AMD 2004 Annual Report Download - page 215

(c) If, in connection with a Company Transaction or an AMD Transaction, the AMD stock options terminate, notwithstanding Section
7.16.1 above, the Company shall not be required to pay any remaining installments of the Discounted Black-Scholes Value of such terminated options to AMD
or to any other Person.
7.16.3Stock Option Allocation. Within thirty (30) days after the Launch Date, AMD shall grant AMD stock options to certain of the employees of
the Company and other Company Entities including those who previously worked for Fujitsu and FASL (Japan). Without limiting the generality of the foregoing,
such AMD stock options to be issued to such employees ranking at levels equal to and above manager shall be based on the allocation schedules set forth on
Exhibit G-1 and Exhibit G-2.
7.17 Maintenance of Insurance
7.17.1 During the term of the Company, the Company shall maintain (and shall maintain on behalf of each other Company Entity or shall cause each
other Company Entity to maintain on its own behalf), with financially sound and reputable insurers, customary levels of workers’ injury general liability
insurance, automobile liability insurance and property damage insurance naming the Company, Fujitsu and AMD (and their applicable Affiliates) as “Additional
Insureds” thereunder and other insurance with respect to liabilities, losses or damage to the assets, properties and businesses of the Company and the other
Company Entities as would be customarily carried or maintained under similar circumstances by entities of established reputation engaged in similar businesses,
in each case in such amounts, with such deductibles, covering such risks and otherwise on such terms and conditions as are customary for entities engaged in
similar businesses. Within thirty (30) days after the Launch Date and on an annual basis thereafter at least ten (10) days prior to each policy anniversary, the
Company shall furnish the Members with (a) certificates of insurance or binders, in a form reasonably acceptable to all of the Members, evidencing all of the
insurance required by the provisions of this Section 7.17 and (b) a schedule of the insurance policies held by or for the benefit of the Company Entities. Upon
request, the Company will promptly furnish either of the Members with copies of all insurance policies, binders and cover notes or other evidence of such
insurance relating to the insurance required to be maintained by the Company Entities. The schedule of insurance shall include the name of the insurance
company, policy number, type of insurance, major limits of liability and expiration date of the insurance policies. Within thirty (30) days after the Launch Date,
the Company shall provide to each of the Members a certificate from the Company’s insurance broker or other evidence satisfactory to them that all insurance
required to be maintained pursuant to this Section 7.17 is in full force and effect and that each of the Members has been named as a “Additional Insured”
thereunder.
7.17.2 The Company shall maintain (and shall maintain on behalf of each other Company Entity or shall cause each other Company Entity to
maintain on its own behalf) with financially sound and reputable insurers, overseas travel insurance and special event personal injury insurance.
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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