Common use of Facility Fee Clause in Contracts

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit of the Lenders holding Commitments, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum times the actual daily amount of Aggregate Revolving Committed Amount (or, if the Commitments have terminated, on the outstanding amount of all Revolving Loans, Swingline Loans and LOC Obligations), regardless of usage. The Facility Fee shall accrue at all times during the Commitment Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day of each calendar quarter for the prior calendar quarter, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage separately for each period during such quarter that such Applicable Percentage was in effect.

Facility Fee. The Borrower Company shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share (subject to Section 2.16 with respect to any Defaulting Lender), a facility fee (the “Facility Fee”) in Dollars equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Committed Loans and LOC ObligationsSwing Line Loans), regardless of usage. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Committed Loans or LOC Obligations Swing Line Loans remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and . The facility fee shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). On each such payment date all facility fees which have accrued to but excluding any such payment date shall be due and payable. The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Xxxxxxx-Xxxxxx International and the Applicable Borrower shall be jointly and severally liable for their ratable share, and Xxxxxxx-Xxxxxx International shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share, a facility fee (the “Facility Fee”) in Dollars equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Loans and LOC ObligationsL/C Obligations (without application of the Assumed Swingline Loan Amount)), regardless of usage. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th fifth day following after the last day end of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). On each such payment date, the amount of facility fee which has accrued to but excluding such payment date shall be due and payable. The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall shall, for each day during the term of this Agreement (i) on which there exist any Revolving Credit Commitments and (ii) that the Applicable Margin is determined pursuant to clause (b) of the definition of Applicable Margin, pay to the Administrative Agent for the ratable benefit account of the Lenders each Revolving Credit Lender holding Commitmentsa Revolving Credit Commitment (in accordance with such Lender’s Applicable Revolving Credit Percentage thereof), a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Margin times the actual daily amount of Aggregate the Revolving Committed Amount Credit Facility (or, if the Commitments have Revolving Credit Facility terminated, on the outstanding amount actual daily Outstanding Amount of all Revolving Credit Loans, Swingline Swing Line Loans and LOC L/C Obligations), regardless of usage, subject to adjustment as provided in Section 2.17. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Credit Loans, Swingline Swing Line Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 is not met, and shall be due and payable quarterly in arrears on the 15th fifth day following of each January, April, July and October (or the next succeeding Business Day if such day is not a Business Day), and on the last day of each calendar quarter for the prior calendar quarter, commencing with the first such date to occur after the Closing Date, and on the Maturity Date Availability Period (and, if applicable, thereafter on demand). The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Margin separately for each period during such quarter that such Applicable Percentage Margin was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of each Revolving Lender in accordance with its Applicable Percentage of the Lenders holding Aggregate Revolving Commitments, a facility fee (the “Facility Fee”) in Dollars equal to the Applicable Percentage per annum Facility Fee Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Revolving Commitments have terminated, on the outstanding amount Outstanding Amount of all Committed Revolving Loans, Swingline Negotiated Rate Loans and LOC L/C Obligations), regardless of usage, subject to adjustment as provided in Section 2.18. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period for the Revolving Facility (and thereafter so long as any Committed Revolving Loans, Swingline Negotiated Rate Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears (calculated on a 360-day basis) on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarter, commencing with the first such date to occur after the Closing Date, and on the Revolving Maturity Date (and, if applicable, thereafter on demand). The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Facility Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Facility Fee Rate separately for each period during such quarter that such Applicable Percentage Facility Fee Rate was in effect.

