AMD 2000 Annual Report Download - page 78

or to such other address as either party may have furnished to the other in
writing in accordance herewith, except that notice of change of address shall be
effective only upon receipt.
24. Governing Law
This Agreement shall be governed and construed in accordance with the
laws of the State of Delaware.
25. Costs
Company shall pay all the expenses of Executive, including attorneys'
fees, in the negotiation and preparation of this Agreement, in addition to
Company's own expenses in connection therewith.
26. Severability
If, for any reason, any provision of this Agreement is held invalid,
such invalidity shall not affect any other provision of this Agreement not held
so invalid, and each such other provision shall to the full extent consistent
with law continue in full force and effect. If any provision of this Agreement
shall be held invalid in part, such invalidity shall in no way affect the rest
of such provision not held so invalid, and the rest of such provision, together
with all other provisions of this Agreement, shall to the full extent consistent
with law continue in full force and effect.
27. Arbitration
(a) Any disagreement, dispute, controversy or claim arising out of or
in any way related to this Agreement or the subject matter hereof or the
interpretation hereof or any arrangements relating hereto or contemplated herein
or the breach, termination or invalidity hereof or the provision or failure to
provide any other benefits upon a change of control pursuant to any other bonus
or compensation plans, stock option plan, stock ownership plan, stock purchase
plan, life insurance plan or similar plan or agreement with Company and/or any
of its subsidiaries as "change of control" may be defined in such other
agreement or plan, which benefits constitute "parachute payments" within the
meaning of Section 280G of the Code, shall be settled exclusively and finally by
arbitration. If this Section 27 conflicts with any provision in any such
compensation or bonus plan, stock option plan or any other similar plan or
agreement, this provision requiring arbitration shall control.
(b) The arbitration shall be conducted in accordance with the
Commercial Arbitration Rules (the "Arbitration Rules") of the American
-----------------
Arbitration Association (the "AAA"). The arbitral tribunal shall consist of
---
three arbitrators, one chosen by Company, one chosen by the Executive and one
chosen by the preceding two persons.
(c) Company shall pay all of the fees, if any, and expenses of such
arbitration, and shall also pay all Executive's expenses, including attorneys'
fees, incurred in connection with the arbitration regardless of the final
outcome of such arbitration.
21
Source: ADVANCED MICRO DEVIC, 10-K405, March 20, 2001