AMD 2004 Annual Report Download - page 278

(ii) With respect to each AMD Short Term Support Customer that is also a Fujitsu Account, FASL grants AMD the right to market,
sell and otherwise distribute Products throughout the world to such Customer; provided, however, that (A) AMD shall not engage in any new design
activity anywhere in the world for such Customer, and (B) AMD shall transition sales support for each such Customer to Fujitsu as soon as reasonably
practicable (as reasonably determined by FASL, taking into account various factors, including the preservation of Customer relationships and Customer
demands and requirements). This right shall terminate as to each such Customer upon completion of the transition with respect to such Customer.
(iii) With respect to each AMD Extended Period Support Customer, FASL grants to AMD the right to market, sell and otherwise
distribute Products in the Fujitsu Territory to such Customer. At such time that FASL reasonably determines that (A) Fujitsu has sufficient resources to
provide such Customer with a sufficient level of support in the Fujitsu Territory as AMD (as measured by various factors, including the number of
salespeople and the level of technical competence of Fujitsu’s sales force in light of such Customer’s Product needs), and (B) such Customer is open and
willing to purchase Products from Fujitsu in the Fujitsu Territory, FASL shall issue a certification in writing to AMD (with a copy to Fujitsu) that FASL
has made such determination. Upon receipt of such certification, this right shall terminate.
(b) Subject to the terms and conditions of this Agreement:
(i) With respect to each Fujitsu Short Term Support Customer, AMD agrees and acknowledges that, pursuant to the Fujitsu
Distribution Agreement, FASL shall grant to Fujitsu the right during the Term to market, sell and otherwise distribute Products in the AMD Territory to
such Customer; provided, however, that upon the transfer of sales support for each such Customer from Fujitsu to AMD in accordance with the Fujitsu
Distribution Agreement, this right shall terminate.
(ii) With respect to each Fujitsu Short Term Support Customer that is also an AMD Account, AMD agrees and acknowledges that,
pursuant to the Fujitsu Distribution Agreement, FASL shall grant to Fujitsu the right during the Term to market, sell and otherwise distribute Products
throughout the world to such Customer; provided, however, that upon the transfer of sales support for each such Customer from Fujitsu to AMD in
accordance with the Fujitsu Distribution Agreement, this right shall terminate.
(iii) With respect to each Fujitsu Extended Period Support Customer, AMD agrees and acknowledges that, pursuant to the Fujitsu
Distribution Agreement, FASL shall grant to Fujitsu during the Term the right to market, sell and otherwise distribute Products in the AMD Territory to
such Customer. At such time that FASL reasonably determines that (A) AMD has sufficient resources to provide such
7
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