Floor Plan Borrowing Procedure. Any Floor Plan Borrower may request a Floor Plan Loan, (i) subject to Sections 2.8 through 2.12, inclusive, in the case of a Draft by a Manufacturer, if such Draft is delivered in accordance with the express terms of a Drafting Agreement and (ii) in the case of Floor Plan Loans requested directly by a Floor Plan Borrower, only after delivery to the Floor Plan Agent of a written Request for Borrowing executed by a Person authorized by such Floor Plan Borrower to make such requests on behalf of such Floor Plan Borrower. Floor Plan Loan Borrowings are subject to the following and to the remaining provisions hereof: (a) each such Request for Borrowing shall set forth the following information: (i) the proposed date of such Borrowing, which must be a Business Day; (ii) the aggregate amount of such requested Borrowing; (iii) whether such Floor Plan Borrowing is to be a Comerica Prime Rate Loan or a Eurodollar Loan, or in the case of a Swing Line Loan, a Loan at the Quoted Rate (provided, however, that all Drafts shall be deemed to be requested at the Quoted Rate) and the Interest Period applicable thereto; (iv) a description of the Motor Vehicle(s) purchased or to be purchased with the proceeds of such Borrowing, including for each Motor Vehicle, its vehicle identification number, make, model and purchase price, and whether such Motor Vehicle is a new Motor Vehicle, Used Motor Vehicle, Program Car or Demonstrator; and (v) if requested by the Floor Plan Agent, in the case of a Request for Borrowing requested directly by a Floor Plan Borrower to fund the purchase of Used Motor Vehicles, such Borrower shall deliver a current Manufacturer/Dealer Statement with appropriate inventory breakout as required by the Floor Plan Agent with the first such Request for Borrowing in any month. (b) each such Request for Borrowing shall be delivered to the Floor Plan Agent (i) in the case of a Draft by a Manufacturer, by 11:00 A.M., HOUSTON, TEXAS TIME one (1) Business Day prior to the Borrowing Date of a proposed Borrowing, (ii) in the case of a Eurodollar Borrowing, not later than 10:00 A.M., HOUSTON, TEXAS TIME, three (3) Days prior to the Borrowing Date of a proposed Borrowing, and (iii) in the case of a Comerica Prime Rate Borrowing, not later than 11:00 A.M., HOUSTON, TEXAS TIME on the Borrowing Date of a proposed Borrowing. (c) the aggregate principal amount of such Borrowing shall not exceed the aggregate Floor Plan Advance Limit for the Motor Vehicles described in such Request for Borrowing;
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
Floor Plan Borrowing Procedure. Any Floor Plan Borrower may request a Floor Plan Loan, (i) subject to Sections 2.8 through 2.12, inclusive, in the case of a Draft by a Manufacturer, if such Draft is delivered in accordance with the express terms of a Drafting Agreement and (ii) in the case of Floor Plan Loans requested directly by a Floor Plan Borrower, only after delivery to the Floor Plan Agent of a written Request for Borrowing executed by a Person authorized by such Floor Plan Borrower to make such requests on behalf of such Floor Plan Borrower. Floor Plan Loan Borrowings are subject to the following and to the remaining provisions hereof:
(a) each such Request for Borrowing shall set forth the following information:
(i) the proposed date of such Borrowing, which must be a Business Day;
(ii) the aggregate amount of such requested Borrowing;
(iii) whether such Floor Plan Borrowing is to be a Comerica Prime Rate Loan or a Eurodollar Loan, or in the case of a Swing Line Loan, a Loan at the Quoted Rate (provided, however, that all Drafts shall be deemed to be requested at the Quoted Rate) and and, except in the case of a Eurodollar Loan, the Interest Period applicable thereto;
(iv) a description of the Motor Vehicle(s) purchased or to be purchased with the proceeds of such Borrowing, including for each Motor Vehicle, its vehicle identification number, make, model and purchase price, and whether such Motor Vehicle is a new Motor Vehicle, Used Motor Vehicle, Program Car or Demonstrator; and
(v) if requested by the Floor Plan Agent, in the case of a Request for Borrowing requested directly by a Floor Plan Borrower to fund the purchase of Used Motor Vehicles, such Borrower shall deliver a current Manufacturer/Dealer Statement with appropriate inventory breakout as required by the Floor Plan Agent with the first such Request for Borrowing in any month.
