Common use of Conditions to Funding Clause in Contracts

Conditions to Funding. Neither the Company nor the Bank Investors shall, and shall have no obligation to, advance any funds to the Issuer in connection with any Funding if on the date of the proposed Funding, (i) either (x) if the Funding is to be made by the Company, the sum of the Net Investment after giving effect to the Funding, plus the Interest Component of Commercial Paper issued in connection with such Funding would exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (ii) the Issuer is not in compliance with Section 5.3 of the Security Agreement; (iii) the Issuer shall not have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from proceeds of such Funding, an amount equal to the amount necessary to cause the amount on deposit in the Reserve Account to equal the Reserve Account Floor; (calculated as if such Funding shall have occurred); (iv) a Potential Termination Event or Termination Event shall have occurred and be continuing; (v) the conditions precedent set forth in Sections 4.1 and 4.2 of the Security Agreement shall not be satisfied; (vi) the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) after giving effect to such Funding, the Net Investment shall be greater than the product of (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(b) of the Intercreditor Agreement and, in the case of the Initial Funding, a release on form UCC-3 with respect to the related Receivables.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and No Secured Party shall have no any obligation to, to --------------------- advance any funds to the Issuer Borrower in connection with any Funding if unless, on the date of the proposed such Funding, (i) either after giving effect to such Funding, the Aggregate Net Investment would not exceed the Maximum Facility Limit; (ii) with respect to each Secured Party, after giving effect to such Funding, the related Net Investment of such Secured Party would not exceed the related Commitment; (iii) each APA Bank's pro rata share of such Funding, would not exceed the amount of --- ---- its unused Commitment; (iv) the Borrower has provided a Funding Request to the Administrative Agent, which Funding Request shall include the calculations necessary to satisfy the requirement set forth in clauses (i), (ii) and (iii) above and shall also include a certification by an authorized officer of the Trustee on behalf of the Borrower that, to the best of such officer's knowledge, no event has occurred since the most recent Funding that would have a material and adverse effect on the Receivables, AmeriCredit, the Sellers, the Servicer or the Borrower; (v) the Borrower shall have deposited in the ABS Reserve Account, or shall have given irrevocable instructions to the Administrative Agent to withhold from the proceeds of such Funding and to deposit in the ABS Reserve Account, an amount equal to the ABS Reserve Account Shortfall, if any; (vi) the Borrower shall have deposited in the Receivables Reserve Account, or shall have given irrevocable instructions to the Administrative Agent to withhold from the proceeds of such Funding and to deposit in the Receivables Reserve Account, an amount equal to the Receivables Reserve Account Shortfall, if any; (vii) the VFN is rated at least "A2" by Xxxxx'x and the VFN is rated at least "A" by S&P; (viii) one or more binding and enforceable Hedge Contracts in an aggregate notional amount equal to the Aggregate Net Investment (including any Aggregate Net Investment to be made in connection with such Funding) are in full force and effect in accordance with the terms of the Sale and Servicing Agreement; (ix) each representation and warranty of the Borrower herein shall be true and correct with respect to the Borrower and each Receivable as of the date of such Funding; (x) a Potential Termination Event or a Termination Event, shall not have occurred and be continuing; (xi) if the Funding is to be made by the CompanyCP Lender through the issuance of Commercial Paper, the sum CP Lender has advised the Administrative Agent that, in its sole discretion, it has elected to make such Funding; (xii) in connection with the initial Funding following the Effective Date, the conditions precedent set forth in Section 7.1(h) hereof and Section -------------- 3.2 of the Net Investment Sale and Servicing Agreement shall be satisfied and (xiii) after giving effect to the Funding, plus the Interest Component of Commercial Paper issued in connection with such Funding would exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (ii) the Issuer is not in compliance with Section 5.3 of the Security Agreement; (iii) the Issuer shall not have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from proceeds of such Funding, an amount equal no Pool Limitation would be exceeded. Notwithstanding anything to the amount necessary to cause the amount on deposit contrary set forth in the Reserve Account to equal the Reserve Account Floor; (calculated as if such Funding this Agreement, no APA Bank shall have occurred); (iv) a Potential any obligation to advance funds to the Borrower on any Funding Date if, on such day, any Termination Event or Potential Termination Event shall have occurred and be continuing. The Administrative Agent shall notify each Secured Party of the receipt and content of any Funding Request by no later than 2:30 P.M. (New York time) on the date on which such Funding Request was received by the Administrative Agent; if such notification is provided to the Secured Parties after 2:30 P.M. (vNew York time) on such date, then the Funding Request shall be deemed to be received on the following Business Day. The APA Banks' several obligations to provide the Borrower with funds pursuant to this Article VII shall terminate on the Commitment Expiry Date. ----------- Notwithstanding anything contained in this Section 