"Borrower Stock Pledge Agreement": the Stock Pledge Agreement dated the date
hereof (or such other date as IBM Credit may agree) between Borrower and IBM
"Borrowing Base": as defined in Attachment A.
"Business Day": any day other than a Saturday, Sunday or other day on which
commercial banks in New York, New York are generally closed or on which IBM
Credit is closed.
"BSD": means Business Supplies Distributors, Inc.
"BSD Account Debtors": any Person required to make payment in respect to the
"BSD Accounts": the Accounts (as defined in the UCC) of Business Supplies
"BSD Companies": means BSD, Business Supplies Distributors Europe B.V. and BSD
"BSD Europe": means Supplies Distributors, S.A.
"Closing Date": the date on which the conditions precedent to the effectiveness
of this Agreement set forth in Section 5.1 hereof are satisfied or waived in
writing by IBM Credit.
"Code": the Internal Revenue Code of 1986, as amended or any successor statute.
"Collateral": as defined in Section 4.1.
"Collateral Management Report": a report to be delivered by Borrower to IBM
Credit from time to time, as provided herein, signed by the chief executive
officer or chief financial officer of Borrower or other Authorized
Officer,substantially in the form and detail of Attachment F hereto, detailing
and certifying, among other items: a summary of Borrower's inventory on hand
financed by IBM Credit and Borrower's Eligible Accounts and Eligible Acquired
Accounts, the amounts and aging of all of Borrower's Accounts, Borrower's
Acquired Accounts, Borrower's inventory on hand financed by IBM Credit by
quantity, type, model, Authorized Supplier's invoice price to Borrower and the
total of the line item values for all inventory listed on the report, the
amounts and aging of Borrower's accounts payable as of a specified date, all of
Borrower's IBM Credit borrowing activity during a specified period and the total
amount of Borrower's Borrowing Base as well as Borrower's Outstanding A/R
Advances, Outstanding Product Advances, Available Credit and any Shortfall
Amount as of a specified date.
"Commercial Tort Claim": a claim arising in tort with respect to which (a) the
claimant is an organization or (b) the claimant is an individual and the claim
(i) arose in the course of the claimant's business or profession and (ii) does
not include damages arising out of personal injury to or the death of the
"Common Due Date": (1) the fifth day of a calendar month if the Product
Financing Period or A/R Advance Term, whichever is applicable, expires on the
first through tenth of such calendar month; (2) the fifteenth day of a calendar
month if the Product Financing Period or A/R Advance Term, whichever is
applicable, expires on the eleventh through twentieth of such calendar month;
and (3) the twenty-fifth day of a calendar month if the Product Financing Period
or A/R Advance Term, whichever is applicable, expires on the twenty-first
through the last day of such calendar month.
"Compliance Certificate": a certificate substantially in the form of Attachment
"Concentration Accounts": an Eligible Account or Eligible Acquired Account that,
individually, or when aggregated with all other outstanding Accounts and
Acquired Accounts of the same account debtor and such account debtor's
Affiliates, constitute more than five percent (5%) of the net outstanding
balance of all
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