Common use of Limitation on Revolving Loan Advances Clause in Contracts

Limitation on Revolving Loan Advances. No Revolving Loan Advance will be made which would result in the Aggregate Revolving Loans exceeding the Revolving Loan Maximum Available Amount and no Revolving Loan Advance will be made on or after the Termination Date. Lenders may, however, in their absolute discretion make such Revolving Loan Advances, but shall not be deemed by doing so to have increased the Revolving Loan Maximum Available Amount and shall not be obligated to make any such Revolving Loan Advances thereafter. The “Revolving Loan Maximum Available Amount” (which can be a negative number) on any date shall be a Dollar amount equal to the least of (a) the amount by which (i) the Aggregate Revolving Loan Facility Limit exceeds (ii) the sum of (A) the outstanding principal amount of the Swingline Loans, plus (B) the Letter of Credit Exposure, (b) the amount by which (i) the Total Facility Limit exceeds (ii) the sum of (A) the Floorplan Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (E) the Letter of Credit Exposure, and (c) the amount by which (i) the Borrowing Base exceeds (ii) the sum of (A) the Floorplan Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (E) the Letter of Credit Exposure, plus (F) the amount of the Other Creditor Indebtedness (unless a subordination agreement satisfactory to Administrative Agents has been executed between Administrative Agents and the holder of such Other Creditor Indebtedness). The maximum amount of the Swingline Loans on any date shall be Twenty-Five Million Dollars ($25,000,000) (the “Maximum Swingline Amount”). Notwithstanding anything contained in this Agreement to the contrary, at no time may the Aggregate Floorplan Loans, Interim Floorplan Loans, unfunded Approvals, Aggregate Revolving Loans (including Extended Pay Outstandings), Swingline Loans and the Letter of Credit Exposure exceed the Total Facility Limit, except as permitted in Section 3.2.10.

Limitation on Revolving Loan Advances. No Revolving Loan Advance will be made which would result in the Aggregate Revolving Loans exceeding the Revolving Loan Maximum Available Amount and no Revolving Loan Advance will be made on or after the Termination Date. Lenders may, however, in their absolute discretion make such Revolving Loan Advances, but shall not be deemed by doing so to have increased the Revolving Loan Maximum Available Amount and shall not be obligated to make any such Revolving Loan Advances thereafter. The “Revolving Loan Maximum Available Amount” (which can be a negative number) on any date shall be a Dollar amount equal to the least of (a) the amount by which (i) the Aggregate Revolving Loan Facility Limit exceeds (ii) the sum of (A) the outstanding principal amount of the Swingline Loans, plus (B) the Letter of Credit Exposure, (b) the amount by which (i) the Total Facility Limit exceeds (ii) the sum of (A) the Floorplan Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (E) the Letter of Credit Exposure, and (c) the amount by which (i) the Borrowing Base exceeds (ii) the sum of (A) the Floorplan Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (ED) the Letter of Credit Exposure, plus (FE) the amount of the Other Creditor Indebtedness (unless a subordination agreement satisfactory to Administrative Agents has been executed between Administrative Agents and the holder of such Other Creditor Indebtedness). The maximum amount of the Swingline Loans on any date shall be Twenty-Five Million Dollars ($25,000,000) (the “Maximum Swingline Amount”). Notwithstanding anything contained in this Agreement to the contrary, at no time may the Aggregate Floorplan Loans, Interim Floorplan Loans, unfunded Approvals, Aggregate Revolving Loans (including Extended Pay Outstandings), Swingline Loans and the Letter of Credit Exposure exceed the Total Facility Limit, except as permitted in Section 3.2.10.

