AMD 2004 Annual Report Download - page 287

6.5 Documentation. Subject to the terms and conditions of this Agreement, FASL grants to AMD a non-exclusive, royalty-free, fully paid up license
(including the right to grant sublicenses), during the Term, to use, display, translate, modify to make consistent with in its own documentation, copy and
otherwise reproduce and distribute (either on its own, or in conjunction with, or as incorporated in AMD product documentation) the Documentation in the AMD
Territory and the Joint Territory, and anywhere in the world in connection with **** and AMD ****, solely in connection with the marketing, promotion,
advertisement, sale and other distribution of Products as expressly permitted herein, and in connection with AMD’s obligations set forth in Sections 5, 9 and 11.
Notwithstanding the foregoing, AMD may not modify the Documentation in a manner that misrepresents the Products.
7. PRODUCT DISTRIBUTION CENTERS
7.1 Product Distribution Centers. AMD will set aside physical space reasonably acceptable to FASL in one of the storage or warehouse facilities it owns
or leases in Europe for FASL to use as a storage and shipping facility for Products (the “Product Distribution Center”). The size of space allocated to FASL for
the Product Distribution Center shall be agreed upon by the Parties in writing. To the extent feasible, AMD shall maintain the Product Distribution Center apart
from the space allocated for AMD activities. The Product Distribution Center will be staffed by FASL employees or agents, or by FASL Subsidiary employees or
agents, who shall be granted unlimited access to the Product Distribution Center, but who shall be under the general administrative supervision of AMD for site
management at the applicable facility. Notwithstanding anything to the contrary in the foregoing, FASL and FASL Subsidiary employees and agents shall, and
FASL or a FASL Subsidiary, as applicable, shall cause it employees and agents to: (a) not interfere with AMD’s activities at the AMD facilities housing the
Product Distribution Center; (b) comply with AMD’s then-current workplace rules and procedures, as provided by AMD to FASL from time to time; and (c) take
such other action or follow such other procedures as reasonably requested by AMD. FASL shall retain title and risk of loss with respect to Products stored in
Product Distribution Center, and, as between the Parties, title and risk of loss shall pass to AMD only in accordance with Section 3.5.2. The Parties currently
anticipate that it will not be possible to establish the Product Distribution Center on or before the Effective Date; the Parties will use Best Efforts to establish the
Product Distribution Center as soon as possible after the Effective Date, but in any event will do so no later than January 1, 2004.
7.2 Product Distribution Center Operating Costs. AMD shall provide use of Product Distribution Center space at no cost to FASL, and AMD will bear
all general maintenance costs and expenses incurred in connection with the Product Distribution Center, including, for example, rental payments, utilities, and
security and safety expenses. Notwithstanding anything to the contrary in the foregoing, AMD shall not be responsible for any costs or expenses relating to
FASL’s or the FASL Subsidiary’s operation of the Product Distribution Center, including costs relating to the FASL or FASL Subsidiary employees and/or
agents working in the Product
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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