Common use of Delayed Draw Ticking Fees Clause in Contracts

Delayed Draw Ticking Fees. Accruing from the date hereof until the expiration of the Delayed Draw Commitment Period, the Acquisition Borrowers agree to pay to the Administrative Agent for the account of each Lender according to its Ratable Share, a nonrefundable commitment fee (the “Delayed Draw Ticking Fee”) equal to the Applicable Commitment/Ticking Fee Rate (computed on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Delayed Draw Term Loan Commitments and (ii) the Delayed Draw Term Loans funded; provided, however, that any Delayed Draw Ticking Fee accrued with respect to the Delayed Draw 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 Acquisition Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Delayed Draw Term Commitment Fee shall otherwise have been due and payable by the Acquisition Borrowers prior to such time; and provided further that no Delayed Draw Ticking Fee shall accrue with respect to the Delayed Draw 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 Delayed Draw Ticking Fees shall be payable in arrears on each Payment Date.

Delayed Draw Ticking Fees. Accruing from the date hereof until the expiration of the Delayed Draw Commitment Period, the Acquisition Borrowers agree to The Borrower shall pay to the Administrative Agent Agent, for the account of each Term Loan Lender according to its Ratable Sharewith a Delayed Draw Term Loan Commitment, non-refundable ticking fees (each, a nonrefundable commitment fee (the “Delayed Draw Ticking Fee”) (i) from and including the Third Amendment Effective Date to the earlier to occur of May 31, 2017 and the Delayed Draw Funding Date (which shall (x) in the case of May 31, 2017, include May 31, 2017 and (y) in the case of the Delayed Draw Funding Date, exclude the Delayed Draw Funding Date), and (ii) to the extent that the Delayed Draw Funding Date shall not have occurred on or prior to May 31, 2017, from and including June 1, 2017 to the earlier to occur of the Delayed Draw Funding Deadline and the Delayed Draw Funding Date (which shall (x) in the case of the Delayed Draw Funding Deadline, include the Delayed Draw Funding Deadline and (y) in the case of the Delayed Draw Funding Date, exclude the Delayed Draw Funding Date), in each case, at a rate per annum equal to the Applicable Commitment/Ticking Fee Rate (computed Margin on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Delayed Draw Term Loan Commitments and (ii) the Delayed Draw Term Loans funded; provided, however, that any Commitment. Each Delayed Draw Ticking Fee accrued with respect to the Delayed Draw 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 Acquisition Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Delayed Draw Term Commitment Fee shall otherwise have been due and payable by the Acquisition Borrowers prior to such time; and provided further that no Delayed Draw Ticking Fee shall accrue with respect to the Delayed Draw 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 Delayed Draw Ticking Fees shall be payable in arrears on the earlier to occur of the dates specified in clauses (i) and (ii), as applicable, of the immediately preceding sentence. Each Delayed Draw Ticking Fee shall be distributed by the Administrative Agent to each Payment DateTerm Loan Lender 1 89409294_4 pro rata in accordance with such Term Loan Lender’s respective Delayed Draw Term Loan Commitment (as in effect immediately prior to the payment date for such Delayed Draw Ticking Fee).”

Delayed Draw Ticking Fees. Accruing from the date hereof until the expiration of the Delayed Draw Commitment Period, the Acquisition Borrowers agree to The Borrower shall pay to the Administrative Agent Agent, for the account of each Term Loan Lender according to its Ratable Sharewith a Delayed Draw Term Loan Commitment, non-refundable ticking fees (each, a nonrefundable commitment fee (the “Delayed Draw Ticking Fee”) (i) from and including the Third Amendment Effective Date to the earlier to occur of May 31, 2017 and the Delayed Draw Funding Date (which shall (x) in the case of May 31, 2017, include May 31, 2017 and (y) in the case of the Delayed Draw Funding Date, exclude the Delayed Draw Funding Date), and (ii) to the extent that the Delayed Draw Funding Date shall not have occurred on or prior to May 31, 2017, from and including June 1, 2017 to the earlier to occur of the Delayed Draw Funding Deadline and the Delayed Draw Funding Date (which shall (x) in the case of the Delayed Draw Funding Deadline, include the Delayed Draw Funding Deadline and (y) in the case of the Delayed Draw Funding Date, exclude the Delayed Draw Funding Date), in each case, at a rate per annum equal to the Applicable Commitment/Ticking Fee Rate (computed Margin on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Delayed Draw Term Loan Commitments and (ii) the Delayed Draw Term Loans funded; provided, however, that any Commitment. Each Delayed Draw Ticking Fee accrued with respect to the Delayed Draw 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 Acquisition Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Delayed Draw Term Commitment Fee shall otherwise have been due and payable by the Acquisition Borrowers prior to such time; and provided further that no Delayed Draw Ticking Fee shall accrue with respect to the Delayed Draw 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 Delayed Draw Ticking Fees shall be payable in arrears on the earlier to occur of the dates specified in clauses (i) and (ii), as applicable, of the immediately preceding sentence. Each Delayed Draw Ticking Fee shall be distributed by the Administrative Agent to each Payment DateTerm Loan Lender 89409294_4 pro rata in accordance with such Term Loan Lender’s respective Delayed Draw Term Loan Commitment (as in effect immediately prior to the payment date for such Delayed Draw Ticking Fee).”

