AMD 2003 Annual Report Download - page 135

§ 3
Amendments to other Operative Documents, Consents and Approvals
3.1 AMD Saxonia confirms that:
3.1.1 the AMD Saxonia Wafer Purchase Agreement will be amended to provide an amendment of the definition “Total Costs” under Section 1.01
No. (65) (i), as follows:
“Total Costs for each Month shall be (i) decreased for that Month by the amount by which the work-in-progress and finished products
inventory at the end of that Month exceeds the amount of the work-in-progress and finished products inventory at the end of the immediately
preceding Month, and (ii) increased for that Month by the amount by which the work-in-progress and finished products inventory at the end
of that Month is less than the amount of the work-in-progress and finished products inventory at the end of the immediately preceding
Month;”; and
3.1.2 the parties to the AMD Holding Wafer Purchase Agreement will acknowledge to the amendment referred to in § 3.1.1 above.
3.2 The Banks and the Agent consent to (i) the amendment to the AMD Saxonia Wafer Purchase Agreement set forth in § 3.1.1
above and (ii) an amendment to the Articles of Association of AMD Holding and AMD Admin granting a release of the
respective managing directors from restrictions on competitive activities with respect to actions as managing directors or in
comparable positions or as employees for AMD Inc., for affiliates of AMD Inc. or for other companies in which AMD Inc.
holds a direct or indirect participation or any other actions for the benefit of the AMD group.
3.3 The Banks, the Agent, the Paying Agent and the Security Agent acknowledge and consent to:
3.3.1 the sale and transfer of the area, framed blue in the map set out in Schedule 1 to this Agreement, by AMD Saxonia to AMD Fab 36 Limited
Liability Company & Co. KG and a release of the first priority collective land charge relating to such area currently granted to the Security
Agent;
3.3.2 the transfer of land parcels registered in the Land Registry of the Dresden County Court, boundary of Wilschdorf, Folio 851 parcels numbers
121/4, 124/2, 125/4, 128/4, 129/5, 130/2, 133/4, 134/2, 137/2, 138/2, 142/2, 143/2, 143/4, 146/2, 146/4, 147/2, 147/4, 147/5, 150/4, 150/6,
151/4, 151/6, 154/4, 154/6, 155/1, 155/2, 156/2, 157/2, 157/4, 158/1, 158/2, 159, 160/2, 160/4, 160/6, 161/2, 161/4, 162, 694/4 and 694/6 (the
“Greenbelt”) by AMD Saxonia to Regional Capital (Landeshauptstadt) Dresden (without consideration) and release of the first priority
collective land charge relating to such land parcels currently granted to the Security Agent;
3.3.3 the granting of land servitudes (Grunddienstbarkeiten) in the land remaining with AMD Saxonia in favor of the blue framed area in the map
set out in Schedule 1 to this Agreement to be provided by AMD Saxonia to AMD Fab 36 Limited Liability Company & Co. KG in the form
of easements of access
Source: ADVANCED MICRO DEVIC, 10-K, March 09, 2004