AMD 2000 Annual Report Download - page 348

(v) the involuntary (including without limitation as a result of
enforcement of any rights of security granted in shares of AMD Holding and/or
AMD Saxonia or performance of any undertakings to transfer such shares made to
secure obligations of AMD Holding and/or AMD Saxonia) transfer of a controlling
interest in AMD Holding and/or AMD Saxonia from AMD Inc. and its Subsidiaries to
one or more third parties;
(vi) the involuntary dissolution or winding up of the business of
AMD Holding and/or AMD Saxonia;
(vii) failure by AMD Holding or AMD Inc. to make any payment required
from it hereunder or under the AMD Inc. Guaranty, AMD Holding Wafer Purchase
Agreement, AMD Saxonia Research Agreement, AMD Holding Research Agreement or
Sponsors' Support Agreement within 45 days of the date due therefor, or default
by AMD Holding or AMD Inc. in the performance of or compliance with any other
term contained in this Agreement or any such other agreement and such default
shall not have been remedied or waived within 30 days after receipt of notice
from AMD Saxonia or, if the Loan Agreement Termination Date has not yet taken
place, the Agent of such default;
(viii) any of AMD Holding's representations or warranties made herein
or in any statement or certificate at any time given by AMD Holding in writing
pursuant to this Agreement being false in any material respect on the date as of
which made, or any of AMD Inc.'s representations or warranties made in the AMD
Holding Wafer Purchase Agreement or the AMD Holding Research Agreement or in any
statement or certificate at any time given by AMD Inc. in writing pursuant to
any thereof being false in any material respect on the date as of which made;
(ix) bankruptcy (Konkursverfahren), composition
(Vergleichsverfahren) or enforcement proceedings (Gesamtvollstreckungsverfahren)
are instituted against the assets (Vermogen) of AMD Holding and not withdrawn
or denied within 30 days of the date the application for such proceedings is
made; or the institution of such proceedings is denied for lack of assets to
cover the costs of such proceedings;
(x) execution is issued (Einleitung der Zwangsvollstreckung)
against all or a substantial part of the assets of AMD Holding unless such
execution is withdrawn within three weeks of the issuance thereof; realization
of such execution; or the realization of execution on the equity shares of AMD
Saxonia owned by AMD Holding;.
(xi) the discontinuance of payments generally (Zahlungseinstellung)
by AMD Holding;
(xii) the adoption of a resolution by the managing directors
(Geschaftsfuehrer) of AMD Holding for the institution of liquidation
proceedings (Liquidationsverfahrens) for AMD Holding;
(xiii) a court having jurisdiction in the premises entering a decree
or order for relief in respect of AMD Inc. in an involuntary case under any
applicable bankruptcy, insolvency or other similar law now or hereafter in
effect, which decree or order is not stayed; or any other similar relief being
granted under any applicable federal or state law;
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001