Common use of Commitment Fees Clause in Contracts

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to The Borrowers shall pay to the Administrative Agent (x) for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender in accordance with its Pro Rata Share, (i) a nonrefundable commitment fee equal to the Applicable Rate times the average daily unused amount of the Revolving Credit Commitments of such Revolving Credit Lender during the preceding quarter (or other period commencing with and including the Closing Date or ending with but excluding the applicable Revolving Credit Maturity Date or the date on which the Commitments of such Revolving Credit Lender shall expire or be terminated) (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such the Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further provided, further, that no Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to The Commitment Fee shall accrue at all times during the proviso Initial Availability Period (and thereafter so long as any Revolving Credit Loans or L/C Obligations remain outstanding), including at any time during which one or more of the conditions in the directly preceding sentenceArticle V is not met, all Commitment Fees and shall be due and payable quarterly in arrears on the last Business Day of each Payment March, June, September and December, commencing with the first such date to occur after the Closing Date, and to but excluding the last day of the Initial Availability Period (and, if applicable, thereafter on demand). The Commitment Fee shall be calculated quarterly in arrears. For the avoidance of doubt, for purposes of computing the Commitment Fee, Revolving Credit Commitments shall be deemed to be used to the extent of the Outstanding Amount of the Revolving Credit Loans and the Outstanding Amount of all L/C Obligations.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC's Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof Closing Date until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent in Dollars for the account of each LenderBank according to its Ratable Share, as consideration for such LenderBank’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate ), calculated on a per annum (computed on the basis of a year of 365 or 366 days, as the case may beappropriate, and actual days elapsed) basis under the Pricing Grid, on the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment Commitments as the same may be constituted from time to time and (bii) such Lender’s the Dollar Equivalent Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, however, that any the portion of the Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be Bank is a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to on the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender shall be Bank is a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable quarterly in arrears on the first Business Day of each Payment DateOctober, January, April and July for the immediately preceding quarter and on the Expiration Date or upon acceleration of the Notes. For purposes of this computation, PNC Bank’s outstanding Swing Loans shall be deemed to be borrowed amounts under its Revolving Credit Commitment (and no other Bank’s).

Commitment Fees. Accruing for each day from the date hereof Closing Date until the Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Margin for Commitment Fee Rate for such day (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, provided however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swingline Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swingline Loans)); provided that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrower shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Maturity Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Exposure; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Revolving Maturity Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the first day of each Payment Datecalendar quarter with respect to the previous calendar quarter.

Commitment Fees. Accruing from the date hereof Closing Date until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent in Dollars for the account of each LenderBank according to its Ratable Share, as consideration for such Lender’s Bank's Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “"Commitment Fee”) equal to the Applicable Commitment Fee Rate "), calculated on a per annum (computed on the basis of a year of 365 or 366 days, as the case may beappropriate, and actual days elapsed) basis under the Pricing Grid, on the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment Commitments as the same may be constituted from time to time and (bii) such Lender’s the Dollar Equivalent Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, however, that any the portion of the Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be Bank is a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to on the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender shall be Bank is a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable quarterly in arrears on the first Business Day of each Payment DateOctober, January, April and July for the immediately preceding quarter and on the Expiration Date or upon acceleration of the Notes. For purposes of this computation, PNC Bank's outstanding Swing Loans shall be deemed to be borrowed amounts under its Revolving Credit Commitment (and no other Bank's).

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such LenderXxxxxx’s Revolving Credit Commitment hereunderhereunder according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average actual daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Revolving Credit Commitment Ratable Share) as if the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Facility Usage excludes the outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the The Borrower agrees to pay to the Administrative Facility Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, Lender a nonrefundable commitment fee (the “Commitment Fee”) on its daily unused portion of the Maximum Loan Amount (as such Maximum Loan Amount may be adjusted from time to time), for the period commencing on the Effective Date and continuing through the earliest to occur (the “Commitment Fee Termination Date”) of (i) the Disbursement Date, (ii) the date upon which the Facility Agent has provided the Borrower with written notice that the Lenders will not advance the Loan because the Commitments have been terminated pursuant to Section 8.2 or 8.3, (iii) the Commitment Termination Date and (iv) the date the Commitments shall have been terminated pursuant to Section 2.2(b). Should the Facility Agent provide the Borrower notice that the Lenders will not advance the Loan because Hermes has cancelled the Hermes Insurance Policy, the Commitment Fees paid by the Borrower for the account of each Lender shall be promptly refunded to the Borrower by such Lender Provided however that (i) no Lender shall be obliged to refund any Commitment Fees to the Borrower in these circumstances if the cancellation of the Hermes Policy by Hermes is primarily attributable to the Borrower and (ii) (where a refund is applicable) a Lender shall only be obliged to refund to the Borrower amounts equal to (x) the Applicable portion of the Commitment Fee Rate Fes that that Lender has not paid to the Refinancing Bank in accordance with the applicable Interest Make-Up Agreement and (computed on y) the basis portion of a year the Commitment Fees that that Lender has so paid to the Refinancing Bank and that such Lender actually recovers from the Refinancing Bank in the event of 365 or 366 days, as the case may be, cancellation of the Hermes Policy (and actual days elapsed) on each Lender agrees to request from the average daily difference between Refinancing Bank the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, Fees that any Commitment Fee accrued with respect it has paid to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateRefinancing Bank).