7.1 or elsewhere in this ----------- Agreement to the contrary, no APA Bank shall be obligated to provide the Borrower with aggregate funds in connection with a Funding Request in an amount that would exceed such APA Bank's unused Commitment then in effect, and the failure of any APA Bank to make its pro rata share of the Funding available to --- ---- the Borrower (subject to the terms and conditions precedent set forth in Sections 4.1 and 4.2 herein) shall not relieve any other APA Bank of its obligations hereunder. The obligations of the Security Agreement shall not be satisfied; (vi) the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) after giving effect APA Banks hereunder to such Funding, the Net Investment provide Fundings shall be greater than the product of (a) the Noteholder's Percentage several and (b) the sum of the Net Receivables Balance and Collections on deposit in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(b) of the Intercreditor Agreement and, in the case of the Initial Funding, a release on form UCC-3 with respect to the related Receivablesjoint.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and No Secured Party shall have no any obligation to, to advance any funds to the Issuer Borrower in connection with any Funding if unless, on the date of the proposed such Funding, (i) either after giving effect to such Funding, the Aggregate Net Investment PLUS the Interest Component of all Commercial Paper issued by the CP Lenders to fund the Aggregate Net Investment (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding") would not exceed the Maximum Facility Limit and, in the case of a Funding for the acquisition of Asset Backed Securities, after giving effect to such Funding, the aggregate Net Investment as it relates to Asset Backed Securities would not exceed the ABS Funding Sub-Limit and in the case of a same day Funding, after giving effect to such Funding, the sum of all outstanding same day Fundings, would not exceed the Swing Line Funding Limit (such same day Funding only to be provided by PARCO); (ii) with respect to each Lending Group, after giving effect to such Funding, the related Net Investment of such Lending Group PLUS the Interest Component of all Commercial Paper issued by the CP Lenders in such Lending Group to fund such Net Investment (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding") would not exceed the related Facility Limit and, in the case of a Funding for the acquisition of Asset Backed Securities after giving effect to such Funding, the related Net Investment as it relates to Asset Backed Securities would not exceed the ABS Funding Sub-Limit and, in the case of a same day Funding, after giving effect to such Funding, the sum of all outstanding same day Fundings would not exceed the Swing Line Funding Limit (such same day Funding only to be provided by PARCO); (iii) each APA Bank's PRO RATA share of such Funding, would not exceed the amount of its unused Commitment (it being understood that, for purposes of determining whether the Interest Component on Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding"); (iv) the Borrower has provided a Funding Request to the Administrative Agent and each Funding Agent, which Funding Request shall include the calculations necessary to satisfy the requirement set forth in clauses (i), (ii) and (iii) above and shall also include a certification by an authorized officer of the Trustee on behalf of the Borrower that, to the best of such officer's knowledge, no event has occurred since the most recent Funding that would have a material and adverse effect on the Receivables, AmeriCredit Corp., the Sellers, the Servicer or the Borrower; (v) the Borrower shall have deposited in the Collection Account, or shall have given irrevocable instructions to the Administrative Agent to withhold from the proceeds of such Funding and to deposit in the Collection Account, as the case may be, in each case for allocation to the Collection Account Reserve, an amount equal to the Collection Account Reserve Shortfall Amount, if any; (vi) the VFN is rated at least "A2" by Xxxxx'x and the VFN is rated at least "A" by S&P; (vii) one or more binding and enforceable Hedge Contracts in an aggregate notional amount equal to the Aggregate Net Investment (including any Aggregate Net Investment to be made in connection with such Funding) are in full force and effect in accordance with the terms of the Sale and Servicing Agreement; (viii) each representation and warranty of the Borrower herein shall be true and correct with respect to the Borrower and each Receivable as of the date of such Funding; (ix) a Potential Wind-Down Event or a Wind-Down Event (each only in the case of a Funding to be made by HLS), or a Potential Termination Event or a Termination Event, shall not have occurred and be continuing; (x) if the Funding is to be made by a CP Lender through the Companyissuance of Commercial Paper, such CP Lender has advised the Administrative Agent that, in its sole discretion, it has elected to make such Funding; (xi) in connection with the initial Funding following the Effective Date, the sum conditions precedent set forth in Section 7.1(g) hereof and Section 3.2 of the Net Investment Sale and Servicing Agreement shall be satisfied; and (xii) after giving effect to the Funding, plus the Interest Component of Commercial Paper issued in connection with such Funding would exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (ii) the Issuer is not in compliance with Section 5.3 of the Security Agreement; (iii) the Issuer shall not have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from proceeds of such Funding, no Pool Limitation would be exceeded. Any Funding made the same day such Funding is requested shall be made solely by PARCO, at PARCO's sole discretion, in an amount equal not to exceed the Swing Line Funding Limit. Notwithstanding