Common use of Termination, Reduction or Conversion of Commitments Clause in Contracts

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, the Company may at any time, in whole, permanently terminate or permanently reduce the Total Commitments, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at such time. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required Lenders, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) of the Total Commitments and (ii) the ratio of such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 to 1.0.

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, subject to the terms and provisions of this Section 5.5, the Company may at any time, in wholewhole or in part, permanently terminate or permanently reduce the Total CommitmentsCommitment, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments Commitment shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at such timetime and no reduction shall reduce the amount of the Total Floor Plan Loan Commitment to an amount which is less than the Swing Line. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required LendersLenders shall, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) 40% of the Total Commitments Commitment. Subject to the Company’s right to subsequent terminations and reductions under this paragraph (iia), each notice delivered by the Company pursuant to this paragraph (a) the ratio of shall be irrevocable for such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 to 1.0individual election notice.

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, the Company may at any time, in wholewhole or in part, permanently terminate or permanently reduce the Total Commitments, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at such time. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required LendersLenders shall, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) its percentage of the Total Commitments in effect on the Closing Date and (ii) the ratio of such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 to 1.0such ratio on the Closing Date.

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, subject to the terms and provisions of this Section 5.5, the Company may at any time, in wholewhole or in part, permanently terminate or permanently reduce the Total CommitmentsCommitment, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments Commitment shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at - 57 - such timetime and no reduction shall reduce the amount of the Total Floor Plan Loan Commitment to an amount which is less than the Swing Line. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required LendersLenders shall, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) 20% of the Total Commitments Commitment. Subject to the Company’s right to subsequent terminations and reductions under this paragraph (iia), each notice delivered by the Company pursuant to this paragraph (a) the ratio of shall be irrevocable for such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 to 1.0individual election notice.

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, subject to the terms and provisions of this Section 5.5, the Company may at any time, in wholewhole or in part, permanently terminate or permanently reduce the Total CommitmentsCommitment, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments Commitment shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at such time. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required LendersLenders shall, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) 20% of the Total Commitments Commitment. Subject to the Company’s right to subsequent terminations and reductions under this paragraph (iia), each notice delivered by the Company pursuant to this paragraph (a) the ratio of shall be irrevocable for such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 to 1.0individual election notice.

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, subject to the terms and provisions of this Section 5.5, the Company may at any time, in wholewhole or in part, permanently terminate or permanently reduce the Total CommitmentsCommitment, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments Commitment shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at such time. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required LendersLenders shall, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) 19% of the Total Commitments Commitment and (ii) the ratio of such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 4.40 to 1.01.00.

Termination, Reduction or Conversion of Commitments. (a) Upon at least three (3) Business Days’ prior written notice to the Agent, the Company may at any time, in whole, permanently terminate or permanently reduce the Total Commitments, among the Lenders in accordance with (i) their respective Pro Rata Share of Floor Plan Loan Commitments, and (ii) their respective Pro Rata Share of Acquisition Loan Commitments; provided (x) any such partial reduction of the Total Commitments shall be in minimum aggregate increments of Five Million Dollars ($5,000,000); (y) any such partial reduction shall be made ratably between the Total Floor Plan Loan Commitment and the Total Acquisition Loan Commitment respectively, and pro rata among the Lenders within each type of Commitment, and (z) no reduction shall reduce the amount of the Total Acquisition Loan Commitment to an amount which is less than the Letter of Credit Obligations outstanding at such time. In connection with any such reduction, the Floor Plan Agent in its sole discretion may, or at the direction of the Required Lenders, shall suspend and/or terminate all or any portion of the then outstanding Drafting Agreements. In addition, (i) no such reduction shall cause the Total Acquisition Loan Commitment to exceed twenty five percent (25%) its percentage of the Total Commitments in effect on the Closing Date and (ii) the ratio of such Lender’s Floor Plan Loan Commitment to such Lender’s Acquisition Loan Commitment shall never be less than 3.0 to 1.0such ratio on the Closing Date.