AMD 1994 Annual Report Download - page 378

[(a)] The effective date for this Agreement shall be ______
_________________ (the "Effective Date"); provided, that the following
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conditions precedent have been satisfied on or before the Effective Date:
(i) this Agreement shall be executed and delivered by the Assignor
and the Assignee;
(ii) the requirements for an effective assignment by a Bank set forth
in Section 10.8 of the Loan Agreement shall be satisfied with respect to
the Assigned Amount;
(iii) the Assignee shall pay to the Assignor all amounts due to the
Assignor under this Agreement; and
(iv) the processing or transfer fee referred to in Section 2(b) shall
have been paid to the Agent.
(b) Promptly following the execution of this Agreement, the Assignor shall
deliver to the Agent for acceptance and recording by the Agent, the notices,
agreements and other documents, and administrative details, as may be required
under the Loan Agreement.
[6.] Administrative Agent.
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[(a) The Assignee hereby appoints and authorizes the Assignor to take such
action as agent on its behalf and to exercise such powers under the Loan
Agreement as are delegated to the Administrative Agent by the Banks pursuant to
the terms of the Loan Agreement.
(b) The Assignee shall assume no duties or obligations held by the
Assignor in its capacity as Agent under the Loan Agreement.]
[NOTE: SECTION 6 ONLY FOR ASSIGNMENTS BY ABN]
7. Withholding Tax.
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If the Assignee is organized under the laws of any jurisdiction other
than the United States or any state or other political subdivision thereof it
agrees that it will furnish the Assignor, the Agent and the Company,
concurrently with the execution of this Agreement, either U.S. Internal Revenue
Service Form 4224 or U.S. Internal Revenue Service Form 1001 (wherein the
Assignee claims entitlement to complete exemption from or reduced rate of U.S.
federal withholding tax on all interest payments under the Loan Agreement), as
well as Form W-8 or W-9, if applicable, provided, however, that the Assignee
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shall not be required to deliver Form 4224 or 1001 under this Section 7 to the
4.
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 1995