Credit Facility

EXHIBIT 10.35

CREDIT FACILITY

THE UNDERSIGNED:

SOCIETE GENERALE, a societe anonyme with a share capital of 547,086,336.25 euros, having its registered office at 29 Boulevard Haussmann, 75009 Paris, with sole identification number 552 120 222 R.C.S. PARIS, represented by Mr. Barger, in his capacity of Assistant Manager,

(hereinafter the "Bank")

AND:

The Company BUSINESS OBJECT SA, a corporation with a share capital of 6,425,459.70 euros, having its registered office at 157-159 rue Anatole France, 92300 Levallois-Perret, with sole identification number 379 821 994 RCS Nanterre, represented by Mr. Bernard Liautaud, acting as president and chief executive officer of Business Objects,

(hereinafter the "Client")

HEREBY AGREE AS FOLLOWS:

ARTICLE 1 AMOUNT, DURATION AND PURPOSE OF THE CREDIT

The Bank hereby grants to the Client a credit, which can be used in EUR, USD or CAD in a maximum amount of 60,000,000 (EUR) (sixty million euros) as of the date of signature of this Agreement and until 25 november 2004, the date by which this credit shall be fully repaid in capital and interest (the "credit repayment date").

The Client declares that it intends to apply all amounts raised by it hereunder in or towards the satisfaction of its general corporate financing requirements.

ARTICLE 2 DRAWINGS

2.1 DEFINITION OF THE AVAILABLE AMOUNT

The "Available Amount" shall mean, on a given date, the maximum amount of the credit as defined in Article 1, reduced by the aggregate of all outstanding Drawings as of the said date. For the purpose of determining the available Amount, the aggregate amount of all Drawings made in USD (respectively in CAD) then outstanding shall be converted in EUR by using the exchange rate USD/EUR (respectively CAD/EUR) as published by the Banque de France at or about 4:30 p.m (Paris Time) on the Banking Day preceding the Day when such determination is to be made.


The term "Drawings" shall mean drawings made by the Client in accordance with the provisions of this Agreement.

2.2 CONDITIONS PRECEDENT TO EACH DRAWING

The Bank's obligation to make any Drawing available to the Client is also subject to the following conditions being fulfilled:

? the amount of the Drawing shall be within the limit of the Available Amount, and its maturity date shall not be later than the credit repayment date;

? there has not occurred any event constituting, or which might constitute an acceleration event.

2.3 DRAWING NOTICE

Each Drawing shall be made on a date corresponding to a Banking Day, and notice thereof shall reach the Bank by 10 a.m. (Paris time) at the latest two Banking Days before the date of making funds available, by receipt of a Drawing notice, in the form of Appendix 1, sent if need be, by fax or by mail (which shall constitute evidence of instructions received). Applications for renewal of Drawings shall be made with the same notice period.

"Banking Day" shall mean a day (other than a saturday or sunday) on which the TARGET system operates, and on which banks are open simultaneously in the euro-zone, in London and in New-York.

The Drawing notice, duly signed by the Client's authorized representatives, irrevocably commits the Client, which is required to make the Drawing on the date stipulated in the said Drawing notice.

2.4 DURATION AND AMOUNT OF EACH DRAWING

This credit may be drawn through Drawings in EM USD or CAD with a duration of ten days to twelve months, any other duration being excluded.

Each Drawing in EUR shall be in an amount equal to at least 1,000,000 EUR (one million euro) or a whole number multiple of 1,000,000 EUR (one million euro). Each Drawing in USD shall be at least in an amount rounded up or down to the nearest whole number of the countervalue in USD of 1,000,000 EUR (one million euro) or more by tranches of 1,000,000 EUR (one million euro). Each Drawing in CAD shall be at least in an amount rounded up or down to the nearest whole number of the countervalue in CAD of 1,000,000 EUR (one million euro) or more by tranches of 1,000,000 EUR (one million euro).

Each Drawing shall be repaid on the last Banking Day of the Drawing period, except in case of renewal(s), in which case repayment shall occur on the last day of the last renewal period. All the Drawings must be repaid by the credit repayment date.

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ARTICLE 3 FEES INTEREST PAYMENTS

3.1 COMMITMENT FEE

A commitment fee of 0.125 % per annum, calculated on the Available Amount on the basis of a 360-day year, shall be paid by the Client to the Bank every quarter on the first Banking Day of the quarter, and for the first time on 25 november 2003.

3.2 INTEREST ON THE DRAWINGS

3.2.1 Drawings in EUR

The interest rate applicable to this credit for Drawings made in EUR is the EURIBOR corresponding to the Drawing period or to the Drawing renewal period, as it is published on the TELERATE screen two Banking Days before funds are made available, or before the Drawing renewal, plus a margin of 0.50% per annum. For Drawings the duration of which is less than one month, the one month EURIBOR shall be retained.

The interest shall be calculated on the basis of the exact number of days of the Drawing period, with a divisor of 360.

Interest shall be paid on the last Banking Day of the Drawing period. In case of a Drawing renewal, the interest accrued during the renewal period shall be paid on the last Banking Day of the period of the said renewal. In case of a Drawing of more than six months, the interest corresponding to a six-month period shall be paid at the end of the said period, the balance being paid on the last Banking Day of the Drawing period.

3.2.2 Definition of EURIBOR

EURIBOR means a rate per annum determined by the Bank and notified to the client. This rate will be applied to an outstanding amount in EUR for a particular period. It will be determined as follows:

EURIBOR will be the Screen Rate for deposits in EUR for that period. This rate will be determined at or about 11.00 a.m (Brussels time) on the rate fixing date relating to the first day of the period.

"Screen Rate" means the rate shown on Telerate Page 248, or if not available, Reuters Page EURIBOR 01.

3.2.3 Drawings in USD or CAD

The interest rate applicable to this credit for Drawings made in USD or CAD is the LIBOR corresponding to the Drawing period or to the Drawing renewal period, as it is published two Banking Days before funds are made available, or before the Drawing renewal, plus a margin of 0.5 % per annum. For Drawings the duration of which is less than one month LIBOR shall be retained.

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The interest shall be calculated on the basis of the exact number of days of the Drawing period, with a divisor of 360.

Interest shall be paid on the last Banking Day of the Drawing period. In case of a drawing renewal, the interest accrued during the renewal period shall be paid on the last banking Day of the period of the said renewal. In case of a Drawing of more than six months, the interest corresponding to a six month period shall be paid at the end of the said period, the balance being paid on the last Banking Day of the Drawing period.

3.2.4 Definition of LIBOR

LIBOR means the London Interbank Offered Rate for the USD, and for a period equivalent to the Drawing period or the renewal period in question, as published by the British Bankers Association on the T ...