(b) each such Request for Borrowing shall be delivered to the Floor Plan Agent (i) in the case of a Draft by a Manufacturer, by 11:00 A.M., HOUSTON, TEXAS TIME one (1) Business Day prior to the Borrowing Date of a proposed Borrowing, (ii) in the case of a Eurodollar Borrowing, not later than 10:00 A.M., HOUSTON, TEXAS TIME, three (3) Days prior to the Borrowing Date of a proposed Borrowing, and (iii) in the case of a Comerica Prime Rate Borrowing, not later than 11:00 A.M., HOUSTON, TEXAS TIME on the Borrowing Date of a proposed Borrowing.
(c) the aggregate principal amount of such Borrowing shall not exceed the aggregate Floor Plan Advance Limit for the Motor Vehicles described in such Request for Borrowing;
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
Floor Plan Borrowing Procedure. Any Floor Plan Borrower may request a Floor Plan Loan, (i) subject to Sections 2.8 through 2.12, inclusive, in the case of a Draft by a Manufacturer, if such Draft is delivered in accordance with the express terms of a Drafting Agreement and (ii) in the case of Floor Plan Loans requested directly by a Floor Plan Borrower, only after delivery to the Floor Plan Agent of a written Request for Borrowing executed by a Person authorized by such Floor Plan Borrower to make such requests on behalf of such Floor Plan Borrower. Floor Plan Loan Borrowings are subject to the following and to the remaining provisions hereof:
(a) each such Request for Borrowing shall set forth the following information:
(i) the proposed date of such Borrowing, which must be a Business Day;
(ii) the aggregate amount of such requested Borrowing;
(iii) whether such Floor Plan Borrowing is to be a Comerica Prime Rate Loan or a Eurodollar Loan, or in the case of a Swing Line Loan, a Loan at the Quoted Rate (provided, however, that all Drafts shall be deemed to be requested at the Quoted Rate) and the Interest Period applicable thereto;
(iv) a description of the Motor Vehicle(s) purchased or to be purchased with the proceeds of such Borrowing, including for each Motor Vehicle, its vehicle identification number, make, model and purchase price, and whether such Motor Vehicle is a new Motor Vehicle, Used Motor Vehicle, Program Car or Demonstrator; andand Second Amended and Restated Revolving Credit Agreement
(v) if requested by the Floor Plan Agent, in the case of a Request for Borrowing requested directly by a Floor Plan Borrower to fund the purchase of Used Motor Vehicles, such Borrower shall deliver a current Manufacturer/Dealer Statement with appropriate inventory breakout as required by the Floor Plan Agent with the first such Request for Borrowing in any month.
(b) each such Request for Borrowing shall be delivered to the Floor Plan Agent (i) in the case of a Draft by a Manufacturer, by 11:00 A.M.a.m., HOUSTONHouston, TEXAS TIME Texas time one (1) Business Day prior to the Borrowing Date of a proposed Borrowing, (ii) in the case of a Eurodollar Borrowing, not later than 10:00 A.M.a.m., HOUSTONHouston, TEXAS TIMETexas time, three (3) Days prior to the Borrowing Date of a proposed Borrowing, and (iii) in the case of a Comerica Prime Rate Borrowing, not later than 11:00 A.M.a.m., HOUSTONHouston, TEXAS TIME Texas time on the Borrowing Date of a proposed Borrowing.
