AMD 2000 Annual Report Download - page 249

ARTICLE V
Completion Guaranty
SECTION 5.1 Completion Guaranty. The Sponsors (jointly and severally), hereby
agree to cause AMD Saxonia:
(i) to complete each Project Phase as soon as contemplated by the Approved
Project Schedule (it being understood and agreed that the completion
date for one or more Project Phases (other than the final Project
Phase) may be deferred for up to six (6) months in the aggregate for
all such deferrals on a cumulative basis provided that no such
deferral may affect the final deadline for Completion);
(ii) to achieve Completion as soon as contemplated by the Approved Project
Schedule and, in any event, on or before 31 December 2000; and
(iii) to take all such action, including, without limitation, all actions
before Governmental Authorities, as shall be necessary or appropriate
to enable AMD Saxonia to complete each Project Phase and to achieve
Completion as aforesaid.
For the avoidance of doubt, the obligations of the Sponsors contained in this
Article V are in addition to, and not in limitation of, their respective
---------
obligations contained elsewhere in this Agreement and in the other Operative
Documents; provided, however, that the Sponsors shall be relieved of their
-------- -------
respective obligations under this Article V if, but only if:
---------
(i) the Sponsors shall have complied with each of their respective
obligations under Article II and, insofar as such obligations relate
----------
to Class A Sponsors' Loans (or additional contributions to Equity
Capital or AMD Saxonia's capital reserves in lieu thereof), Article
-------
III and
---
(ii) following a demand for payment by the Agent under the Sponsors'
Guaranty, the Sponsors shall have paid all amounts payable under the
Sponsors' Guaranty.
SECTION 5.2 Notice of Scheduled Project Phase Technical Completion and
Completion. Upon the occurrence of each of the following, the Agent shall
promptly advise the Sponsors, AMD Saxonia, and the Banks thereof:
(i) Scheduled Project Phase Technical Completion for each Project Phase,
and
(ii) Completion.
SECTION 5.3 No Double Recovery Under Article V and Sponsors' Guaranty. In the
event that the Sponsors default in the payment and performance of their
obligations under this Article V and, following any such default, the Agent
---------
institutes litigation or other adversary proceedings designed to compel the
Sponsors to perform such obligations or to pay damages for such failure, the
right of
35
Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001