AMD 2000 Annual Report Download - page 46

specify after the date of the termination but before expiration of the
Option) provided the date of exercise is in no event after the expiration
of the term of the Option.
(4) EVENTS NOT DEEMED TERMINATIONS: Unless otherwise provided in a
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Participant's employment agreement, the service relationship shall not be
considered interrupted in the case of (i) a Participant who intends to
continue to provide services as a director, employee, consultant or advisor
to the Company or an Affiliate; (ii) sick leave; (iii) military leave; (iv)
any other leave of absence approved by the Board, provided such leave is
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for a period of not more than 90 days, unless reemployment upon the
expiration of such leave is guaranteed by contract or statute, or unless
provided otherwise pursuant to formal policy adopted from time to time by
the Company and issued and promulgated to employees in writing; or (v) in
the case of transfer between locations of the Company or between the
Company or its Affiliates. In the case of any employee on an approved leave
of absence, the Board may make such provisions respecting suspension of
vesting of the Option while on leave from the employ of the Company or an
Affiliate as it may deem appropriate, except that in no event shall an
Option be exercised after the expiration of the term set forth in the
Option.
(e): Unless otherwise provided in a Participant's employment agreement, if
any Participant's employment is terminated by the Company for any reason other
than for Misconduct or, if applicable, by Constructive Termination, within one
year after a Change of Control has occurred, then all Options held by such
Participant shall become fully vested for exercise upon the date of termination,
irrespective of the vesting provisions of the Participant's Option agreement.
For purposes of this subsection (e), the term "Change of Control" shall have the
meaning assigned by this Plan, unless a different meaning is defined in an
individual Participant's Option agreement or employment agreement.
(d) Options may also contain such other provisions, which shall not be
inconsistent with any of the foregoing terms, as the Board or its delegate shall
deem appropriate.
8. Automatic Grants to Outside Directors
[deleted]
9. Payments and Loans Upon Exercise of Options
With respect to Options other than Options granted to Outside Directors
pursuant to Section 8, the following provisions shall apply:
(a) The exercise price of Shares sold pursuant to an Option shall be paid
either in full in cash or by certified check at the time the Option is exercised
or in accordance with any deferred payment arrangement that the Board or its
delegate in its discretion may approve.
(b) In addition, if and to the extent authorized by the Board or its
delegate, Participants may make all or any portion of any payment due to the
Company upon exercise of an Option (i) by delivery of any property (including
securities of the Company) other than cash, so long as such property constitutes
valid consideration for the stock under applicable law and has a fair market
value on date of delivery equal to the exercise price, or (ii) by delivery to
the Company of a
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Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001