AMD 1998 Annual Report Download - page 57

AMD/Motorola Technology Development and License Agreement
December 3, 1998 - Execution Document
(v) undertake ***** with respect to HIP5L and
sublicense the rights granted in Section
5.4(c)(i), (ii), and (iii) only as part of
such *****,
(vi) undertake ***** with respect to HIP5L and
sublicense the rights granted in Section
5.4(c)(i), (ii), and (iii) only as part of
such *****,
(vii) undertake ***** with respect to HIP5L and
sublicense the rights granted in Section
5.4(c)(i), (ii), and (iii) only as part of
such *****.
(d) In the event that Motorola exercises its rights
granted by AMD in Section 5.4(c) (iv)-(vii), AMD will
negotiate in good faith with such ***** for
a license under AMD patents essential to utilize
HIP5L and Improvements thereto on reasonable terms,
or, at AMD's option, will represent and warrant to
Motorola that it will not assert it's patents
essential to utilize HIP5L against the *****.
(e) AMD will assign engineers to work in agreed-upon
wafer fabrication facilities of Motorola in order to
gain an understanding of HIP5L. AMD will, *****.
Motorola will train and support the AMD engineers
with respect to HIP5L including but not limited to,
disclosing all necessary information and know-how,
and providing all necessary documentation and
technical support.
5.5. HIP6L Licenses.
(a) The parties intend to create a Statement of Work on
HIP6L and to collaborate on the remaining development
of that technology. It is anticipated that each party
will make contributions to the development of that
technology. Any contributions or Improvements to
HIP6L developed solely by AMD will be deemed AMD
Technology, subject to Motorola's rights in HIP6L.
Any contributions or Improvements to HIP6L developed
solely by Motorola will be deemed Motorola
Technology, subject to AMD's rights in HIP6L.
***** 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 15
Source: ADVANCED MICRO DEVIC, 10-K, March 29, 1999