AMD 1998 Annual Report Download - page 55

AMD/Motorola Technology Development and License Agreement
December 3, 1998 - Execution Document
and the other party does not wish to obtain such protection
for such Joint Technology, then the party seeking such
protection will control and pay the cost of such prosecution,
but the filing will still reflect both parties as joint
owners. In the event of an enforcement action for Joint
Technology depending on intellectual property protection the
procurement of which was paid for by only one party, any
recovery will first go to reimburse the party for the cost of
obtaining such protection. Whenever the parties agree that an
infringement action should be brought based on Joint
Technology, the parties will jointly direct and share in the
cost of bringing such action. In the event one party wishes to
pursue an infringement action, and the other party does not,
the party bearing the cost will control the action and will be
allowed to retain any sums recovered in bringing such action.
The other party may, at its option, cooperate in appearing as
a plaintiff in such action and in providing information and
testimony in support of such action. In connection with such
support and testimony, the party bearing the costs of the
action will pay out-of-pocket expenses of the other party
(e.g., travel expenses), but will not be required to
compensate the other party for the time of its employees and
other incidental costs (e.g., photo-copying charges).
4.4. No Implied Licenses. This Agreement grants no licenses to any
intellectual property except as expressly provided herein. It
is the intent of the parties that only the Motorola Technology
and AMD Technology provided for or developed during Projects
is to be expressly licensed.
5. Cooperation on Logic Process Technology.
5.1. Statement of Work. The parties will undertake Projects to
complete and develop Logic Process Technologies. The parties
intend to complete one or more Statement(s) of Work for HIP5L
and HIP6L ***** days of the Effective Date or as otherwise
agreed. Such Statement(s) of Work will be consistent with the
HIP5L, HIP6L Program Plan-Rev.2.0, attached hereto as Exhibit
E.
5.2. Although particular express rights are provided to each of the
parties herein, it is the intent of parties to ***** Logic
Process Technologies and Embedded Flash Technologies.
Accordingly, the parties intend to cooperate with each other
in situations necessary to *****.
5.3. In exercising the rights provided hereunder, AMD will *****
the Logic Process Technology to produce Power PC
Microprocessors or Motorola
***** Certain information on this page has been omitted and filed separately
with the Securities and Exchange Commission. Confidential treatment has been
requested with respect to the omitted portions.
Page 13
Source: ADVANCED MICRO DEVIC, 10-K, March 29, 1999