Common use of Protective Advances and Optional Overadvances Clause in Contracts

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the Lenders, from time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, to make US Advances to US Borrowers on behalf of the US Lenders that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided, that the aggregate Dollar Equivalent of the principal amount of US Protective Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect and (y) $7,500,000.

Appears in 1 contract

Samples: Credit Agreement (Sitel Corp)

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Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding (but subject to Section 2.3(d)(iv)), from at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by each Borrower Group and the Lenders, from time to time, in Agent's sole discretion, to make US Advances to US Borrowers Revolving Loans to, or for the benefit of, such Borrower Group, on behalf of the US Lenders Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Joint Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US "Joint Protective Advances", the German Revolving Loans described in this Section 2.3(d)(i) shall be referred to as "German Protective Advances" and the Swiss Revolving Loans described in this Section 2.3(d)(i) shall be referred to as "Swiss Protective Advances"); provided. In any event (x) if any Protective Advance remains outstanding for more than 30 days, that unless otherwise agreed to by the aggregate Dollar Equivalent of Required Lenders, the principal amount of US applicable Borrower Group shall immediately repay such Protective Advance, and (y) after the date all such Protective Advances have been repaid, there must be at least five consecutive days before additional Protective Advances are made pursuant to this Section 2.3(d)(i). Agent's authorization to make Protective Advances may be revoked at any time by the Required Lenders delivering written notice of such revocation to Agent. Any such revocation shall become effective prospectively upon Agent's receipt thereof. Notwithstanding the foregoing, when taken together with (x) the Dollar Equivalent of the outstanding principal aggregate amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian all Joint Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), outstanding at any one time shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Joint Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect and Base, (y) $7,500,000the aggregate amount of all German Protective Advances outstanding at any one time shall not exceed 10% of the German Borrowing Base and (z) the aggregate amount of all Swiss Protective Advances outstanding at any one time shall not exceed 10% of the Swiss Borrowing Base.

Appears in 1 contract

Samples: Credit Agreement (Weatherford International PLC)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the Lenders, from time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfiedsatisfied or waived, to make US Advances to US Borrowers on behalf of the US Lenders that Administrative Agent, in its Permitted Discretion, Discretion deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 9 (any of the Advances described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided, that the aggregate Dollar Equivalent of the principal amount of US so long as (y) after giving effect to such Protective Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of (including any Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii)), Agent shall not knowingly and intentionally permit the outstanding Revolver Usage (except for and excluding amounts charged to the Loan Account for interest, fees, or Lender Group Expenses) to exceed at any time an amount equal to the Borrowing Base by more than the lesser of (xI) $1,500,000, or (II) 10% of the Foreign Borrowing Base then in effect, and (without z) after giving effect to clause such Advances (cincluding any outstanding Protective Advances), the outstanding Revolver Usage (except for and excluding amounts charged to the Loan Account for interest, fees, or Lender Group Expenses) of does not exceed the definition thereof) then in effect and (y) $7,500,000Maximum Revolver Amount.

Appears in 1 contract

Samples: Credit Agreement (Buca Inc /Mn)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding (but subject to Section 2.3(d)(iv)), from at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by Borrowers and the Lenders, from time to time, in Agent’s sole discretion, to make US Advances to US Borrowers Revolving Loans to, or for the benefit of, Borrowers, on behalf of the US Lenders Revolving Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided. In any event (x) if any Protective Advance remains outstanding for more than 60 days, that unless otherwise agreed to by the aggregate Dollar Equivalent of Required Lenders, Borrowers shall immediately repay such Protective Advance, and (y) after the principal amount of US date all such Protective Advances have been repaid, there must be at least five consecutive days before additional Protective Advances are made pursuant to this Section 2.3(d)(i). Notwithstanding the foregoing, when taken together with the Dollar Equivalent of the outstanding principal aggregate amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian all Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), outstanding at any one time shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect and (y) $7,500,000Base.

Appears in 1 contract

Samples: Credit Agreement (INFINERA Corp)

Protective Advances and Optional Overadvances. (i) Administrative Any contrary provision of this Agreement or any other Loan Document notwithstanding, but subject to Section 2.3(d)(iv), Agent hereby is authorized by Borrowers and the Lenders, from time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, to make US Advances to US to, or for the benefit of, Borrowers on behalf of the US Lenders that Administrative Agent, in its Permitted Discretion, Discretion deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided, that so long as after giving effect to such Protective Advances, the aggregate Dollar Equivalent of outstanding Revolver Usage (except for and excluding amounts charged to the principal amount of US Loan Account for interest, fees, or Lender Group Expenses) does not exceed the Maximum Revolver Amount. The Required Lenders may at any time by written notice to the Administrative Agent (x) revoke Agent’s authority to make further Protective Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii2.4(d)(i) and European Protective Advances made pursuant to Section 2.3(d)(iii), shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect when a Protective Overadvance exists and (y) $7,500,000instruct Agent to demand repayment of outstanding Protective Advances from the Loan Parties. Absent such revocation, Agent’s determination that funding of a Protective Advance is appropriate shall be conclusive.

