AMD 2000 Annual Report Download - page 210

Exhibit 10.50(f-4)
Redacted Version
THIRD AMENDMENT
TO
SPONSORS' SUPPORT AGREEMENT
*** Confidential treatment has been requested as to certain portions of this
agreement. Such omitted confidential information has been designated by an
asterisk and has been filed separately with the Securities and Exchange
Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as
amended, and the Commission's rules and regulations promulgated under the
Freedom of Information Act, pursuant to a request for confidential treatment.
THIS THIRD AMENDMENT (this "Amendment"), dated 20 February 2001, is made between
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ADVANCED MICRO DEVICES, INC., a corporation organized and existing under the
laws of the State of Delaware, United States of America, with its chief
executive office and principal place of business at One AMD Place, Sunnyvale,
California 94088, United States of America ("AMD Inc."), AMD SAXONY HOLDING
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GMBH, Dresden, registered in the Commercial Register of the Dresden County
Court, HRB 13931 ("AMD Holding"; and, together with AMD Inc., collectively, the
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"Sponsors"), DRESDNER BANK LUXEMBOURG S.A., as Agent (and successor to Dresdner
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Bank AG in such capacity) under the Loan Agreement referred to below (in such
capacity, the "Agent") for the Banks referred to below, and DRESDNER BANK AG, as
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Security Agent under such Loan Agreement (in such capacity, the "Security
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Agent"), for the Secured Parties referred to below.
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W I T N E S S E T H:
WHEREAS, AMD Saxony Manufacturing GmbH, Dresden, registered in the Commercial
Register of the Dresden Country Court HRB 13186 ("AMD Saxonia"), a wholly-owned
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Subsidiary of AMD Holding, which is, in turn, a wholly-owned Subsidiary of AMD
Inc., has been formed for the purpose of constructing, owning, and operating (i)
the Plant and (ii) the integrated Design Center;
WHEREAS, in order to finance the construction of the Plant and the Design
Center, and start-up costs of the operation of the Plant, inter alia, (i) AMD
Saxonia has entered into a Syndicated Loan Agreement, dated 11 March 1997, as
amended, (the "Loan Agreement") with the Agent, the Security Agent and the Banks
from time to time party thereto providing, inter alia, for a senior secured term
facility aggregating up to DM 1,500,000,000 (one billion five hundred million
Deutsche Marks), and (ii) the Sponsors, the Agent and the Security Agent have
entered into that certain Sponsors' Support Agreement dated 11 March 1997, as
amended, (the "Sponsors' Support Agreement") providing (x)
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001