AMD 2000 Annual Report Download - page 184

Sections 4.1, 4.3, 6.2, 13.1 (i) (a) to (d) and (f), 13.1 (iii),
13.2., 13.3., 13.4 (i) to (viii) and 13.5 of the Sponsors' Support
Agreement shall without prejudice to the generality of the foregoing
be regarded as material;
(x) if AMD Inc. undertakes a "Stock Offering" within the meaning of the
Sponsors' Support Agreement in the Fiscal Year 1998 and, if
permitted under the Indenture referred to in (S) 21.2 (xvi) of this
Agreement (without utilizing any of the provisions contained in the
first proviso to Section 4.07 (iv) thereof), AMD Inc. fails to
contribute the full amount of the "Class C Sponsors Loans" within
the meaning of the Sponsors' Support Agreement forthwith following
receipt of proceeds from the "Stock Offering" referred to above; the
events referred to in (ix) above shall remain unaffected;
(xi) AMD Saxonia is in breach of any material provision of this
Agreement, the Security Documents, the AMD Saxonia Research, Design
and Development Agreement in the form set out in Schedule 36 or the
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AMD Saxonia Wafer Purchase Agreement;
(xii) any of the Operative Documents is or becomes invalid or
unenforceable or its validity or enforceability is challenged by AMD
Saxonia or any of the Sponsors;
(xiii) receivership, composition or insolvency proceedings against the
assets of the contractor for the Fabrication Facility and the Design
Center or against a supplier are commenced or there is a material
adverse change in the financial position of such general contractor
or such supplier and any such event could reasonably be expected to
have a material adverse effect on the Project, unless AMD Saxonia
has cured the relevant event by entering into adequate substitute
arrangements satisfactory to the Agent within 45 days;
(xiv) a material adverse change in the financial condition of AMD Saxonia,
AMD Holding or AMD Inc., or AMD Inc. on a consolidated basis, and as
result there is likely to be a material adverse effect on the
Project;
(xv) AMD Saxonia, AMD Holding or AMD Inc. are in default with any payment
obligation in favour of a third party in an aggregate amount of more
than DM 15,000,000;
(xvi) the occurrence of an "Event of Default" within the meaning of the
Loan and Security Agreement of 13 July 1999, as amended, between,
inter alia, AMD Inc. and Bank of America National Trust & Savings
Association as "Administrative Agent" or there is an "Event of
Default" within the meaning of the Indenture of 1 August 1996, as
amended, between AMD Inc. and United States Trust Company of New
York as "trustee";
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001