anything to the amount necessary to cause the amount on deposit contrary set forth in the Reserve Account to equal the Reserve Account Floor; (calculated as if such Funding this Agreement, no APA Bank shall have occurred); (iv) a Potential any obligation to advance funds to the Borrower on any Funding Date if, on such day, any Termination Event or Potential Termination Event shall have occurred and be continuing; (v) the conditions precedent set forth in Sections 4.1 and 4.2 . The Administrative Agent shall notify each Funding Agent of the Security Agreement receipt and content of any Funding Request by no later than 2:30 P.M. on the date on which such Funding Request was received by the Administrative Agent and, in connection therewith, shall not be satisfiedadvise such Funding Agent of the portion of such Funding which its related Lending Group is required to make available to the Borrower; (vi) if such notification is provided to the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) Funding Agents after giving effect to 2:30 P.M. on such Fundingdate, then the Net Investment Funding Request shall be greater than deemed to be received on the product of following Business Day. Each Funding Agent shall promptly advise the APA Banks in its related Lending Group (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit by telecopy or by telephone call promptly confirmed in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered writing by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(btelecopy) of the Intercreditor receipt and content of any Funding Request. The APA Banks' several obligations to provide the Borrower with funds pursuant to this Article VII shall terminate on the Commitment Expiry Date. Notwithstanding anything contained in this Section 7.1 or elsewhere in this Agreement andto the contrary, no APA Bank shall be obligated to provide the Borrower with aggregate funds in connection with a Funding Request in an amount that would exceed such APA Bank's unused Commitment then in effect, and the case failure of any APA Bank to make its PRO RATA share of the Initial Funding, a release on form UCC-3 with respect Funding available to the related ReceivablesBorrower (subject to the terms and conditions set forth herein) shall not relieve any other APA Bank of its obligations hereunder. The obligations of the Lending Groups hereunder to provide Fundings shall be several and not joint.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and No Secured Party shall have no any obligation to, to --------------------- advance any funds to the Issuer Borrower in connection with any Funding if unless, on the date of the proposed such Funding, (i) either after giving effect to such Funding, the Aggregate Net Investment plus the Interest Component of all Commercial Paper issued by the CP ---- Lenders to fund the Aggregate Net Investment (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding") would not exceed the Maximum Facility Limit and, in the case of a Funding for the acquisition of Asset Backed Securities, after giving effect to such Funding, the aggregate Net Investment as it relates to Asset Backed Securities would not exceed the ABS Funding Sub-Limit and in the case of a same day Funding, after giving effect to such Funding, the sum of all outstanding same day Fundings, would not exceed the Swing Line Funding Limit (such same day Funding only to be provided by PARCO); (ii) with respect to each Lending Group, after giving effect to such Funding, the related Net Investment of such Lending Group plus the Interest Component of all Commercial Paper issued ---- by the CP Lenders in such Lending Group to fund such Net Investment (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding") would not exceed the related Facility Limit and, in the case of a Funding for the acquisition of Asset Backed Securities after giving effect to such Funding, the related Net Investment as it relates to Asset Backed Securities would not exceed the ABS Funding Sub-Limit and, in the case of a same day Funding, after giving effect to such Funding, the sum of all outstanding same day Fundings would not exceed the Swing Line Funding Limit (such same day Funding only to be provided by PARCO); (iii) each APA Bank's pro rata share of such Funding, would not exceed the amount of its unused --- ---- Commitment (it being understood that, for purposes of determining whether the Interest Component on Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding"); (iv) the Borrower has provided a Funding Request to the Administrative Agent and each Funding Agent, which Funding Request shall include the calculations necessary to satisfy the requirement set forth in clauses (i), (ii) and (iii) above and shall also include a certification by an authorized officer of the Trustee on behalf of the Borrower that, to the best of such officer's knowledge, no event has occurred since the most recent Funding that would have a material and adverse effect on the Receivables, AmeriCredit Corp., the Sellers, the Servicer or the Borrower; (v) the Borrower shall have deposited in the Collection Account, or shall have given irrevocable instructions to the Administrative Agent to withhold from the proceeds of such Funding and to deposit in the Collection Account, as the case may be, in each case for allocation to the Collection Account Reserve, an amount equal to the Collection Account Reserve Shortfall Amount, if any; (vi) the VFN is rated at least "A2" by Xxxxx'x and the VFN is rated at least "A" by S&P; (vii) one or more binding and enforceable Hedge Contracts in an aggregate notional amount equal to the Aggregate Net Investment (including any Aggregate Net Investment to be made in connection with such Funding) are in full force and effect in accordance with the terms of the Sale and Servicing Agreement; (viii) each representation and warranty of the