Facility Fee. The Borrower Company shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage (subject to Section 2.18 with respect to any Defaulting Lender), a facility fee (the “Facility Fee”) in Dollars equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Credit Commitments (or, if the Aggregate Revolving Credit Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Credit Loans, Swingline Loans L/C Obligations and LOC ObligationsSwing Line Loans), regardless of usage. The Facility Fee facility fee shall accrue at all times during the Commitment Revolving Credit Availability Period (and thereafter so long as any Revolving Credit Loans, Swingline L/C Obligations or Swing Line Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and . The facility fee shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). On each such payment date all facility fees which have accrued to but excluding any such payment date shall be due and payable. The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower Company shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share, a facility fee (payable in Dollars on the “Facility Fee”) tenth calendar day following the end of each calendar quarter, which shall be equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Committed Loans and LOC L/C Obligations), regardless of usage. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Committed Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 is ARTICLE IV are not met, and shall be due and payable quarterly in arrears on the 15th day each date specified above following the last day end of each calendar quarter for the prior calendar quarter, commencing with the first such date to occur after the Closing Datedate hereof, and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand). The Facility Fee facility fee shall be calculated quarterly on a calendar quarter basis in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Loans and LOC ObligationsSwing Line Loans), regardless of usage, subject to adjustment as provided in Section 2.14. The Facility Fee shall accrue at all times during the Commitment Extended Availability Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations Swing Line Loans remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and and, in the case of Original Commitments, on the Maturity Date last day of Original Availability Period (and, if applicablewith respect to the Original Commitments, thereafter after the last day of the Original Availability Period on demand) and, in the case of Extended Commitments, on the last day of the Extended Availability Period (and, with respect to the Extended Commitments, after the last day of the Extended Availability Period on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Loans and LOC ObligationsSwing Line Loans), regardless of usage, subject to adjustment as provided in Section 2.14. The Facility Fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations Swing Line Loans remain outstanding), including at any time during which one or more of the conditions in Section 4 4.02 is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Amended Facility Effective Date, and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender with a Revolving Commitment in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Revolving Commitments have terminated, on the outstanding amount of all Total Revolving Loans, Swingline Loans and LOC ObligationsOutstandings), regardless of usage, subject to adjustment as provided in Section 2.16. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Swing Line Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand); provided, that no such facility fee shall accrue on the unused Revolving Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of Aggregate Revolving Committed Amount the Commitments (or, if the Commitments have terminated, on the outstanding amount of all Revolving Loans, Swingline Loans and LOC ObligationsTotal Outstandings), regardless of usage, subject to adjustment as provided in Section 2.16. The Facility Fee shall accrue at all times during the Commitment Availability Period after the Rating Condition has been satisfied (and thereafter so long as any Revolving Committed Loans, Swingline Swing Line Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following tenth (10th) Business Day after the last day end of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent Agent, for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) at a rate per annum equal to the product of (i) the Facility Fee rate specified in the definition of “Applicable Percentage per annum Margin” times (ii) the actual daily amount of Aggregate Revolving Committed Amount (or, if the Commitments have terminated, on the outstanding amount of all Revolving Loans, Swingline Loans and LOC Obligations), regardless of usageCommitments. The Facility Fee shall accrue at all times during the Commitment Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding)Availability Period, including at any time during which one or more of the conditions in Section 4 Article V is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Effective Date, and on the Revolving Loan Maturity Date (andDate; provided, if applicable, thereafter on demand)that each Defaulting Lender shall be entitled to receive fees payable under this Section 2.09(a) for any period during which that Lender is a Defaulting Lender only to extent allocable to the outstanding principal amount of the Loans funded by it. The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Margin separately for each period during such quarter that such Applicable Percentage Margin was in effect.

