Common use of Additional Accordion Clause in Contracts

Additional Accordion. Upon notice from U.S. Borrowers to Agent that the DLL Floorplan Indebtedness has been paid in full and all related commitments have been terminated, in lieu of incurring Refinancing Indebtedness in respect of such DLL Floorplan Indebtedness with a third party provider and not for any other purpose, at the option of U.S. Borrowers (but subject to the conditions set forth in clause (b) below), the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount or the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount may be increased by an amount in the aggregate for all such increases of the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount not to exceed $200,000,000 (each such increase, an “Additional Increase”). Agent shall invite each U.S. Lender to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments (as the case may be) (it being understood that no U.S. Lender shall be obligated to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments) in connection with a proposed Additional Increase at the interest margin proposed by U.S. Borrowers, and if sufficient U.S. Lenders do not agree to increase their Revolver Commitments or their Floorplan Commitments (as the case may be) in connection with such proposed Additional Increase, then Agent or U.S. Borrowers may invite any prospective lender who is reasonably satisfactory to Agent and U.S. Borrowers to become a U.S. Lender in connection with a proposed Additional Increase. Any Additional Increase shall be in an amount of at least $20,000,000 and integral multiples of $5,000,000 in excess thereof. In no event may the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount be increased pursuant to this Section 2.15 on more than 1 occasion. Additionally, for the avoidance of doubt, it is understood and agreed that in no event shall the aggregate amount of the Additional Increases to the U.S. Revolver Commitments and the U.S. Floorplan Commitments exceed $200,000,000.

Additional Accordion. i. Upon notice from U.S. Borrowers Borrower to Agent that the DLL Floorplan Indebtedness has been paid in full and all related commitments have been terminated, in lieu of incurring Refinancing Indebtedness in respect of such DLL Floorplan Indebtedness with a third party provider and not for any other purpose, at the option of U.S. Borrowers Borrower (but subject to the conditions set forth in clause (b) below), the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount or the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount may be increased by by. an amount in the aggregate for all such increases of the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount not to exceed $200,000,000 (each such increase, an “Additional Increase”). Agent shall invite each U.S. Lender to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments (as the case may be) (it being understood that no U.S. Lender shall be obligated to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments) in connection with a proposed Additional Increase at the interest margin proposed by U.S. BorrowersBorrower, and if sufficient U.S. Lenders do not agree to increase their Revolver Commitments or their Floorplan Commitments (as the case may be) in connection with such proposed Additional Increase, then Agent or U.S. Borrowers Borrower may invite any prospective lender who is reasonably satisfactory to Agent and U.S. Borrowers Borrower to become a U.S. Lender in connection with a 126471205_8 proposed Additional Increase. Any Additional Increase shall be in an amount of at least $20,000,000 and integral multiples of $5,000,000 in excess thereof. In no event may the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount be increased pursuant to this Section 2.15 on more than 1 occasion. Additionally, for the avoidance of doubt, it is understood and agreed that in no event shall the aggregate amount of the Additional Increases to the U.S. Revolver Commitments and the U.S. Floorplan Commitments exceed $200,000,000. ii. Each of the following shall be conditions precedent to any Additional Increase of the Revolver Commitments and the Maximum Revolver Amount or any Additional Increase of the Floorplan Commitments and the Maximum Floorplan Amount in connection therewith: 1. Agent or Borrower have obtained the commitment of one or more Lenders (or other prospective lenders) reasonably satisfactory to Agent and Borrower to provide the applicable Additional Increase and any such Lenders (or prospective lenders), Borrower, and Agent have signed a joinder agreement to this Agreement (an “Additional Increase Joinder”), in form and substance reasonably satisfactory to Agent, to which such Lenders (or prospective lenders), Borrower, and Agent are party, 2. each of the conditions precedent set forth in Section 3.2 are satisfied, 3. Borrower shall have delivered to Agent and Lenders a certificate dated as of the date of such Additional Increase certifying that such Additional Increase and the related incurrence of Indebtedness (assuming, for purposes of such certification, that the commitments related to such Additional Increase are fully drawn) are permitted under