AMD 2000 Annual Report Download - page 243

Agreement (or, if not so reflected, as certified by AMD Inc. to the
Agent and the Security Agent as of the Loan Agreement Effective
Date) as Class A Sponsors' Loans in determining whether the Sponsors
shall have complied with their obligations under this Article III;
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(iii) although the obligations of the Sponsors contained in this Article
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III are in addition to, and not in limitation of, their respective
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obligations contained elsewhere in this Agreement and in the other
Operative Documents, if the Agent shall have otherwise expressly
consented thereto in writing (which consent will not be unreasonably
withheld or delayed), the Sponsors shall be deemed to have complied
with their obligations to make Class A Sponsors' Loans and/or Class
C Sponsors' Loans to the extent, but only to the extent, that AMD
Holding shall have made additional contributions to AMD Saxonia's
Equity Capital (or other contribution to AMD Saxonia's capital
reserves) which contributions are not otherwise required to be made
pursuant hereto or to any other Operative Document;
(iv) the Sponsors shall not be relieved:
(a) of the foregoing obligation by virtue of any Equity Capital
(or other contribution to AMD Saxonia's capital reserves)
contributed or required to be contributed to AMD Saxonia
pursuant to Section 2.1 or (except as and to the extent,
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provided in clause (iii) above) otherwise;
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(b) of any obligation to make Class A Sponsors' Loans (or to
contribute additional Equity Capital or other contributions
to AMD Saxonia's capital reserves in lieu thereof) by virtue
of any payment made by either Sponsor under the Sponsors'
Guaranty;
(c) [left intentionally blank]
(d) of any obligation to make Class A Sponsors' Loans or Class C
Sponsors' Loans by the additional Sponsors' Loans in an
amount of $34,000,000 made by AMD Inc. to AMD Saxonia on 26
September 1997 and referred to in Section 3.5 below;
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(v) each Class A Sponsors' Loan shall be denominated in Deutsche Marks and
the Deutsche Mark Equivalent thereof shall be calculated for the
purpose of determining whether the Sponsors have complied with their
obligations under Section 3.2; provided, however, that any Class A
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Sponsors' Loan may, with the consent of the Agent (such consent not to
be unreasonably delayed or withheld), be funded in Dollars but for all
purposes of this Agreement and the Sponsors' Loan Agreement shall be
deemed to have been funded in Deutsche Marks in an amount which is
equal to the Deutsche Mark Equivalent thereof;
(vi) Class C Sponsors' Loans may be made in either Dollars or in Deutsche
Marks at AMD Inc.'s option provided that:
29
Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001