AMD 1998 Annual Report Download - page 59

AMD/Motorola Technology Development and License Agreement
December 3, 1998 - Execution Document
(c) AMD hereby grants to Motorola under AMD Intellectual
Property, a non-exclusive, non-transferable,
worldwide, royalty-free license to:
(i) practice the methods and processes of HIP6L
and AMD Improvements to HIP6L,
(ii) make, have made, use, import and sell
devices manufactured using HIP6L and AMD
Improvements to HIP6L,
(iii) make Improvements to HIP6L and Derivative
Processes using HIP6L technology,
(iv) undertake ***** with respect to HIP6L and
sublicense the rights granted in Section 5.5
(c)(i), (ii) and (iii) only as part of such
*****,
(v) undertake ***** with respect to HIP6L and
sublicense the rights granted in Section 5.5
(c)(i), (ii) and (iii) only as part of such
*****. Notwithstanding, Motorola agrees to
license *****, with whom Motorola is having
products made pursuant to Section
5.5(c)(ii), to manufacture and sell only
engineering and prototype sample quantities
of products manufactured using HIP6L to
parties other than Motorola, AMD, *****
within ***** after the first commercial
shipment of a product manufactured using
HIP6L. Upon the approval of AMD, such
approval not to be unreasonably withheld,
Motorola may undertake further ***** with
respect to HIP6L within the ***** period.
Motorola may undertake ***** period,
(vi) upon prior written approval of AMD, such
approval not to be unreasonably withheld,
undertake ***** within ***** after the first
commercial shipment of a product
manufactured using HIP6L and without written
approval, undertake ***** HIP6L *****
thereafter with respect to HIP6L and
***** 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 17
Source: ADVANCED MICRO DEVIC, 10-K, March 29, 1999