Exhibit 10.15
RECEIVABLES SALE AGREEMENT
dated as of May 10, 2002,
AMONG
THE ORIGINATORS
NAMED HEREIN
AND
PDC FUNDING COMPANY, LLC,
as Buyer
RECEIVABLES SALE AGREEMENT
THIS RECEIVABLES SALE AGREEMENT, dated as May 10, 2002, is by and among Patterson Dental
Supply, Inc., a Minnesota corporation ("PDSI"), Webster Veterinary Supply, Inc., a Minnesota corporation
("Webster" and, together with PDSI, the "Originators" and each, an "Originator") and PDC Funding Company,
LLC, a Minnesota limited liability company ("Buyer"). Unless defined elsewhere herein, capitalized terms used in
this Agreement shall have the meanings assigned to such terms in Exhibit I hereto (or, if not defined in Exhibit I
hereto, the meaning assigned to such term in Exhibit I to the Purchase Agreement).
PRELIMINARY STATEMENTS
Each Originator now owns, and from time to time hereafter will own, Originated Receivables. Each Originator
wishes to sell and assign to Buyer, and Buyer wishes to purchase from such Originator, all of such Originator's
right, title and interest in and to certain of such Originated Receivables, together with the Related Security and
Collections with respect thereto.
Each Originator and Buyer intend the transactions contemplated hereby to be true sales of the Receivables from
such Originator to Buyer, providing Buyer with the full benefits of ownership of the Receivables, and neither of
the Originators nor Buyer intends these transactions to be, or for any purpose to be characterized as, loans from
Buyer to any Originator.
Following each purchase of Receivables from the Originators, Buyer will sell undivided interests therein and in the
associated Related Security and Collections pursuant to that certain Receivables Purchase Agreement dated as of
May 10, 2002 (as the same may from time to time hereafter be amended, supplemented, restated or otherwise
modified, the "Purchase Agreement") among Buyer, the Servicer (as defined therein), the Conduit (as defined
therein), the financial insti