AMD 1998 Annual Report Download - page 152

(vii) such other reasonable conditions as Landlord or
Lender may impose.
(b) Prior to commencement of restoration and at any time during
restoration, if the estimated cost of completing the restoration work free and
clear of all liens, as reasonably determined by Landlord, exceeds the amount of
the Net Award available for such restoration, the amount of such excess shall,
upon demand by Landlord, be paid by Tenant to Landlord to be added to the
Restoration Fund. Any sum so added by Tenant which remains in the Restoration
Fund upon completion of restoration shall be refunded to Tenant. For purposes of
determining the source of funds with respect to the disposition of funds
remaining after the completion of restoration, the Net Award shall be deemed to
be disbursed prior to any amount added by Tenant.
(c) If any sum remains in the Restoration Fund after completion
of the restoration and any refund to Tenant pursuant to Paragraph 19(b), such
sum shall be retained by Landlord or, if required by a Note or Mortgage, paid by
Landlord to a Lender.
20. INTENTIONALLY DELETED.
---------------------
21. Assignment and Subletting; Prohibition against Leasehold
--------------------------------------------------------
Financing.
---------
(a) (i) Tenant shall have the right, upon thirty (30) days
prior written notice to Landlord and Lender, with no consent of Landlord or
Lender being required or necessary ("Preapproved Assignment") to assign this
----------------------
Lease, by operation of law or otherwise, to any Person ("Preapproved Assignee")
--------------------
(A) that is a wholly-owned United States subsidiary of Tenant on the date of the
assignment (except that an assignment to Vantis Corp. shall not be permitted) or
(B) that immediately following such assignment will have a publicly traded
unsecured senior debt rating of "Baa3" or better from Moody's or a rating of
"BBB-" or better from S&P, provided that the rating from the other agency (i.e.
Moody's or S&P, as the case may be) shall not be less than Ba1 or BB+ and in the
event all of such rating agencies cease to furnish such ratings, then a
comparable rating by any rating agency reasonably acceptable to Landlord and
Lender or (C) that is the surviving entity after a merger or consolidation in
which Tenant is a party, so long as the net worth of such surviving entity is
not less than the net worth of Tenant immediately prior thereto.
(ii) If Tenant desires to assign this Lease, whether by
operation of law or otherwise, to a Person ("Non-Preapproved Assignee") who
------------------------
would not be a Preapproved Assignee ("Non-Preapproved Assignment") then Tenant
--------------------------
shall, not less than forty-five (45) days prior to the date on which it desires
to make a Non-Preapproved Assignment submit to Landlord and Lender information
regarding the following with respect to the Non-Preapproved Assignee
(collectively, the "Review Criteria"): (A) credit, (B) capital structure, (C)
---------------
management, (D) operating history, (E) proposed use of the Leased Premises and
(F) risk factors associated with the proposed use of the Leased Premises by the
Non-Preapproved Assignee, taking into account factors such as environmental
concerns, product liability and the like. Landlord and Lender shall review such
information and shall approve or disapprove the Non-Preapproved Assignee no
later than the thirtieth (30th) day following receipt of all such information,
and Landlord and Lender shall be deemed to have acted reasonably in granting or
withholding consent if such grant or disapproval is based on their review of the
Review Criteria applying prudent business judgment.
(b) Tenant shall have the right, upon thirty (30) days prior
written notice to Landlord and Lender, to enter into one or more subleases that
demise, in the aggregate, up to but not in excess of thirty percent (30%) of the
leaseable space in the Improvements with no consent or approval of Landlord
being required or necessary ("Preapproved Sublet"). Other than pursuant to
------------------
Preapproved Sublets, at no time during the Term shall subleases for more than
24
Source: ADVANCED MICRO DEVIC, 10-K, March 29, 1999