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers, jointly and severally agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, the Swing Lender’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the (a) The Borrower agrees to pay to the Administrative Agent for the account of each LenderRevolving Lender in accordance with its Pro Rata Share or other applicable share provided for under this Agreement, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable an unused commitment fee (the “Unused Commitment Fee”) equal to the Applicable Margin for Unused Commitment Fee Rate (computed on Fees times the basis of a year of 365 or 366 days, as actual daily amount by which the case may be, and actual days elapsed) on aggregate Revolving Commitments exceeds the average daily difference between the amount sum of (aA) such Lender’s the Outstanding Amount of Revolving Credit Commitment as Loans (for the same may be constituted from time to time avoidance of doubt, excluding Swing Line Loans) and (bB) such Lender’s Revolving Exposure (for purposes the Outstanding Amount of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)L/C Obligations; provided, however, provided that any Unused Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee commitment fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further provided, further, that no Unused Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to The Unused Commitment Fee on the proviso in Revolving Commitments shall accrue at all times from the directly preceding sentenceClosing Date until the Maturity Date for the Revolving Loans, all Commitment Fees and shall be due and payable quarterly in arrears on the last Business Day of each Payment of March, June, September and December, commencing with the last Business Day of the first full fiscal quarter after the Closing Date, and on the Maturity Date for the Revolving Loans. The Unused Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Margin separately for each period during such quarter that such Applicable Margin was in effect.

Commitment Fees. Accruing from the date hereof until the Expiration Final Maturity Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars. For the avoidance of doubt, and without limiting the generality of Section 4.01 [Payments] hereof, Borrowers hereby agree that if any such Commitment Fee has become due and payable and remains unpaid, the entire amount thereof may be charged to the Loan Account of Borrowers as a Revolving Loan made as a Base Rate Loan; provided that upon any such charge to the Loan Account, Administrative Agent shall give prompt notice to Administrative Borrower of such charge and of the calculation and total amount of such Commitment Fee so charged on any date).

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s 's Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to The Borrowers shall pay to the Administrative Agent (x) for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender in accordance with its Pro Rata Share, (i) a nonrefundable commitment fee equal to the Applicable Rate times the average daily unused amount of the Revolving Credit Commitments of such Revolving Credit Lender during the preceding quarter (or other period commencing with and including the Amendment No. 6 Effective Date or ending with but excluding the applicable Revolving Credit Maturity Date or the date on which the Commitments of such Revolving Credit Lender shall expire or be terminated) (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such the Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further provided, further, that no Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to The Commitment Fee shall accrue at all times during the proviso Initial Availability Period (and thereafter so long as any Revolving Credit Loans or L/C Obligations remain outstanding), including at any time during which one or more of the conditions in the directly preceding sentenceArticle V is not met, all Commitment Fees and shall be due and payable quarterly in arrears on the last Business Day of each Payment March, June, September and December, commencing with the first such date to occur after the Amendment No. 6 Effective Date, and to but excluding the last day of the Initial Availability Period (and, if applicable, thereafter on demand). The Commitment Fee shall be calculated quarterly in arrears. For the avoidance of doubt, for purposes of computing the Commitment Fee, Revolving Credit Commitments shall be deemed to be used to the extent of the Outstanding Amount of the Revolving Credit Loans and the Outstanding Amount of all L/C Obligations.

Commitment Fees. Accruing from the date hereof Closing Date until the Expiration Revolving Maturity Date, the Borrower agrees to pay to the Revolving/TLA Administrative Agent for the account of each Revolving Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s 's Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Revolver Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderRevolver Lender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Revolver Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Revolver Borrowers so long as such Revolver Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Revolver Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Revolver Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderaccording to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 three hundred sixty five (365) or 366 three hundred sixty six (366) days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided, however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further and, provided, further, that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate in Dollars.

