Increase Option. Subject to the prior written consent of the Administrative Agent (not to be unreasonably withheld), the Borrower may from time to time (but in no event more than 3 times in the aggregate) elect to increase the Aggregate Revolving Commitment and/or the Aggregate Term Commitment, in each case in integral multiples of $5,000,000 (but not less than $25,000,000) or such lower amount as the Borrower and the Administrative Agent agree upon, so long as, after giving effect thereto, the aggregate amount of such increases (when added to the existing Aggregate Total Commitment) does not exceed $1,000,000,000. The Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Commitment, an “Increasing Lender”), or by one or more new Eligible Assignees (each such new Eligible Assignee, an “Augmenting Lender”), to increase their existing Commitments, or provide new Commitments, as the case may be; provided that (i) each Augmenting Lender and each Increasing Lender shall be subject to the approval of the Borrower and the Administrative Agent, in each case not to be unreasonably withheld, and, with respect to any increase in the Revolving Commitments, shall be either a Qualified Bank or approved by each LC Issuer, such approval not to be unreasonably withheld, and (ii) (x) in the case of an Increasing Lender, the Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit G hereto, and (y) in the case of an Augmenting Lender, the Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit H hereto. In no event shall any Lender become an Increasing Lender or an Augmenting Lender without such Lender’s prior written consent (in its sole discretion). No consent of any Lender (other than the Administrative Agent and the Lenders participating in the increase) shall be required for any increase in Commitments pursuant to this Section 2.24. Increases and new Commitments created pursuant to this Section 2.24 shall become effective on the date agreed by the Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) shall become effective under this paragraph unless, (1) on the proposed date of the effectiveness of such increase, the conditions set forth in ...
Increase Option. The Borrower may from time to time request to increase the Revolving Credit Commitment (each, a “Revolving Credit Increase”) in minimum increments of $10,000,000 so long as, after giving effect thereto, the aggregate amount of such Revolving Credit Increases during the term of this Agreement does not exceed $50,000,000. Revolving Credit Increases pursuant to this Section shall become effective on the date agreed by the Borrower and the Lender. Each Revolving Credit Increase shall be subject to the following conditions: (a) on the proposed date of the effectiveness of such Revolving Credit Increase, (i) the conditions set forth in paragraphs (a) and (b) of Section 4.2 shall be satisfied and the Lender shall have received a certificate from the Borrower to that effect and (ii) the Borrower shall be in compliance (on a pro forma basis) with the covenants contained in Section 7.13 and (b) the Lender shall have received documents, certificates and opinions consistent with those delivered on the Closing Date as to the organizational power and authority of the Borrower to borrow hereunder after giving effect to such Revolving Credit Increase and such other documents reasonably requested by the Lender. The Lender shall not be obligated to provide any such Revolving Credit Increase.
Increase Option. Section 6.12.1 of the Loan Agreement is deleted and replaced with the following:
6.12.1 The Company may from time to time request an increase in the Aggregate New Vehicle Floorplan Commitment, in minimum increments of $50,000,000.00 or such lower amount as is agreed to between the Company and Agent, so long as, after giving effect thereto, (a) the aggregate amount of all such increases requested after the Fourth Amendment Effective Date does not exceed $350,000,000.00, and (b) the Aggregate Commitment does not exceed $2,400,000,000.00.
Increase Option. See §2.10.1.
Increase Option. Notwithstanding Section 2.1(a) and so long as no Default or Event of Default exists, Borrower may, upon written election delivered to Administrative Agent, permanently increase the aggregate Revolving Credit Commitments by up to $100,000,000 to FIVE HUNDRED MILLION DOLLARS ($500,000,000) (less the amount of any previous reductions of the Revolving Credit Commitment pursuant to Sections 2.1(c) or 2.12); provided that each such increase must be in a minimum amount of $25,000,000 and in integral multiples of $1,000,000 in excess thereof, by (i) increasing the Revolving Credit Commitment of one or more Banks which have agreed to such increase and/or (ii) adding one or more commercial banks or other Persons as a Bank hereto (each an “Additional Bank”) with a Revolving Credit Commitment in an amount agreed to by any such Additional Bank; provided that no Additional Bank shall be added as a party hereto without the written consent of the Administrative Agent and the Issuing Banks (which shall not be unreasonably withheld) or if a Default or an Event of Default exists. Any increase in the aggregate Revolving Credit Commitment pursuant to this clause (b) shall be effective three Business Days after the date on which the Administrative Agent has received and accepted the applicable documentation memorializing and evidencing such increases by the applicable Banks. The Administrative Agent shall promptly notify the Borrower and the Banks of any increase in the amount of the aggregate Revolving Credit Commitment pursuant to this Section and of the Revolving Credit Commitment of each Bank after giving effect thereto. The Borrower acknowledges that, in order to maintain Loans in accordance with each Bank’s pro-rata share of all outstanding Borrowings prior to any increase in the aggregate Revolving Credit Commitment pursuant to this Section, a reallocation of the Revolving Credit Commitments as a result of a non-pro-rata increase in the aggregate Revolving Credit Commitment may require prepayment of all or portions of certain Borrowings on the date of such increase (and any such prepayment shall be subject to the provisions of Section 2.11).