Borrower herein shall be true and correct with respect to the Borrower and each Receivable as of the date of such Funding; (ix) a Potential Wind-Down Event or a Wind-Down Event (each only in the case of a Funding to be made by HLS), or a Potential Termination Event or a Termination Event, shall not have occurred and be continuing; (x) if the Funding is to be made by a CP Lender through the Companyissuance of Commercial Paper, such CP Lender has advised the Administrative Agent that, in its sole discretion, it has elected to make such Funding; (xi) in connection with the initial Funding following the Effective Date, the sum conditions precedent set forth in Section 7.1(g) hereof and Section 3.2 of the Net Investment Sale and Servicing Agreement shall be satisfied; and (xii) after giving effect to the Funding, plus the Interest Component of Commercial Paper issued in connection with such Funding would exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (ii) the Issuer is not in compliance with Section 5.3 of the Security Agreement; (iii) the Issuer shall not have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from proceeds of such Funding, no Pool Limitation would be exceeded. Any Funding made the same day such Funding is requested shall be made solely by PARCO, at PARCO's sole discretion, in an amount equal not to exceed the Swing Line Funding Limit. Notwithstanding anything to the amount necessary to cause the amount on deposit contrary set forth in the Reserve Account to equal the Reserve Account Floor; (calculated as if such Funding this Agreement, no APA Bank shall have occurred); (iv) a Potential any obligation to advance funds to the Borrower on any Funding Date if, on such day, any Termination Event or Potential Termination Event shall have occurred and be continuing; (v) the conditions precedent set forth in Sections 4.1 and 4.2 . The Administrative Agent shall notify each Funding Agent of the Security Agreement receipt and content of any Funding Request by no later than 2:30 P.M. on the date on which such Funding Request was received by the Administrative Agent and, in connection therewith, shall not be satisfiedadvise such Funding Agent of the portion of such Funding which its related Lending Group is required to make available to the Borrower; (vi) if such notification is provided to the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) Funding Agents after giving effect to 2:30 P.M. on such Fundingdate, then the Net Investment Funding Request shall be greater than deemed to be received on the product of following Business Day. Each Funding Agent shall promptly advise the APA Banks in its related Lending Group (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit by telecopy or by telephone call promptly confirmed in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered writing by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(btelecopy) of the Intercreditor Agreement andreceipt and content of any Funding Request. The APA Banks' several obligations to provide the Borrower with funds pursuant to this Article VII shall terminate on the Commitment Expiry Date. Notwithstanding anything contained in this Section 7.1 or elsewhere in this Agree- ment to the contrary, no APA Bank shall be obligated to provide the Borrower with aggregate funds in connection with a Funding Request in an amount that would exceed such APA Bank's unused Commitment then in effect, and the case failure of any APA Bank to make its pro rata share of the Initial Funding, a release on form UCC-3 with respect Funding available to the related Receivables-------- Borrower (subject to the terms and conditions set forth herein) shall not relieve any other APA Bank of its obligations hereunder. The obligations of the Lending Groups hereunder to provide Fundings shall be several and not joint.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and No Secured Party shall have no any obligation to, to --------------------- advance any funds to the Issuer Borrower in connection with any Funding if unless, on the date of the proposed such Funding, (i) either after giving effect to such Funding, the Aggregate Net Investment plus the Interest Component of all Commercial Paper issued by the ---- CP Lenders to fund the Aggregate Net Investment (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding") would not exceed the Maximum Facility Limit and, in the case of a Funding for the acquisition of Asset Backed Securities, after giving effect to such Funding, the aggregate Net Investment as it relates to Asset Backed Securities would not exceed the ABS Funding Sub-Limit and in the case of a same day Funding, after giving effect to such Funding, the sum of all outstanding same day Fundings, would not exceed the Swing Line Funding Limit (such same day Funding only to be provided by PARCO); (ii) with respect to each Lending Group, after giving effect to such Funding, the related Net Investment of such Lending Group plus the Interest Component of all Commercial Paper issued ---- by the CP Lenders in such Lending Group to fund such Net Investment (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding") would not exceed the related Facility Limit and, in the case of a Funding for the acquisition of Asset Backed Securities after giving effect to such Funding, the related Net Investment as it relates to Asset Backed Securities would not exceed the ABS Funding Sub-Limit and, in the case of a same day Funding, after giving effect to such Funding, the sum of all outstanding same day Fundings would not exceed the Swing Line Funding Limit (such same day Funding only to be provided by PARCO); (iii) each APA Bank's pro rata share of such Funding, would not exceed the amount of its unused --- ---- Commitment (it being understood that, for purposes of determining whether the Interest Component on Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding"); (iv) the