Delayed Draw Ticking Fees. Accruing from the date hereof until the expiration of the Delayed Draw Commitment Period, the Acquisition Borrowers agree to The Borrower shall pay to the Administrative Agent Agent, for the account of each Term Loan Lender according to its Ratable Sharewith a Delayed Draw Term Loan Commitment, non-refundable ticking fees (each, a nonrefundable commitment fee (the “Delayed Draw Ticking Fee”) (i) from and including June 1, 2017 to the earlier to occur of (A) the Delayed Draw Funding Date and (B) the Delayed Draw Funding Deadline (which shall (x) in the case of the Delayed Draw Funding Date, exclude the Delayed Draw Funding Date and (y) in the case of the Delayed Draw Funding Deadline, include the Delayed Draw Funding Deadline), in each case, at a rate per annum equal to the Applicable Commitment/Ticking Fee Rate (computed Margin on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Delayed Draw Term Loan Commitments and (ii) the Delayed Draw Term Loans funded; provided, however, that any Commitment. Each Delayed Draw Ticking Fee accrued with respect shall be payable in arrears, to the extent that the Delayed Draw Funding Date shall not have occurred on or prior to such date, on (i) August 31, 2017, (ii) September 30, 2017 and (iii) December 31, 2017 (in each case, such accrued amount shall include such date). Each Delayed Draw Ticking Fee shall be distributed by the Administrative Agent to each Term Loan Lender pro rata in accordance with such Term Loan Lender’s respective Delayed Draw Term Loan Commitment of a Defaulting Lender during the period (as in effect immediately prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Acquisition Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that payment date for such Delayed Draw Term Commitment Fee shall otherwise have been due and payable by the Acquisition Borrowers prior to such time; and provided further that no Delayed Draw Ticking Fee shall accrue with respect to the Delayed Draw 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 Delayed Draw Ticking Fees shall be payable in arrears on each Payment DateFee).”

Delayed Draw Ticking Fees. Accruing from the date hereof until the expiration of the Delayed Draw Commitment Period, the Acquisition Borrowers agree The Borrower agrees to pay to the Administrative Agent for the account of each Lender according (subject to its Ratable ShareSection 2.14, in the case of a Defaulting Lender) with a Delayed Draw Term Loan Commitment, a nonrefundable commitment per annum fee which shall accrue at the rate of (x) for a period from the date that is 31 days after the Closing Date until the earlier of (A) the Delayed Draw Termination Date and (B) the date that is 60 days after the Closing Date, fifty percent (50%) of the Applicable Margin for LIBOR Loans on the average daily undrawn portion of the Delayed Draw Term Loan Commitments for such period and (y) thereafter until the Delayed Draw Termination Date, one-hundred percent (100%) of the Applicable Margin for LIBOR Loans on the average daily undrawn portion of the Delayed Draw Term Loan Commitments for such period (the foregoing fees, the “Delayed Draw Ticking Fee”) equal to the Applicable Commitment/). The Delayed Draw Ticking Fee Rate (shall be due and payable on the Delayed Draw Termination Date. The Delayed Draw Ticking Fee shall be computed on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, 360 days and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Delayed Draw Term Loan Commitments and (ii) the Delayed Draw Term Loans funded; provided, however, that any Delayed Draw Ticking Fee accrued with respect to the Delayed Draw 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 Acquisition Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that such Delayed Draw Term Commitment Fee shall otherwise have been due and payable by the Acquisition Borrowers prior to such time; and provided further that no Delayed Draw Ticking Fee shall accrue with respect to the Delayed Draw 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 Delayed Draw Ticking Fees shall be payable in arrears on each Payment Datefor the actual number of days elapsed (including the first day but excluding the last day).

Delayed Draw Ticking Fees. Accruing from the date hereof until the expiration of the Delayed Draw Commitment Period, the Acquisition Borrowers agree to The Borrower shall pay to the Administrative Agent Agent, for the account of each Term Loan Lender according to its Ratable Sharewith a Delayed Draw Term Loan Commitment, non-refundable ticking fees (each, a nonrefundable commitment fee (the “Delayed Draw Ticking Fee”) (i) from and including June 1, 2017 to the earlier to occur of (A) the Delayed Draw Funding Date and (B) the Delayed Draw Funding Deadline (which shall (x) in the case of the Delayed Draw Funding Date, exclude the Delayed Draw Funding Date and (y) in the case of the Delayed Draw Funding Deadline, include the Delayed Draw Funding Deadline), in each case, at a rate per annum equal to the Applicable Commitment/Ticking Fee Rate (computed Margin on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Delayed Draw Term Loan Commitments and (ii) the Delayed Draw Term Loans funded; provided, however, that any Commitment. Each Delayed Draw Ticking Fee accrued with respect shall be payable in arrears, to the extent that the Delayed Draw Funding Date shall not have occurred on or prior to such date, on (i) August 31, 2017, (ii) September 30, 2017 and (iii) December 31, 2017 (in each case, such accrued amount shall include such date). Each Delayed Draw Ticking Fee shall be distributed by the Administrative Agent to each Term Loan Lender pro rata in accordance with such Term Loan Lender’s respective Delayed Draw Term Loan Commitment of a Defaulting Lender during the period (as in effect immediately prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Acquisition Borrowers so long as such Lender shall be a Defaulting Lender except to the extent that payment date for such Delayed Draw Term Commitment Fee shall otherwise have been due and payable by the Acquisition Borrowers prior to such time; and provided further that no Delayed Draw Ticking Fee shall accrue with respect to the Delayed Draw 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 Delayed Draw Ticking Fees shall be payable in arrears on each Payment DateFee).”