Common use of Increase of Commitments Clause in Contracts

Increase of Commitments. (a) Upon at least 15 days' prior notice to the Administrative Agent (which notice the Administrative Agent shall promptly transmit to each of the Banks), the Borrower shall have the right, subject to the terms and conditions set forth below, to increase the aggregate amount of the Commitments in multiples of $5,000,000; provided that the amount of such increase when added to the aggregate amount of all such prior increases in the Commitments hereunder (including by way of creating new Commitments), on or after the Effective Date, does not exceed $250,000,000. (b) Any such increase in the Commitments hereunder shall apply, at the option of the Borrower, (x) to the Commitment of one or more Banks; provided that (i) the Administrative Agent and each Bank whose Commitment is to be increased shall consent to such increase, (ii) the amount set forth on the Commitment Schedule opposite the name of each Bank the Commitment of which is being so increased shall be amended to reflect the increased Commitment of such Bank and (iii) if any Committed Loans are outstanding at the time of such an increase, the Borrower will, notwithstanding anything to the 27 (c) It is understood that any increase in the amount of the Commitments pursuant to this Section 2.17 shall not constitute an amendment of this Agreement or the Notes. ARTICLE 3 CONDITIONS Section 3.01.

Increase of Commitments. (a) Upon If no Default, Event of Default or Material Adverse Effect shall have occurred and be continuing, the Company may at least 15 days' prior any time and from time to time request an increase of the aggregate Commitments by notice to the Administrative Agent (which notice the Administrative Agent shall promptly transmit to each in writing of the Banksamount of such proposed increase (such notice, a “Commitment Increase Notice”); provided, however, that (i) each such increase shall be at least $10,000,000, (ii) the Borrower cumulative increase in Commitments pursuant to this Section 2.18 shall have not exceed $100,000,000, (iii) the rightCommitment of any Lender may not be increased without such Lender’s consent, subject to the terms and conditions set forth below, to increase (iv) the aggregate amount of the Lenders’ Commitments in multiples of $5,000,000; provided that the amount of such increase when added to the aggregate amount of all such prior increases in the Commitments hereunder (including by way of creating new Commitments), on or after the Effective Date, does shall not exceed $250,000,000. 200,000,000. Any such Commitment Increase Notice must offer each Lender the opportunity to subscribe for its pro rata share of the increased Commitments. If any portion of the increased Commitments is not subscribed for by such Lenders, the Company may, in its sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) Any such increase in the Commitments hereunder shall apply, at the option of the Borrower, (x) to the Commitment of one or more Banks; provided that (i) the Administrative Agent and each Bank whose Commitment is to be increased shall consent to such increase, (ii) the amount set forth on the Commitment Schedule opposite the name of each Bank the Commitment of which is being so increased shall be amended to reflect the increased Commitment of such Bank and (iii) if any Committed Loans are outstanding at the time of such an increase, the Borrower will, notwithstanding anything to the 27 (c) It is understood that any increase in the amount of the Commitments pursuant to this Section 2.17 shall not constitute an amendment of this Agreement or the Notes. ARTICLE 3 CONDITIONS Section 3.01below, as applicable.

Increase of Commitments. After the date hereof and prior to the Commitment Termination Date, the aggregate Commitments may be increased a single time by an amount equal to U.S.$50,000,000 and additional Lenders acceptable to the Borrowers (aand approved by the Administrative Agent, which approval shall not be unreasonably withheld or delayed) Upon at least 15 days' prior notice to (each, an “Additional Lender”) may be incorporated into this Agreement by execution of a Facility Increase Amendment by the Borrowers and each such Additional Lender or any Lender, as applicable, increasing its Commitment and acknowledged by the Administrative Agent (which notice acknowledgment shall not be unreasonably withheld or delayed). For the Administrative Agent avoidance of doubt, in no event shall promptly transmit to each of the Banks), the Borrower shall have the right, subject to the terms and conditions set forth below, to increase the aggregate amount of outstanding Loans and Commitments hereunder exceed U.S.$500,000,000. From and after the Commitments date of the Facility Increase Amendment, each Additional Lender, if any, shall be a party hereto and have the rights and obligations of a Lender under this Agreement and the other Loan Documents, and this Agreement (including Schedules 1 and 2 hereto) and the other Loan Documents shall be deemed amended as provided in multiples such Facility Increase Amendment. For the avoidance of $5,000,000; provided that doubt, the foregoing shall not be deemed to constitute an agreement by any Lender to enter into a Facility Increase Amendment or increase the amount of such increase when added to the aggregate amount of all such prior increases in the Commitments hereunder (including by way of creating new Commitments), on or after the Effective Date, does not exceed $250,000,000its Commitment. (b) Any such increase in the Commitments hereunder shall apply, at the option of the Borrower, (x) to the Commitment of one or more Banks; provided that (i) the Administrative Agent and each Bank whose Commitment is to be increased shall consent to such increase, (ii) the amount set forth on the Commitment Schedule opposite the name of each Bank the Commitment of which is being so increased shall be amended to reflect the increased Commitment of such Bank and (iii) if any Committed Loans are outstanding at the time of such an increase, the Borrower will, notwithstanding anything to the 27 (c) It is understood that any increase in the amount of the Commitments pursuant to this Section 2.17 shall not constitute an amendment of this Agreement or the Notes. ARTICLE 3 CONDITIONS Section 3.01.

