AMD 2006 Annual Report Download - page 209

EXECUTION VERSION
calendar quarter for Third Parties. For each *** wafer bumped for Third Parties in excess of *** per calendar quarter, AMD shall pay IBM a royalty of
*** percent (***%) of the bumping price charged by AMD to the Third Parties. AMD’s royalty obligation shall continue through the Term. After the
Term, AMD may bump an unlimited number of wafers for third parties with no further royalty or reporting obligations, including no additional fees for
AMD or the Third Parties who have products Bumped by AMD.
For the avoidance of doubt, as set forth in Section 3.9.2 a., AMD shall be permitted to perform bumping using the Bump Technology for up to ***
semiconductor wafers per calendar quarter for Third Parties. For each ***mm wafer bumped for Third Parties in excess of *** per calendar quarter, AMD
shall pay IBM a royalty of *** (***%) of the bumping price charged by AMD to the Third Parties. AMD’s royalty obligation shall continue through the
term of this Agreement. After the Term, AMD may bump an unlimited number of wafers for third parties with no further royalty or reporting obligations,
including no additional fees for AMD or the Third Parties who have products Bumped by AMD.
The licenses granted under, and other license related provisions of, Sections 8.1 through 8.3, 8.5, 8.7, 8.9 through 8.12, and 8.14 through 8.17 shall apply
to eDRAM Licensed Products in the same manner as such licenses and other provisions apply to Licensed Products, as follows:
(a) for eDRAM Licensed Products manufactured in a 45nm CMOS logic fabrication process; and
(b) for eDRAM Licensed Products manufactured in any CMOS logic fabrication process, except as altered by Section 12.8.
SECTION 9 – LICENSE TO RESIDUALS AND PROPRIETARY TOOLS
9.1 Notwithstanding any other provisions of this Agreement, to the extent that such use does not infringe the valid patents, patent applications, registered
designs, or copyrights of the other Party, and subject to the provisions of Section 7, each Party shall be free to use the residuals of Specific Results, the
other Party’s Background Know-How, Proprietary Tools and Pre-T0 Information (including High Sensitivity Pre-T0 Information), if any, and other
confidential information received pursuant to Section 7.2, above, for any purpose, including use in the development, manufacture, marketing, and
maintenance of any products and services. The term “residuals” means that information in non-tangible form which may be mentally retained by those
Representatives of a Party who have had access to Specific Results, the Background Know-How, Proprietary Tools and/or Pre-T0 Information (including
High Sensitivity Pre-T0 Information), if any, of the other Party, pursuant to this Agreement. The Parties agree that the receipt of Specific Results, the
Background Know-How, Proprietary Tools and/or Pre-T0 Information (including High Sensitivity Pre-T0 Information), if any, of another Party shall not
create any obligation in any way limiting or restricting the assignment and/or reassignment of a Party’s Representatives within that Party.
***Confidential Treatment Requested.
Third Amendment and Restatement of “S” Process Development Agreement between AMD and IBM
IBM - AMD Confidential Page 41 of 90
Source: ADVANCED MICRO DEVIC, 10-K, March 01, 2007