Prepayment Processing Fee. If (i) any Borrower allows another finance source to finance any Inventory, (ii) the Borrowers terminate the Commitments pursuant to Section 2.5(a) or (iii) the Administrative Agent terminates this Agreement pursuant to Section 9.2 when any Event of Default has occurred and is continuing, the Borrowers shall pay to the Administrative Agent, for the ratable benefit of the Lenders, an amount (the “Prepayment Processing Fee”) equal to: (x) if such other financing or notice of termination occurs on or prior to January 11, 2015, 2.0% of the aggregate Commitments, (y) if such other financing or notice of termination occurs after January 11, 2015 but on or prior to July 11, 2015, 1.0% of the aggregate Commitments and (z) thereafter, $300,000. Notwithstanding the foregoing, the Borrowers shall not be required to pay any Prepayment Processing Fee (i) as a result of any Borrower financing Inventory for a limited period of time (not to exceed 180 days) with interest-free floor plan financing arranged or offered by the manufacturer of such Inventory, (ii) as a result of any Ford Motor Credit Financing, (iii) to the extent that the Borrower Representative has requested in writing that the Lenders increase the Commitments, the Lenders declined to do so and the aggregate Commitments are substantially fully funded, or (iv) to the extent the Borrower Representative terminates the Commitments within 90 days after GE Capital ceases to be the Administrative Agent hereunder.
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Prepayment Processing Fee. If (i) any Borrower allows another finance source to finance any Inventory, (ii) the Borrowers terminate the Commitments pursuant to Section 2.5(a) or (iii) the Administrative Agent terminates this Agreement pursuant to Section 9.2 when any Event of Default has occurred and is continuing, the Borrowers shall pay to the Administrative Agent, for the ratable benefit of the Lenders, an amount (the “Prepayment Processing Fee”) equal to: to (xa) if such other financing or notice of termination occurs on or prior to January 11, 2015, 2.02.00% of the aggregate CommitmentsCommitments if such financing or termination above occurs on or before January 1, 2018, (yb) 1.00% of the aggregate Commitments if such other financing or notice of termination occurs after January 111, 2015 but 2018, and on or prior to July 111, 20152018, 1.0% of the aggregate Commitments and (zc) thereafter$500,000 if such financing or termination occurs after July 1, $300,0002018 and prior to the Scheduled Termination Date. Notwithstanding the foregoing, the Borrowers shall not be required to pay any Prepayment Processing Fee (i) as a result of any Borrower financing Inventory for a limited period of time (not to exceed 180 days) with interest-free floor plan financing arranged or offered by the manufacturer of such Inventory, (ii) as a result of any Ford Motor Credit Financing, (iii) to the extent that the Borrower Representative has requested in writing that the Lenders increase the Commitments, the Lenders declined to do so and the aggregate Commitments are substantially fully funded, or (iv) to the extent the Borrower Representative terminates the Commitments within 90 days after GE Capital ceases to be any Person other than BHB or a Permitted Transferee becomes the Administrative Agent hereunder.. THIRD AMENDED AND RESTATED CREDIT AGREEMENT
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