AMD 2000 Annual Report Download - page 268

(xviii) Prior Activities, etc.
Prior to the Loan Agreement Effective Date, neither AMD Holding nor
AMD Saxonia has engaged in any business, conducted any operations or
activities, nor incurred any obligations or liabilities (contingent or
otherwise), other than (i) as described in the Disclosure Schedules,
and (ii) its obligations, if any, under the Operative Documents, and
activities reasonably incidental thereto.
(xix) Status of AMD Holding and AMD Saxonia, etc.
(a) AMD Holding is an "Unrestricted Subsidiary" under, and for
purposes of, the AMD Inc. Senior Secured Note Indenture and is
not a "Restricted Subsidiary" under, and for purposes of, the AMD
Inc. 1999 Loan and Security Agreement; and
(b) AMD Saxonia is an "Unrestricted Subsidiary" under, and for
purposes of, the AMD Inc. Senior Secured Note Indenture and is
not a "Restricted Subsidiary" under, and for purposes of, the AMD
Inc. 1999 Loan and Security Agreement.
(xx) Accuracy of Information.
As of the date this representation and warranty is made or reaffirmed,
as the case may be, all factual information then or theretofore
furnished by or on behalf of AMD Holding or AMD Saxonia to the Agent
or any Bank or the Technical Advisor for purposes of or in connection
with any Operative Document or any transaction contemplated thereby
(including the Information Memorandum, true and complete copies of
which were furnished to the Agent in connection with the execution and
delivery of this Agreement) is true and accurate (taken as a whole) in
all material respects on the date as of which such information is
dated or certified, and on such date such information (taken as a
whole) was not incomplete by omitting to state any material fact
necessary to make such information not misleading. Insofar as any
such information includes assumptions, estimates, or projections, such
assumptions, estimates, or projections have been or will be made in
good faith, with due care, and with a diligent application of
engineering, construction, and accounting expertise reasonably
available within AMD Inc. and its Subsidiaries (it being understood
that although any projections and forecasts furnished by an AMD
Company represent such AMD Company's best estimates and assumptions as
to future performance, which such AMD Company believes to be fair and
reasonable as of the time made in the light of current and reasonably
foreseeable business conditions, such projections and forecasts as to
future events are not to be viewed as facts and that actual results
during the period or periods covered thereby may differ from the
projected or forecasted results). Without limiting the generality of
the foregoing, as of the Loan Agreement Effective Date, no new
information has become available which was not provided to the
Technical Advisor prior to the Loan Agreement Effective Date and
which, had it been so provided, could reasonably be expected to have
caused the
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001