Commitment Fees. Accruing for each day from the date hereof Funding Date until the Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate Margin for such day (computed on the basis of a year of 365 or 366 days, as the case may be, three hundred sixty (360) days and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swingline Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swingline Loans); provided that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrower shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the The Borrower agrees to shall pay to the Administrative Agent for the account of each LenderLender in accordance with its Pro Rata Share, as consideration for such Lender’s Revolving Credit Commitment hereunder, (i) a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times the average daily difference between the unused amount of (a) such Lender’s the Revolving Credit Commitment as Commitments of such Lender (other than the same may be constituted from time to time and Swing Line Commitment) during the preceding quarter (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its or other period commencing with the date hereof or ending with the Revolving Credit CommitmentMaturity Date or the date on which the Commitments of such Lender shall expire or be terminated); provided, however, that any Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such the Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to The Commitment Fee shall accrue at all times during the proviso Availability Period (and thereafter so long as any Revolving Credit Loans, Swing Line Loans or L/C Obligations remain outstanding), including at any time during which one or more of the conditions in the directly preceding sentenceArticle V is not met, all Commitment Fees and shall be due and payable quarterly in arrears on the last Business Day of each Payment March, June, September and December, commencing with the first such date to occur after the Closing Date, and to but excluding the last day of the Availability Period (and, if applicable, thereafter on demand). The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Commitment Fees. Accruing from the date hereof until the Expiration Maturity Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration Lender according to its Ratable Share or other applicable share provided for such Lender’s Revolving Credit Commitment hereunderin this Agreement, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) such Lender’s the Revolving Exposure Facility Usage (for purposes provided, however, that solely in connection with determining the portion of this computationthe Commitment Fee payable to (x) PNC, the calculation of Revolving Facility Usage shall include the full amount of the outstanding Swing Loans and (y) each Lender other than PNC, the calculation of Revolving Facility Usage shall not be deemed to be borrowed amounts under its Revolving Credit Commitmentexclude the outstanding Swing Loans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s with respect to the Domestic Borrowers, (A) the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (B) the Revolving Facility Usage of the Domestic Borrowers, and (ii) with respect to the Canadian Borrower, (A) the Canadian Commitments and (B) the Revolving Facility Usage of the Canadian Borrower; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment or Canadian Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment or Canadian Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to The Borrowers shall pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s of the Revolving Credit Commitment hereunder, Lenders their respective pro rata share of a nonrefundable commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Commitment Fee Rate Percentage times (computed on ii) the basis of a year of 365 or 366 days, as actual daily amount by which the case may be, and actual days elapsed) on the average daily difference between the aggregate amount of (a) such Lender’s the respective Revolving Credit Commitment Commitments exceed the Outstanding Amount of the Revolving Loan Obligations in respect thereof, subject, in each case, to adjustment for Defaulting Lenders as provided in Section 2.17. For the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes avoidance of this computationdoubt, Swing the Outstanding Amount of Swingline Loans shall not be deemed to be borrowed amounts under its counted towards or considered usage of the respective Revolving Credit Commitment); provided, however, that any Commitments for purposes of determining the Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Fee. The Commitment Fee shall accrue with respect to at all times during the Revolving Credit Commitment Period, including at any time during which one or more of a Defaulting Lender so long as such Lender the conditions in Article V shall not have been met, and shall be a Defaulting Lenderdue and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date (and on the last day of the Commitment Period). Subject to the proviso The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the directly preceding sentenceApplicable Percentage during any quarter, all the actual daily amount shall be computed and multiplied by the Applicable Percentage separately for each period during such quarter that the Applicable Percentage was in effect. The Commitment Fees shall Fee payable in respect of the USD Revolving Commitments will be payable in arrears on each Payment DateDollars, and the Commitment Fee payable in respect of the Euro Revolving Commitments will be payable in Euro.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderhereunder according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Revolving Credit Commitment Ratable Share) as if the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Facility Usage excludes the outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, Swing Loan Lender’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC Bank’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); ) and (ii) the sum of such Lender’s Revolving Credit Loans outstanding plus its Ratable Share of Letters of Credit Outstanding, provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. For the purpose of calculating the Commitment Fee as set forth in this Section 2.4, amounts of any Revolving Credit Loans outstanding and/or Letters of Credit Outstanding which are denominated in any Optional Currency shall be converted to the Dollar Equivalent. Subject to the proviso provisos in the directly preceding sentence, sentence all Commitment Fees shall be payable in arrears on the first day of each Payment DateJuly, October, January and April after the date hereof and on the Expiration Date or upon acceleration of the Loans.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees (a) The Borrowers agree to pay to the Administrative Agent for the account of each Revolving Lender, as consideration in accordance with its Pro Rata Share or other applicable share provided for such Lender’s Revolving Credit Commitment hereunderunder this Agreement, a nonrefundable an unused commitment fee (the “Unused Commitment Fee”) equal to the Applicable Margin for Unused Commitment Fee Rate (computed on Fees times the basis of a year of 365 or 366 days, as actual daily amount by which the case may be, and actual days elapsed) on aggregate Revolving Commitments exceeds the average daily difference between the amount sum of (aA) such Lender’s the Outstanding Amount of Revolving Credit Commitment as Loans (for the same may be constituted from time to time avoidance of doubt, excluding Swing Line Loans) and (bB) such Lender’s Revolving Exposure (for purposes the Outstanding Amount of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)L/C Obligations; provided, however, provided that any Unused Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee commitment fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further provided, further, that no Unused Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to The Unused Commitment Fee on the proviso in Revolving Commitments shall accrue at all times from the directly preceding sentenceClosing Date until the Maturity Date, all Commitment Fees and shall be due and payable quarterly in arrears on first calendar day of each Payment fiscal quarter after the Closing Date, and on the Maturity Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of: (i) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (a) according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Maturity Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments, and (bii) such Lender’s the Revolving Exposure Facility Usage (and for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its PNC Bank’s Revolving Credit Commitment); ) provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Non-Complying Lender during the period prior to the time such Lender became a Defaulting Non-Complying Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Non-Complying Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Non-Complying Lender so long as such Lender shall be a Defaulting Non-Complying Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Dateend of the Draw Down Period, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on times the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time Bond Purchase Commitments and the (bii) such Lender’s Revolving Exposure (for purposes the Outstanding Principal Amount of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Bonds; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Bond Purchase Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Bond Purchase Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the first Business Day of each Payment DateJanuary, April, July and October, as applicable, commencing in January of 2011.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average actual daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof Effective Date until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable applicable Commitment Fee Rate as set forth in the definition of Applicable Margin (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, U.S. Dollar Swing Loans shall not be deemed to be borrowed amounts under its the U.S. Dollar Swing Loan Lender’s Revolving Credit Commitment and Alternative Currency Swing Loans shall be deemed to be borrowed under the Alternative Currency Swing Loan Lender’s Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the first day of each Payment Datecalendar quarter with respect to the previous calendar quarter.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the The Borrower agrees to pay to the Administrative Agent for the account of each Lender a commitment fee, which shall accrue at the Applicable Percentage (determined quarterly in accordance with Schedule I) on the average daily amount of the unused Revolving Commitment of such Lender during the Availability Period; provided, that if such Lender continues to have any Revolving Credit Exposure after the Commitment Termination Date, then the commitment fee shall continue to accrue on the average daily amount of such Lender, as consideration for ’s unused Revolving Commitment from and after the Commitment Termination Date to the date that all of such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 daysExposure has been paid in full; provided further that, as set forth in Section 10.15, no such fee shall be payable for the case may beaccount of any Defaulting Lender during the applicable Default Period. The Applicable Percentage shall initially be 0.100%, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may but shall be constituted reset from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees definition of “Applicable Percentage” herein. Accrued commitment fees shall be payable in arrears on the last Business Day of each Payment fiscal quarter of the Borrower and on the Commitment Termination Date, commencing on the first such date after the Closing Date; provided that any commitment fees accruing after the Commitment Termination Date shall be payable on demand. For purposes of computing commitment fees with respect to the Revolving Commitments, the Revolving Commitment of each Lender shall be deemed used to the extent of the outstanding Revolving Loans and LC Exposure of such Lender (but outstanding Swingline Loans shall not be deemed usage of the Revolving Commitment of each Lender).