Appears in 1 contract

Samples: Credit Agreement (Exide Technologies)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding but subject to Section 2.3(d)(iv), from at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Administrative Agent hereby is authorized by Borrowers and the Lenders, from time to time, in Administrative Agent’s sole discretion, to make US Advances to US Borrowers Revolving Loans to, or for the benefit of, Borrowers, on behalf of the US Lenders Revolving Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided, that so long as (x) the aggregate Dollar Equivalent of the principal amount of US all Protective Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), shall at any one time does not exceed at any time an amount equal to the lesser of (x) 105% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect Maximum Revolver Amount, and (y) $7,500,000after giving effect to such Revolving Loans, the outstanding Revolver Usage (except for and excluding amounts charged to the Loan Account for interest, fees, or Lender Group Expenses) does not exceed the lesser of the Maximum Revolver Amount and the Secured Debt Indenture Cap Amount. Administrative Agent’s authorization to make Protective Advances may be revoked at any time by the Required Lenders.

Appears in 1 contract

Samples: Credit Agreement (Anixter International Inc)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the Lenders1. Any contrary provision of this Agreement or any other Loan Document notwithstanding, from but subject to Section 2.3(d)(iv), at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by Borrower and the Lenders, from time to time, in Agent’s sole discretion, to make US Advances to US Borrowers Revolving Loans and/or Floorplan Loans to, or for the benefit of, Borrower, on behalf of the US Lenders applicable Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US Protective Revolver Advances”; the Floorplan Loans described in this Section 2.3(d)(i) shall be referred to as “Protective Floorplan Advances”; Protective Revolver Advances and Protective Floorplan Advances shall be referred to, collectively, as “Protective Advances”); provided. Notwithstanding the foregoing, that (A) the aggregate Dollar Equivalent of the principal amount of US all Protective Revolver Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), at any one time shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base Maximum Revolver Amount, and (without giving effect B) the aggregate amount of all Protective Floorplan Advances outstanding at any one time shall not exceed an amount equal to clause (c) 10% of the definition thereof) then in effect and (y) $7,500,000Maximum Floorplan Amount.

Appears in 1 contract

Samples: Credit Agreement (Titan Machinery Inc.)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding (but subject to Section 2.3(d)(iv)), from at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by Borrowers and the Lenders, from time to time, in Agent’s sole discretion, to make US Advances to US Borrowers Revolving Loans to, or for the benefit of, Borrowers, on behalf of the US Lenders Revolving Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided. In any event (x) if any Protective Advance remains outstanding for more than 30 days, that unless otherwise agreed to by the aggregate Dollar Equivalent of Required Lenders, Borrowers shall immediately repay such Protective Advance, and (y) after the principal amount of US date all such Protective Advances have been repaid, there must be at least five consecutive days before additional Protective Advances are made pursuant to this Section 2.3(d)(i). Agent’s authorization to make Protective Advances may be revoked at any time by the Required Lenders delivering written notice of such revocation to Agent. Any such revocation shall become effective prospectively upon Agent’s receipt thereof. Notwithstanding the foregoing, when taken together with the Dollar Equivalent of the outstanding principal aggregate amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian all Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), Overadvances outstanding at any one time shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect and (y) $7,500,000Base.

Appears in 1 contract

Samples: Credit Agreement (Pandora Media, Inc.)

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Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding, from but subject to Section 2.3(d)(iv), at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by Borrower and the Lenders, from time to time, in Agent’s sole discretion, to make US Advances to US Borrowers Revolving Loans and/or Floorplan Loans to, or for the benefit of, Borrower, on behalf of the US Lenders applicable Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US Protective Revolver Advances”; the Floorplan Loans described in this Section 2.3(d)(i) shall be referred to as “Protective Floorplan Advances”; Protective Revolver Advances and Protective Floorplan Advances shall be referred to, collectively, as “Protective Advances”); provided. Notwithstanding the foregoing, that (A) the aggregate Dollar Equivalent of the principal amount of US all Protective Revolver Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), at any one time shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base Maximum Revolver Amount, and (without giving effect B) the aggregate amount of all Protective Floorplan Advances outstanding at any one time shall not exceed an amount equal to clause (c) 10% of the definition thereof) then in effect and (y) $7,500,000Maximum Floorplan Amount.

