"Subsidiary" means any corporation, partnership or limited liability company or
joint venture in which (i) any general partnership interest or (ii) more than
50% of the stock, limited liability company interest or joint venture of which
by the terms thereof ordinary voting power to elect the Board of Directors,
managers or trustees of the entity, at the time as of which any determination is
being made, is owned by either Borrower, either directly or through an
"Tangible Net Worth" means at any date as of which the amount thereof shall be
determined, (a) the consolidated shareholder equity of Guarantor, minus (b)
"Third Party Deposit Accounts" means those deposit accounts now existing or
hereafter established by a Borrower for deposits of funds received by such
Borrower on behalf of its account debtors in payment of such account debtors'
receivables, provided that such deposit accounts are titled to clearly indicate
that Borrower maintains such deposit accounts on behalf of its account debtors.
"Trademarks" means any trademark and servicemark rights, whether registered or
not, applications to register and registrations of the same and like
protections, and the entire goodwill of the business of a Borrower connected
with and symbolized by such trademarks.
Comerica Bank-California - Loan and Security Agreement Page 9