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso provisos in the directly preceding sentence, all Commitment Fees shall be payable quarterly in arrears on each Payment Dateand in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderhereunder according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC Bank’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable quarterly in arrears on the first day of each Payment DateJanuary, April, July and October after the date hereof for the immediately preceding quarter, the date of each reduction of the Revolving Credit Commitments, and on the Expiration Date or upon acceleration of the Loans. For purposes of this computation, PNC Bank’s outstanding Swing Loans shall be deemed to be borrowed amounts under its Revolving Credit Commitment.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s 's Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC's Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) at a rate per annum equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, three hundred sixty (360) days and actual days elapsed) on times the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, the Swing Loans shall not be deemed to be borrowed amounts under its PNC Bank’s Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof Closing Date until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent in Dollars for the account of each LenderBank, as consideration for such LenderBank’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate ), calculated on a per annum (computed on the basis of a year of 365 or 366 days, as the case may beappropriate, and actual days elapsed) basis under the Pricing Grid, on the average daily difference between the amount of (ai) such LenderBank’s Revolving Credit Commitment as the same may be constituted from time to time and (bii) the principal amount of such LenderBank’s Ratable Share of Revolving Exposure Facility Usage, in each case, as determined for the immediately preceding fiscal quarter (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitmentor shorter period commencing with the Closing Date or ending with the Expiration Date); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be Bank is a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to on the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender shall be Bank is a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable quarterly in arrears on the first Business Day of each Payment DateOctober, January, April and July for the immediately preceding quarter and on the Expiration Date or upon acceleration of the Notes. For purposes of this computation, PNC Bank’s outstanding Swing Loans shall be deemed to be borrowed amounts under its Revolving Credit Commitment.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the The Borrower agrees to pay to the Administrative Agent Agent, for the account of distribution to each Lender, as consideration for such Lender in proportion to that Lender’s Revolving Credit Commitment hereunderPro Rata Share of the Commitments, a nonrefundable commitment fee fees (the “Commitment FeeFees”) for the period from and including the Effective Date to and excluding the Commitment Termination Date equal to (i) the actual daily amount of the unused aggregate Commitments (i.e., the aggregate Commitments minus the Revolving Exposure) multiplied by (ii) a rate per annum equal to the Applicable Commitment Fee Rate (computed on at such time. In addition, the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee Fees accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such the Commitment Fee Fees shall otherwise have been due and payable by the Borrower prior to such time; and provided further provided, that no Commitment Fee Fees shall accrue with respect to on the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all The Commitment Fees shall be payable in arrears on the last Business Day in each Payment of March, June, September and December of each year, commencing on the first such date to occur after the Effective Date, and ending on the Commitment Termination Date, and shall be calculated based on the actual number of days elapsed over a 360-day year.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such LenderXxxxxx’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the (a) The Borrower agrees to pay to the Administrative Agent for the account of each Revolving Lender, as consideration in accordance with its Pro Rata Share or other applicable share provided for such Lender’s Revolving Credit Commitment hereunderunder this Agreement, a nonrefundable an unused commitment fee (the “Unused Commitment Fee”) equal to the Applicable Margin for Unused Commitment Fee Rate (computed on Fees times the basis of a year of 365 or 366 days, as actual daily amount by which the case may be, and actual days elapsed) on aggregate Revolving Commitments exceeds the average daily difference between the amount sum of (aA) such Lender’s the Outstanding Amount of Revolving Credit Commitment as Loans (for the same may be constituted from time to time avoidance of doubt, excluding Swing Line Loans) and (bB) such Lender’s Revolving Exposure (for purposes the Outstanding Amount of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)L/C Obligations; provided, however, provided that any Unused Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee commitment fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further provided, further, that no Unused Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to The Unused Commitment Fee on the proviso in Revolving Commitments shall accrue at all times from the directly preceding sentenceClosing Date until the Maturity Date for the Revolving Loans, all Commitment Fees and shall be due and payable quarterly in arrears on the last Business Day of each Payment of March, June, September and December, commencing with the last Business Day of the first full fiscal quarter after the Closing Date, and on the Maturity Date for the Revolving Loans. The Unused Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Margin separately for each period during such quarter that such Applicable Margin was in effect.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between (i) the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) an amount equal to the Dollar Equivalent amount of the Revolving Facility Usage on each such Lender’s Revolving Exposure (for purposes day, minus the unpaid principal balance of this computation, the Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)on each such day; provided, however, provided that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso provisos in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) ; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower Company agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans and, with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Company so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Company prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof hereofClosing Date until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s 's Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.Date and in U.S.

