NIALL E. LYNCH (State Bar No. 157959)
RICHARD B. COHEN (State Bar No. 79601)
EUGENE S. LITVINOFF (State Bar No. 214318)
NATHANAEL M. COUSINS (State Bar No. 177944)
Antitrust Division
U.S. Department of Justice
450 Golden Gate Avenue
Box 36046, Room 10-0101
San Francisco, CA 94102
Telephone: (415) 436-6660
Attorneys for the United States |
Original Filed Oct. 20, 2004 |
UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF CALIFORNIA
UNITED STATES OF AMERICA
v.
INFINEON TECHNOLOGIES AG,
Defendant.
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Case No. 04-299 (PJH)
PLEA AGREEMENT
San Francisco Venue
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PLEA AGREEMENT
The United States of America and INFINEON TECHNOLOGIES AG ("Defendant"), a
corporation organized and existing under the laws of the Federal Republic of Germany
("Germany"), hereby enter into the following Plea Agreement pursuant to Rule 11(c)(1)(C) of the
Federal Rules of Criminal Procedure ("Fed. R. Crim. P."):
RIGHTS OF DEFENDANT
1. The Defendant understands its rights:
- to be represented by an attorney;
- to be charged by Indictment;
- as a corporation organized and existing under the laws of Germany, to
decline to accept service of the Summons in this case, and to contest the jurisdiction of
the United States to prosecute this case against it in the United States District Court for
the Northern District of California;
- to plead not guilty to any criminal charge brought against it;
- to have a trial by jury, at which it would be presumed not guilty of the
charge and the United States would have to prove every essential element of the charged
offense beyond a reasonable doubt for it to be found guilty;
- to confront and cross-examine witnesses against it and to subpoena
witnesses in its defense at trial;
- to appeal its conviction if it is found guilty; and
- to appeal the imposition of sentence against it.
AGREEMENT TO PLEAD GUILTY AND WAIVE CERTAIN RIGHTS
2. The Defendant waives the rights set out in Paragraph 1(b)-(g) above, including all
jurisdictional defenses to the prosecution of this case, and agrees voluntarily to consent to the
jurisdiction of the United States to prosecute this case against it in the United States District
Court for the Northern District of California. The Defendant agrees to have its sentence
determined under the United States Sentencing Guidelines ("U.S.S.G.") and waives all
constitutional challenges to the validity of the U.S.S.G. The Defendant waives any right it may
have to have facts that determine its statutory maximum sentence or Guidelines fine range under
the U.S.S.G. (including any facts used to determine its offense level, base fine amount,
culpability score, any specific offense characteristic or other enhancement or adjustment, or any
upward departure under the U.S.S.G., as well as any pecuniary gain or loss resulting from the
charged offense) alleged in an indictment and found by a jury beyond a reasonable doubt. The
Defendant agrees that facts that determine its statutory maximum sentence or Guidelines fine
range will be found by the court at sentencing by a preponderance of the evidence and that the
court may consider any reliable evidence, including hearsay, in making such determinations. The
Defendant also waives the right to appeal the imposition of sentence against it, so long as the
sentence imposed is consistent with the recommendation in Paragraph 8 of this Plea Agreement.
Further, pursuant to Fed. R. Crim. P. 7(b), the Defendant will waive indictment and plead guilty
at arraignment to a one-count Information to be filed in the United States District Court for the
Northern District of California. The Information will charge the Defendant with participating in
a conspiracy in the United States and elsewhere to suppress and eliminate competition by fixing
the prices of Dynamic Random Access Memory ("DRAM") to be sold to certain original
equipment manufacturers of personal computers and servers ("OEMs") from on or about July 1,
1999, to on or about June 15, 2002, in violation of the Sherman Antitrust Act, 15 U.S.C. § 1.
3. The Defendant, pursuant to the terms of this Plea Agreement, will plead guilty to
the criminal charge described in Paragraph 2 above and will make a factual admission of guilt to
the Court in accordance with Fed. R. Crim. P. 11, as set forth in Paragraph 4 below.
FACTUAL BASIS FOR OFFENSE CHARGED
4. Had this case gone to trial, the United States would have presented evidence to
prove the following facts:
- For purposes of this Plea Agreement, the "relevant period" is that period
from on or about July 1, 1999, to on or about June 15, 2002. During the relevant period,
the Defendant was a corporation organized and existing under the laws of Germany. The
Defendant has its principal place of business in Munich, Germany.
- DRAM is the most commonly used semiconductor memory product.