the terms of the documents evidencing the CNH Floorplan Indebtedness and any other Indebtedness of the Loan Parties involving an aggregate amount of $7,500,000 or more, and 4. Borrower shall have reached agreement with the Lenders (or prospective lenders) agreeing to the increased Revolver Commitments or increased Floorplan Commitments with respect to the interest margins applicable to Revolving Loans to be made pursuant to the increased Revolver Commitments or Floorplan Loans to be made pursuant to the increased Floorplan Commitments (which interest margins may be (A) with respect to Revolving Loans made pursuant to the increased Revolver Commitments, higher than or equal to the interest margins applicable to Revolving Loans set forth in this Agreement immediately prior to the date of the increased Revolver Commitments, and (B) with respect to Floorplan Loans made pursuant to the increased Floorplan Commitments, higher than or equal to the interest margins applicable to Floorplan Loans set forth in this Agreement immediately prior to the date of the increased Floorplan Commitments, as applicable (the date of the effectiveness of the increased Revolver Commitments and the Maximum Revolver Amount or the increased Floorplan Commitments and the Maximum Floorplan Amount, as applicable, the “Additional Increase Date”)) and shall have communicated the amount of such interest margins to Agent. Any Increase Joinder may, with the consent of Agent, Borrower and the Lenders or prospective lenders agreeing to the proposed Additional Increase, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate to effectuate the provisions of 126471205_8 this Section 2.15 (including any amendment necessary to effectuate the interest margins for the Revolving Loans to be made pursuant to the increased Revolver Commitments or the Floorplan Loans to be made pursuant to the increased Floorplan Commitments). Anything to the contrary contained herein notwithstanding, if the interest margin that is to be applicable to the Revolving Loans to be made pursuant to the increased Revolver Commitments or the Floorplan Loans to be made pursuant to the increased Floorplan Commitments (as the case may be) are higher than the interest margin applicable to the Revolving Loans or the Floorplan Loans hereunder (as applicable) immediately prior to the applicable Increase Date (the amount by which the interest margin is higher, the “Additional Increase Excess”), then the interest margin applicable to the Revolving Loans or the Floorplan Loans (as the case may be) immediately prior to the Additional Increase Date shall be increased by the amount of the Additional Increase Excess, effective on the applicable Additional Increase Date, and without the necessity of any action by any party hereto. iii. Unless otherwise specifically provided herein, (i) all references in this Agreement and any other Loan Document to Revolving Loans shall be deemed, unless the context otherwise requires, to include Revolving Loans made pursuant to the increased Revolver Commitments and Maximum Revolver Amount pursuant to this Section 2.15, and (ii) all references in this Agreement and any other Loan Document to Floorplan Loans shall be deemed, unless the context otherwise requires, to include Floorplan Loans made pursuant to the increased Floorplan Commitments and Maximum Floorplan Amount pursuant to this Section 2.15. iv. Each of the Lenders having a Commitment prior to the Additional Increase Date (the “Pre-Increase Additional Lenders”) shall assign to any Lender which is acquiring a new or additional Commitment on the Additional Increase Date (the “Post-Increase Additional Lenders”), and such Post-Increase Additional Lenders shall purchase from each Pre-Increase Additional Lender, at the principal amount thereof, such interests in the Revolving Loans and the Floorplan Loans on such Additional Increase Date as shall be necessary in order that, after giving effect to all such assignments and purchases, (i) such Revolving Loans and such Floorplan Loans will be held by Pre-Increase Additional Lenders and Post-Increase Additional Lenders ratably in accordance with their Pro Rata Share after giving effect to such increased Commitments and (ii) each Lender shall hold equal Pro Rata Shares of the Revolver Commitments (and Revolving Loans) and the Floorplan Commitments (and Floorplan Loans). v. The Revolving Loans, Revolver Commitments, and Maximum Revolver Amount established pursuant to this Section 2.15 shall constitute Revolving Loans, Revolver Commitments, and Maximum Revolver Amount under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Floorplan Loans, Floorplan Commitments, and Maximum Floorplan Amount established pursuant to this Section 2.15 shall constitute Floorplan Loans, Floorplan Commitments, and Maximum Floorplan Amount under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. Borrower shall take any actions reasonably required by Agent to ensure 126471205_8 and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the Code or otherwise after giving effect to the establishment of any such new Revolver Commitments and Maximum Revolver Amount or new Floorplan Commitments and Maximum Floorplan Amount.