Borrower has provided a Funding Request to the Administrative Agent and each Funding Agent, which Funding Request shall include the calculations necessary to satisfy the requirement set forth in clauses (i), (ii) and (iii) above and shall also include a certification by an authorized officer of the Trustee on behalf of the Borrower that, to the best of such officer's knowledge, no event has occurred since the most recent Funding that would have a material and adverse effect on the Receivables, AmeriCredit Corp., the Sellers, the Servicer or the Borrower; (v) the Borrower shall have deposited in the Collection Account, or shall have given irrevocable instructions to the Administrative Agent to withhold from the proceeds of such Funding and to deposit in the Collection Account, as the case may be, in each case for allocation to the Collection Account Reserve, an amount equal to the Collection Account Reserve Shortfall Amount, if any; (vi) the VFN is rated at least "A2" by Xxxxx'x and the VFN is rated at least "A" by S&P; (vii) one or more binding and enforceable Hedge Contracts in an aggregate notional amount equal to the Aggregate Net Investment (including any Aggregate Net Investment to be made in connection with such Funding) are in full force and effect in accordance with the terms of the Sale and Servicing Agreement; (viii) each representation and warranty of the Borrower herein shall be true and correct with respect to the Borrower and each Receivable as of the date of such Funding; (ix) a Potential Wind-Down Event or a Wind-Down Event (each only in the case of a Funding to be made by HLS, Victory or Eiffel), or a Potential Termination Event or a Termination Event, shall not have occurred and be continuing; (x) if the Funding is to be made by a CP Lender through the Companyissuance of Commercial Paper, such CP Lender has advised the Administrative Agent that, in its sole discretion, it has elected to make such Funding; (xi) in connection with the initial Funding following the Effective Date, the sum conditions precedent set forth in Section 7.1(g) hereof and Section 3.2 of the Net Investment Sale and Servicing Agreement shall be satisfied; and (xii) after giving effect to the Funding, plus the Interest Component of Commercial Paper issued in connection with such Funding would exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (ii) the Issuer is not in compliance with Section 5.3 of the Security Agreement; (iii) the Issuer shall not have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from proceeds of such Funding, no Pool Limitation would be exceeded. Any Funding made the same day such Funding is requested shall be made solely by PARCO, at PARCO's sole discretion, in an amount equal not to exceed the Swing Line Funding Limit. Notwithstanding anything to the amount necessary to cause the amount on deposit contrary set forth in the Reserve Account to equal the Reserve Account Floor; (calculated as if such Funding this Agreement, no APA Bank shall have occurred); (iv) a Potential any obligation to advance funds to the Borrower on any Funding Date if, on such day, any Termination Event or Potential Termination Event shall have occurred and be continuing; (v) the conditions precedent set forth in Sections 4.1 and 4.2 . The Administrative Agent shall notify each Funding Agent of the Security Agreement receipt and content of any Funding Request by no later than 2:30 P.M. on the date on which such Funding Request was received by the Administrative Agent and, in connection therewith, shall not be satisfiedadvise such Funding Agent of the portion of such Funding which its related Lending Group is required to make available to the Borrower; (vi) if such notification is provided to the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) Funding Agents after giving effect to 2:30 P.M. on such Fundingdate, then the Net Investment Funding Request shall be greater than deemed to be received on the product of following Business Day. Each Funding Agent shall promptly advise the APA Banks in its related Lending Group (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit by telecopy or by telephone call promptly confirmed in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered writing by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(btelecopy) of the Intercreditor receipt and content of any Funding Request. The APA Banks' several obligations to provide the Borrower with funds pursuant to this Article VII shall terminate on the Commitment Expiry Date. Notwithstanding anything contained in this Section 7.1 or elsewhere in this Agreement andto the contrary, no APA Bank shall be obligated to provide the Borrower with aggregate funds in connection with a Funding Request in an amount that would exceed such APA Bank's unused Commitment then in effect, and the case failure of any APA Bank to make its pro rata share of the Initial Funding, a release on form UCC-3 with respect Funding available to the related ReceivablesBorrower --- ---- (subject to the terms and conditions set forth herein) shall not relieve any other APA Bank of its obligations hereunder. The obligations of the Lending Groups hereunder to provide Fundings shall be several and not joint.