AMD 2000 Annual Report Download - page 250

recovery against the Sponsors under this Article V is limited mutatis
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mutandis to the amount set forth in Section 2.1 of the Sponsors' Guaranty and
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any recovery by the Agent from the Sponsors hereunder shall, pro tanto, reduce
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the amount available to be recovered from the Sponsors under the Sponsors'
Guaranty.
For the avoidance of doubt, the obligations of the Sponsors under this Section
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5.1 constitute a primary guarantee obligation (Garantievertrag) and not a surety
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guarantee (Burgschaft).
ARTICLE VI
Subsidies Undertaking
SECTION 6.1 Subsidies. The Project will be supported by the following
subsidies and grants from the Free State of Saxony (hereinafter, the
"Subsidies"):
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(i) a dedicated purpose investment grant in an aggregate amount of DM
476,687,000 (four hundred seventy six million six hundred eighty seven
thousand Deutsche Marks) which, together with the investment subsidies
in an aggregate amount of DM 23,813,000 (twenty three million eight
hundred thirteen thousand Deutsche Marks), totals an aggregate amount
of DM 500,500,000 (five hundred million five hundred thousand
Deutsche Marks); and
(ii) a dedicated purpose interest subsidy in an amount of DM 300,000,000
(three hundred million Deutsche Marks),
which, in each case, will be paid to AMD Saxonia by Dresdner Bank AG in Dresden,
in its capacity as house bank.
SECTION 6.2 Payment of Shortfall. The granting of the Subsidies is contingent
on the adherence by the Sponsors and AMD Saxonia to particular conditions,
requirements, and covenants. If, for any reason whatsoever, any AMD Company or
any Affiliate of any AMD Company breaches any such conditions, requirements, or
covenants, and, accordingly, causes the Subsidies not to be paid or, as a result
of any such breach, the Subsidies are required to be repaid (in either such case
the amount thereof being hereinafter called a "Shortfall"), then, without delay
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following its or their receipt of a demand therefor by the Agent, either:
(i) AMD Holding shall contribute Equity Capital (or other contributions to
AMD Saxonia's capital reserves) to AMD Saxonia, and AMD Inc. shall
cause AMD Holding to so contribute to AMD Saxonia (and AMD Inc. shall,
to the extent necessary, contribute sufficient funds, or otherwise
cause sufficient funds to be made available, to AMD Holding as shall
be necessary to enable AMD Holding to so contribute to AMD Saxonia);
and/or
(ii) one or both Sponsors shall make Sponsors' Loans to AMD Saxonia,
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001