AMD 2002 Annual Report Download - page 202

(vii) merge with or into or consolidate with any Person, or, acquire, lease, or purchase, all or substantially all of the assets or stock of any class of, or any
partnership or joint venture interest in, any Person, or create or acquire any Subsidiary, except, with respect to AMD Holding, for the acquisition of
AMD Saxonia and AMD Admin.
(viii) sell, lease, assign, transfer, or otherwise dispose of any of its assets, including its accounts receivable, except as contemplated by the Operative
Documents or in connection with the Conversion and the Substitution (if any); or issue or sell any shares of any class of its capital stock to any
Person except, with respect to AMD Holding and AMD Saxony LLC, to AMD Inc. and except, with respect to AMD Admin, to AMD Holding.
(ix) make any loan or advance or extend any credit to any Person other than AMD Saxonia or as contemplated by the AMD Holding Wafer Purchase
Agreement, or purchase or otherwise acquire the capital stock or obligation of, or any investment in, any Person other than AMD Saxonia, in each
case other than Cash Equivalent Investments which have been pledged to the Security Agent pursuant to the AMD Holding Security Documents.
(x) apply for or become liable with respect to any letter of credit or acceptance financing; or enter into or become liable with respect to any interest or
currency swap, hedge, exchange, or other similar obligation.
(xi) purchase any shares of, or interest in, any Person, other than, with respect to AMD Holding, shares of, or interest in, AMD Saxonia or AMD Admin,
and, with respect to AMD Saxony LLC, the re-transfer of Euro 250 capital interest (Pflichteinlage) in AMD Saxonia in connection with the
Conversion, or redeem any of its shares, declare or pay any dividend thereon or make any distribution to its shareholders, except for any such
distribution made as a result of the transactions contemplated bySection 6.3 or as otherwise contemplated by the Operative Documents; or in the
case of AMD Saxony LLC, AMD Admin or AMD Holding, accept any distributions, or accept any payments of profits (Gewinnanspruch) including
but not limited to, any and all rights and claims arising in connection with the capital accounts (Kapitalkonten), loan accounts (Darlehenskonten),
and the private accounts (Privatkonten) of any partner (Gesellschafter), any claim to a distribution-quote (Auseinandersetzungsanspruch) including
but not limited to any compensation in case of termination (Auflösung), in particular claims for liquidation proceeds (Liquidationserlös), withdrawal
(Ausscheiden) of a partner, repaid capital in case of a capital decrease (Herabsetzung der Einlage oder der Pflichteinlage), repayment of capital
(Rückzahlung von Einlagen) or any other pecuniary claims (geldwerte Forderungen) from AMD Saxonia, except for any such distribution or
payment of profits made as a result of the transactions contemplated bySection 6.3 or as otherwise contemplated by the Operative Documents.
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Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003