AMD 2002 Annual Report Download - page 260

7.7 As set forth in Section 8.1, AMD has the right to utilize one or more aspects of Bulk CMOS Information in their development of the Derivative
Process. AMD shall have the right to disclose and sublicense as specified in Section 8 such Derivative Processes to its Wholly Owned Subsidiaries
and their Related Subsidiaries at any time (such disclosures being subject to the conditions set forth in Section 7.5). AMD shall also have the right to
disclose and sublicense as specified in Section 8 such Derivative Processes to Third Parties, as follows:
(i) to not more than *** (***) Third Parties in total under this Agreement subject to Section 7.7(ii), *** (***)*** of the applicable
Process Development Project and to AMD’s flash memory venture for the purpose of producing flash memory products, no earlier
than *** of the applicable Process Development Project. It is understood that employees of AMD’s flash memory partner working
within AMD’s flash memory venture might be exposed to such disclosed information and such exposure shall not constitute a
disclosure under this Section nor a breach of any confidentiality obligations hereunder; and
(ii) to an *** of ***, no earlier than *** of the applicable Process Development Project.
Such sublicenses will not be granted without a written agreement between the disclosing party and the sublicensee. Such sublicenses and sublicense agreements
shall be subject to the following:
(a) such sublicenses must be for the entire Derivative Process, and not solely or primarily those portions of the Derivative Process
derived from the Specific Results;
(b) such sublicenses shall specifically exclude the right for the Third Party to utilize all or any aspect of the Derivative Process to
develop, derive, or otherwise create a fabrication process to fabricate SOI Integrated Circuits;
(c) such sublicenses shall be subject to confidentiality terms that are the same or substantially similar to those set forth in this Agreement,
and at a minimum must have a confidentiality term that is no less than that set forth herein;
(d) such sublicense shall terminate, with immediate effect if the Third Party undergoes any of the following:
becomes insolvent, is dissolved or liquidated, files or has filed against it a petition in bankruptcy, reorganization, dissolution or
liquidation or similar action filed by or against it, is adjudicated as bankrupt, or has a receiver appointed for its business;
*** Confidential information omitted and filed separately with the Securities and Exchange Commission.
Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003