DRAM provides high-speed storage and retrieval of electronic information in personal
computers, servers, and other devices. During the relevant period, the Defendant
(including its subsidiaries) was a producer of DRAM and was engaged in the sale of
DRAM in the United States and elsewhere.
- During at least certain periods of time during the relevant period, the
Defendant, through certain of its officers and employees, participated in a conspiracy in
the United States and elsewhere among certain DRAM producers, the primary purpose of
which was to fix the price of DRAM sold to certain OEMs. The conspiracy directly
affected these OEMs in the United States: Dell Inc., Hewlett-Packard Company, Compaq
Computer Corporation, International Business Machines Corporation, Apple Computer
Inc., and Gateway, Inc. In furtherance of the conspiracy, the Defendant, through certain
of its officers and employees, engaged in discussions and attended meetings with
representatives of certain other DRAM producers and sellers. During these discussions
and meetings, agreements were reached to fix the price of DRAM to be sold to certain
OEMs.
- At certain times during the relevant period, DRAM prices decreased
significantly. Nevertheless, the Defendant and its coconspirators reached agreements to
limit the rate of price declines, which were achieved with varying levels of effectiveness.
At other periods, the Defendant and its coconspirators reached agreements on price
increases and were able to institute price increases on DRAM sales to certain OEMs.
- During the relevant period, DRAM sold by one or more of the conspirator
firms, and equipment and supplies necessary to the sale of DRAM, as well as payments
for DRAM, traveled in interstate and foreign commerce. The business activities of the
Defendant and its co-conspirators in connection with the sale of DRAM affected by this
conspiracy were within the flow of, and substantially affected, interstate and foreign trade
and commerce.
- Acts in furtherance of this conspiracy were carried out within the Northern
District of California. DRAM affected by this conspiracy was sold by one or more of the
conspirators to customers in this District.
POSSIBLE MAXIMUM SENTENCE
5. The Defendant understands that the maximum penalty which may be imposed
against it upon conviction for a violation of Section One of the Sherman Antitrust Act is a fine in
an amount equal to the greatest of:
- $10 million (15 U.S.C. § 1);
- twice the gross pecuniary gain the conspirators derived from the crime (18
U.S.C. § 3571(c) and (d)); or
- twice the gross pecuniary loss caused to the victims of the crime by the
conspirators (18 U.S.C. § 3571(c) and (d)).
6. In addition, the Defendant understands that:
- pursuant to § 8B1.1 of the U.S.S.G., the Court may order it to pay
restitution to the victims of the offense;
- pursuant to 18 U.S.C. § 3013(a)(2)(B) and U.S.S.G. § 8E1.1, the Court is
required to order the Defendant to pay a $400 special assessment upon conviction for the
charged crime; and
- pursuant to 18 U.S.C. § 3561(c)(1), the Court may impose a term of
probation of at least one year, but not more than five years.
SENTENCING GUIDELINES
7. Sentencing for the offense to be charged will be conducted pursuant to the
U.S.S.G. Manual in effect on the day of sentencing. Pursuant to U.S.S.G. § 1B1.8, the United
States agrees that self-incriminating information that the Defendant and its cooperating officers
and employees provide to the United States pursuant to this Plea Agreement will not be used to
increase the volume of affected commerce attributable to the Defendant or in determining the
Defendant's applicable sentencing guidelines range, except to the extent provided in U.S.S.G. §
1B1.8(b).
SENTENCING AGREEMENT
8. Pursuant to Fed. R. Crim. P. 11(c)(1)(C), the United States and the Defendant
agree that the appropriate disposition of this case is, and agree to recommend jointly that the
Court impose, a sentence requiring the Defendant to pay to the United States a criminal fine of
$160 million, pursuant to 18 U.S.C. § 3571(d), payable in installments as set forth below ("the
recommended sentence").
- The United States and the Defendant agree to recommend, in the interest
of justice pursuant to 18 U.S.C. § 3572(d)(1) and U.S.S.G. § 8C3.2(b), that the fine be
paid in the following installments: within 30 days of imposition of sentence -- $27
million (plus any accrued interest); at the one-year anniversary of imposition of sentence
("anniversary") -- $27 million (plus any accrued interest); at the two-year anniversary --
$27 million (plus any accrued interest); at the three-year anniversary -- $27 million (plus
any accrued interest); at the four-year anniversary -- $27 million (plus any accrued
interest); and at the five-year anniversary -- $25 million (plus any accrued interest);
provided, however, that the Defendant shall have the option at any time before the five-year anniversary of prepaying the remaining balance (plus any accrued interest) then
owing on the fine.
