Infineon and Nanya shall designate their own Management Coordinator, Project Manager and Technical Coordinator, as set forth in Exhibit 9.1. Each Party may replace its own Management Coordinator, Project Manager and Technical Coordinator by giving thirty (30) days prior written notice to the other Party.
Infineon hereby assigns all receivables recorded on the Contribution Balance Sheet to Qimonda as of the Effective Date. Qimonda accepts this assignment.
Infineon hereby contributes to Qimonda all contracts and offers concerning the supply of goods and services that exclusively pertain to the Segment and were concluded prior to the Effective Date (“Qimonda Contracts”), along with all associated rights and duties, with economic effect as of the Effective Date. Qimonda hereby undertakes to fulfil and execute the Qimonda Contracts with reasonable care and diligence in the customary business manner. The essential Qimonda Contracts are listed in Appendix F1.
2. a) Insofar as these contracts and offers are legally and actually divisible, contracts and offers concerning the supply of goods and services, in particular those listed in Appendix F2 which are not exclusively attributable to the Segment and which also impact other Infineon activities, shall be transferred, in pertinent part, from Infineon to Qimonda, including all rights and duties contained therein; the transfer will take economic effect upon the Effective Date.
Infineon hereby assigns to Qimonda all rights from the contracts and offers described in subsections 1 and 2a) above, to take economic effect upon the Effective Date. Qimonda hereby accepts these assignments and will assume all obligations arising out of these contracts on the Effective Date.
Infineon is currently negotiating cross licensing agreements with two competitors, which could result in obligations for payments by Infineon to its competitors. Qimonda shall assume a contingent payment obligation and hereby indemnifies Infineon against liability under the following terms: As between Infineon and Qimonda, Qimonda assumes 60% of the total payments due for payment to these competitors of Infineon and Qimonda. Insofar as the contracts oblige Infineon to pay continual licensing fees for future sales, Qimonda will pay an equalising payment at (X) per cent of the annual global turnover of Qimonda and affiliates under the terms of Sections 16 through 18 of the German Stock Corporation Act within 30 days of the invoice of the total licensing fees to be paid to competitors for each business year during the term of this contract. This (X) percent is calculated as follows only once for all future business years, based on the turnover of the Segment in the financial year 2005 (2825 Mio €):
Infineon agrees to use all commercially reasonable efforts to sign and deliver to SMIC, on an annual basis, and at the request of SMIC, a letter of assurance that the Wafers produced by SMIC and shipped to Infineon and/or its Subsidiaries, have been handled by Infineon and its Subsidiaries in full compliance with German, European and U.S. export control laws and regulations, and thus have, including without limitation, not been shipped to any country to which shipment of such Wafers is embargoed by such laws and regulations.
Infineon and NEXX shall have the right to terminate this Agreement by giving [*] In case of any termination under this Section 14.1 Sentence 1, Section 11.7 shall apply mutatis mutandis.
Infineon and Parlex warrant and represent to each other that neither the execution, delivery nor performance of this Agreement will, with or without the giving of notice or the passage of time, or both, conflict with, result in a default, right to accelerate or loss of rights under, or result in the creation of any lien, charge or encumbrance pursuant to, any provision of either party's Articles of Organization or Bylaws or any regulation or any order, judgment or decree to which either is a party or by which it may be bound or affected. Both parties have the full power and authority to enter into this Agreement and to carry out the transactions contemplated thereby, all proceedings required to be taken by them to authorize the execution, delivery and performance of this Agreement and all other agreements relating hereto or contemplated hereby have been properly taken and this Agreement constitutes a valid and binding obligation.
Infineon. Evaluating tutorial from industrial perspective. Duration: 1 person-months STX – Evaluating tutorial from an SME industrial perspective. Duration: 1 person-months
Infineon. For the members of GALAXY project consortium INFINEON will provide a standard ASIC development kit for their advanced 45nm CMOS manufacturing platform. The opportunity for test chips and silicon verification of the developed components and systems will be available for the consortium. It is planned that GALAXY project utilizes the following personnel and indirect resources per beneficiary: • IHP (73 person months, requested EC contribution ~ 635 T€) – Planned personnel and indirect cost will be used for management and RTD activities. IHP as administrative and technical coordinator of the project has to utilize reasonable staff needed for management tasks (15 person months). Additionally, IHP has to cover important RTD tasks such as GALS interface specification (WP2; 12 person months), additional cell generation for 130 nm CMOS process (WP3; 4 person months), support for GALS design & test flow (WP5; 7 person months), exploration of EMI reduction with GALS methods (WP7; 14 person months), fabrication & testing of synchronous and GALS complex chip in 45 nm CMOS process (WP8; 20 person months), and finally dissemination (WP9; 1 person months). • UNIMAN (74.7 person months, requested EC contribution ~ 570 T€) – Planned personnel and indirect cost will be used for RTD activities and to the very small extent (1.1 person months) for management activities. Most of its efforts UNIMAN will concentrate on software tools development (WP3, WP4, WP5, WP8; 62 person months) needed to establish GALS design flow. Those deliverables are of highest importance for this project. Additionally, they will work on asynchronous IP packaging (WP2; 3 person months), GALS libraries (WP3; 5.6 person months) and dissemination and exploitation (WP9; 3 person months). • EPFL (42.7 person months, requested EC contribution ~ 410 T€) – In the GALAXY project EPFL will be intensively involved in exploring low-power properties of GALS methods (WP7; 12 person months), and GALS application to NoC (WP3, WP6, WP5, WP8; 16.7 person months; this is a common work of UNIBO and EPFL). Additionally, they will support chip fabrications (WP7, WP8; 5 person months), in support for the GALS interfaces design & test flow (WP2, WP5; 7 person months), and in dissemination (WP9; 2 person months). • UNIBO (44 person months, requested EC contribution ~ 385 T€) – Planned personnel and indirect cost will be used for RTD activities and to the very small extent (1 person month) for management activities. UNIBO will mo...