Commitment Fees. Accruing for each day from the date hereof Closing Date until the Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the "“Commitment Fee"”) equal to the Applicable Margin for Commitment Fee Rate for such day (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, provided however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swingline Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender'sLender’s Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swingline Loans)); provided that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrower shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate 0.50% per annum (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times the Table of Contents average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Revolving Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC Bank shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Revolving Lenders other than PNC Bank, such portion of the Commitment Fee shall be calculated (according to each such Revolving Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment), and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing for each day from the date hereof Closing Date until the Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) in Dollars, equal to the Applicable Margin for Commitment Fee Rate for such day (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swingline Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swingline Loans); provided, that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrower shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay in Dollars to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (bii) such Lender’s Ratable Share of the Revolving Exposure Facility Usage (except that for purposes of this computation, each Swing Loan Lender’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentCommitment and not under the Revolving Credit Commitments of the other Lenders); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s with respect to the Domestic Borrowers, (A) the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC's Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (B) the Revolving Facility Usage of the Domestic Borrowers, and (ii) with respect to the Canadian Borrower, (A) the Canadian Commitments and (B) the Revolving Facility Usage of the Canadian Borrower; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment or Canadian Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment or Canadian Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC Bank’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit PNC’s Commitment but not any other Lender’s Commitment)) and (ii) the Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the first day of each Payment DateApril, July, October and January after the date hereof and on the Expiration Date or upon acceleration of the Loans.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate one-quarter of one percent (0.25%) per annum (computed on the basis of a year of 365 or 366 days, as the case may be, three hundred sixty (360) days and actual days elapsed) on times the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (bii) such Lender’s the Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each LenderBank, as consideration for such Lender’s Bank's Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate Percentage (computed on the basis of a year of 365 three hundred sixty-five (365) or 366 three hundred sixty-six (366) days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (ai) such Lender’s Bank's Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC Bank's Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and the (ii) sum of such Bank's Dollar Equivalent Amount of Revolving Credit Loans outstanding plus the Dollar Equivalent Amount of its Ratable Share of Letters of Credit Outstanding; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower so long as such Lender Bank shall be a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender Bank shall be a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable in arrears on the first day of each Payment DateOctober, January, April and July after the date hereof and on the Expiration Date or upon acceleration of the Loan.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderBank according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate Percentage (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the 219962390 Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Bank in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Banks other than PNC, such Lender’s portion of the Commitment Fee shall be calculated (according to each such Bank's Ratable Share) as if the Revolving Exposure (for purposes of this computation, Facility Usage excludes the outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender Bank shall be a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender Bank shall be a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate in Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 three hundred sixty five (365) or 366 three hundred sixty six (366) days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof Closing Date until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “‘‘Commitment Fee”’‘) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) such Lender’s the Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (ai) the Revolving Credit Commitments andminus (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s 's Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent in Dollars for the account of each LenderBank, as consideration for such LenderBank’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate ), calculated on a per annum (computed on the basis of a year of 365 or 366 days, as the case may beappropriate, and actual days elapsed) basis under the Pricing Grid, on the average daily difference between the amount of (ai) such LenderBank’s Revolving Credit Commitment as the same may be constituted from time to time and (bii) the principal amount of such LenderBank’s Ratable Share of Revolving Exposure Facility Usage, in each case, as determined for the immediately preceding fiscal quarter (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitmentor shorter period commencing with the Closing Date or ending with the Expiration Date); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be Bank is a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to on the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender shall be Bank is a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable quarterly in arrears on the first Business Day of each Payment DateOctober, January, April and July for the immediately preceding quarter and on the Expiration Date or upon acceleration of the Notes. For purposes of this computation, PNC Bank’s outstanding Swing Loans shall be deemed to be borrowed amounts under its Revolving Credit Commitment.

