AMD 2001 Annual Report Download - page 188

Mr. Hector Ruiz
January 31, 2002
Page 11
(ii) AMD shall pay you the accrued Retirement Benefit (as
defined below);
(iii) For 24 months following the Date of Termination, AMD shall
continue to provide medical and dental benefits to you, your
spouse and your eligible dependents on the same basis as such
benefits are provided during such period to the senior executive
officers of AMD; provided that such benefits shall be secondary
to any other coverage obtained by you and further provided that
the aggregate amount of benefit payments for each of you and your
spouse shall not exceed $1,000,000 in lifetime benefits or such
larger limit available under AMD's medical plans (the "Medical
Benefits"); provided, however, that if AMD's welfare plans do not
permit such coverage, AMD will provide you the Medical Benefits
(with the same after tax effect) outside of such plans;
(iv) All of the AMD stock options granted pursuant to this
Agreement and all other AMD stock options granted to you either
(x) after the Effective Date or (y) prior to the Effective Date
with an exercise price on the Effective Date equal to or greater
than the fair market value of AMD's Common Stock on the Effective
Date shall vest and be fully exercisable. All restrictions on any
AMD awards granted to you after the Effective Date shall
immediately lapse and such awards shall become nonforfeitable;
(v) To the extent not theretofore paid or provided, AMD shall
timely pay or provide to you any other amounts or benefits
required to be paid or provided or which you are eligible to
receive under any plan, program, policy or practice or contract
or agreement of AMD and its affiliates, including accrued
vacation to the extent unpaid through the Date of Termination,
through the Date of Termination, (such other amounts and benefits
shall be hereinafter referred to as the "Other Benefits");
(vi) AMD shall reimburse you (or your surviving spouse) for all
reasonable expenses of relocation for you and your family from
the Sunnyvale, California area to Austin, Texas within twelve
(12) months of the Termination Date, in accordance with the most
favorable terms of AMD's relocation policy (whether or not your
residence in the Sunnyvale, California area is considered your
primary residence) (the "Relocation Benefit");
(vii) The California Tax Payment for the calendar year in which
your Date of Termination occurs pursuant to Section 7(d); and
(viii) For a period of ten (10) years following the Date of
Termination, you shall continue to be indemnified under AMD's
Certificate of Incorporation and Bylaws at least to the same
extent as prior to the Date of
Source: ADVANCED MICRO DEVIC, 10-K, March 07, 2002