- The Defendant understands that the Court will order it to pay a $400
special assessment, pursuant to 18 U.S.C. § 3013(a)(2)(B) and U.S.S.G. § 8E1.1, in
addition to any fine imposed.
- The United States and the Defendant jointly submit that this Plea
Agreement, together with the record that will be created by the United States and the
Defendant at the plea and sentencing hearings, and the further disclosure described in
Paragraph 10, will provide sufficient information concerning the Defendant, the crime
charged in this case, and the Defendant's role in the crime to enable the meaningful
exercise of sentencing authority by the Court under 18 U.S.C. § 3553. The United States
and Defendant agree to request jointly that the Court accept the Defendant's guilty plea
and impose sentence on an expedited schedule as early as the date of arraignment, based
upon the record provided by the Defendant and the United States, under the provisions of
Fed. R. Crim. P. 32(c)(1)(A)(ii), U.S.S.G. § 6A1.1, and Rule 32-1(b) of the U.S.D.C.
N.D. California Criminal Local Rules. The Court's denial of the request to impose
sentence on an expedited schedule will not void this Plea Agreement.
9. The United States and the Defendant agree that the applicable sentencing
guidelines fine range exceeds the fine contained in the recommended sentence set out in
Paragraph 8 above. Subject to the full and continuing cooperation of the Defendant, as described
in Paragraph 13 of this Plea Agreement, and prior to sentencing in this case, the United States
agrees that it will make a motion, pursuant to U.S.S.G. § 8C4.1, for a downward departure from
the guidelines fine range and will request that the Court impose the recommended sentence set
out in Paragraph 8 of this Plea Agreement because of the Defendant's substantial assistance in
the government's investigation and prosecution of violations of federal criminal law in the
DRAM industry.
10. Subject to the ongoing, full, and truthful cooperation of the Defendant described
in Paragraph 13 of this Plea Agreement, and before sentencing in the case, the United States will
fully advise the Court and the Probation Office as to: (i) the fact, manner, and extent of the
Defendant's cooperation and its commitment to prospective cooperation with the United States'
investigation and prosecutions; (ii) all material facts relating to the Defendant's involvement in
the charged offense; and (iii) all other relevant conduct.
11. The United States and the Defendant understand that the Court retains complete
discretion to accept or reject the recommended sentence provided for in Paragraph 8 of this Plea
Agreement.
- If the Court does not accept the recommended sentence, the United States
and the Defendant agree that this Plea Agreement, except for Paragraph 11(b) below,
shall be rendered void.
- If the Court does not accept the recommended sentence, the Defendant will
be free to withdraw its guilty plea (Fed. R. Crim. P. 11(c)(5) and (d)). If the Defendant
withdraws its guilty plea, this Plea Agreement, the guilty plea, and any statement made in
the course of any proceedings under Fed. R. Crim. P. 11 regarding the guilty plea or this
Plea Agreement, or made in the course of plea discussions with an attorney for the
government, shall not be admissible against the Defendant in any criminal or civil
proceeding, except as otherwise provided in Fed. R. Evid. 410. In addition, the
Defendant agrees that if it withdraws its guilty plea pursuant to this subparagraph of the
Plea Agreement, the statute of limitations period for any offense referred to in Paragraph
15 of this Plea Agreement will be tolled for the period between the date of the signing of
the Plea Agreement and the date the Defendant withdrew its guilty plea or for a period of
sixty (60) days after the date of the signing of the Plea Agreement, whichever period is
greater.
12. In light of the civil cases filed against Defendant, including In re DRAM Antitrust
Litigation, No. M-02-1486PJH, MDL No. 1486, in the United States District Court, Northern
District of California, and DRAM Cases, No. CJC-03-004265, in the Superior Court, San
Francisco, California, which potentially provide for a recovery of a multiple of actual damages,
the United States agrees that it will not seek a restitution order for the offense charged in the
Information.
DEFENDANT'S COOPERATION
13. The Defendant and its wholly-owned subsidiaries (including but not limited to
INFINEON TECHNOLOGIES NORTH AMERICA CORP.) (collectively, "Related Entities")
will cooperate fully and truthfully with the United States in: (i) the prosecution of this case; (ii)
the current federal investigation of violations of federal antitrust and related criminal laws
involving the production or sale of DRAM in the United States and elsewhere; (iii) any other
federal investigation resulting therefrom; and (iv) any litigation or other proceedings arising or
resulting from any such investigation to which the United States is a party ("Federal Proceeding").