Additional Accordion. (a) Upon notice from U.S. Borrowers Borrower to Agent that the DLL Agricredit Floorplan Indebtedness has been paid in full and all related commitments have been terminated, in lieu of incurring Refinancing Indebtedness in respect of such DLL Agricredit Floorplan Indebtedness with a third party provider and not for any other purpose, at the option of U.S. Borrowers Borrower (but subject to the conditions set forth in clause (b) below), the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount or the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount may be increased by an amount in the aggregate for all such increases of the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount not to exceed $200,000,000 (each such increase, an “"Additional Increase”"). Agent shall invite each U.S. Lender to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments (as the case may be) (it being understood that no U.S. Lender shall be obligated to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments) in connection with a proposed Additional Increase at the interest margin proposed by U.S. BorrowersBorrower, and if sufficient U.S. Lenders do not agree to increase their Revolver Commitments or their Floorplan Commitments (as the case may be) in connection with such proposed Additional Increase, then Agent or U.S. Borrowers Borrower may invite any prospective lender who is reasonably satisfactory to Agent and U.S. Borrowers Borrower to become a U.S. Lender in connection with a proposed Additional Increase. Any Additional Increase shall be in an amount of at least $20,000,000 and integral multiples of $5,000,000 in excess thereof. In no event may the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount be increased pursuant to this Section 2.15 on more than 1 occasion. Additionally, for the avoidance of doubt, it is understood and agreed that in no event shall the aggregate amount of the Additional Increases to the U.S. Revolver Commitments and the U.S. Floorplan Commitments exceed $200,000,000. (b) Each of the following shall be conditions precedent to any Additional Increase of the Revolver Commitments and the Maximum Revolver Amount or any Additional Increase of the Floorplan Commitments and the Maximum Floorplan Amount in connection therewith: (i) Agent or Borrower have obtained the commitment of one or more Lenders (or other prospective lenders) reasonably satisfactory to Agent and Borrower to provide the applicable Additional Increase and any such Lenders (or prospective lenders), Borrower, and Agent have signed a joinder agreement to this Agreement (an "Additional Increase Joinder"), in form and substance reasonably satisfactory to Agent, to which such Lenders (or prospective lenders), Borrower, and Agent are party, (ii) each of the conditions precedent set forth in Section 3.2 are satisfied, (iii) Borrower shall have delivered to Agent and Lenders a certificate dated as of the date of such Additional Increase certifying that such Additional Increase and the related incurrence of Indebtedness (assuming, for purposes of such certification, that the commitments related to such Additional Increase are fully drawn) are permitted under the terms of the documents evidencing the Existing Notes, the CNH Floorplan Indebtedness and any other Indebtedness of the Loan Parties involving an aggregate amount of $7,500,000 or more, and (iv) Borrower shall have reached agreement with the Lenders (or prospective lenders) agreeing to the increased Revolver Commitments or increased Floorplan Commitments with respect to the interest margins applicable to Revolving Loans to be made pursuant to the increased Revolver Commitments or Floorplan Loans to be made pursuant to the increased Floorplan Commitments (which interest margins may be (A) with respect to Revolving Loans made pursuant to the increased Revolver Commitments, higher than or equal to the interest margins applicable to Revolving Loans set forth in this Agreement immediately prior to the date of the increased Revolver Commitments, and (B) with respect to Floorplan Loans made pursuant to the increased Floorplan Commitments, higher than or equal to the interest margins