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and No Secured Party shall have no any obligation to, to advance any funds to the Issuer Borrower in connection with any Funding if unless, on the date of the proposed such Funding, (i) either after giving effect to such Funding, the Aggregate Net Investment PLUS the Interest Component of all Commercial Paper issued by the CP Lenders to fund the Aggregate Net Investment would not exceed the Maximum Facility Limit (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding"); (ii) with respect to each Lending Group, after giving effect to such Funding, the related Net Investment of such Lending Group PLUS the Interest Component of all Commercial Paper issued by the CP Lenders in such Lending Group to fund such Net Investment would not exceed the related Facility Limit (it being understood that, for purposes of determining whether the Interest Component of Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding"); (iii) each APA Bank's PRO RATA share of such Funding would not exceed the amount of its unused Commitment (it being understood that, for purposes of determining whether the Interest Component on Commercial Paper may be paid from the proceeds of Commercial Paper issued on the maturity date of such Commercial Paper, the amount of such capitalized Interest Component shall constitute a "Funding"); (iv) the Borrower has provided a Funding Request to the Administrative Agent and each Funding Agent, which Funding Request shall include the calculations necessary to satisfy the requirement set forth in clauses (i), (ii) and (iii) above and shall also include a certification by an authorized officer of the Borrower that, to the best of such officer's knowledge, no event has occurred since the most recent Funding that would have a material and adverse effect on the Receivables, AmeriCredit Corp., the Seller, the Servicer or the Borrower; (v) the Borrower shall have deposited in the Collection Account, or shall have given irrevocable instructions to the Administrative Agent to withhold from the proceeds of such Funding and to deposit in the Collection Account, as the case may be, in each case for allocation to the Collection Account Reserve, an amount equal to the Collection Account Reserve Shortfall Amount, if any; (vi) the VFN is rated at least "A2" by Xxxxx'x and, in the case of HLS, the VFN is rated at least "A" by S&P; (vii) one or more binding and enforceable Hedge Contracts in an aggregate notional amount equal to the Aggregate Net Investment (including any Aggregate Net Investment to be made in connection with such Funding) are in full force and effect in accordance with the terms of the Sale and Servicing Agreement; (viii) each representation and warranty of the Borrower herein shall be true and correct with respect to the Borrower and each Receivable as of the date of such Funding; (ix) a Potential Wind- Down Event or a Wind-Down Event (each only in the case of a Funding to be made by a CP Lender), or a Potential Termination Event or a Termination Event, shall not have occurred and be continuing; (x) if the Funding is to be made by a CP Lender through the Company, the sum of the Net Investment after giving effect to the Funding, plus the Interest Component issuance of Commercial Paper issued Paper, such CP Lender has advised the Administrative Agent that, in connection with its sole discretion, it has elected to make such Funding would exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (iixi) the Issuer is not in compliance with Section 5.3 of the Security Agreement; (iii) the Issuer Administrative Agent shall not have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from proceeds of such Funding, an amount equal to the amount necessary to cause the amount on deposit in the Reserve Account to equal the Reserve Account Floor; (calculated as if such Funding shall have occurred); (iv) a Potential Termination Event or Termination Event shall have occurred and be continuing; (v) the conditions precedent set forth in Sections 4.1 and 4.2 of the Security Agreement shall not be satisfied; (vi) the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) after giving effect to such Funding, the Net Investment shall be greater than the product of (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered by Xxxxx FargoFargo Bank, a lien release in substantially in the form specified in Section 1(b) of the Intercreditor Agreement; (xii) in connection with the initial Funding following the Effective Date, the conditions precedent set forth in Section 7.1(g) hereof and Section 3.2 of the Sale and Servicing Agreement shall be satisfied; and (xiii) after giving effect to such Funding, no Pool Limitation would be exceeded. Notwithstanding anything to the contrary set forth in this Agreement, no APA Bank shall have any obligation to advance funds to the Borrower on any Funding Date if, on such day, any Termination Event or Potential Termination Event shall have occurred and be continuing. The Administrative Agent shall notify each Funding Agent of the receipt and content of any Funding Request by no later than 2:30 P.M. on the date on which such Funding Request was received by the Administrative Agent and, in the case connection therewith, shall advise such Funding Agent of the Initial Funding, a release on form UCC-3 with respect portion of such Funding which its related Lending Group is required to make available to the Borrower; if such notification is provided to the Funding Agents after 2:30 P.M. on such date, then the Funding Request shall be deemed to be received on the following Business Day. Each Funding Agent shall promptly advise the APA Banks in its related ReceivablesLending Group (by telecopy or by telephone call promptly confirmed in writing by telecopy) of the receipt and content of any Funding Request. The APA Banks' several obligations to provide the Borrower with funds pursuant to this Article VII shall terminate on the Commitment Expiry Date. Notwithstanding anything contained in this Section 7.1 or elsewhere in this Agreement to the contrary, no APA Bank shall be obligated to provide the Borrower with aggregate funds in connection with a Funding Request in an amount that would exceed such APA Bank's unused Commitment then in effect, and the failure of any APA Bank to make its PRO RATA share of the Funding available to the Borrower (subject to the terms and conditions set forth herein) shall not relieve any other APA Bank of its obligations hereunder. The obligations of the Lending Groups hereunder to provide Fundings shall be several and not joint.

