AMD 1994 Annual Report Download - page 375

EXHIBIT E
ASSIGNMENT AND ACCEPTANCE
This ASSIGNMENT AND ACCEPTANCE (this "Agreement") dated as of
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_________________________________, 199___ is made between _____________________
___________________________________________ (the "Assignor") and _______________
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______________________________ (the "Assignee").
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RECITALS
WHEREAS, the Assignor is party to that certain Term Loan Agreement
dated as of January 5, 1995 among ADVANCED MICRO DEVICES, INC., a Delaware
corporation (the "Company"), the financial institutions from time to time party
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thereto (including the Assignor, the "Banks"), ABN AMRO BANK N.V., as
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Administrative Agent, and ABN AMRO BANK N.V. and CIBC INC., as Co-Arrangers
(as extended, renewed, amended or restated from time to time, the "Loan
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Agreement"). Terms defined in the Loan Agreement are used herein with the same
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meaning;
WHEREAS, as provided under the Loan Agreement, the Assignor has
committed to make a loan (the "Loan") to the Company in the amount of __________
dollars (U.S.$_______________) (the "Commitment");
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WHEREAS, the Assignor has made a Loan in the principal amount of
_________________ United States dollars (U.S. $__________) to the Company; and
WHEREAS, the Assignor wishes to assign to the Assignee a ratable part
of the rights and obligations of the Assignor under the Loan Agreement in
respect of its outstanding Loan in an amount equal to ______________________
United States dollars (U.S.$____________) (the "Assigned Amount") on the terms
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and subject to the conditions set forth herein, and the Assignee wishes to
accept assignment of such rights and to assume such obligations from the
Assignor on such terms and subject to such conditions;
NOW, THEREFORE, in consideration of the foregoing and the mutual
agreement contained herein, the parties hereto agree as follows:
1. Assignment and Acceptance.
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(a) With effect on and after the Effective Date (as defined in Section 5
hereof), the Assignor hereby sells and assigns to Assignee, and the Assignee
hereby purchases and assumes from the
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995