applicable to Floorplan Loans set forth in this Agreement immediately prior to the date of the increased Floorplan Commitments, as applicable (the date of the effectiveness of the increased Revolver Commitments and the Maximum Revolver Amount or the increased Floorplan Commitments and the Maximum Floorplan Amount, as applicable, the "Additional Increase Date")) and shall have communicated the amount of such interest margins to Agent. Any Increase Joinder may, with the consent of Agent, Borrower and the Lenders or prospective lenders agreeing to the proposed Additional Increase, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate to effectuate the provisions of this Section 2.15 (including any amendment necessary to effectuate the interest margins for the Revolving Loans to be made pursuant to the increased Revolver Commitments or the Floorplan Loans to be made pursuant to the increased Floorplan Commitments). Anything to the contrary contained herein notwithstanding, if the interest margin that is to be applicable to the Revolving Loans to be made pursuant to the increased Revolver Commitments or the Floorplan Loans to be made pursuant to the increased Floorplan Commitments (as the case may be) are higher than the interest margin applicable to the Revolving Loans or the Floorplan Loans hereunder (as applicable) immediately prior to the applicable Increase Date (the amount by which the interest margin is higher, the "Additional Increase Excess"), then the interest margin applicable to the Revolving Loans or the Floorplan Loans (as the case may be) immediately prior to the Additional Increase Date shall be increased by the amount of the Additional Increase Excess, effective on the applicable Additional Increase Date, and without the necessity of any action by any party hereto. (c) Unless otherwise specifically provided herein, (i) all references in this Agreement and any other Loan Document to Revolving Loans shall be deemed, unless the context otherwise requires, to include Revolving Loans made pursuant to the increased Revolver Commitments and Maximum Revolver Amount pursuant to this Section 2.15, and (ii) all references in this Agreement and any other Loan Document to Floorplan Loans shall be deemed, unless the context otherwise requires, to include Floorplan Loans made pursuant to the increased Floorplan Commitments and Maximum Floorplan Amount pursuant to this Section 2.15. (d) Each of the Lenders having a Commitment prior to the Additional Increase Date (the "Pre-Increase Additional Lenders") shall assign to any Lender which is acquiring a new or additional Commitment on the Additional Increase Date (the "Post-Increase Additional Lenders"), and such Post-Increase Additional Lenders shall purchase from each Pre-Increase Additional Lender, at the principal amount thereof, such interests in the Revolving Loans and the Floorplan Loans on such Additional Increase Date as shall be necessary in order that, after giving effect to all such assignments and purchases, (i) such Revolving Loans and such Floorplan Loans will be held by Pre-Increase Additional Lenders and Post-Increase Additional Lenders ratably in accordance with their Pro Rata Share after giving effect to such increased Commitments and (ii) each Lender shall hold equal Pro Rata Shares of the Revolver Commitments (and Revolving Loans) and the Floorplan Commitments (and Floorplan Loans). (e) The Revolving Loans, Revolver Commitments, and Maximum Revolver Amount established pursuant to this Section 2.15 shall constitute Revolving Loans, Revolver Commitments, and Maximum Revolver Amount under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Floorplan Loans, Floorplan Commitments, and Maximum Floorplan Amount established pursuant to this Section 2.15 shall constitute Floorplan Loans, Floorplan Commitments, and Maximum Floorplan Amount under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. Borrower shall take any actions reasonably required by Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the Code or otherwise after giving effect to the establishment of any such new Revolver Commitments and Maximum Revolver Amount or new Floorplan Commitments and Maximum Floorplan Amount.