Conditions to Funding. Neither the Company PARCO nor the Bank Investors shall, and APA Banks shall have no any obligation to, to advance any funds to the Issuer Borrower in connection with any Funding if unless, on the date of the proposed such Funding, (i) either (x) if the Funding is to be made by the Company, the sum of the Net Investment after giving effect to the such Funding, plus the Total Investment PLUS the Interest Component of all Commercial Paper issued in connection with such Funding by PARCO to fund the Total Investment would not exceed the Facility Limit, or (y) if the Funding is to be made by the Bank Investors, the Net Investment, after giving effect to the Funding, would exceed the aggregate Commitments; (ii) each APA Bank's Pro Rata Share of such Funding would not exceed the Issuer is not in compliance with Section 5.3 amount of the Security Agreementits unused Commitment; (iii) the Issuer Borrower has provided a Funding Request to the Funding Agent, which Funding Request shall not include the calculations necessary to satisfy the requirement set forth in clauses (i) and (ii) above and shall also include a certification by an authorized officer of the Borrower that, to the best of such officer's knowledge, no event has occurred since the most recent Funding (or the Effective Date, in the case of the Initial Funding) that would have a material and adverse effect on the Receivables, the Seller, the Servicer or the Borrower; (iv) the Borrower shall have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Funding Agent to withhold from the proceeds of such FundingFunding and to deposit in the Reserve Account, an amount equal to (x) in the amount necessary to cause case of the amount on deposit in Initial Funding, the Reserve Account to equal Initial Deposit and (y) in the case of any Subsequent Funding, the Subsequent Reserve Account FloorDeposit; (calculated as if such Funding shall have occurred)v) the VFN is rated at least A2 by Xxxxx'x; (ivvi) one or more binding and enforceable Hedge Contracts in an aggregate notional amount equal to the Facility Limit are in full force and effect in accordance with the terms of the Sale and Servicing Agreement; (vii) each representation and warranty of the Borrower herein or in the Security Agreement shall be true and correct with respect to the Borrower and each Receivable as of the date of such Funding; (viii) a Potential PARCO Wind-Down Event or a PARCO Wind-Down Event (each only in the case of a Funding to be made by PARCO), or a Potential Termination Event or a Termination Event (in the case of a Funding to be made by the APA Banks or PARCO), shall not have occurred and be continuing; (vix) PARCO is able to obtain funds for the making of such Funding (only in the case of a Funding to be made by PARCO); (x) the conditions precedent set forth in Sections 4.1 and 4.2 of the Security Agreement Funding Agent shall not be satisfied; (vi) the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) after giving effect to such Funding, the Net Investment shall be greater than the product of (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered by Xxxxx FargoFargo Bank, a lien release in substantially in the form specified in Section 1(b) of the Intercreditor Agreement and, Agreement; and (ix) in the case of connection with the Initial Funding, a release on form UCC-3 with respect the conditions precedent set forth in Section 2.1(g) hereof and Section 3.2 of the Sale and Servicing Agreement shall be satisfied. Notwithstanding anything to the related Receivablescontrary set forth in this Agreement, no APA Bank shall have any obligation to advance funds to the Borrower on the Initial Funding Date or any Subsequent Funding Date if, on such day, any Termination Event or Potential Termination Event shall have occurred and be continuing. The Funding Agent shall promptly advise each APA Bank (by telecopy or by telephone call promptly confirmed in writing by telecopy) of the receipt and content of any Funding Request. The APA Banks' several obligations to provide the Borrower with funds pursuant to this Article II shall terminate on the Commitment Expiry Date. Notwithstanding anything contained in this Section 2.1 or elsewhere in this Agreement to the contrary, no APA Bank shall be obligated to provide the Borrower with aggregate funds in connection with a Funding Request in an amount that would exceed such APA Bank's unused Commitment then in effect, and the failure of any APA Bank to make its Pro Rata Share of the Funding available to the Borrower (subject to the terms and conditions set forth herein) shall not relieve any other APA Bank of its obligations hereunder.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and shall have no any obligation to, to advance any funds to the Issuer in connection with any Funding if unless on the date of the proposed Funding, such Funding (i) either (xa) if the Funding is to be made by the Company, the sum of the Net Investment after giving effect to the FundingInvestment, plus the aggregate Interest Component of Commercial Paper issued in connection with such Funding would exceed Component, if the Facility LimitNet Investment is funded by the Company, or (yb) the Net Investment, if the Funding Net Investment is to be made funded by the Bank Investors, would not (after giving effect to such Funding) exceed the Facility Limit; (ii) the Net Investment, after giving effect to the such Funding, would exceed not be greater than the aggregate Commitments; (ii) the Issuer is not in compliance with Section 5.3 of the Security AgreementMaximum Permitted Borrowing Base; (iii) the Issuer has provided a Funding Request to the Agent and the Surety Bond Provider, which shall not include the calculations necessary to satisfy the requirements set forth in clauses (i) and (ii) above