The ongoing, full, and truthful cooperation of the Defendant shall include, but not be limited to:
- producing to the United States all non-privileged documents, information,
and other materials (with translations into English), wherever located, in the possession,
custody, or control of the Defendant or any of its Related Entities, requested by the United
States in connection with any Federal Proceeding; and
- using its best efforts to secure the ongoing, full, and truthful cooperation, as
defined in Paragraph 14 of this Plea Agreement, of the current directors, officers, and
employees of the Defendant or any of its Related Entities as may be requested by the
United States, but excluding Heinrich Florian, Günter Hefner, Peter Schaefer and T. Rudd
Corwin, including making these persons available in the United States and at other
mutually agreed-upon locations, at the Defendant's expense, for interviews and the
provision of testimony in grand jury, trial, and other judicial proceedings in connection with
any Federal Proceeding.
14. The ongoing, full, and truthful cooperation of each person described in Paragraph
13(b) above will be subject to the procedures and protections of this paragraph, and shall include,
but not be limited to:
- producing in the United States and at other mutually agreed-upon locations
all non-privileged documents (with translations into English), including claimed personal
documents, and other materials, wherever located, requested by attorneys and agents of the
United States in connection with any Federal Proceeding;
- making himself or herself available for interviews in the United States and
at other mutually agreed-upon locations, not at the expense of the United States, upon the
request of attorneys and agents of the United States;
- responding fully and truthfully to all inquiries of the United States in
connection with any Federal Proceeding, without falsely implicating any person or
intentionally withholding any information, subject to the penalties of making false
statements (18 U.S.C. § 1001) and obstruction of justice (18 U.S.C. § 1503);
- otherwise voluntarily providing the United States with any non-privileged
material or information not requested in (a) - (c) of this paragraph that he or she may have
that is related to any Federal Proceeding;
- when called upon to do so by the United States in connection with any
Federal Proceeding, testifying in grand jury, trial, and other judicial proceedings in the
United States fully, truthfully, and under oath, subject to the penalties of perjury (18
U.S.C. § 1621), making false statements or declarations in grand jury or court proceedings
(18 U.S.C. § 1623), contempt (18 U.S.C. §§ 401- 402), and obstruction of justice (18
U.S.C. § 1503); and
- agreeing that, if the agreement not to prosecute him or her in this Plea
Agreement is rendered void under Paragraph 16(c), the statute of limitations period for
any Relevant Offense as defined in Paragraph 16(a) will be tolled as to him or her for the
period between the date of the signing of this Plea Agreement and six (6) months after the
date that the United States gave notice of its intent to void its obligations to that person
under the Plea Agreement.
GOVERNMENT'S AGREEMENT
15. Upon acceptance of the guilty plea called for by this Plea Agreement and the
imposition of the recommended sentence, and subject to the cooperation requirements of
Paragraph 13 of this Plea Agreement, the United States agrees that it will not bring further
criminal charges against the Defendant or any of its Related Entities for any act or offense
committed before the date of this Plea Agreement that was undertaken in furtherance of an
antitrust conspiracy involving the production or sale of DRAM in the United States and
elsewhere, or undertaken in connection with any investigation of such a conspiracy. The
nonprosecution terms of this paragraph do not apply to civil matters of any kind, to any violation
of the federal tax or securities laws, or to any crime of violence.
