AMD 2006 Annual Report Download - page 210

EXECUTION VERSION
9.2 Each Party grants to the other Party under the Proprietary Tools provided by that Party for use in the Process Development Projects, an irrevocable,
non-exclusive and royalty-free license to use, execute, display, and perform such Proprietary Tools in the Development Facilities for the purpose of the
Process Development Projects. Any Proprietary Tools that are introduced into the Development Facilities for the purpose of the Process Development
Projects may not be transferred from the Development Facilities or used by a Party outside the Development Facilities without the express written consent
of the Party introducing the Proprietary Tool(s). Any Party providing Proprietary Tools used in the Process Development Projects that are not available
from another source or for which there is no reasonable substitute, will, to the extent it has the right to do so, and on terms and conditions (including
reasonable fees) to be negotiated, grant a non-exclusive license to the other Party to use such Proprietary Tools outside the Process Development Projects
in furtherance of their respective license rights set forth in Section 8.
SECTION 10 – OWNERSHIP OF SPECIFIC RESULTS
10.1 Except with respect to Designated Inventions, as set forth in Section 11 of this Agreement, and except with respect to Background Know-How,
Specific Results shall be the property of both Parties which shall own the mask works, copyright, trade secret, know-how and similar rights in all
such material jointly without accounting to the other Party. For the avoidance of doubt, such joint ownership shall include Inventions other than
Designated Inventions. Moreover, for the avoidance of doubt, this Agreement shall constitute written consent of such joint owner for the disclosing
Party to make the disclosures set forth in Section 7, to the extent such joint consent is required in a given jurisdiction; provided, however, that such
assent is subject to the terms and conditions of this Agreement. Before applying to register or record in any country any of the rights or material to
which this Section 10 relates, the Parties shall hold consultations and agree on whether this is appropriate and, if so, which of them shall make such
application and in which countries.
10.2 The joint ownership by the Parties of all copyright and similar right in and to Specific Results shall be subject to Sections 7 and 8; the Parties understand
and agree that their status as joint owners does not grant them any rights to utilize Specific Results over and above their respective disclosure rights as set
forth in Section 7 of this Agreement.
SECTION 11 – OWNERSHIP OF DESIGNATED INVENTIONS
11.1 Each Designated Invention made solely by one or more Representatives or contractors of one Party, and title to all patent applications filed thereon and all
patents issued thereon, shall be solely the property of the inventing Party, subject to a patent license granted in Section 11.3 below. It shall be in the sole
discretion of the inventing party to determine whether or not to file a patent application on an Invention, thereby creating a Designated Invention.
Third Amendment and Restatement of “S” Process Development Agreement between AMD and IBM
IBM - AMD Confidential Page 42 of 90
Source: ADVANCED MICRO DEVIC, 10-K, March 01, 2007