Commitment Fees. Accruing for each day from the date hereof Closing Date until the Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Margin for Commitment Fee Rate for such day (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, provided however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swingline Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender's Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swingline Loans)); provided that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrower shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the amount of the Dollar Equivalent Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Dollar Equivalent Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Dollar Equivalent Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable quarterly in arrears on the first day of each Payment DateApril, July, October and January after the date hereof and on the Expiration Date or upon acceleration of the Loan and in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Maturity Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars or an Optional Currency selected by the Administrative Agent in its sole discretion.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment Commitments as the same may be constituted adjusted from time to time and (bii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s 's Ratable Share) as if the Revolving Exposure (for purposes of this computation, Facility Usage excludes the outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s Xxxxxx's Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC's Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Revolving Maturity Date, the Borrower agrees to pay to the Revolving/TLA Administrative Agent for the account of each Revolving Lender, as consideration for such LenderXxxxxx’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such LenderXxxxxx’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Revolving Credit Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each LenderLender according to its Ratable Share (for purposes of this computation, as consideration for such Lender’s Revolving Credit the right of each Lender other than PNC to receive a Commitment hereunderFee shall be calculated by excluding all outstanding Swing Loans in the determination of usage in clause (ii) below), a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments, and (bii) such Lender’s the Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the first day of each Payment DateOctober, January, April and July after the date hereof and on the Expiration Date or upon acceleration of the Notes.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC Bank’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); ) and (ii) the sum of such Lender’s Revolving Credit Loans outstanding plus its Ratable Share of Letters of Credit Outstanding, provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. For the purpose of calculating the Commitment Fee as set forth in this Section 2.4, amounts of any Revolving Credit Loans outstanding and/or Letters of Credit Outstanding which are denominated in any Optional Currency shall be converted to the Dollar Equivalent. Subject to the proviso provisos in the directly preceding sentencefirst sentence of this section, all Commitment Fees shall be payable in arrears on the first day of each Payment DateJuly, October, January and April after the date hereof and on the Expiration Date or upon acceleration of the Loans. All Commitment Fees shall be payable in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the (a) The Borrower agrees to shall pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, Revolver Lender in accordance with its Pro Rata Share a nonrefundable commitment fee (the “Commitment Fee”) at a rate per annum equal to the Applicable Commitment Fee Rate Margin. Such commitment fee shall accrue from and including the Closing Date to but excluding the Revolver Maturity Date (computed or earlier date of termination of the Revolver Commitments in their entirety), on the basis actual daily amount of a year of 365 or 366 days, as the case may beUnused Revolver Commitments, and actual days elapsed) shall be payable quarterly in arrears on the average daily difference between last day of each calendar quarter and upon the amount date of (a) such Lender’s Revolving Credit Commitment as termination of the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Revolver Commitments in their entirety; provided, however, provided that any Commitment Fee commitment fee accrued with respect to any of the Revolving Credit Commitment Revolver Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee commitment fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee commitment fee shall accrue with respect to on any of the Revolving Credit Commitment Revolver Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject . (b) The Borrower shall pay to the proviso Administrative Agent for the account of each Term Lender such fees in such amounts and at such times as shall be set forth in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateTerm Loan Addendum.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate 0.375% per annum (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the The Borrower agrees to shall pay to the Administrative Agent (for the account of the Lenders), from and after the date hereof and from the effective date specified in the Assignment and Acceptance pursuant to which it became a Lender (in the case of each other Lender, as consideration for such Lender’s Revolving Credit ) until the date on which the Commitment hereundershall be terminated in whole, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate one-quarter of one percent (computed 0.25%) per annum, on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of by which (a) such Lender’s Revolving Credit Commitment as the same may be constituted Aggregate Commitments in effect from time to time and exceed (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its the Revolving Credit Commitment); Obligations in effect from time to time, provided, however, that any Commitment Fee commitment fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee commitment fee shall otherwise have been due and payable by the Borrower prior to such time; and provided provided, further that no Commitment Fee commitment fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees All such commitment fees payable under this Subsection (C) shall be payable annually in arrears (via wire transfer, pursuant to wire transfer instructions provided to Borrower by Agent in writing from time to time) on each Payment DateNovember 15th occurring after the Effective Date (provided, however, that if any such November 15th is not a Business Day, the commitment fee must be paid on the next succeeding Business Day) and, in addition, on the date on which the Commitment shall be terminated in whole.

Commitment Fees. Accruing from the date hereof Closing Date until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent in Dollars for the account of each LenderBank according to its Ratable Share, as consideration for such LenderBank’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate ), calculated on a per annum (computed on the basis of a year of 365 or 366 days, as the case may beappropriate, and actual days elapsed) basis under the Pricing Grid, on the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment Commitments as the same may be constituted from time to time and (bii) such Lender’s the Dollar Equivalent Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitmentless the Availability Reserve); provided, however, that any the portion of the Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender Bank during the period prior to the time such Lender Bank became a Defaulting Lender Bank and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be Bank is a Defaulting Lender Bank except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to on the Revolving Credit Commitment of a Defaulting Lender Bank so long as such Lender shall be Bank is a Defaulting LenderBank. Subject to the proviso in the directly preceding sentence, all All Commitment Fees shall be payable quarterly in arrears on the first Business Day of each Payment DateOctober, January, April and July for the immediately preceding quarter and on the Expiration Date or upon acceleration of the Obligations. For purposes of this computation, PNC Bank’s outstanding Swing Loans shall be deemed to be borrowed amounts under its Revolving Credit Commitment (and no other Bank’s).

Commitment Fees. Accruing from the date hereof until the Expiration DateDate and subject to Section 2.10(a)(iii) [Certain Fees], the each Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) in Dollars, equal to the Applicable Commitment Fee Rate for such day (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference between for such day of the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swing Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender's Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swing Loans); provided, that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrowers shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the the 1. 1097380671\10\AMERICAS directly preceding sentence, all Commitment Fees shall be payable in arrears on each applicable Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) such Lender’s the Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s 's Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso provisos in the directly preceding sentence, all Commitment Fees shall be payable quarterly in arrears on each Payment Dateand in U.S. Dollars.