and shall also include a certification by an authorized officer of the Issuer that to the best of such officer's knowledge, no event has occurred since the most recent Funding (or, the Closing Date, in the case of the Initial Funding) that would have a material and adverse effect on the Receivables, the Servicer or the Issuer; (iv) the Surety Bond is in full force and effect and no Surety Bond Provider Default has occurred and is continuing; (v) the Issuer shall have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from the proceeds of such FundingFunding and to deposit in the Reserve Account, an amount equal to the amount necessary to cause the amount on deposit in the Reserve Account to at least equal the Required Reserve Account Floor; Balance (calculated as if such Funding shall have occurred); (ivvi) each representation and warranty of the Issuer herein or in the Security Agreement shall be true and correct with respect to the Issuer and each Receivable included in either the Borrowing Base (Boats) or Borrowing Base (Personal Watercraft), as of the date of such Funding; (vii) a Potential Wind-Down Event or a Wind-Down Event (each only in the case of a Funding to be made by the Company) or a Potential Termination Event or a Termination Event Event, (in the case of a Funding to be made by the Bank Investors or the Company) shall not have occurred and or be continuing; (vviii) the Advance Termination Date shall not have occurred (only in the case of a Funding to be made by the Company); (ix) the Company is able to obtain funds for the making of such Funding in the commercial paper market or pursuant to the Liquidity Agreement (only in the case of a Funding to be made by the Company); and (x) in connection with the Initial Funding, the conditions precedent set forth in Sections 4.1 and 4.2 paragraph (f) of the Security Agreement this Section shall not be satisfied; (vi) the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) after giving effect to such Funding, the Net Investment shall be greater than the product of (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(b) of the Intercreditor Agreement and, in the case of the Initial Funding, a release on form UCC-3 with respect to the related Receivables.

Conditions to Funding. Neither the Company nor the Bank Investors shall, and shall have no any obligation to, to advance any funds to the Issuer in connection with any the Funding if unless on the date of the proposed Funding, such Funding (i) either (xa) if the Funding is to be made by the Company, the sum of the Net Investment after giving effect to the FundingInvestment, plus the aggregate Interest Component of Commercial Paper issued in connection with such Funding would exceed Component, if the Facility LimitNet Investment is funded by the Company, or (yb) the Net Investment, if the Funding Net Investment is to be made funded by the Bank Investors, would not (after giving effect to such Funding) exceed the Facility Limit; (ii) the Net Investment, after giving effect to the such Funding, would exceed not be greater than the aggregate Commitments; product of (iix) the Issuer is not in compliance with Section 5.3 of Aggregate Outstanding Eligible Loan Balance minus the Security AgreementExcluded Loan Balance and (y) the Blended Advance Rate; (iii) the Issuer has provided a Funding Request to the Agent, which shall not include the calculations necessary to satisfy the requirements set forth in clauses (i) and (ii) above and shall also include a certification by an authorized officer of the Issuer that to the best of such officer's knowledge, no event has occurred since the most recent Funding (or the Closing Date, in the case of the Initial Funding) that would have a material and adverse effect on the Loans, the Contracts, the Servicer or the Issuer; (iv) the Issuer shall have deposited in the Reserve Account, or shall not have given irrevocable instructions to the Agent to withhold from the proceeds of such FundingFunding and to deposit in the Reserve Account, an amount equal to the amount necessary to cause the amount on deposit in the Reserve Account to at least equal the Required Reserve Account Floor; Balance (calculated as if such Funding shall have occurred); (ivv) each representation and warranty of the Issuer herein or in the Security Agreement shall be true and correct with respect to the Issuer and each Loan listed on Exhibit D to the Security Agreement as of the date of such Funding; (vi) a Potential Termination Event or a Termination Event shall not have occurred and or be continuing; (vvii) the Company is able to obtain funds for the making of such Funding in the commercial paper market or pursuant to the Liquidity Agreement (only in the case of a Funding to be made by the Company); (viii) in the case of each Subsequent Funding, the Agent has delivered to the Issuer its written approval of such Funding and a notice containing certain terms and provisions applicable to such Funding, including (a) the Blended Advance Rate, (b) applicable pricing, and (c) the dollar amount of such Funding; and (ix) in connection with the Initial Funding, the conditions precedent set forth in Sections 4.1 and 4.2 Article III of the Security this Agreement shall not be satisfied; (vi) the representations and warranties in Section 3.1 hereof shall not be true and correct; (vii) after giving effect to such Funding, the Net Investment shall be greater than the product of (a) the Noteholder's Percentage and (b) the sum of the Net Receivables Balance and Collections on deposit in the Collection Account; or (viii) each of the Agent and the Issuer shall not have received, duly executed and delivered by Xxxxx Fargo, a lien release substantially in the form specified in Section 1(b) of the Intercreditor Agreement and, in the case of the Initial Funding, a release on form UCC-3 with respect to the related Receivables.