Common use of Commitment Fee; Reductions in Aggregate Commitment Clause in Contracts

Commitment Fee; Reductions in Aggregate Commitment. The Borrower agrees to pay to the Agent for the account of each Lender (i) a commitment fee of (i) 1/2% per annum, at any time at which the Total Leverage Ratio is equal to or greater than 4.0:1.0, or (b) 3/8% per annum, at any time the Total Leverage Ratio is less than 4.0:1.0, in each case on the average daily unborrowed portion of such Lender's Facility A Commitment from the Restructuring Date to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date, and (ii) a commitment fee of (a) 1/2% per annum, at any time at which the Total Leverage Ratio is equal to or greater than 4.0:1.0, or (b) 3/8% per annum, at any time the Total Leverage Ratio is less than 4.0:1.0, in each case on the average daily unborrowed portion of such Lender's Facility B Commitment from the Restructuring Date to and including the Facility B Revolving Credit Termination Date, payable on each Payment Date hereunder and on the Facility B Revolving Credit Termination Date. For purposes of this Section 2.5, the Total Leverage Ratio shall be determined on a quarterly basis as described in Section 2.4(ii). The Borrower may permanently reduce the Aggregate Facility A Commitment and/or the Aggregate Facility B Commitment in whole, or in part ratably among the Lenders having a Facility A Commitment or a Facility B Commitment, as applicable, in integral multiples of $500,000, upon at least three Business Days' written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Facility A Commitment may not be reduced below the aggregate principal amount of the outstanding Facility A Advances nor may the Aggregate Facility B Commitment be reduced below the aggregate principal amount of the outstanding Facility B Advances. All accrued and unpaid commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder.

Commitment Fee; Reductions in Aggregate Commitment. The Borrower agrees to pay to the Agent for the account of each Lender (i) a commitment fee in the amount of (i) 1/2% per annum, at any time at which the Total Leverage Ratio is equal to or greater than 4.0:1.0, or (b) 3/8% per annum, at any time the Total Leverage Ratio is less than 4.0:1.0, in each case Applicable Commitment Fee on the average daily unborrowed unutilized portion of such Lender's Facility A Commitment from the Restructuring Date date hereof to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date, and (ii) . The Applicable Commitment Fee shall be a commitment per annum fee of (a) 1/2% per annum, at any time at which based on the Total Leverage Ratio is equal to or greater than 4.0:1.0, or (b) 3/8% per annum, at any time in accordance with the Total Leverage Ratio is less than 4.0:1.0, in each case on the average daily unborrowed portion of such Lender's Facility B Commitment from the Restructuring Date to and including the Facility B Revolving Credit Termination Date, payable on each Payment Date hereunder and on the Facility B Revolving Credit Termination Datetable below. For purposes of this Section 2.5, the Total The Leverage Ratio shall be determined on a quarterly basis as described in from the audited and unaudited financial statements delivered by the Borrower pursuant to Sections 6.1(i) and (ii) and the Compliance Certificate delivered from time to time pursuant to Section 2.4(ii6.1 (iv). The adjustment, if any, to the Applicable Commitment Fee shall be effective beginning on the third Business Day after the delivery of such financial statements. The initial Applicable Commitment Fee hereunder shall be determined from the financial statements of the Borrower for the most recent fiscal quarter ending on or before the date of execution of this Agreement. In the event that the Borrower shall at any time fail to furnish to the Lenders in timely fashion the financial statements required to be delivered pursuant to Sections 6.1(i) and 6.1(ii) and the Compliance Certificate to be delivered pursuant to Section 6.1(iv), the maximum Applicable Commitment Fee shall apply until such time as such financial statements and Compliance Certificate are so delivered. RATIO APPLICABLE COMMITMENT FEE -------------------------------------------------------- less than or equal to .25 to 1.0 .125% less than or equal to .35 to 1.0 but greater than .25 to 1.0 .15% greater than .35 to 1.0 .20% The Borrower may permanently reduce the Aggregate Facility A Commitment and/or the Aggregate Facility B Commitment in whole, or in part ratably among the Lenders having a Facility A Commitment or a Facility B Commitment, as applicable, in integral multiples of $500,0001,000,000, upon at least three Business Days' written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Facility A Commitment may not be reduced below the aggregate principal amount of the outstanding Facility A Advances nor may the Aggregate Facility B Commitment be reduced below the aggregate principal amount of the outstanding Facility B Advances. All accrued and unpaid commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder.

