EXHIBIT 10.23(g-1)
AMENDMENT
TO
JOINT VENTURE LICENSE AGREEMENT
THIS AMENDMENT (this "Amendment"), effective as of April 1, 1999, is made among
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ADVANCED MICRO DEVICES, INC., a corporation organized and existing under the
laws of the State of Delaware, United States of America, with its chief
executive office and principal place of business at Xxx XXX Xxxxx, Xxxxxxxxx,
Xxxxxxxxxx 00000, Xxxxxx Xxxxxx of America ("AMD"), FUJITSU LIMITED, a
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corporation organized and existing under the laws of Japan, with its registered
place of business at 1-1, Xxxxxxxxxxxx 0-Xxxxx, Xxxxxxxx-xx, Xxxxxxxx 000-0000,
Xxxxx ("Fujitsu"), and FUJITSU AMD SEMICONDUCTOR LIMITED, a joint venture
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organized and existing under the laws of Japan, with its registered office at 6,
Kogyo Danchi, Xxxxxx-xxxxx, Xxxxxxxxxxxxx-xxx, Xxxxxxxxx-xxx 000-0000, Xxxxx
("FASL").
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WITNESSETH:
WHEREAS, AMD and Fujitsu formed FASL pursuant to the Joint Venture Agreement
between AMD and Fujitsu dated March 30, 1993 and certain related agreements
(collectively, the "FASL Agreements");
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WHEREAS, pursuant to the FASL Agreements, FASL manufactures electrically
programmable read only memory and flash memory integrated circuit devices
("Products") which are purchased by AMD and Fujitsu pursuant to the FASL
Agreements, including without limitation, the Sales and Purchase Agreement of
FASL Products among Fujitsu, AMD and FASL dated September 8, 1995, as amended by
Memorandum of Understanding dated October 18, 1995, Memorandum dated February
19, 1996, Memorandum dated Xxxxx 00, 0000, Xxxxxxxxxx dated May 16, 1996, and
Memorandum dated July 13, 1998 (as amended, the "Sales and Purchase Agreement");
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WHEREAS, AMD, Fujitsu and FASL *****;
WHEREAS, *****.
NOW, THEREFORE, AMD, Fujitsu and FASL agree as follows:
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 this exhibit
has been filed separately with the Securities and Exchange Commission.
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ARTICLE I
Definitions
SECTION 1.1 Definitions. Capitalized terms not otherwise defined in this
Amendment are used with the definitions assigned to them in the Joint Venture
License Agreement.
SECTION 1.2 Construction. In this Amendment, unless the context requires
otherwise, references to Sections are to Sections of the Joint Venture License
Agreement. Section headings are inserted for reference only and shall not affect
the construction of this Amendment.
ARTICLE II
Amendments
SECTION 2.1 The Joint Venture License Agreement shall be amended as more
particularly set out below. In all other respects, the Joint Venture License
Agreement shall remain in full force and effect.
(a) Section 1.7 shall be deleted in its entirety, and replaced with the
following text:
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ARTICLE III
Miscellaneous
SECTION 3.1 Miscellaneous.
(a) This Amendment is limited as specified and shall not constitute a
modification, amendment or waiver of any other provision of the Joint
Venture License Agreement or any other provision of any other FASL
Agreement. Except as specifically amended by this Amendment, the Joint
Venture License Agreement shall remain in full force and effect and is
hereby ratified and confirmed.
(b) This Amendment may be executed in counterparts, each of which shall be
deemed an original, and all of which shall constitute one and the same
instrument.
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 this exhibit
has been filed separately with the Securities and Exchange Commission.
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(c) The provisions of Article 7 (Exchange of Information and Confidentiality)
of the Joint Venture License Agreement shall apply, mutatis mutandis, to
all information exchanged among parties, as amended by this Amendment.
(d) This Amendment shall be effective as of April 1, 1999.
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 this exhibit has been
filed separately with the Securities and Exchange Commission.
IN WITNESS WHEREOF, each of the parties set out below has caused this Amendment
to be duly executed by its respective, duly authorized officer as of the date
first above written.
ADVANCED MICRO DEVICES, INC.
/s/ Xxxx Xxxxxx
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By Xxxx Xxxxxx
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Title Sr. Vice President, CFO
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FUJITSU LIMITED
/s/ X. Xxxxxx
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By Xxxxxxxx Xxxxxx
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Title Senior Vice President
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FUJITSU AMD SEMICONDUCTOR LIMITED
/s/ X. Xxxxxxxx
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By Xxxxx Xxxxxxxx
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Title President
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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 this exhibit
has been filed separately with the Securities and Exchange Commission.
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