(c) the aggregate principal amount of such Borrowing shall not exceed the aggregate Floor Plan Advance Limit for the Motor Vehicles described in such Request for Borrowing;
(d) subject to Section 2.3(g) hereof, the aggregate principal amount of such requested Borrowing, plus the principal amount of all Floor Plan Loans then outstanding plus the aggregate principal amount of all Swing Line Loans then outstanding shall not exceed the Floor Plan Loan Commitment;
(e) the aggregate principal amount of such requested Borrowing, plus the principal amount of all Floor Plan Loans then outstanding hereunder plus the aggregate principal amount of all Swing Line Loans (but minus the amount of any Swing Line Loans to be refunded with the proceeds of such Borrowing) then outstanding plus the aggregate principal amount of all Acquisition Loans then outstanding plus all outstanding Letter of Credit Obligations shall not exceed the Total Commitment;
(f) each Request for Borrowing shall be irrevocable and shall constitute a certification as to itself by the applicable Floor Plan Borrower as of the date thereof that:
(i) both before and after such Borrowing, the obligations of the Company and its Subsidiaries under this Agreement and the other Loan Documents to which it is a party, as applicable, are valid, binding, and enforceable obligations of such Person;
(ii) to the best knowledge of the Company and the applicable Borrower, all conditions to such Borrowing have been satisfied;
(iii) there is no Default or Event of Default in existence, and none will exist upon the making of such Floor Plan Loan; Second Amended and Restated Revolving Credit Agreement
(iv) the representations and warranties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material aspects as of and immediately after the making of such Floor Plan Loan; and
(v) such Borrowing will not violate the material terms and conditions of any material contract, agreement or other Borrowing of the Company and such applicable Borrower, or any of its Subsidiaries.
(g) Notwithstanding the foregoing,
(i) if the Floor Plan Agent has, at the request of the Required Banks or acting in its discretion according to the terms hereof, taken action to suspend or terminate Drafts pursuant to one or more Drafting Agreements and such Drafting Agreements have in fact been suspended or terminated in accordance with their respective terms, then subject to the terms of any such Drafting Agreements, the Floor Plan Agent shall not fund the amount of such Draft; and
(ii) if on any day the requirements set forth in Section 2.3(f) have been satisfied and the aggregate principal amount of a Request for Borrowing of a Floor Plan Loan, plus (A) the aggregate principal amount of all other Floor Plan Loans then outstanding plus (B) the aggregate principal amount of all Swing Line Loans (but minus the amount of any Swing Line Loans to be refunded with the proceeds of such Borrowing) then outstanding exceeds the aggregate principal amount of such Loans outstanding as of the immediately preceding Floor Plan Adjustment Date and is less than the Swing Line Commitment, then such Request for Borrowing shall be deemed for all purposes a Request for Borrowing of a Swing Line Loan and the Borrowing to be disbursed in connection therewith shall constitute a Swing Line Loan, and shall be disbursed in accordance with the provisions of Article IV hereof; and
(iii) if on any day the requirements set forth in Section 2.3(f) have been satisfied and the aggregate principal amount of a Request for Borrowing of a Floor Plan Loan consists of a Draft, the payment of which would cause (A) the aggregate principal amount of all Floor Plan Loans then outstanding, plus (B) the aggregate principal amount of all Swing Line Loans (but minus the amount of any Swing Line Loan to be refunded with the proceeds of such Borrowing) then outstanding, plus (C) the aggregate principal amount of all Requests for Borrowings of Floor Plan Loans outstanding as of such day to exceed the Floor Plan Loan Commitment, as of such day, and the Company fails to either immediately reduce any pending Request for a Borrowing of a Floor Plan Loan which does not consist of a Draft or make a payment of principal on Floor Plan Loans and/or Swing Line Loans in an amount which would prevent the aggregate amounts described in (A), Second Amended and Restated Revolving Credit Agreement 32 (B) and (C) above from exceeding such Floor Plan Loan Commitment, then, in such event:
(1) the Company may request an increase in the Floor Plan Loan Commitment pursuant to Section 5.5(b), and such Request for Borrowing shall be funded to the extent of the increased Floor Plan Loan Commitment (if any), or
(2) if the Company does not elect to act under clause (1) above and if pursuant to Section 3.4 there is a Reserve Commitment available, then the Floor Plan Loan Commitment shall be deemed to be irrevocably increased by the amount of such Reserve Commitment, and the Request for Borrowings of Floor Plan Loans shall be funded to the extent of the Floor Plan Loan Commitment as increased by the Reserve Commitment, or
(3) if there is no Reserve Commitment available, such Request for Borrowing shall be deemed for all purposes a Swing Line Overdraft Loan Borrowing Request (each a "Swing Line Overdraft Borrowing Request") and such Borrowing shall constitute a Swing Line Overdraft Loan (each, a "Swing Line Overdraft Loan") to be disbursed and subject to the provisions of Section 4.6.