Commitment Fees. Accruing (i) The Company agrees to pay to the Revolver Agent, for the ratable benefit of each Lender that is a Revolving Lender as consideration for its Revolving Commitment, nonrefundable commitment fees (the “Commitment Fees”) accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for Revolving Facility Termination Date based upon such Lender’s Fixed Commitment Percentage of the Total Revolving Credit Commitment hereunderin effect on each day, computed for each day at a nonrefundable commitment fee (the “Commitment Fee”) rate per annum equal to the Applicable Commitment Fee Rate 50.00 basis points (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times (B) the average daily difference between the amount of (a) such Lender’s Unutilized Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed not to be borrowed amounts under its the Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Company so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Company prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) such Lender’s the Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Facility Usage; provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the third Business Day of each Payment Dateof January, April, July and October for the immediately preceding calendar quarter commencing January 6, 2020.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Dollar Equivalent amount of the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso provisos in the directly preceding sentence, all Commitment Fees shall be payable quarterly in arrears on each Payment Dateand in U.S. Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Maturity Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to the Lender that is the Swingline Lender shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than the Lender that is the Swingline Lender, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable applicable Commitment Fee Rate as set forth in the definition of Applicable Margin (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on the first day of each Payment Datecalendar quarter with respect to the previous calendar quarter.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderaccording to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 three hundred sixty five (365) or 366 three hundred sixty six (366) days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until and including the Expiration Commitment Expiry Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderaccording to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate per annum (computed on the basis of a year of 365 three hundred sixty five (365) or 366 three hundred sixty six (366) days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between balance of the aggregate amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)Term Loan Commitments; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Term Loan Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further and, provided, further, that no Commitment Fee shall accrue with respect to the Revolving Credit Term Loan Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate in Dollars.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to The Borrowers shall pay to the Administrative Agent (x) for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender in accordance with its Pro Rata Share, (i) a nonrefundable commitment fee equal to the Applicable Rate times the average daily unused amount of the Revolving Credit Commitments of such Revolving Credit Lender during the preceding quarter (or other period commencing with and including the Closing Date or ending with but excluding the applicable Revolving Credit Maturity Date or the date on which the Commitments of such Revolving Credit Lender shall expire or be terminated) (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to any of the Revolving Credit Commitment Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such the Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further provided, further, that no Commitment Fee shall accrue with respect to on any of the Revolving Credit Commitment Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender; provided, further, that for purposes of this clause (a) any Swingline Loan shall not be considered when calculating such average daily unused amount of the Revolving Credit Commitments. Subject to The Commitment Fee shall accrue at all times during the proviso Initial Availability Period (and thereafter so long as any Revolving Credit Loans or L/C Obligations remain outstanding), including at any time during which one or more of the conditions in the directly preceding sentenceArticle V is not met, all Commitment Fees and shall be due and payable quarterly in arrears on the last Business Day of each Payment March, June, September and December, commencing with the first such date to occur after the Closing Date, and to but excluding the last day of the Initial Availability Period (and, if applicable, thereafter on demand). The Commitment Fee shall be calculated quarterly in arrears. For the avoidance of doubt, for purposes of computing the Commitment Fee, Revolving Credit Commitments shall be deemed to be used to the extent of the Outstanding Amount of the Revolving Credit Loans and the Outstanding Amount of all L/C Obligations.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each LenderLender according to its Ratable Share (for purposes of this computation, as consideration for such the Swing Loan Lender’s Revolving Credit right to receive a Commitment hereunderFee shall be calculated by including all outstanding Swing Loans in the determination of usage in clause (ii) below), a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) such Lender’s Revolving Exposure (for purposes the sum of this computation, Swing Loans shall not be deemed to be borrowed amounts under its the outstanding Revolving Credit Commitment)Loans and the Letter of Credit Obligations; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing for each day from the date hereof Closing Date until the Expiration DateDate (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) in Dollars equal to the Applicable Margin for Commitment Fee Rate for such day (computed on the basis of a year of 365 or 366 days, as the case may be, 360 days and actual days elapsed) on multiplied by the average daily difference for such day between the amount of (a) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and Commitments minus (b) such Lender’s the Revolving Exposure Facility Usage (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any solely in connection with determining the share of each Lender in the Commitment Fee accrued Fee, the Revolving Facility Usage with respect to the Revolving Credit Commitment portion of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee allocated to PNC shall otherwise have been due include the full amount of the outstanding Swingline Loans, and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Facility Usage excludes the outstanding Swingline Loans); provided that no Defaulting Lender shall be entitled to receive any Commitment of Fee for any period during which that Lender is a Defaulting Lender so long as (and the Borrowers shall not be required to pay any such Lender shall be a Commitment Fee that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Revolving Credit Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the (a) The Borrower agrees to pay to the Administrative Agent for the account of each Revolving Lender of any Class (other than any Defaulting Lender) a commitment fee, as consideration for which shall accrue at a rate equal to the Revolving Commitment Fee Rate per annum applicable to the Revolving Credit Commitments of such LenderClass on the actual daily amount of the unused Revolving Credit Commitment of such Class of such Revolving Lender during the period from and including the ClosingAmendment No. 2 Effective Date to the date on which such Xxxxxx’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “of such Class terminates. Accrued Commitment Fee”fees under this Section 2.12(a)(i) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Scheduled Payment Date for the quarterly period then most recently ended (or, in the case of the first such payment made after the ClosingAmendment No. 2 Effective Date, for the period from the ClosingAmendment No. 2 Effective Date to such date), and on the date on which the Revolving Credit Commitments of the applicable Class terminate. For purposes of calculating the commitment fee payable pursuant to this Section 2.12(a), the Revolving Credit Commitment of any Class shall be deemed to have been used to the extent of the outstanding principal amount of the Revolving Loans of such Class and the LC Exposure attributable to the Revolving Credit Commitment of such Class, but no portion of the Revolving Credit Commitment of any Class shall be deemed to have been used as a result of any outstanding Swingline Loan. (ii) The Borrower agrees to pay to the Administrative Agent for the account of each 2024 Incremental Delayed Draw Term Lender (other than any Defaulting Lender) a commitment fee (the “2024 Incremental Delayed Draw Term Loan Commitment Fee”), which shall accrue at a rate equal to the 2024 Incremental Delayed Draw Term Loan Commitment Fee Rate per annum on the actual daily amount of the unused 2024 Incremental Delayed Draw Term Loan Commitments of such 2024 Incremental Delayed Draw Term Lender during the period from and including the Amendment No. 2 Effective Date to the date on which such Lender’s 2024 Incremental Delayed Draw Term Loan Commitment terminates (other than in connection with a Borrowing of 2024 Incremental Delayed Draw Term Loans). Accrued Commitment fees under this Section 2.12(a)(ii) shall be payable in arrears on each Scheduled Payment Date for the quarterly period then most recently ended (or, in the case of the first such payment made after the Amendment No. 2 Effective Date, for the period from the Amendment No. 2 Effective Date to such date), and on the 2024 Incremental Delayed Draw Term Loan Commitment Termination Date.