Increase of Commitments. (a) Upon at least 15 days' prior At any time after the date hereof, provided that no Event of Default shall have occur red and be continuing, the Borrower may request an increase of the aggregate Commitments by notice to the Administrative Agent (which notice the Administrative Agent shall promptly transmit to each in writing of the Banks), the Borrower shall have the right, subject to the terms and conditions set forth below, to increase the aggregate amount of the Commitments in multiples of $5,000,000; provided that the amount of such proposed increase when added to the aggregate amount of all (such prior increases in the Commitments hereunder (including by way of creating new Commitmentsnotice, a "Commitment Increase Notice"), on or after the Effective Date, does not exceed $250,000,000. (b) . Any such increase in Commitment Increase Notice must -------------------------- offer each Lender the Commitments hereunder shall apply, at the option opportunity to subscribe for its pro rata share of the increased Commitments. If any portion of the increased Commitments is not subscribed for by the Lenders within five (5) Business Days following Borrower, (x) to 's delivery of the Commitment Increase Notice to such Lender, the Borrower may, in its sole discretion, but with the consent of one or more Banks; provided that (i) the Administrative Agent and each the Issuing Bank whose Commitment as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to be increased shall consent any existing Lender or to one or more additional banks or financial institutions the opportunity to acquire such increase, (ii) the amount set forth on the Commitment Schedule opposite the name unsubscribed portion of each Bank the Commitment of which is being so increased shall be amended to reflect the increased Commitment of such Bank and (iii) if any Committed Loans are outstanding at the time of such an increase, the Borrower will, notwithstanding anything to the 27 (c) It is understood that any increase in the amount of the Commitments pursuant to this Section 2.17 shall not constitute an amendment of this Agreement 2.20(b) or the Notes. ARTICLE 3 CONDITIONS Section 3.01.--------------- ------- 2.20

Increase of Commitments. (a) Upon at least 15 days' prior At any time after the date hereof, provided that no Event of Default shall have occurred and be continuing, the Company may request an increase of the aggregate Commitments by notice to the Administrative Agent (which notice the Administrative Agent shall promptly transmit to each in writing of the Banks), the Borrower shall have the right, subject to the terms and conditions set forth below, to increase the aggregate amount of the Commitments in multiples of $5,000,000; provided that the amount of such proposed increase when added to the aggregate (such notice, a "COMMITMENT INCREASE NOTICE") in an amount of all such prior increases not less than $25,000,000 nor more than $200,000,00 in the Commitments hereunder (including by way of creating new Commitments), on or after the Effective Date, does not exceed $250,000,000. (b) Any such aggregate. Such increase shall be in the same ratio between Floor Plan Loan Commitments hereunder shall apply, at the option of the Borrower, (x) to the Commitment of one or more Banks; provided that (i) the Administrative Agent and each Bank whose Commitment is to be increased shall consent to such increase, (ii) the amount set forth on the Commitment Schedule opposite the name of each Bank the Commitment of which is being so increased shall be amended to reflect the increased Commitment of such Bank and (iii) if any Committed Loans are outstanding Acquisition Loan Commitments as exists at the time of such an increase. Any such Commitment Increase Notice shall be in a form reasonably satisfactory to Agent, and must offer each Lender the opportunity to subscribe for its pro rata share of each increased Commitment. If any portion of the increased Commitments is not subscribed for by the Lenders within fifteen (15) Business Days after the delivery of the Commitment Increase Notice, the Borrower willCompany may, notwithstanding anything to in its sole discretion, but with the 27 (c) It is understood that any increase in the amount consent of the Agent as to any Person that is not at such time a Lender, offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of such unsubscribed portion of the increased Commitments pursuant to this Section 2.17 shall not constitute an amendment of this Agreement 5.18(b) or the NotesSection 5.18(c), as applicable. ARTICLE 3 CONDITIONS Section 3.01.-50-