(h) The Floor Plan Agent, acting on behalf of the Banks, may, at its option make Loans under this Article II upon the irrevocable telephone request of a duly authorized officer of any Floor Plan Borrower and, in the event the Floor Plan Agent, acting on behalf of the Banks, makes any such Loan upon a telephone request, the requesting officer of such Floor Plan Borrower shall, if so requested by the Floor Plan Agent, deliver (including via fax) to the Floor Plan Agent, on the same day as such telephone request, a written Request for Borrowing. Each of the Floor Plan Borrowers hereby authorizes the Floor Plan Agent to disburse Floor Plan Loans under this Section 2.3 pursuant to the telephone instructions of any Person purporting to be a Person identified by name on a written list of Persons authorized by each such Floor Plan Borrower to make a Request for Borrowing for Floor Plan Loans on behalf of such Borrower(s). Notwithstanding the foregoing, each of the Floor Plan Borrowers acknowledges and agrees that the applicable Floor Plan Borrower shall bear all risk of loss resulting from disbursements made upon any telephone request. Each Request for Floor Plan Loan Borrowing made via telephone as hereunder provided shall constitute a certification of the matters set forth in Section 2.3(f) of this Agreement.
(i) If at any time during an Adjustment Period the payment of all of a Swing Line Loan would cause the outstanding balance of all Swing Line Loans to be fully repaid, the Company may elect to cause such funds to be invested in overnight funds or other securities held by Comerica Securities, Inc. and acceptable to the Floor Plan Agent and the Banks, which investments shall be subject to the first priority security interest of the Floor Plan Agent for the benefit of the Banks to secure the outstanding balance of the Obligations. The Floor Plan Agent and Second Amended and Restated Revolving Credit Agreement
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
Floor Plan Borrowing Procedure. Any Floor Plan Borrower may request a Floor Plan Loan, (i) subject to Sections 2.8 through 2.12, inclusive, in the case of a Draft by a Manufacturer, if such Draft is delivered in accordance with the express terms of a Drafting Agreement and (ii) in the case of Floor Plan Loans requested directly by a Floor Plan Borrower, only after delivery to the Floor Plan Agent of a written Request for Borrowing executed by a Person authorized by such Floor Plan Borrower to make such requests on behalf of such Floor Plan Borrower. Floor Plan Loan Borrowings are subject to the following and to the remaining provisions hereof:
(a) each such Request for Borrowing shall set forth the following information:
(i) the proposed date of such Borrowing, which must be a Business Day;
(ii) the aggregate amount of such requested Borrowing;
(iii) whether such Floor Plan Borrowing is to be a Comerica Prime Rate Loan or a Eurodollar Loan, or in the case of a Swing Line Loan, a Loan at the Quoted Rate (provided, however, that all Drafts shall be deemed to be requested at the Quoted Rate) and the Interest Period applicable thereto;
(iv) a description of the Motor Vehicle(s) purchased or to be purchased with the proceeds of such Borrowing, including for each Motor Vehicle, its vehicle identification number, make, model and purchase price, and whether such Motor Vehicle is a new Motor Vehicle, Used Motor Vehicle, Program Car or Demonstrator; and
(v) if requested by the Floor Plan Agent, in the case of a Request for Borrowing requested directly by a Floor Plan Borrower to fund the purchase of Used Motor Vehicles, such Borrower shall deliver a current Manufacturer/Dealer Statement with appropriate inventory breakout as required by the Floor Plan Agent with the first such Request for Borrowing in any month.
(b) each such Request for Borrowing shall be delivered to the Floor Plan Agent (i) in the case of a Draft by a Manufacturer, by 11:00 A.M., HOUSTON, TEXAS TIME one (1) Business Day prior to the Borrowing Date of a proposed Borrowing, (ii) in the case of a Eurodollar Borrowing, not later than 10:00 A.M., HOUSTON, TEXAS TIME, three (3) Days prior to the Borrowing Date of a proposed Borrowing, and (iii) in the case of a Comerica Prime Rate Borrowing, not later than 11:00 A.M., HOUSTON, TEXAS TIME on the Borrowing Date of a proposed Borrowing.
(c) the aggregate principal amount of such Borrowing shall not exceed the aggregate Floor Plan Advance Limit for the Motor Vehicles described in such Request for Borrowing;THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
