AMD 2002 Annual Report Download - page 171

(ii) the Sponsors shall not be relieved of the foregoing obligations by virtue of:
(a) any prior Sponsors’ Loans made by the Sponsors (or either of them), including without limitation, the additional Sponsors’ Loan in an amount
of $34,000,000 made by AMD Inc. to AMD Saxonia on 26 September 1997 and referred to inSection 3.5 above and the Class C Sponsors’
Loan in an amount of $ 70,000,000 made by AMD Inc. to AMD Saxonia on 30 June 1999 and referred to inSection 3.4 above;
(b) any prior contributions of Equity Capital (or other contributions to AMD Saxonia’s capital reserves) by AMD Holding;
(c) any prior Revolving Loans made by the Sponsors (or either of them); or
(d) any payment made by either Sponsor under the Sponsors’ Guaranty;
provided,however, that the Sponsors shall have no liability as aforesaid in respect of any Subsidies which fail to be provided at any time after the foreclosure by
the Security Agent upon any security provided by the Security Documents, unless such failure is attributable to any such breach by AMD Inc. or any of its
Affiliates (other than AMD Saxonia or AMD Holding, if then Affiliates of AMD Inc.) occurring after such foreclosure.
SECTION 6.3 Bridging of AMD Saxonia’s Receipt of the Subsidies.
(a) It is understood and agreed that the Sponsors (jointly and severally) will, in the case of AMD Holding, contribute Equity Capital (or other
contributions to AMD Saxonia’s capital reserves), or, in the case of either Sponsor, make Sponsors’ Loans, to AMD Saxonia, in either case as
and to the extent that AMD Saxonia requires such funds prior to and in anticipation of its receipt of the Subsidies. If any such contribution or
Sponsors’ Loan is made for such purpose prior to AMD Saxonia’s receipt of the Subsidies (or any portion thereof) then, to the extent that
AMD Saxonia subsequently receives the proceeds of such Subsidies, and provided that no Event of Default, Unmatured Event of Default or
Event of Termination shall have occurred and be continuing, AMD Saxonia shall, to the extent permitted by applicable law, repay Sponsors’
Loans to the extent of the aggregate amount of the proceeds of the Subsidy so received, but without interest.
(b) The Sponsors’ obligations to make contributions or loans underSection 6.3 (a) shall terminate from the date of any foreclosure over the
shares of AMD Holding, the membership interests of AMD Saxony LLC, the shares in AMD Admin or over the partnership interests in AMD
Saxonia under the Security Documents.
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Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003