AMD 2002 Annual Report Download - page 152

(i) the date as of which the Minimum Liquidity Covenant is, or is required to be, calculated in any certificate of compliance furnished by AMD Saxonia
pursuant to§ 16.2.1 of the Loan Agreement;
(ii) the date so referred to in a confirmation relating to the financial covenants given by the Auditor pursuant to§ 16.2.2 of the Loan Agreement; and
(iii) each other date on which the Agent has reasonably requested a calculation of the Minimum Liquidity Covenant to be made.
“Operative Documents” means, collectively, the Project Agreements, the Financing Documents, the AMD Inc. Primary Bank Credit Agreement, the
Management Plan, each Project Budget, each Project Schedule, each Approved Project Budget, each Approved Project Schedule, the Information Memorandum,
the Completion Certificates, the Conversion Documents, and each other instrument or document designated by the Agent (with the consent of each AMD
Company) as an Operative Document under and for purposes of this Agreement.
“Opinion Reservations” means limitations on the enforceability of legal documents as a matter of German law or the law of the United States of America
or one of its states and as incorporated as qualifications to an enforceability opinion in the legal opinions delivered to and accepted by the Agent under and
pursuant to § 5.1.11 of the Loan Agreement or in the legal opinions delivered to and accepted by the Agent under and pursuant to Amendment No. 1 to the Loan
Agreement dated 6 February, 1998, Amendment No. 2 to the Loan Agreement dated 29 June, 1999, Amendment No. 3 to the Loan Agreement dated 20
February, 2001, Amendment No. 4 to Loan Agreement dated 3 June 2002 and the Amendment No. 5 to the Loan Agreement dated 20 December 2002.
“Organizational Documents” means, with respect to any AMD Company, its certificate of incorporation, certificate of formation, Memorandum and
Articles of Association, charter, by-laws, and (except with respect to AMD Inc.) all shareholder agreements, voting trusts, and similar arrangements applicable to
its capital.
“Paying Agent” has the meaning assigned to that term in thesecond recital of this Agreement.
“Perform in Accordance with the Plans and Specifications” means, for purposes of the Technical Completion tests, and when used for the period from and
after Technical Completion, the performance by the Plant, on a substantially continuous basis substantially as intended under normal operating conditions, of the
functions for which it was designed in accordance with the Plans and Specifications. In order to certify that the Plant is capable of performing substantially as
intended under normal operating conditions, the Technical Advisor will during normal operations of the Plant (and without, to the extent practicable, disrupting
production at the Plant), observe the operation of the Plant and its component parts to determine if the Plant and its component parts (except for uninstalled
spares):
(x) are in operation and performing normally; and
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Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003