Additional Accordion. Upon notice from U.S. Borrowers Borrower to Agent that the DLL Floorplan Indebtedness has been paid in full and all related commitments have been terminated, in lieu of incurring Refinancing Indebtedness in respect of such DLL Floorplan Indebtedness with a third party provider and not for any other purpose, at the option of U.S. Borrowers Borrower (but subject to the conditions set forth in clause (b) below), the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount or the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount may be increased by by. an amount in the aggregate for all such increases of the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount not to exceed $200,000,000 (each such increase, an “Additional Increase”). Agent shall invite each U.S. Lender to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments (as the case may be) (it being understood that no U.S. Lender shall be obligated to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments) in connection with a proposed Additional Increase at the interest margin proposed by U.S. BorrowersBorrower, and if sufficient U.S. Lenders do not agree to increase their Revolver Commitments or their Floorplan Commitments (as the case may be) in connection with such proposed Additional Increase, then Agent or U.S. Borrowers Borrower may invite any prospective lender who is reasonably satisfactory to Agent and U.S. Borrowers Borrower to become a U.S. Lender in connection with a proposed Additional Increase. Any Additional Increase shall be in an amount of at least $20,000,000 and integral multiples of $5,000,000 in excess thereof. In no event may the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount be increased pursuant to this Section 2.15 on more than 1 occasion. Additionally, for the avoidance of doubt, it is understood and agreed that in no event shall the aggregate amount of the Additional Increases to the U.S. Revolver Commitments and the U.S. Floorplan Commitments exceed $200,000,000.

Additional Accordion. (a) Upon notice from U.S. Borrowers Borrower to Agent that the DLL Floorplan Indebtedness has been paid in full and all related commitments have been terminated, in lieu of incurring Refinancing Indebtedness in respect of such DLL Floorplan Indebtedness with a third party provider and not for any other purpose, at the option of U.S. Borrowers Borrower (but subject to the conditions set forth in clause (b) below), the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount or the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount may be increased by by. an amount in the aggregate for all such increases of the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount not to exceed $200,000,000 (each such increase, an “Additional Increase”). Agent shall invite each U.S. Lender to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments (as the case may be) (it being understood that no U.S. Lender shall be obligated to increase its U.S. Revolver Commitments or its U.S. Floorplan Commitments) in connection with a proposed Additional Increase at the interest margin proposed by U.S. BorrowersBorrower, and if sufficient U.S. Lenders do not agree to increase their Revolver Commitments or their Floorplan Commitments (as the case may be) in connection with such proposed Additional Increase, then Agent or U.S. Borrowers Borrower may invite any prospective lender who is reasonably satisfactory to Agent and U.S. Borrowers Borrower to become a U.S. Lender in connection with a proposed Additional Increase. Any Additional Increase shall be in an amount of at least $20,000,000 and integral multiples of $5,000,000 in excess thereof. In no event may the U.S. Revolver Commitments and the U.S. Maximum Revolver Amount and the U.S. Floorplan Commitments and the U.S. Maximum Floorplan Amount be increased pursuant to this Section 2.15 on more than 1 occasion. Additionally, for the avoidance of doubt, it is understood and agreed that in no event shall the aggregate amount of the Additional Increases to the U.S. Revolver Commitments and the U.S. Floorplan Commitments exceed $200,000,000. 126471205_8 (b) Each of the following shall be conditions precedent to any Additional Increase of the Revolver Commitments and the Maximum Revolver Amount or any Additional Increase of the Floorplan Commitments and the Maximum Floorplan Amount in connection therewith: (i) Agent or Borrower have obtained the commitment of one or more Lenders (or other prospective lenders) reasonably satisfactory to Agent and Borrower to provide the applicable Additional Increase and any such Lenders (or prospective lenders), Borrower, and Agent have signed a joinder agreement to this Agreement (an “Additional Increase Joinder”), in form and substance reasonably satisfactory to Agent, to which such Lenders (or prospective lenders), Borrower, and Agent are party, (ii) each of the conditions precedent set forth in Section 3.2 are satisfied, (iii) Borrower shall have delivered to Agent and Lenders a certificate dated as of the date of such Additional Increase certifying that such Additional Increase and the related incurrence of Indebtedness (assuming, for purposes of such certification, that the commitments related