD does not have the license
rights necessary for AMD to have a DEVICE manufactured by DIGITAL for AMD,
DIGITAL shall have the option to immediately terminate its manufacture of any
DEVICE impacted by such ruling. If a party in good faith believes that an
adverse decision in current litigation imposes too great of a business risk to
continue this Agreement, such party may terminate this Agreement in its
entirety. This option shall apply even if AMD is not enjoined from operating
under such disputed license while the matter is on appeal. In the event of a
termination under the terms of this Section, AMD shall pay DIGITAL for any
DEVICES already ordered by AMD and in the process of production as provided for
in Section 8.4.
12.7 AMD warrants to the best of its knowledge that AMD has the right to
contract with DIGITAL to have DIGITAL manufacture DEVICES for AMD.
SECTION 13 - CONFIDENTIALITY
13.1 DIGITAL and AMD have developed and will develop certain confidential
information, ("INFORMATION" or "CONFIDENTIAL INFORMATION") including, by way of
example, described in Exhibit A. Both party's exchange of INFORMATION is for
the sole purpose of performance under this Agreement.
13.2 Unless otherwise agreed upon by the parties as to the length of time for
maintaining confidentiality as to a particular item of INFORMATION, for a period
of seven (7) years from the date of disclosure, Recipient shall maintain in
confidence Discloser's INFORMATION, provided that it (a) is clearly marked with
Discloser's name and "Confidential", "Proprietary" or the substantial equivalent
and the date of disclosure; and (b) if orally disclosed, is summarized in
writing or corporeal form and is clearly marked with Discloser's name and
"Confidential", "Proprietary" or the substantial equivalent and the date of
disclosure and delivered to Recipient within thirty (30) days thereafter. Upon
delivery of INFORMATION so marked (or such summary in the case of oral
disclosure), Discloser, at its option, may furnish to the receiving party an
acknowledgment of receipt of such INFORMATION (or such summary) which contains
the identity, media, and disclosure date of each separate tangible item of such
INFORMATION (or such summary) and a place for Recipient's signature
acknowledging such receipt. Recipient shall, within ten (10) working days of
receipt of such acknowledgment, either sign the acknowledgment and return it to
Discloser, or indicate in writing that the acknowledgment cannot be so signed
and returned due to the inaccuracy of the identification of each or any of such
items of INFORMATION (or such summary). In the event that Discloser discloses
INFORMATION which is agreed by the parties to be subject to a requirement of
confidentiality for more than seven (7) years, it shall be Discloser's
responsibility to include in the above noted marking, the period of time
different from seven (7) years. The date of disclosure shall be deemed to be
no earlier than the date of the execution of this Agreement, or, the date of the
creation of the corporeal form of the INFORMATION, if clearly shown on the face
of such corporeal form or any physical or electronic image generated from such
corporeal form of the INFORMATION. During the confidentiality period of
INFORMATION
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Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995