Common use of Weekly Settlement Clause in Contracts

Weekly Settlement. (a) To minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances and repayments of Floor Plan Loans will be settled according to the procedures described in this Section 2.15. The Administrative Agent shall, once every seven days (or sooner, if so elected by the Administrative Agent in its discretion), but in each case on a Business Day, (each such day being a “Settlement Date”), distribute to each Floor Plan Lender a statement (the “Agent’s Report”) disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Loans outstanding as of such date, repayments and prepayments of principal received from the Borrowers with respect to the Floor Plan Loans since the immediately preceding Agent’s Report and additional Floor Plan Loans made to the Borrowers since the date of the immediately preceding Agent’s Report. Each Agent’s Report shall disclose the net amount (the “Settlement Amount”) due to or due from the Floor Plan Lenders to effect a Settlement of any Floor Plan Loan. The Administrative Agent’s Report submitted to a Floor Plan Lender shall be, absent manifest error, prima facie evidence of the amount due to or from such Lender to effect a Settlement of any Floor Plan Loan. If the Administrative Agent’s Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement of a Floor Plan Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s instructions. If the Administrative Agent’s Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect the Settlement of any Floor Plan Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 p.m. on the Settlement Date if such Agent’s Report is received before 1:00 p.m. and such net amount shall be due by 5:00 p.m. on the first Business Day following the Settlement Date if such Agent’s Report is received after 1:00 p.m.. Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To In order to minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances and repayments of Floor Plan Loans will be settled according to the procedures described in this Section 2.153.6. The Administrative Agent shall, once every seven days (7) days, or sooner, if so elected by the Administrative Agent in its discretion), but in each case on a Business Day, (each such day being a “"Settlement Date”"), distribute to each Floor Plan Lender a statement (the “"Administrative Agent’s 's Report”") disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Revolving Credit Loans outstanding as of such datedate (including Revolving Credit Loans made by the Administrative Agent under Section 3.6(e) hereof), repayments and prepayments of principal received from the Borrowers Company with respect to the Floor Plan Revolving Credit Loans since the immediately preceding Administrative Agent’s Report and 's Report, additional Floor Plan Revolving Credit Loans made to the Borrowers Company since the date of the immediately preceding Administrative Agent’s Report's Report and the Company's Borrowing Base as of the most recent determination thereof. Each Administrative Agent’s 's Report shall disclose the net amount (the “"Settlement Amount”") due to or due from the Floor Plan Lenders to effect a Settlement of any Floor Plan LoanRevolving Loan and the calculations therefor. The Administrative Agent’s 's Report submitted to a Floor Plan Lender shall be, absent manifest error, be prima facie evidence of the amount due to or from such Lender to effect a Settlement of any Floor Plan Revolving Loan. If the Administrative Agent’s 's Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement of a Floor Plan Revolving Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s 's Report to the Floor Plan Lenders, shall 25 transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s 's instructions. If the Administrative Agent’s 's Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect affect the Settlement of any Floor Plan Revolving Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 p.m. on the Settlement Date if such Administrative Agent’s 's Report is received before 1:00 p.m. 12:00 noon (Chicago time) and such net amount shall be due by 5:00 p.m. on the first Business Day following the Settlement Date if such Administrative Agent’s 's Report is received after 1:00 p.m.. 12:00 noon (Chicago time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To In order to minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances Advances and repayments of Floor Plan Advances and Term Loans will be settled according to the procedures described in this Section 2.15Section. The Administrative Agent shall, once every seven days (7) days, or sooner, if necessary in order to afford Debtor the ability to fully utilize the Revolving Loan Commitment of each Lender or otherwise if so elected by the Administrative Agent in its discretion), but in each case on a Business Day, (each such day being a “"Settlement Date”"), distribute to each Floor Plan Lender a statement (the “Agent’s "Settlement Report”") disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Advances and Term Loans outstanding as of such