Facility Fee. The Commencing at such time as the Ratings Based Pricing Grid becomes effective (the “Facility Fee Effective Date”), Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a facility fee (the “Facility Fee”) equal to the applicable Facility Fee in the definition of Applicable Percentage per annum Rate times the actual daily amount of Aggregate the aggregate Revolving Committed Amount Credit Commitments (or, if the Revolving Credit Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Credit Loans, Swingline Swing Line Loans and LOC L/C Obligations), regardless of usage, subject to adjustment as provided in Section 2.17. The Facility Fee shall accrue at all times when applicable during the Commitment Availability Period (and thereafter so long as any Revolving Credit Loans, Swingline Swing Line Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share, a facility fee (the “"Facility Fee”") equal to the Applicable Percentage per annum Rate with respect to the Facility Fee times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Committed Loans and LOC ObligationsSwing Line Loans), regardless of usage. The Facility Fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Committed Loans or LOC Obligations Swing Line Loans remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate with respect to the Facility Fee during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate with respect to the Facility Fee separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender with a Revolving Commitment in accordance with its Pro Rata Share, a facility fee (the “"Facility Fee”") equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Revolving Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Loans and LOC L/C Obligations), regardless of usage. The Facility Fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article V is not met, and shall be due and payable quarterly in arrears on the 15th day following fifth Business Day after the last day end of each calendar fiscal quarter for of the prior calendar quarterBorrower, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower Company shall pay to the Administrative Agent Agent, for the ratable benefit account of the Lenders holding Commitmentseach Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a facility fee (the “Facility Fee”) in U.S. Dollars equal to the Applicable Percentage per annum Rate times the actual daily aggregate amount of Aggregate the Revolving Committed Amount Credit Facilities (or, if the Commitments have any Revolving Credit Facility has terminated, on the outstanding amount actual daily Outstanding Amount of all Revolving LoansCredit Loans and, Swingline if applicable, Swing Line Loans and LOC Obligationswith respect to such Facility shall be used), regardless of usage. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Credit Loans or LOC Obligations Swing Line Loans remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day of each calendar quarter for the prior calendar quarterQuarterly Payment Date, commencing with the first such date to occur after the Closing Date, Date and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand). The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower Commencing on the Closing Date, the Company shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage (subject to Section 2.18 with respect to any Defaulting Lender), a facility fee (the “Facility Fee”) in Dollars equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Credit Loans, Swingline Loans Letters of Credit and LOC ObligationsSwing Line Loans), regardless of usage. The Facility Fee facility fee shall accrue at all times during times, commencing on the Commitment Closing Date and for the remainder of the Revolving Credit Availability Period (and thereafter so long as any Revolving Credit Loans, Swingline Letters of Credit or Swing Line Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and . The facility fee shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, Date and on the Maturity Date (and, if applicable, thereafter on demand). On each such payment date all facility fees which have accrued to but excluding any such payment date shall be due and payable. The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent Agent, for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) at a rate per annum equal to the product of (i) the Facility Fee rate specified in the definition of “Applicable Percentage per annum Margin” times (ii) the actual daily amount of Aggregate Revolving Committed Amount (or, if the Commitments have terminated, on the outstanding amount of all Revolving Loans, Swingline Loans and LOC Obligations), regardless of usageCommitments. The Facility Fee shall accrue at all times during the Commitment Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding)Availability Period, including at any time during which one or more of the conditions in Section 4 Article V is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Revolving Loan Maturity Date (andDate; provided, if applicable, thereafter on demand)that each Defaulting Lender shall be entitled to receive fees payable under this Section 2.09(a) for any period during which that Lender is a Defaulting Lender only to extent allocable to the outstanding principal amount of the Loans funded by it. The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Margin separately for each period during such quarter that such Applicable Percentage Margin was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share, a facility fee (the “"Facility Fee”") equal to the Applicable Percentage per annum Rate with respect to the Facility Fee times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Committed Loans, Swingline Loans and LOC Obligations), regardless of usage. The Facility Fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Committed Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Revolving Maturity Date and, if applicable, on the Term Loan Maturity Date (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate with respect to the Facility Fee during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate with respect to the Facility Fee separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share, a facility per annum fee (the “Facility Fee”) equal to the Facility Fee rate set forth in the definition of Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount (or, if the Commitments have terminated, on the outstanding amount of all Revolving Loans, Swingline Loans and LOC Obligations)Commitments, regardless of usage. The Facility Fee payable to each Lender shall accrue at all times during from the Commitment Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding), including at any time during which one or more of date hereof until the conditions in Section 4 is not met, Maturity Date for such Lender and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Datedate hereof, and on the Maturity Date (and, if applicable, thereafter on demand)for such Lender. The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect. The Facility Fee shall accrue at all times, including at any time during which one or more of the conditions in Article IV is not met.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Applicable Percentage, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Committed Loans, Swingline Swing Line Loans, Negotiated Rate Loans and LOC L/C Obligations), regardless of usage. The Facility Fee facility fee shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Committed Loans, Swingline Swing Line Loans, Negotiated Rate Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarter, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of Aggregate the Revolving Committed Amount Credit Facility (or, if the Commitments have Revolving Credit Facility has terminated, on the outstanding amount Outstanding Amount of all Revolving Credit Loans, Swingline Swing Line Loans and LOC L/C Obligations), regardless of usage. The Facility Fee facility fee for each Revolving Credit Lender shall accrue at all times during the Commitment applicable Availability Period (and thereafter so long as any Revolving LoansCredit Loan, Swingline Swing Line Loans or LOC L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable to such Revolving Credit Lender quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date last day of the applicable Availability Period (and, if applicable, thereafter on demand). The Facility Fee facility fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit account of the Lenders holding Commitmentseach Lender in accordance with its Pro Rata Share, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum Rate times the actual daily amount of the Aggregate Revolving Committed Amount Commitments (or, if the Aggregate Commitments have terminated, on the outstanding amount Outstanding Amount of all Revolving Loans, Swingline Loans and LOC Obligations), regardless of usage, subject to adjustment as provided in Section 2.17. The Facility Fee shall begin to accrue on the Closing Date, and shall accrue at all times during the Commitment Availability Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 Article IV is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day Business Day of each calendar quarter for the prior calendar quarterMarch, June, September and December, commencing with the first such date to occur after the Closing Datedate that the Facility Fee begins to accrue, and on the Maturity Date last day of the Availability Period (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage Rate separately for each period during such quarter that such Applicable Percentage Rate was in effect.

Facility Fee. The Borrower shall pay to the Administrative Agent for the ratable benefit of the Lenders holding Commitments, a facility fee (the “Facility Fee”) equal to the Applicable Percentage per annum times the actual daily amount of the Aggregate Revolving Committed Amount (or, if the Commitments have terminated, on the outstanding amount of all Revolving Loans, Swingline Loans and LOC Obligations), regardless of usage. The Facility Fee shall accrue at all times during the Commitment Period (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Section 4 is not met, and shall be due and payable quarterly in arrears on the 15th day following the last day of each calendar quarter for the prior calendar quarter, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand). The Facility Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage separately for each period during such quarter that such Applicable Percentage was in effect.