to such Additional Increase are fully drawn) are permitted under the terms of the documents evidencing the CNH Floorplan Indebtedness and any other Indebtedness of the Loan Parties involving an aggregate amount of $7,500,000 or more, and (iv) Borrower shall have reached agreement with the Lenders (or prospective lenders) agreeing to the increased Revolver Commitments or increased Floorplan Commitments with respect to the interest margins applicable to Revolving Loans to be made pursuant to the increased Revolver Commitments or Floorplan Loans to be made pursuant to the increased Floorplan Commitments (which interest margins may be (A) with respect to Revolving Loans made pursuant to the increased Revolver Commitments, higher than or equal to the interest margins applicable to Revolving Loans set forth in this Agreement immediately prior to the date of the increased Revolver Commitments, and (B) with respect to Floorplan Loans made pursuant to the increased Floorplan Commitments, higher than or equal to the interest margins applicable to Floorplan Loans set forth in this Agreement immediately prior to the date of the increased Floorplan Commitments, as applicable (the date of the effectiveness of the increased Revolver Commitments and the Maximum Revolver Amount or the increased Floorplan Commitments and the Maximum Floorplan Amount, as applicable, the “Additional Increase Date”)) and shall have communicated the amount of such interest margins to Agent. Any Increase Joinder may, with the consent of Agent, Borrower and the Lenders or prospective lenders agreeing to the proposed Additional Increase, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate to effectuate the provisions of this Section 2.15 (including any amendment necessary to effectuate the interest margins for the Revolving Loans to be made pursuant to the increased Revolver Commitments or the Floorplan Loans to be made pursuant to the increased Floorplan Commitments). Anything to the contrary contained herein notwithstanding, if the interest margin that is to be applicable to the Revolving Loans to be made pursuant to the increased Revolver Commitments or the Floorplan Loans to be made pursuant to the increased Floorplan Commitments (as the case may be) are higher than the interest margin applicable to the Revolving Loans or the Floorplan Loans hereunder (as applicable) immediately prior to the applicable Increase Date (the 126471205_8 amount by which the interest margin is higher, the “Additional Increase Excess”), then the interest margin applicable to the Revolving Loans or the Floorplan Loans (as the case may be) immediately prior to the Additional Increase Date shall be increased by the amount of the Additional Increase Excess, effective on the applicable Additional Increase Date, and without the necessity of any action by any party hereto. (c) Unless otherwise specifically provided herein, (i) all references in this Agreement and any other Loan Document to Revolving Loans shall be deemed, unless the context otherwise requires, to include Revolving Loans made pursuant to the increased Revolver Commitments and Maximum Revolver Amount pursuant to this Section 2.15, and (ii) all references in this Agreement and any other Loan Document to Floorplan Loans shall be deemed, unless the context otherwise requires, to include Floorplan Loans made pursuant to the increased Floorplan Commitments and Maximum Floorplan Amount pursuant to this Section 2.15. (d) Each of the Lenders having a Commitment prior to the Additional Increase Date (the “Pre-Increase Additional Lenders”) shall assign to any Lender which is acquiring a new or additional Commitment on the Additional Increase Date (the “Post-Increase Additional Lenders”), and such Post-Increase Additional Lenders shall purchase from each Pre-Increase Additional Lender, at the principal amount thereof, such interests in the Revolving Loans and the Floorplan Loans on such Additional Increase Date as shall be necessary in order that, after giving effect to all such assignments and purchases, (i) such Revolving Loans and such Floorplan Loans will be held by Pre-Increase Additional Lenders and Post-Increase Additional Lenders ratably in accordance with their Pro Rata Share after giving effect to such increased Commitments and (ii) each Lender shall hold equal Pro Rata Shares of the Revolver Commitments (and Revolving Loans) and the Floorplan Commitments (and Floorplan Loans). (e) The Revolving Loans, Revolver Commitments, and Maximum Revolver Amount established pursuant to this Section 2.15 shall constitute Revolving Loans, Revolver Commitments, and Maximum Revolver Amount under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Floorplan Loans, Floorplan Commitments, and Maximum Floorplan Amount established pursuant to this Section 2.15 shall constitute Floorplan Loans, Floorplan Commitments, and Maximum Floorplan Amount under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. Borrower shall take any actions reasonably required by Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the Code or otherwise after giving effect to the establishment of any such new Revolver Commitments and Maximum Revolver Amount or new Floorplan Commitments and Maximum Floorplan Amount.