datedate (including Advances made by the Agent under Section 2.2(b) hereof), repayments and prepayments of principal received from the Borrowers Debtor with respect to the Floor Plan Advances and Term Loans since the immediately preceding Agent’s Report Settlement Report, and additional Floor Plan Loans Advances made to the Borrowers Debtor since the date of the immediately preceding Agent’s Settlement Report. Each Agent’s Settlement Report shall disclose the net amount (the “"Settlement Amount”") due to or due from the Floor Plan Lenders to effect a Settlement of any Floor Plan Advance or Term Loan. The Administrative Agent’s Settlement Report submitted to a Floor Plan Lender shall be, absent manifest error, be prima facie evidence of the amount due to or from such Lender to effect a Settlement of any Floor Plan Advance or Term Loan. If the Administrative Agent’s Settlement Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement of a Floor Plan an Advance or Term Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s Settlement Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s 's instructions. If the Administrative Agent’s Settlement Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect affect the Settlement of any Floor Plan Advance or Term Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 1:00 p.m. (Chicago time) on the Settlement Date if such Agent’s Settlement Report is received before 1:00 p.m. 11:00 a.m. (Chicago time) and such net amount shall be due by 5:00 1:00 p.m. (Chicago time) on the first Business Day following the Settlement Date if such Agent’s Settlement Report is received after 1:00 p.m.. 11:00 a.m. (Chicago time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To Subject to the Administrative Agent’s right to require receipt of each Lender’s portion of each Revolving Loan, prior to the disbursement thereof to Borrowers, in order to minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances and repayments of Floor Plan Revolving Loans will be settled according to the procedures described in this Section 2.153.2. The Administrative Agent shall, once every seven days (7 days, or sooner, if so elected by the Administrative Agent in its discretion), but in each case on a Business Day, Day (each such day being a “Settlement Date”), distribute to each Floor Plan Lender a statement (the “Administrative Agent’s Report”) disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Revolving Loans outstanding as of such datedate (including Revolving Loans made by the Administrative Agent under Section 3.2(e) hereof), repayments and prepayments of principal received from the Borrowers with respect to the Floor Plan Revolving Loans since the immediately preceding Administrative Agent’s Report and Report, additional Floor Plan Revolving Loans made to the Borrowers since the date of the immediately preceding Administrative Agent’s ReportReport and the Borrowing Base as of the most recent determination thereof. Each Administrative Agent’s Report shall disclose the net amount (the “Settlement Amount”) due to or due from the Floor Plan Lenders to effect a Settlement settlement of any Floor Plan LoanRevolving Loan and the calculations therefor. The Administrative Agent’s Report submitted to a Floor Plan Lender shall be, absent manifest error, be prima facie evidence of the amount due to or from such Lender to effect a Settlement settlement of any Floor Plan Revolving Loan. If the Administrative Agent’s Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement settlement of a Floor Plan any Revolving Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s instructions. If the Administrative Agent’s Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect affect the Settlement settlement of any Floor Plan Revolving Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, Agent as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 p.m. on the Settlement Date if such Administrative Agent’s Report is received before 1:00 p.m. 12:00 noon (Chicago time) and such net amount shall be due by 5:00 p.m. on the first Business Day following the Settlement Date if such Administrative Agent’s Report is received after 1:00 p.m.. 12:00 noon (Chicago time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To In order to minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances and repayments of Floor Plan Revolving Loans will be settled according to the procedures described in this Section 2.153.2. The Administrative Agent shall, once every seven days (7) days, or sooner, if so elected by the Administrative Agent in its discretion), but in each case on a Business Day, Day (each such day being a “"Settlement Date”"), distribute to each Floor Plan Lender a statement (the “"Administrative Agent’s 's Report”") disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Revolving Loans outstanding as of such datedate (including Revolving Loans made by the Administrative Agent under Section 3.2(e) hereof), repayments and prepayments of principal received from the Borrowers Borrower with respect to the Floor Plan Revolving Loans since