Appears in 1 contract

Samples: Credit Agreement (Titan Machinery Inc.)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding but subject to Section 2.3(d)(iv), from at any time to time in Administrative Agent’s sole discretion, (Al) after the occurrence and during the continuance of a Default or an Event of Default, or (Bm) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Administrative Agent hereby is authorized by Borrowers and the Lenders, from time to time, in Administrative Agent’s sole discretion, to make US Advances to US Borrowers Revolving Loans to, or for the benefit of, Borrowers, on behalf of the US Lenders Revolving Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (21) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US Protective Advances”); provided, that so long as (x) the aggregate Dollar Equivalent of the principal amount of US all Protective Advances made pursuant to this Section 2.3(d)(i), when taken together with the Dollar Equivalent of the outstanding principal amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), shall at any one time does not exceed at any time an amount equal to the lesser of (x) 105% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect Maximum Revolver Amount, and (y) $7,500,000after giving effect to such Revolving Loans, the outstanding Revolver Usage (except for and excluding amounts charged to the Loan Account for interest, fees, or Lender Group Expenses) does not exceed the lesser of the Maximum Revolver Amount and, at any time that any Indebtedness under the 2012 Notes Indenture remains outstanding, the Secured Debt Indenture Cap Amount. Administrative Agent’s authorization to make Protective Advances may be revoked at any time by the Required Lenders.

Appears in 1 contract

Samples: Credit Agreement (Anixter International Inc)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding, from but subject to Section 2.3(d)(iv), at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by Australian Borrowers and the Australian Lenders, from time to time, in Agent’s sole discretion, to make US Advances to US Borrowers Australian Revolver Loans and/or Australian Floorplan Loans to, or for the benefit of, Australian Borrowers, on behalf of the US Lenders applicable Australian Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Australian Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Australian Revolver Loans described in this Section 2.3(d)(i) shall be referred to as “US Australian Protective Revolver Advances”; the Australian Floorplan Loans described in this Section 2.3(d)(i) shall be referred to as “Australian Protective Floorplan Advances”; Australian Protective Revolver Advances and Australian Protective Floorplan Advances shall be referred to, collectively, as “Australian Protective Advances”); provided. Notwithstanding the foregoing, that (A) the aggregate Dollar Equivalent amount of all Australian Protective Revolver Advances outstanding at any one time shall not exceed an amount equal to 10% of the principal Australian Maximum Revolver Amount, and (B) the aggregate amount of US all Australian Protective Floorplan Advances made pursuant outstanding at any one time shall not exceed an amount equal to this Section 2.3(d)(i), when taken together with the Dollar Equivalent 10% of the outstanding principal amount Australian Maximum Floorplan Amount. (ii) Any contrary provision of Overadvances made pursuant this Agreement or any other Loan Document notwithstanding, but subject to Section 2.3(d)(iv), Canadian Protective Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), shall not exceed at any time an amount equal to (A) after the lesser of (x) 10% of the Foreign Borrowing Base (without giving effect to clause (c) of the definition thereof) then in effect occurrence and (y) $7,500,000.during the

Appears in 1 contract

Samples: Credit Agreement (Titan Machinery Inc.)

Protective Advances and Optional Overadvances. (i) Administrative Agent hereby is authorized by Borrowers and the LendersAny contrary provision of this Agreement or any other Loan Document notwithstanding, from but subject to Section 2.3(d)(iv), at any time to time in Administrative Agent’s sole discretion, (A) after the occurrence and during the continuance of a Default or an Event of Default, or (B) at any time that any of the other applicable conditions precedent set forth in Section 3 are not satisfied, Agent hereby is authorized by Borrower and the Lenders, from time to time, in Agent's sole discretion, to make US Advances to US Borrowers Revolving Loans and/or Floorplan Loans to, or for the benefit of, Borrower, on behalf of the US Lenders applicable Lenders, that Administrative Agent, in its Permitted Discretion, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, or (2) to enhance the likelihood of repayment of the Obligations (other than the Bank Product Obligations), or ) (3) to pay any other amount chargeable to US Borrowers pursuant to the terms of this Agreement, including Lender Group Expenses and the costs, fees, and expenses described in Section 10 (any of the Advances Revolving Loans described in this Section 2.3(d)(i) shall be referred to as “US "Protective Revolver Advances”)"; provided, that the aggregate Dollar Equivalent of the principal amount of US Protective Advances made pursuant to Floorplan Loans described in this Section 2.3(d)(i) shall be referred to as "Protective Floorplan Advances"; Protective Revolver Advances and Protective Floorplan Advances shall be referred to, collectively, as "Protective Advances"). Notwithstanding the foregoing, when taken together with (A) the Dollar Equivalent of the outstanding principal aggregate amount of Overadvances made pursuant to Section 2.3(d)(iv), Canadian all Protective Revolver Advances made pursuant to Section 2.3(d)(ii) and European Protective Advances made pursuant to Section 2.3(d)(iii), outstanding at any one time shall not exceed at any time an amount equal to the lesser of (x) 10% of the Foreign Borrowing Base Maximum Revolver Amount, and (without giving effect B) the aggregate amount of all Protective Floorplan Advances outstanding at any one time shall not exceed an amount equal to clause (c) 10% of the definition thereof) then in effect and (y) $7,500,000Maximum Floorplan Amount.

Appears in 1 contract

Samples: Credit Agreement (Titan Machinery Inc.)

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