Common use of Defaulting Lender Fees Clause in Contracts

Defaulting Lender Fees. Notwithstanding anything in this Agreement to the contrary, during such period as a Lender is a Defaulting Lender, such Defaulting Lender will not be entitled to any fees accruing during such period pursuant to clauses (a) and (b) above (without prejudice to the rights of the Lenders other than Defaulting Lenders in respect of such fees) and, subject to the immediately following proviso, the Borrower shall not be required to pay any such fees that otherwise would have been required to have been paid to that Defaulting Lender; provided, that (i) to the extent that a Ratable Portion of the Letter of Credit Obligations or Swing Loans of such Defaulting Lender has been reallocated in accordance with Section 2.19(a)(i) (Reallocation of Defaulting Lender Commitments) to the Non-Defaulting Lenders, the fee accruing AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION during such period pursuant to clause (b) above will instead accrue for the benefit of and be payable to such Non-Defaulting Lenders, pro rata in accordance with their respective Revolving Credit Commitments, and (ii) to the extent any portion of such Letter of Credit Obligations or Swing Loans cannot be so reallocated to such Non-Defaulting Lenders, such fees will instead accrue for the benefit of and be payable to the Issuer and the Swing Loan Lender as their interests appear (and the pro rata payment provisions of Section 2.13 (Payments and Computations) will automatically be deemed adjusted to reflect the provisions of this Section 2.12(c)).

Defaulting Lender Fees. Notwithstanding anything Subject to Section 2.08(l): (i) No Defaulting Lender shall be entitled to receive any Defaulting Lender’s ratable share of the fees described in this Agreement to the contrary, Section 3.05(a) for any period during such period as a which that Lender is a Defaulting Lender, such Defaulting Lender will not be entitled to any fees accruing during such period pursuant to clauses (a) and (b) above (without prejudice to the rights of the Lenders other than Defaulting Lenders in respect of such fees) and, subject to the immediately following proviso, the Borrower shall not be required to pay any such fees fee that otherwise would have been required to have been paid to that Defaulting Lender; provided, ). (ii) Each Defaulting Lender shall be entitled to receive such Defaulting Lender’s ratable share of the fees described in Section 3.05(b) for any period during which that (i) Lender is a Defaulting Lender only to the extent that a Ratable Portion allocable to its Revolving Commitment Percentage of the Letter stated amount of Letters of Credit Obligations or Swing Loans of such for which it has provided cash collateral pursuant to Section 2.08(j). (iii) With respect to any fee not required to be paid to any Defaulting Lender has been reallocated in accordance with Section 2.19(a)(i) (Reallocation of Defaulting Lender Commitments) to the Non-Defaulting Lenders, the fee accruing AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION during such period pursuant to clause (bi) above will instead accrue for or (ii) above, the benefit Borrower shall (x) pay to each Non-Defaulting Revolving Lender that portion of and be any such fee otherwise payable to such Non-Defaulting Lenders, pro rata Lender with respect to such Defaulting Lender’s participation in accordance with their respective Revolving Credit Commitments, and (ii) to the extent any portion of such Letter Letters of Credit Obligations or Swing Loans cannot be so hereunder that has been reallocated to such Non-Defaulting LendersRevolving Lender pursuant to Section 2.08(l)(iii), (y) pay to each Issuing Bank the amount of any such fees will instead accrue for the benefit of and be fee otherwise payable to such Defaulting Lender to the Issuer extent allocable to such Issuing Bank’s Fronting Exposure to such Defaulting Lender, and (z) not be required to pay the Swing Loan Lender as their interests appear (and the pro rata payment provisions remaining amount of Section 2.13 (Payments and Computations) will automatically be deemed adjusted to reflect the provisions of this Section 2.12(c))any such fee.