the immediately preceding Administrative Agent’s Report and 's Report, additional Floor Plan Revolving Loans made to the Borrowers Borrower since the date of the immediately preceding Administrative Agent’s Report's Report and the Borrowing Base as of the most recent determination thereof. Each Administrative Agent’s 's Report shall disclose the net amount (the “"Settlement Amount”") due to or due from the Floor Plan Lenders to effect a Settlement settlement of any Floor Plan LoanRevolving Loan and the calculations therefor. The Administrative Agent’s 's Report submitted to a Floor Plan Lender shall be, absent manifest error, be prima facie evidence of the amount due to or from such Lender to effect a Settlement settlement of any Floor Plan Revolving Loan. If the Administrative Agent’s 's Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement settlement of a Floor Plan any Revolving Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s 's Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s 's instructions. If the Administrative Agent’s 's Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect affect the Settlement settlement of any Floor Plan Revolving Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, Agent as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 p.m. on the Settlement Date if such Administrative Agent’s 's Report is received before 1:00 p.m. 12:00 noon (Chicago time) and such net amount shall be due by 5:00 p.m. on the first Business Day following the Settlement Date if such Administrative Agent’s 's Report is received after 1:00 p.m.. 12:00 noon (Chicago time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To minimize If and to the frequency of transfers of funds between extent the Administrative Agent so elects and each Floor Plan Lenderprovides the Company and Lenders at least five (5) Business Days' prior written notice, (i) advances and repayments of Floor Plan Revolving Loans (not the Term Loan) will then begin to be settled according to the procedures described in this Section 2.153.6 (the date on which such settlement shall so begin being hereinafter referred to as the "LOAN MECHANIZATION DATE"), and (ii) the Lenders' obligations hereunder with respect to unreimbursed drawings on Letters of Credit will also be settled according to such procedures by deeming (x) an unreimbursed drawing paid by the Administrative Agent to constitute an advance by the Administrative Agent of a Revolving Loan of like principal amount and (y) each payment or other collection in reimbursement of such drawing (other than from the Lenders) to be a repayment on such deemed Revolving Loan (with all references in this Section to Revolving Loans to include each such deemed Revolving Loan). This Section shall not be applicable until the Loan Mechanization Date. The Administrative Agent shall, once every seven days (7) days, or sooner, if so elected by the Administrative Agent in its discretion), but in each case on a Business Day, (each such day being a “Settlement Date”"SETTLEMENT DATE"), distribute to each Floor Plan Lender a statement (the “Agent’s Report”"ADMINISTRATIVE AGENT'S REPORT") disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Revolving Loans outstanding as of such datedate (including Revolving Loans made by the Administrative Agent under Section 3.6(e) hereof), repayments and prepayments of principal received from the Borrowers with respect to the Floor Plan Revolving Loans since the immediately preceding Administrative Agent’s Report and 's Report, additional Floor Plan Revolving Loans made to the Borrowers since the date of the immediately preceding Administrative Agent’s Report's Report and each Borrower's Borrowing Base as of the most recent determination thereof. Each Administrative Agent’s 's Report shall disclose the net amount (the “Settlement Amount”"SETTLEMENT AMOUNT") due to or due from the Floor Plan Lenders to effect a Settlement of any Floor Plan Revolving Loan. The Administrative Agent’s 's Report submitted to a Floor Plan Lender shall be, absent manifest error, be prima facie evidence of the amount due to or from such Lender to effect a Settlement of any Floor Plan Revolving Loan. If the Administrative Agent’s 's Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement of a Floor Plan Revolving Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s 's Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s 's instructions. If the Administrative Agent’s 's Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect affect the Settlement of any Floor Plan Revolving Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 p.m. on the Settlement Date if such Administrative Agent’s 's Report is received before 1:00 p.m. 12:00 noon (Chicago time) and such net amount shall be due by 5:00 p.m. on the first Business Day following the Settlement Date if such Administrative Agent’s 's Report is received after 1:00 p.m.. 12:00 noon (Chicago time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances and repayments of Floor Plan Loans will be settled according to the procedures described in