AMD 2002 Annual Report Download - page 261

has all or a substantial portion of its capital stock or assets expropriated or attached by any government entity; or
***, undergoes a Change of Control (as such term is defined in Section 12.3 of this Agreement, as modified to apply to such
sublicensee instead of AMD); and
(e) to the extent permitted by law, such agreement shall grant IBM third party beneficiary status (or the equivalent under whatever law
applies to the sublicense agreement) with an independent right to enforce the confidentiality and license term of the agreement. If
AMD fails to reach an agreement with its disclosee(s) on such third party beneficiary status, then IBM shall discuss and negotiate
with AMD for a possible alternative to this sub-section (e).
7.8 Notwithstanding any other provision of this Agreement, AMD shall not be prevented from furnishing or disclosing technical information developed
solely by AMD, or by AMD and Third Parties (other than Toshiba and Sony) to any Third Party. Further, with respect to technical information
developed by AMD and Sony or Toshiba outside the scope of this Agreement (deemed for the purpose of this sentence to include the scope of the
Sony, Toshiba, IBM “S” Process Development Agreement) AMD shall not be prevented from furnishing or disclosing such technical information to
any Third Party. Further, disclosure of such technical information shall not be prevented even if a minor portion of Bulk CMOS Information
embodied in Specific Results is commingled with and constitutes an inseparable element of such technical information. If any dispute arises with
regard to the definition of “minor portion” prior to disclosure, the Management Committee shall resolve such dispute. No royalties shall be payable
in connection with the disclosures permitted by this Section 7.8.
In addition, AMD may request permission in writing from IBM to disclose Specific Results, in addition to that set forth in Sections 7.5, 7.6 and 7.7
to Third Parties. IBM will consider and respond in writing to each such request.
7.9 IBM shall have the right to disclose Specific Results to any Subsidiary or any Third Party, at any time and for any purpose, and such recipients shall
have the right to disclose Specific Results to their Subsidiaries, provided that such disclosures shall be subject to appropriate confidentiality terms
that, at a minimum, shall have a term of confidentiality no shorter than that set forth herein.
7.10 With respect to information that does not relate to the Process Development Projects and which is considered confidential by either Party, it is not
the intention of either Party to disclose to or obtain from the other Party any such information. In particular, the Parties acknowledge that IBM has
other development projects and relationships being conducted in the ASTC facility, and the Parties shall take reasonable precautions to limit the
*** Confidential information omitted and filed separately with the Securities and Exchange Commission.
Source: ADVANCED MICRO DEVIC, 10-K, March 14, 2003