AMD 2002 Annual Report Download - page 153

(y) demonstrate as a whole the operation of the principal component parts of the Plant at production rates consistent with the design capacity of the
Plant (as observed by the Technical Advisor from the operating log sheets and such other data as may be reasonably available and is demonstrated
from AMD Saxonia’s operating reports, copies of which will be obtained by the Technical Advisor).
The Technical Advisor will not be required to conduct specific tests on individual pieces of the Plant or its component parts in making this
determination. In order to certify that the Plant has met the tests, or has demonstrated performance equivalent to the tests, set forth in the definition
“Perform in Accordance with the Plans and Specifications”, the Technical Advisor will:
(i) in the case of demonstrated performance equivalent to the tests of the Plant (or portion thereof), obtain and rely on copies of, review, and analyze,
AMD Saxonia’s operating data comprising, but not limited to, daily log sheets, yield test results, and product shipments and, based upon the
foregoing, will determine if the Plant (or such portion) has demonstrated its required performance; and
(ii) in the case of a formal test run, observe the operations during normal business hours to verify the operating rates and time of operation and obtain
and rely on copies of and review and analyse AMD Saxonia’s operating data (as specified inclause (i) above) to independently determine if the
Plant (or portion thereof) has demonstrated its required performance.
“Permitted Encumbrances” means, (i) in the case of AMD Saxonia, AMD Saxony LLC, AMD Admin or AMD Holding, any Encumbrance arising by
operation of law in the ordinary course of business, Encumbrances arising in the ordinary course of business as a result of a supplier retaining title to goods
supplied pending payment for such goods, and Encumbrances on the Security pursuant to the Security Documents, and (ii) in the case of AMD Inc. or any
Subsidiary of AMD Inc. (other than AMD Saxonia, AMD Saxony LLC, AMD Admin or AMD Holding), a “Permitted Lien” under, and as defined in, the AMD
Inc. 1999 Loan and Security Agreement (or the equivalent thereof in any other AMD Inc. Primary Bank Credit Agreement).
“Person” means an individual or a corporation, partnership, limited partnership, trust, incorporated or unincorporated association, joint venture, joint stock
company, government (or an agency or political subdivision thereof), or other juridical entity of any kind.
“Plans and Specifications” means the plans and specifications to be prepared by AMD Saxonia and approved by each of the Sponsors (which approval
shall not be unreasonably delayed or withheld), the Technical Advisor, and the Agent for the fitting out of the Plant and the Design Center, as the same may be
amended by AMD Saxonia from time to time with the consent of each Sponsor and the Agent (which consent, in the case of each Sponsor, shall not be
unreasonably delayed or withheld);provided, that amendments to the plans and specifications
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Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003