this Section 2.158.6. The Administrative Agent shall, once every seven days (days, or, so long as a Default or Event of Default exists, sooner, if so elected by the Administrative Agent in its discretion), discretion but in each case on a Business Day, Day (each such day being a “Settlement Date”), distribute to each Floor Plan Lender a statement (the “Agent’s Report”) disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Loans and Revolving Loans outstanding as of such date, repayments and prepayments of principal received from the Borrowers Company with respect to the Floor Plan Loans since the immediately preceding Agent’s Report Report, and additional Floor Plan Loans made to the Borrowers Company since the date of the immediately preceding Agent’s Report. Each Agent’s Report shall disclose the net amount (the “Settlement Amount”) due to or due from the Floor Plan Lenders to effect a Settlement of any Floor Plan Loan. The Administrative Agent’s Report submitted to a Floor Plan Lender shall be, absent manifest error, prima facie evidence of the amount due to or from such Lender to effect a Settlement of any Floor Plan Loan. If the Administrative Agent’s Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement of a Floor Plan Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan LenderLxxxxx’s instructions. If the Administrative Agent’s Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect the Settlement of any Floor Plan Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 2:00 p.m. (New York, New York time) on the Settlement Date if such Agent’s Report is received before 1:00 p.m. 11:00 a.m. (New York, New York time) and such net amount shall be due by 5:00 2:00 p.m. (New York, New York time) on the first Business Day following the Settlement Date if such Agent’s Report is received after 1:00 p.m.. 11:00 a.m. (New York, New York time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.before 11:00 a.m. (New York, New York time)) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows:

Weekly Settlement. (a) To In order to minimize the frequency of transfers of funds between the Administrative Agent and each Floor Plan Lender, advances and repayments of Floor Plan Loans will be settled according to the procedures described in this Section 2.158.6. The Administrative Agent shall, once every seven days (days, or, so long as a Default or Event of Default exists, sooner, if so elected by the Administrative Agent in its discretion), discretion but in each case on a Business Day, (each such day being a “Settlement Date”), ) distribute to each Floor Plan Lender a statement (the “Agent’s Report”) disclosing as of the immediately preceding Business Day, the aggregate unpaid principal balance of Floor Plan Loans outstanding as of such date, repayments and prepayments of principal received from the Borrowers Company with respect to the Floor Plan Loans since the immediately preceding Agent’s Report and additional Floor Plan Loans made to the Borrowers Company since the date of the immediately preceding Agent’s Report. Each Agent’s Report shall disclose the net amount (the “Settlement Amount”) due to or due from the Floor Plan Lenders to effect a Settlement of any Floor Plan Loan. The Administrative Agent’s Report submitted to a Floor Plan Lender shall be, absent manifest error, prima facie evidence of the amount due to or from such Lender to effect a Settlement of any Floor Plan Loan. If the Administrative Agent’s Report discloses a net amount due from the Administrative Agent to any Floor Plan Lender to effect the Settlement of a Floor Plan Loan, the Administrative Agent, concurrently with the delivery of the Administrative Agent’s Report to the Floor Plan Lenders, shall transfer, by wire transfer or otherwise, such amount to such Floor Plan Lender in funds immediately available to such Floor Plan Lender, in accordance with such Floor Plan Lender’s instructions. If the Administrative Agent’s Report discloses a net amount due to the Administrative Agent from any Floor Plan Lender to effect the Settlement of any Floor Plan Loan, then such Floor Plan Lender shall wire transfer such amount, in funds immediately available to the Administrative Agent, as instructed by the Administrative Agent. Unless otherwise agreed by the Administrative Agent, such Such net amount due from a Floor Plan Lender to the Administrative Agent shall be due by 5:00 2:00 p.m. (New York, New York time) on the Settlement Date if such Agent’s Report is received before 1:00 p.m. 11:00 a.m. (New York, New York time) and such net amount shall be due by 5:00 2:00 p.m. (New York, New York time) on the first Business Day following the Settlement Date if such Agent’s Report is received after 1:00 p.m.. 11:00 a.m. (New York, New York time). Notwithstanding the foregoing, payments actually received by the Administrative Agent (which shall be credited on the day received if received prior to 1:00 p.m.11:00 a.m. (New York, New York time)) with respect to the following items shall be distributed by the Administrative Agent to each Floor Plan Lender as follows: