AMD 2004 Annual Report Download - page 292

11.8 Other Assistance. AMD shall provide FASL with such additional sales and/or marketing support activities as FASL may reasonably request from
time to time, on terms and conditions to be agreed in writing by the Parties.
12. PRICE; PAYMENTS; TAXES
12.1 Distributor Pricing. AMD is free to establish prices for its re-sale of Products.
12.2 Price List. ****, FASL shall provide AMD with an updated price list which, among other things, shall both set forth FASL’s recommended sales
price (“RSP”) for each Product, **** to which such price list relates, and designate each Product as either a Standard Product or a Custom Product. FASL shall
have the right to increase or reduce the RSP for any Product at any time in its sole discretion, upon prior written notice to AMD, the amount of such notice to
take into account the time period necessary to communicate price changes to sales people, such written notice describing the Product subject to such price
change, the new RSP for such Product and the effective date of such price change. The Parties will use Best Efforts to establish a real-time price change
notification procedure, but acknowledge that on the Effective Date means to establish such a procedure have not been implemented. Price changes shall apply to
all Purchase Orders received by FASL after the effective date of the change and FASL may in its discretion **** received prior to the effective date of the
change. FASL will establish policies and procedures whereby FASL will honor long-term pricing commitments to AMD as agreed to by FASL.
12.3 Purchase Price of FASL Content Only Products. The Purchase Price for each FCO Product shall be equal to **** of RSP at the time the order was
booked. The Purchase Price for each FCO Product is subject to the following adjustments:
12.3.1Price Increase. In the event AMD sells an FCO Product to a Customer or Channel Partner in an amount that is in excess of the RSP for such
Product, the Purchase Price shall be automatically increased to an amount equal to **** of the actual sales price of such Product.
12.3.2Price Decrease. In the event AMD sells an FCO Product to a Customer or Channel Partner in an amount that is less than the RSP for such
Product, AMD may request that FASL reduce the Purchase Price. In such case, FASL may, but shall have no obligation to, reduce the Purchase Price to an
amount that it determines in its sole discretion.
12.4 Purchase Price for Combined Products.
12.4.1Purchase Price. The Purchase Price for each Combined Product shall be as follows:
(a) for Combined Products with equal to or greater than **** FASL Content, the Purchase Price shall be equal to **** of the RSP at the time
the order was booked for such 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