AMD 2000 Annual Report Download - page 230

of the documents referred to in (S)(S) 5.1.1 to 5.1.16 of the Loan Agreement, in
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each case in the form, and with the substance, specified therein.
"Loan Agreement Termination Date" has the meaning assigned to that
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term in Section 15.7.
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"Management Plan" means the project concept attached as Schedule 14
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to the Loan Agreement, as the same may from time to time be further amended or
modified by AMD Saxonia (with the consent of each Sponsor, whose consent will
not be unreasonably delayed or withheld) in accordance with the terms of this
Agreement and the Loan Agreement and in effect.
"Management Service Agreement" means the Amended and Restated
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Management Service Agreement, in the form set out in Schedule 37 to the Loan
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Agreement, between AMD Inc., AMD Holding, and AMD Saxonia.
"Material Adverse Effect" means
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(i) a material adverse change in, or a material adverse effect
upon, the operations, business, properties, condition
(financial or otherwise), or prospects of any AMD Company, or
of AMD Inc. and its Subsidiaries, taken as a whole;
(ii) with respect to the Contractor, a material adverse change in,
or a material adverse effect upon, the operations, business,
properties, condition (financial or otherwise), or prospects
of the Contractor and its Subsidiaries, taken as a whole;
(iii) with respect to an Equipment Supplier, a material adverse
change in, or a material adverse effect upon, the operations,
business, properties, condition (financial or otherwise), or
prospects of such Equipment Supplier and its Subsidiaries,
taken as a whole;
(iv) with respect to a Service Supplier, a material adverse change
in, or a material adverse effect upon, the operations,
business, properties, condition (financial or otherwise), or
prospects of such Service Supplier and its Subsidiaries,
taken as a whole;
(v) a material impairment of the ability of any AMD Company, the
Contractor, any Equipment Supplier, or any Service Supplier
to perform its obligations under any Operative Document to
which it is or is to be a party; or
(vi) a material adverse effect upon (i) the legality, validity,
binding effect, or enforceability against any AMD Company,
the Contractor, any Equipment Supplier, or any Service
Supplier of any Operative Document, or (ii) the perfection or
priority of any Security granted under any of the Security
Documents;
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001