16. The United States agrees to the following:
- Upon the Court's acceptance of the guilty plea called for by this Plea
Agreement and the imposition of the recommended sentence and subject to the exceptions
noted in Paragraph 16(c), the United States will not bring criminal charges against any
current or former director, officer, or employee of the Defendant or its Related Entities for
any act or offense committed before the date of this Plea Agreement and while that person
was acting as a director, officer, or employee of the Defendant or its Related Entities that
was undertaken in furtherance of an antitrust conspiracy involving the production or sale
of DRAM in the United States and elsewhere, or undertaken in connection with any
investigation of such a conspiracy ("Relevant Offense"), except that the protections
granted in this paragraph shall not apply to Heinrich Florian, Günter Hefner, Peter
Schaefer and T. Rudd Corwin;
- Should the United States determine that any current or former director,
officer, or employee of the Defendant or its Related Entities may have information
relevant to any Federal Proceeding, the United States may request that person's
cooperation under the terms of this Plea Agreement by written request delivered to counsel
for the individual (with a copy to the undersigned counsel for the Defendant) or, if the
individual is not known by the United States to be represented, to the undersigned counsel
for the Defendant;
- If any person requested to provide cooperation under Paragraph 16(b) fails
to comply with his or her obligations under Paragraph 14, then the terms of this Plea
Agreement as they pertain to that person, and the agreement not to prosecute that person
granted in this Plea Agreement, shall be rendered void;
- Except as provided in Paragraph 16(e), information provided by a person
described in Paragraph 16(b) to the United States under the terms of this Plea Agreement
pertaining to any Relevant Offense, or any information directly or indirectly derived from
that information, may not be used against that person in a criminal case, except in a
prosecution for perjury (18 U.S.C. § 1621), making a false statement or declaration
(18 U.S.C. §§ 1001, 1623), or obstruction of justice (18 U.S.C. § 1503);
- If any person who provides information to the United States under this Plea
Agreement fails to comply fully with his or her obligations under Paragraph 14 of this Plea
Agreement, the agreement in Paragraph 16(d) not to use that information or any
information directly or indirectly derived from it against that person in a criminal case
shall be rendered void;
- The nonprosecution terms of this paragraph do not apply to civil matters of
any kind, to any violation of the federal tax or securities laws, or to any crime of violence;
and
- Documents provided under Paragraphs 13(a) and 14(a) shall be deemed
responsive to outstanding grand jury subpoenas issued to the Defendant and/or any of its
Related Entities.
17. The United States agrees that when any person travels to the United States for
interviews, grand jury appearances, or court appearances pursuant to this Plea Agreement, or for
meetings with counsel in preparation therefor, the United States will take no action, based upon
any Relevant Offense, to subject such person to arrest, detention, or service of process, or to
prevent such person from entering or departing the United States. This paragraph does not apply
to an individual's commission of perjury (18 U.S.C. § 1621), making false statements (18 U.S.C. §
1001), making false statements or declarations in grand jury or court proceedings (18 U.S.C. §
1623), obstruction of justice (18 U.S.C. § 1503), or contempt (18 U.S.C. §§ 401- 402) in
connection with any testimony or information provided or requested in any Federal Proceeding.
18. The Defendant understands that it may be subject to administrative action by
federal or state agencies other than the United States Department of Justice, Antitrust Division,
based upon the conviction resulting from this Plea Agreement, and that this Plea Agreement in no
way controls whatever action, if any, other agencies may take. However, the United States agrees
that, if requested, it will advise the appropriate officials of any governmental agency considering
such administrative action of the fact, manner, and extent of the cooperation of the Defendant and
its Related Entities, including the fact that the United States, pursuant to U.S.S.G. § 8C4.1, moved
for a downward departure from the Guidelines fine range, as matters for that agency to consider
before determining what administrative action, if any, to take.
REPRESENTATION BY COUNSEL
19. The Defendant has been represented by counsel and is fully satisfied that its
attorneys have provided competent legal representation. The Defendant has thoroughly reviewed
this Plea Agreement and acknowledges that counsel has advised it of the nature of the charge, any
possible defenses to the charge, and the nature and range of possible sentences.
VOLUNTARY PLEA
20. The Defendant's decision to enter into this Plea Agreement and to tender a plea of
guilty is freely and voluntarily made and is not the result of force, threats, assurances, promises, or
representations other than the representations contained in this Plea Agreement. The United
States has made no promises or representations to the Defendant as to whether the Court will
accept or reject the recommendations contained within this Plea Agreement.
VIOLATION OF PLEA AGREEMENT
21. The Defendant agrees that, should the United States determine in good faith,
during the period that any Federal Proceeding is pending, that the Defendant or any of its Related
Entities has failed to provide full and truthful cooperation, as described in Paragraph 13 of this
Plea Agreement, or has otherwise violated any provision of this Plea Agreement, the United States
will notify counsel for the Defendant in writing by personal or overnight delivery or facsimile
transmission and may also notify counsel by telephone of its intention to void any of its
obligations under this Plea Agreement (except its obligations under this paragraph), and the
Defendant and its Related Entities shall be subject to prosecution for any federal crime of which
the United States has knowledge including, but not limited to, the substantive offenses relating to
the investigation resulting in this Plea Agreement. The Defendant may seek Court review of any
determination made by the United States under this Paragraph to void any of its obligations under
the Plea Agreement. The Defendant and its Related Entities agree that, in the event that the
United States is released from its obligations under this Plea Agreement and brings criminal
charges against the Defendant or its Related Entities for any offense referred to in Paragraph 15 of
this Plea Agreement, the statute of limitations period for such offense will be tolled for the period
between the date of the signing of this Plea Agreement and six months after the date the United
States gave notice of its intent to void its obligations under this Plea Agreement.
