AMD 2004 Annual Report Download - page 154

TABLE OF CONTENTS
Page
ARTICLE 1. ORGANIZATIONAL MATTERS 1
1.1 Continuation 1
1.2 Name 1
1.3 Principal Place of Business; Other Places of Business 2
1.4 Business Purpose 2
1.5 Designated Agent for Service of Process 2
1.6 Term 2
ARTICLE 2. DEFINITIONS 2
ARTICLE 3. CAPITAL; CAPITAL ACCOUNTS AND MEMBERS 21
3.1 Initial Capital Contributions of Members 21
3.2 Additional Capital Contributions by Members 22
3.3 Capital Accounts 22
3.4 Member Capital 22
3.5 Liability of Members 22
ARTICLE 4. FINANCING OF THE COMPANY 23
4.1 Types of Financing 23
4.2 Allocation of Financing Responsibility During the First 4-Year Period 24
4.3 Financing Shortfalls 25
4.4 Operations Shortfalls 27
4.5 Obligations Outstanding at End of 4-Year Period 28
4.6 Financing Responsibility After the First 4-Year Period 28
ARTICLE 5. DISTRIBUTIONS 29
5.1 Distributions of Cash Available for Distribution 29
5.2 Prepayment 33
5.3 Distributions Upon Liquidation 33
5.4 Withholding 33
5.5 Distributions in Kind 34
5.6 Limitations on Distributions 35
ARTICLE 6. ALLOCATIONS OF NET PROFITS AND NET LOSSES 35
6.1 General Allocation of Net Profits and Losses 35
6.2 Regulatory Allocations 35
6.3 Tax Allocations 37
6.4 Other Provisions 38
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Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request.
Omissions are designated as ****. A complete version of the exhibit has been filed separately with the Securities and Exchange Commission.
Source: ADVANCED MICRO DEVIC, 10-K, March 01, 2005