AMD 1998 Annual Report Download - page 63

AMD/Motorola Technology Development and License Agreement
December 3, 1998 - Execution Document
(ii) make, have made, use, import and sell
devices manufactured using HIP7L and SGLPT
and AMD Improvements to HIP7L and SGLPT,
(iii) make Improvements to HIP7L and SGLPT and
Derivative Processes using HIP7L and SGLPT
technology,
(iv) undertake ***** with respect to HIP7L and
SGLPT and sublicense the rights granted in
Section 5.6 (c)(i), (ii) and (iii) only as
part of such *****,
(v) undertake ***** with respect to HIP7L and
SGLPT and sublicense the rights granted in
Section 5.6 (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 5.6(c)(ii), to manufacture and sell
only engineering and prototype sample
quantities of products manufactured using a
particular HIP7L or SGLPT to parties other
than Motorola, AMD, ***** within ***** after
the first commercial shipment of a product
manufactured using the particular HIP7L or
SGLPT. Upon the approval of AMD, such
approval not to be unreasonably withheld,
Motorola may undertake further ***** with
respect to the particular HIP7L or SGLPT
within the ***** period. Motorola may
undertake ***** after the ***** period,
(vi) upon prior written approval of AMD, such
approval not to be unreasonably withheld,
undertake ***** within ***** of the first
commercial shipment of a product
manufactured using a particular HIP7L or
SGLPT and without written approval,
undertake ***** HIP7L or SGLPT *****
thereafter with respect to a particular
HIP7L or SGLPT and sublicense the rights
granted in Section 5.6 (c)(i), (ii) and
(iii) only as a part of such *****, and
(vii) undertake one HIP7L or SGLPT ***** within
***** after the first commercial shipment of
a product manufactured using a particular
HIP7L or SGLPT
***** 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.
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Source: ADVANCED MICRO DEVIC, 10-K, March 29, 1999