Defaulting Lender Fees. Notwithstanding anything in this Agreement herein to the contrary, but subject to Section 9.26 (Collateral and Guarantee Principles Relating to US Secured Obligations), during such period as a Lender is a Defaulting Lender, such Defaulting Lender will not be entitled to any fees relating to such Defaulting Lender’s unused Commitments accruing during such period pursuant to clauses (a) and (b) above (without prejudice to the rights of the Lenders other than Non-Defaulting Lenders in respect of such fees) and, subject to the immediately following proviso, the Borrower shall not be required to pay any such fees that otherwise would have been required to have been paid to that Defaulting Lender); provided, provided that (i) to the extent that a Ratable Portion of the Letter of Credit Obligations or Swing Loans of such Defaulting Lender has been is reallocated in accordance with to the Non-Defaulting Lenders pursuant to Section 2.19(a)(i2.23(a) (Reallocation of Defaulting Lender Commitments) to Commitment), such fees that would have accrued for the Non-benefit of such Defaulting Lenders, the fee accruing AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION during such period pursuant to clause (b) above Lender will instead accrue for the benefit of and be payable to such Non-Defaulting Lenders, pro rata in accordance with their respective Revolving Credit Commitments, and (ii) to the extent that all or any portion of such Letter of Credit Obligations or Swing Loans cannot be so reallocated and is not cash collateralized pursuant to such Non-Defaulting LendersSection 2.23(a), such fees will will, without prejudice to any rights or remedies of any Issuer or any Lender hereunder, instead accrue for the benefit of and be payable to the relevant Issuer and the Swing Loan Lender as their interests appear (and the pro rata payment provisions of Section 2.13 2.15 (Payments and ComputationsPro Rata Treatment) will automatically be deemed adjusted to reflect the provisions of this Section 2.12(cparagraph)), and (iii) in no event shall the Borrower be required to pay any Commitment Fee in respect of the Commitments of a Defaulting Lender that otherwise would have been required to have been paid to such Lender during such period such Lender is a Defaulting Lender.

Defaulting Lender Fees. Notwithstanding anything in any provision of this Agreement to the contrary, during such period as a if any Lender is becomes a Defaulting Lender, and if any LC Exposure or Swingline Exposure exists at the time a Lender becomes a Defaulting Lender then: (i) such Defaulting Lender will shall deposit with the Administrative Agent cash collateral in an amount equal to such Defaulting Lender’s LC Exposure and Swingline Exposure in accordance with its Applicable Percentage; (ii) if the Defaulting Lender does not deposit cash collateral as described in clause (i) above, all or any part of such LC Exposure and Swingline Exposure shall be entitled to any fees accruing during such period pursuant to clauses (a) and (b) above (without prejudice to reallocated among the rights of the Lenders other than Non-Defaulting Lenders in respect accordance with their respective Applicable Percentages but only to the extent (A) the sum of all Non-Defaulting Lenders’ Revolving Credit Exposures plus such Defaulting Lender’s LC Exposure and Swingline Exposure does not exceed the total of all Non-Defaulting Lenders’ Commitments and (B) the conditions set forth in Section 6.02 are satisfied at such time; (iii) if the reallocation described in clause (ii) above cannot, or can only partially, be effected, then the Borrower shall within one (1) Business Day following notice by the Administrative Agent cash collateralize such Defaulting Lender’s LC Exposure and Swingline Exposure (after giving effect to any partial reallocation pursuant to clause (ii) above) in accordance with the procedures set forth in Section 2.08(e) for so long as such LC Exposure and Swingline Exposure are outstanding; (iv) if the Borrower cash collateralizes any portion of such feesDefaulting Lender’s LC Exposure pursuant to Section 2.08(k)(iii) and, subject to the immediately following proviso, then the Borrower shall not be required to pay any fees to such Defaulting Lender pursuant to Section 3.05(b) with respect to such Defaulting Lender’s LC Exposure during the period such Defaulting Lender’s LC Exposure is cash collateralized; (v) if the LC Exposure of the Non-Defaulting Lenders is reallocated pursuant to this Section 2.08(k), then the fees payable to the Lenders pursuant to Section 3.05(a) and Section 3.05(b) shall be adjusted in accordance with such Non-Defaulting Lenders’ Applicable Percentages; or (vi) if any Defaulting Lender’s LC Exposure is neither cash collateralized nor reallocated pursuant to this Section 2.08(k), then, without prejudice to any rights or remedies of the Issuing Bank or any Lender hereunder, all commitment fees that otherwise would have been required payable to have been paid to that such Defaulting Lender; provided, that Lender (i) solely with respect to the extent that a Ratable Portion of the Letter of Credit Obligations or Swing Loans portion of such Defaulting Lender has been reallocated in accordance Lender’s Commitment that was utilized by such LC Exposure) and letter of credit fees payable under Section 3.05(b) with Section 2.19(a)(i) (Reallocation of Defaulting Lender Commitments) to the Non-Defaulting Lenders, the fee accruing AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION during such period pursuant to clause (b) above will instead accrue for the benefit of and be payable respect to such Non-Defaulting Lenders, pro rata in accordance with their respective Revolving Credit Commitments, and (ii) to the extent any portion of such Letter of Credit Obligations or Swing Loans cannot be so reallocated to such Non-Defaulting Lenders, such fees will instead accrue for the benefit of and Lender’s LC Exposure shall be payable to the Issuer and the Swing Loan Lender as their interests appear (and the pro rata payment provisions of Section 2.13 (Payments and Computations) will automatically be deemed adjusted to reflect the provisions of this Section 2.12(c))Issuing Bank until such LC Exposure is cash collateralized and/or reallocated.