OfficeMax 2013 Annual Report Download - page 217

“UK Pension Scheme” means the Guilbert U.K. Retirement Benefits Plan governed by trust deed and rules dated September 27, 2002, as
amended by deed on April 24, 2008.
“UK Qualifying Lender” means a Lender which is beneficially entitled to interest payable to that Lender in respect of an advance to any UK Loan
Party hereunder and is either:
(a) a Lender (i) which is a bank (as is defined for the purpose of section 879 of the UK Income Tax Act 2007) making an advance hereunder
or (ii) in respect of an advance made hereunder by a Person that was a bank (as so defined) at the time that the advance was made and, in
either case, which is within the charge to United Kingdom corporation tax as respects any payments of interest made in respect of that
advance;
(b) a Lender which is:
(i) a company resident in the United Kingdom for United Kingdom tax purposes;
(ii) a partnership each member of which is:
(x) a company so resident in the United Kingdom; or
(y) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent
establishment and which is required to bring into account in computing its chargeable profits (within the meaning of section
19 of the UK Corporation Tax Act 2009) the whole of any share of interest payable in respect of that advance that falls to it
by reason of Part 17 of the UK Corporation Tax Act 2009;
(iii) a company not so resident in the United Kingdom which carries on a trade in the United Kingdom through a permanent
establishment and which brings into account that interest payable in respect of that advance in computing the chargeable profits (for
the purposes of section 19 of the UK Corporation Tax Act 2009) of that company; or
(c) a Treaty Lender.
“UK Security Agreement” means (a) the two Debentures, dated as of the Initial Effective Date, among the UK Borrowers, respectively, and the
European Collateral Agent, (b) the Deed of Charge, dated as of the Initial Effective Date, among the Irish Borrower and the European Collateral Agent, and
(c) the Deeds of Charge, dated as of the Initial Effective Date, among Office Depot International B.V. and Office Depot B.V., respectively, and the European
Collateral Agent, as the same may be amended, restated or otherwise modified from time, (d) the Deed of Charge, dated as of December 27, 2010, between
Office Depot Finance B.V. and the European Collateral Agent, (e) any other charge or security agreement entered into, after the date of this Agreement, by any
other UK Loan Party (as required by this Agreement or any other Loan Document for the purpose of creating a Lien on the property of any UK Loan Party (or
any other property located in the United Kingdom)) and (f) any other charge or security agreement entered into, after the date of this Agreement, by any Loan
Party (as required by this Agreement or any other Loan Document for the purpose of creating a Lien on any property located in the United Kingdom), which
charge or security agreement is designated by the European Administrative Agent as a “UK Security Agreement”, in each case as the same may be amended,
restated or otherwise modified from time to time.
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