Increase Option. Section 6.12.1 of the Loan Agreement is deleted and replaced with the following:
6.12.1 The Company may from time to time request an increase in the Aggregate New Vehicle Floorplan Commitment, Aggregate Used Vehicle Floorplan Commitment and/or Aggregate Revolving Loan Commitment, in minimum increments of $25,000,000.00 or such lower amount as is agreed to between the Company and Agent, so long as, after giving effect thereto, (a) the aggregate amount of all such increases (including any increases prior to the date of the requested increase) does not exceed $150,000,000.00, (b) the Aggregate Commitment does not exceed $800,000,000.00, (c) the Aggregate Revolving Loan Commitment does not exceed $145,000,000.00, and (d) the Aggregate Used Vehicle Floorplan Commitment is not more than 20% of the sum of the Aggregate New Vehicle Floorplan Commitment plus the Aggregate Used Vehicle Floorplan Commitment.
Increase Option. (a) The Borrower hereby requests Incremental Revolving Credit Commitments in the aggregate amount of $200,000,000 pursuant to Section 5.13(a) of the Credit Agreement and the Borrower proposes that the Increased Amount Date for the increase contemplated in this Agreement be the Agreement Effective Date (as defined in Section 4 below).
(b) On the terms and subject to the conditions of this Agreement, in furtherance of the Borrower’s request to increase the Incremental Revolving Credit Commitments in the aggregate amount of $200,000,000 pursuant to Section 5.13(a) of the Credit Agreement, as of the Agreement Effective Date:
(i) Xxxxx Fargo hereby increases its Revolving Credit Commitment by $20,750,000.00 (thereby increasing Xxxxx Fargo’s Revolving Credit Commitment as of the Agreement Effective Date to a total of $80,750,000.00);
Increase Option. (a) The Borrower hereby requests that the Total Commitments be increased in the aggregate amount of $100,000,000 pursuant to Section 2.19 of the Credit Agreement and the Borrower proposes that the Increase Effective Date for the increase contemplated in this Agreement be the Agreement Effective Date (as defined in Section 3 below).
(b) On the terms and subject to the conditions of this Agreement, in furtherance of the Borrower’s request to increase the Total Commitments in the aggregate amount of $100,000,000 pursuant to Section 2.19 of the Credit Agreement, as of the Agreement Effective Date:
(i) Xxxxx Fargo Bank, National Association (“Xxxxx Fargo”) hereby increases its Commitment by $42,500,000 (thereby increasing Xxxxx Fargo’s Commitment as of the Agreement Effective Date to a total of $198,750,000);
(ii) HSBC Bank USA, National Association (“HSBC”) hereby increases its Commitment by $28,750,000 (thereby increasing HSBC’s Commitment as of the Agreement Effective Date to a total of $122,500,000);
(iii) Bank of America, N.A. (“Bank of America”) hereby increases its Commitment by $28,750,000 (thereby increasing Bank of America’s Commitment as of the Agreement Effective Date to a total of $122,500,000); The Increasing Lenders shall be “Increasing Lenders” for purposes of the Credit Agreement.
Increase Option. The Company may from time to time request an increase in the Aggregate New Vehicle Floorplan Commitment, in minimum increments of $50,000,000.00 or such lower amount as is agreed to between the Company and the Agent, so long as, after giving effect thereto, (a) the aggregate amount of all such increases requested after the Closing Date does not exceed $500,000,000.00750,000,000.00, and (b) the Aggregate Commitment does not exceed $4,250,000,000.004,500,000,000.00.
Increase Option. ARTICLE CLXI So long as no Default or Event of Default has occurred and is continuing, the Borrower may request in writing that the then-effective Aggregate Revolving Commitments be increased to an aggregate amount which does not result in the Aggregate Revolving Commitments being greater than (i) prior to the Covenant Trigger Date, $1,000,000,000 and (ii) on or after the Covenant Trigger Date, $1,150,000,000. Any such request shall (i) be submitted by the Borrower to the Lenders through the Administrative Agent not less than thirty (30) days prior to the proposed increase, (ii) specify the proposed effective date and amount of such increase (which shall be no less than $25,000,000), and (iii) be accompanied by a certificate signed by an officer of the Borrower stating that no Default or Event of Default has occurred and is continuing as of the date of the request or will result from the requested increase. Any such increase in the Aggregate Revolving Commitments shall not increase the Letter of Credit Sublimit or the Swingline Sublimit.
