AMD 2002 Annual Report Download - page 180

provided in accordance with GAAP. There is no proposed tax assessment against either Sponsor or any “Restricted Subsidiary” (as so defined) that
would, if made, have a Material Adverse Effect.
(xiv) Governmental Approvals with Respect to the Operative Documents.
As of the date this representation and warranty is made or reaffirmed, as the case may be, all Governmental Approvals (including, without
limitation, from the United States of America, the European Union, the Federal Republic of Germany, and the Free State of Saxony) necessary for
the due authorization, execution, delivery, and performance by each of the AMD Companies of, the legality or validity of the obligations of each of
the AMD Companies under, or the enforceability against each of the AMD Companies of, each of the Operative Documents to which it is a party
and the due and timely payment by each of the AMD Companies of amounts owing under each of the Operative Documents have been listed on
Schedule 20 to the Loan Agreement and, except as otherwise noted therein, all of such Governmental Approvals have been duly obtained or
effected, and are in full force and effect, on the Conversion Effective Date.
(xv) Governmental Approvals with Respect to the Plant and the Design Center.
As at the date this representation and warranty is made or reaffirmed, as the case may be, all Governmental Approvals necessary for the
construction, ownership, use, and operation by AMD Saxonia of the Plant and the Design Center or which are required in order that the Plant and
the Design Center may be operated for their intended purposes and Perform in Accordance with the Plans and Specifications, have been listed on
Schedule 20 to the Loan Agreement, and all of such Governmental Approvals (except those listed inPart B ofSchedule 20 to the Loan Agreement)
have been duly obtained or effected, are sufficient for all purposes thereof, and are in full force and effect on such date (and, in the case of
Government Approvals that have expired, each AMD Company has timely applied for renewal thereof and such Governmental Approvals have been
administratively extended under applicable law); and AMD Inc. reasonably believes, after due inquiry, that the Governmental Approvals set forth in
Schedule 20 to the Loan Agreement, together with all Governmental Approvals, if any, that may be required in connection with the transactions
contemplated by the Operative Documents subsequent to the date on which this representation and warranty is made or reaffirmed, as the case may
be, will be obtained at such time or times as may be necessary to avoid material delay in, or material restrictions on the use or operation of, the Plant
and the Design Center.
(xvi) Interruption of Business.
Neither the business nor the properties of an AMD Company are presently affected by any fire, explosion, accident, strike, lockout, or other dispute,
drought, storm, hail, earthquake, embargo, Act of God, or of the public enemy, or other casualty (whether or not covered by insurance) which
impairs, or, if such event or
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Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003