AMD 2004 Annual Report Download - page 254

royalties or other consideration, in which case such Patents shall be included within the FASL Licensed Patents), except for payments to FASL or any of its
Subsidiaries that are subject to control by the FASL Semiconductor Group or payments to Persons for inventions made by such Persons while employees or
contractors of FASL or any of its Subsidiaries that are subject to control by the FASL Semiconductor Group. Notwithstanding any of the foregoing, FASL
Licensed Patents do not include any Assigned Patent Rights.
1.2.22 “Fujitsu” has the meaning set forth in the Recitals.
1.2.23 “Intellectual Property Contribution and Ancillary Matters Agreement” means that certain Intellectual Property Contribution and
Ancillary Matters Agreement entered into as of June 30, 2003 by and among Parent, FASL, AMD Investments, Inc. and Fujitsu.
1.2.24 “Licensed Patents” means, collectively, the FASL Licensed Patents, the Parent Licensed Patents, and the Subsidiary Licensed Patents of
each Subsidiary of Parent that, pursuant to Section 5.1, is granted sublicenses of the rights, licenses and immunities granted to Parent under Sections 2, 3 and 4.
1.2.25 “Licensed Product” means any of the items described in the following clauses (a) through (d) and/or parts thereof:
(a) Semiconductive Material;
(b) Auxiliary Part;
(c) Semiconductor Product; or
(d) Manufacturing Apparatus.
1.2.26 “Manufacturing Apparatus” means any instrumentality or aggregate of instrumentalities primarily designated for use in the making of any
of the items set forth in clauses (a) through (c) of Section 1.2.25 and/or parts thereof.
1.2.27 “Net Sales” with respect to a product, means the gross amounts invoiced by FASL and its Subsidiaries for the sale or other distribution of the
product within any country, less (a) separately stated charges for sales and use taxes, excise taxes, customs duties and other similar taxes, and (b) any amounts
that FASL and its Subsidiaries actually paid for the non-FASL Content, if any, of such product.
1.2.28 “Non-Semiconductor Group,” with respect to a Party, means any of such Party’s internal groups or other organizations that is not the
Semiconductor Group of such Party.
1.2.29 “Operating Agreement” has the meaning set forth in the Recitals.
1.2.30 “Parent” has the meaning set forth in the first paragraph of this Agreement.
4
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 this exhibit has been filed separately with the Securities and Exchange Commission.
Source: ADVANCED MICRO DEVIC, 10-K, March 01, 2005