Commitment Fees. Accruing (i) The Company agrees to pay to the Global Agent, for the ratable benefit of each Lender that is a Revolving Lender as consideration for its Revolving Commitment, nonrefundable commitment fees (the “Commitment Fees”) accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for Revolving Facility Termination Date based upon such Lender’s Fixed Commitment Percentage of the Total Revolving Credit Commitment hereunderin effect on each day, computed for each day at a nonrefundable commitment fee (the “Commitment Fee”) rate per annum equal to (A) the Applicable Commitment Fee Rate in effect on such day (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on times (B) the average daily difference between the amount of (a) such Lender’s Unutilized Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Company so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Company prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all . (ii) Accrued Commitment Fees shall be due and payable in arrears on the last Business Day of each Payment June, September, December and March and on the Revolving Facility Termination Date.

Commitment Fees. Accruing from the date hereof until through the Expiration Conversion Date, the Borrower agrees to pay to the Administrative Agent in Dollars for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderhereunder according to its Ratable Share, a nonrefundable commitment fee (the “"Commitment Fee”") equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time Commitments and (bii) such Lender’s Revolving Exposure (for purposes of this computation, Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)the Facility Usage; provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees Borrowers agree to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate 0.25% per annum (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) such Lender’s the Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure Commitments (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment)) and (ii) the Revolving Facility Usage; provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.”

Commitment Fees. Accruing from the date hereof until the Expiration Date, the Borrower agrees to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunder, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on the average daily difference between the amount of (a) such Lender’s Revolving Credit Commitment as the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, PNC’s Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit Commitment); provided, however, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment Date.

Commitment Fees. Accruing from the date hereof until the Revolving Credit Expiration Date, the Borrower agrees Borrowers agree (subject to, in the case of the Foreign Borrowers, Section 2.1.3 [Nature of Obligations]) to pay to the Administrative Agent for the account of each Lender, as consideration for such Lender’s Revolving Credit Commitment hereunderLender according to its Ratable Share, a nonrefundable commitment fee (the “Commitment Fee”) equal to the Applicable Commitment Fee Rate (computed on the basis of a year of 365 or 366 days, as the case may be, and actual days elapsed) on multiplied by the average daily difference between the amount of (ai) the Revolving Credit Commitments and (ii) the Revolving Facility Usage (provided however, that solely in connection with determining the share of each Lender in the Commitment Fee, the Revolving Facility Usage with respect to the portion of the Commitment Fee allocated to PNC shall include the full amount of the outstanding Swing Loans, and with respect to the portion of the Commitment Fee allocated by the Administrative Agent to all of the Lenders other than PNC, such portion of the Commitment Fee shall be calculated (according to each such Lender’s Ratable Share) as if the Revolving Credit Commitment as Facility Usage excludes the same may be constituted from time to time and (b) such Lender’s Revolving Exposure (for purposes of this computation, outstanding Swing Loans shall not be deemed to be borrowed amounts under its Revolving Credit CommitmentLoans); provided, howeverfurther, that any Commitment Fee accrued with respect to the Revolving Credit Commitment of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Commitment Fee shall otherwise have been due and payable by the Borrower Borrowers prior to such time; and provided further that no Commitment Fee shall accrue with respect to the Revolving Credit Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. Subject to the proviso in the directly preceding sentence, all Commitment Fees shall be payable in arrears on each Payment DateDate and in U.S. Dollars.