Commitment Fee; Reductions in Aggregate Commitment. The Borrower agrees to pay to the Agent for the account of each Lender (i) a commitment fee of (i"Commitment Fee") 1/2% equal to the Applicable Commitment Fee Percentage per annum, at any time at which the Total Leverage Ratio is equal to or greater than 4.0:1.0as set forth below, or (b) 3/8% per annum, at any time the Total Leverage Ratio is less than 4.0:1.0, in each case on the average daily amount of the unborrowed portion of such Lender's Facility A Commitment Commitment, from the Restructuring Date date hereof to and including the Facility Termination Date, payable for the immediately preceding fiscal quarter on each Payment Date hereafter and on the Facility Termination Date, and . The Applicable Commitment Fee Percentage shall equal: (iii).125% (12.5 basis points) a commitment fee of (a) 1/2% per annum, at any time at which if the Total Leverage Ratio is equal to or greater than 4.0:1.0, or (b) 3/8% per annum, at any time the Total Leverage Ratio is less than 4.0:1.0or equal to 20% (Level I); (ii).15% (15 basis points) if the Leverage Ratio is less than or equal to 30%, but in each case on excess of 20% (Level II); (iii).20% (20 basis points) if the average daily unborrowed portion Leverage Ratio is less than or equal to 40%, but in excess of such Lender's Facility B Commitment from 30% (Level III); and (iv).25% (25 basis points) if the Restructuring Date to and including the Facility B Revolving Credit Termination Date, payable on each Payment Date hereunder and on the Facility B Revolving Credit Termination DateLeverage Ratio is in excess of 40% (Level IV). For purposes of this Section 2.5determining the Applicable Commitment Fee Percentage for a fiscal quarter, the Total Leverage Ratio shall be determined from the financial statements delivered by the Borrower pursuant to Section 6.1(a) and (b). The Commitment Fee shall be calculated by the Agent for a fiscal quarter based on a the Applicable Commitment Fee Percentage as of the last day of that fiscal quarter. The adjustment, if any, to the Applicable Commitment Fee Percentage shall be effective as of the first day of the first fiscal quarter beginning after the quarter in which Borrower's quarterly basis as described in financial statements have been received pursuant to Section 2.4(ii6.1(b). The Borrower may permanently reduce the Aggregate Facility A Commitment and/or the Aggregate Facility B Commitment in whole, or in part ratably among the Lenders having a Facility A Commitment or a Facility B Commitment, as applicable, in integral multiples of Five Million Dollars ($500,0005,000,000), upon at least three Business Days' written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Facility A Commitment may not be reduced below the aggregate principal amount of the outstanding Facility A Advances nor may the Aggregate Facility B Commitment be reduced below the aggregate principal amount of the outstanding Facility B AdvancesOutstanding Credit Exposure. All accrued and unpaid commitment fees Commitment Fees shall be payable on the effective date of any termination of the obligations Commitments of the Lenders Lenders. For illustrative purposes, the following grid summarizes the determination of the Commitment Fee, the Floating Rate, the Fixed Rate and the LC Fee (see Section 2.19(d)) based on the Leverage Ratio (Commitment Fee, Applicable Margin and LC Fee expressed in basis points ((bp) per annum): LEVEL I LEVEL II LEVEL III LEVEL IV if Total if Total if Total if Total Debt to make Loans hereunderDebt to Debt to Debt to Total Total Total Total Capitalization Capitalization Capitalization Capitalization is: <= 20% is: 20% <= 30% is: 30% <= 40% is:> 40% Commitment Fee 12.5 xx 00 xx 00 xx 00 bp Floating Rate: Alternate Base Rate, plus 0.00 bp 0.00 bp 0.00 bp 0.00 bp Fixed Rate: Eurodollar Applicable Applicable Applicable Applicable Base Margin Margin Margin Margin Rate, plus 37.5 xx 00 xx 00.0 xx 00 xx XX Fee for Standby Facility LC's 52.5 xx 00 xx 00.0 xx 00 xx Note: Shaded region (Level II) represents the Applicable Commitment Fee Percentage, the Applicable Margin and the Applicable LC Fee Percentage on the date hereof and until any adjustment thereto pursuant to the terms and conditions of this Agreement.