22. The Defendant understands and agrees that in any further prosecution
of it or its Related Entities resulting from the release of the United States from its obligations
under this Plea Agreement, because of the Defendant's or its Related Entities' violation of the
Plea Agreement, any documents, statements, information, testimony, or evidence provided by it,
its Related Entities, or its current directors, officers, or employees of it or its Related Entities, to
attorneys or agents of the United States, federal grand juries, or courts, and any leads derived
therefrom, may be used against it or its Related Entities in any such further prosecution. In
addition, the Defendant unconditionally waives its right to challenge the use of such evidence in
any such further prosecution, notwithstanding the protections of Fed. R. Evid. 410.
ENTIRETY OF AGREEMENT
23. This Plea Agreement constitutes the entire agreement between the
United States and the Defendant concerning the disposition of the criminal charge in this case.
This Plea Agreement cannot be modified except in writing, signed by the United States and the
Defendant.
24. The undersigned is authorized to enter this Plea Agreement on behalf of the
Defendant as evidenced by the Resolution of the Board of Directors of the Defendant attached to,
and incorporated by reference in, this Plea Agreement.
25. The undersigned attorneys for the United States have been authorized
by the Attorney General of the United States to enter this Plea Agreement on behalf of the United
States.
26. A facsimile signature shall be deemed an original signature for the purpose of
executing this Plea Agreement. Multiple signature pages are authorized for the purpose of
executing this Plea Agreement.
DATED: September _14_, 2004
Respectfully submitted,
BY:_______________/s/________________
Infineon Technologies AG
St. Martin-Strasse 53
MCH B/KU/164616
81669 Munich
Germany
BY:_______________/s/________________
James H. Mutchnik
Kirkland & Ellis LLP
200 E. Randolph Drive
Chicago, Illinois 60601
Tel: (312) 861-2350
Fax: (312) 861-2200
Tefft W. Smith
Kirkland & Ellis LLP
655 Fifteenth Street, NW
Washington, DC 20005
Tel: (202) 879-5212
Fax: (202) 879-5200
BY:_______________/s/________________
Gregory Wallance
Michael Blechman
Kaye Scholer LLP
425 Park Avenue
New York, NY 10022
Tel: (212) 836-8878
Fax: (212) 836-8689
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BY:_______________/s/________________
Niall E. Lynch, CA No. 157959
Richard B. Cohen, CA No. 79601
Eugene S. Litvinoff, CA No. 214318
Nathanael M. Cousins, CA No. 177944
Trial Attorneys
U.S. Department of Justice
Antitrust Division
450 Golden Gate Avenue
Box 36046, Room 10-0101
San Francisco, CA 94102
Tel: (415) 436-6660
Fax: (415) 436-6687
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Minutes of the Resolution of the Management Board of Infineon Technologies AG with
respect to the Execution of the Plea Agreement as in Annex 1
On September 06, 2004, after discussion, the management board, composed of Mssrs
Dr Wolfgang Ziebart (CEO), Peter Bauer, Peter J. Fischl and Dr Andreas von Zitzewitz,
unanimously took the following resolutions:
- The execution, delivery and performance of the so-called Plea Agreement between
Infineon Technologies AG (the "Corporation") and the United States Department of
Justice, in substantially the form of the presented draft, as appended hereto as
Annex 1, is hereby approved.
- Mr Robert LeFort President of Infineon Technologies North America Corp., and Mr
Greg Bibbes, General Counsel of Infineon Technologies North America Corp., are
hereby authorized and directed to execute and deliver, each individually, in the
name and on behalf of the Corporation, the Plea Agreement.
- Mr Robert LeFort and Mr Greg Bibbes may represent - each individually - the
Corporation at any hearing in order to waive any and all rights of the Corporation
referred to under section 2 of the Plea Agreement and to plead guilty in accordance
with the provisions of the Plea Agreement in the name and on behalf of the
Corporation.
- Mr Robert LeFort and Mr Greg Bibbes are hereby authorized and empowered to
take - each individually - any and all actions required or appropriate in order to
carry out the intent and purpose of the preceding resolutions.
The above resolutions are hereby written down in accordance with the rules of procedure of
the management board.
Munich, September 6, 2004
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_______________/s/________________
Dr Wolfgang Ziebart
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