Limitation on Revolving Loan Advances. No Revolving Loan Advance will be made which would result in either: (i) the Aggregate Revolving Loans Loan exceeding the Revolving Loan Maximum Available Amount and no Amount; or (ii) the Lenders’ Exposure exceeding the Total Aggregate Facility Limit. No Revolving Loan Advance will be made on or after the Termination Revolving Loan Maturity Date. Lenders may, however, in their absolute discretion make such Revolving Loan Advances, but shall not be deemed by doing so to have increased the Revolving Loan Maximum Available Amount or the Total Aggregate Facility Limit and shall not be obligated to make any such Revolving Loan Advances thereafter. At any time that there is an Existing Default, the Aggregate Revolving Loan Commitment may be canceled as provided in Section 16.3. The “Revolving Loan Maximum Available Amount” (which can be a negative number) on any date shall be a Dollar amount equal to the least of (a) the amount by which (i) the lesser of (A) the amount of the Aggregate Revolving Loan Facility Limit exceeds Commitment and (B) the Borrowing Base on such date, minus (ii) the sum of (Aa) the outstanding principal amount of Swingline Loan, (b) the Swingline LoansFloorplan Shortfall, plus (Bc) the Letter of Credit Exposure, Exposure on such date (b) except to the amount by which (i) the Total Facility Limit exceeds (ii) the sum of (A) the Floorplan extent that a Revolving Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (E) the Advance will be used immediately to reimburse Letter of Credit ExposureIssuer for unreimbursed draws on a Letter of Credit), and (cd) the amount by which (i) the Borrowing Base exceeds (ii) the sum of (A) the Floorplan Loan Advanceswithout duplication, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Aggregate Revolving Loans, plus (E) the Letter of Credit Exposure, plus (Fe) the amount of the Other Creditor Indebtedness (unless a subordination agreement an Intercreditor Agreement in form and substance satisfactory to Administrative Agents Agent has been executed between Administrative Agents Agent and the holder of such Other Creditor Indebtedness). The maximum , and (f) the amount of the Swingline Loans on any date shall be Twenty-Five Million Dollars ($25,000,000) (the “Maximum Swingline Amount”). Notwithstanding anything contained in this Agreement to the contrary, at no time may the Aggregate Floorplan Loans, Interim Floorplan Loans, unfunded Approvals, Aggregate Revolving Loans (including Extended Pay Outstandings), Swingline Loans and the Letter of Credit Exposure exceed the Total Facility Limit, except as permitted in Section 3.2.10Bid Bonds.

Limitation on Revolving Loan Advances. No Revolving Loan Advance will be made which would result in the Aggregate Revolving Loans exceeding the Revolving Loan Maximum Available Amount and no Revolving Loan Advance will be made on or after the Termination Date. Lenders may, however, in their absolute discretion make such Revolving Loan Advances, but shall not be deemed by doing so to have increased the Revolving Loan Maximum Available Amount and shall not be obligated to make any such Revolving Loan Advances thereafter. The “Revolving Loan Maximum Available AmountREVOLVING LOAN MAXIMUM AVAILABLE AMOUNT” (which can be a negative number) on any date shall be a Dollar amount equal to the least of (a) the amount by which (i) the Aggregate Revolving Loan Facility Limit exceeds (ii) the sum of (A) the outstanding principal amount of the Swingline Loans, plus (B) the Letter of Credit Exposure, (b) the amount by which (i) the Total Facility Limit exceeds (ii) the sum of (A) the Floorplan Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (ED) the Letter of Credit Exposure, and (c) the amount by which (i) the Borrowing Base exceeds (ii) the sum of (A) the Floorplan Loan Advances, plus (B) the Interim Floorplan Loan Advances, plus (C) unfunded Approvals, plus (D) the outstanding principal amount of the Swingline Loans, plus (ED) the Letter of Credit Exposure, plus (FE) the amount of the Other Creditor Indebtedness (unless a subordination agreement satisfactory to Administrative Agents has been executed between Administrative Agents and the holder of such Other Creditor Indebtedness). The maximum amount of the Swingline Loans on any date shall be Twenty-Five Million Dollars ($25,000,000) (the “Maximum Swingline AmountMAXIMUM SWINGLINE AMOUNT”). Notwithstanding anything contained in this Agreement to the contrary, at no time may the Aggregate Floorplan Loans, Interim Floorplan Loans, unfunded Approvals, Aggregate Revolving Loans (including Extended Pay Outstandings), Swingline Loans and the Letter of Credit Exposure exceed the Total Facility Limit, except as permitted in Section 3.2.10.