Common use of Facing Agent Fees Clause in Contracts

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) at a rate which is at all times equal to 2% per annum in excess of the Base Rate; (B) with respect to the issuance or amendment of each Letter of Credit and each payment made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s standard schedule for such charges in effect at the time of such issuance, amendment, transfer or payment, as the case may be; and (C) a facing fee as agreed from time to time by the Borrower and the applicable Facing Agent for the applicable Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on each Quarterly Payment Date, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) above; provided, however, if calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing Agent, the Borrower shall be obligated to pay such additional amount to such Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) at a rate which is at all times equal to 2% per annum in excess of the Base Rate; (B) with respect to the issuance or amendment of each Letter of Credit and each payment made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s standard schedule for such charges in effect at the time of such issuance, amendment, transfer or payment, as the case may be; and (C) a facing fee as agreed from time to time by the Borrower and the applicable Facing Agent for the applicable Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of CreditAgent, a facing fee as may be separately agreed in writing between the Borrower equal to 1/8th of 1% per annum of outstanding LC Obligations and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on each Quarterly Payment Date, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) above; provided, however, if calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing Agent, the Borrower shall be obligated to pay such additional amount to such Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (Ai) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) at a rate which is at all times equal to 2% per annum in excess of the Base Rate; (Bii) with respect to the issuance or amendment of each Letter of Credit and each payment made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s standard schedule for such charges in effect at the time of such issuance, amendment, transfer or payment, as the case may be; and (Ciii) a facing fee as agreed from time to time by the Borrower and the applicable Facing Agent for the applicable Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on each Quarterly Payment Date, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) above; provided, however, if calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing Agent, the Borrower shall be obligated to pay such additional amount to such Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) at a rate which is at all times equal to 2% per annum in excess of the Base RateRate on the amount paid by Facing Agent in respect of each such drawing from the date of the drawing to the date such amount is reimbursed by Borrower (including any such reimbursement out of the proceeds of Revolving Loans pursuant to SECTION 2.9(c)); (B) with respect to the issuance or amendment of each Letter of Credit and each payment drawing made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s 's standard schedule for such charges in effect at the time of such issuance, amendment, transfer or paymentdrawing, as the case may be; and (C) a facing fee as agreed from time to time by the between Borrower and the applicable Facing Agent Bank for the applicable Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on the last Business Day of each Quarterly Payment Datefiscal quarter, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment drawing charges payable pursuant to clause (B) above; providedPROVIDED, howeverHOWEVER, if calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing AgentCredit, the Borrower shall be obligated to pay such additional amount to such the applicable Facing Agent Bank so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, Loans or pursuant to Section 2.9(cSECTION 2.10(c)) at a rate which is at all times equal to 2% per annum in excess of the Base Rate; (B) with respect to the issuance or amendment of each Letter of Credit and each payment made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s 's standard schedule for such charges in effect at the time of such issuance, amendment, transfer or payment, as the case may be; and (C) a facing fee as agreed from time payable to time by the Borrower and the applicable Facing Agent for the applicable Letter Letters of Credit or, with respect equal to DB as Facing Agent with respect to that portion 0.25% per annum of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on each Quarterly Payment Date, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) above; providedPROVIDED, howeverHOWEVER, if that calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing AgentCredit, the Borrower shall be obligated to pay such additional amount to such Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit. The facing fee shall be computed from the first day of issuance of each Letter of Credit and on the basis of the actual number of days elapsed over a year of 360 days.

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such the Facing Agent in respect of each such drawing from the date a of the drawing is honored up to (but not including) through the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) at a rate which is at all times equal to 2% per annum in excess of the Base Rate; (B) with respect to the issuance or amendment of each Letter of Credit and each payment drawing made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s 's standard schedule for such charges in effect at the time of such issuance, amendment, transfer or paymentdrawing, as the case may be; and (C) a facing fee as agreed from time to time by the between Borrower and the applicable Facing Agent for the applicable Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on the last Business Day of each Quarterly Payment DateFiscal Quarter, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment drawing charges payable pursuant to clause (B) above; provided, however, if calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing AgentCredit, the Borrower shall be obligated to pay such additional amount to such the Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower agrees to pay the following amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) at a rate which is at all times equal to 2% per annum in excess of the Base RateRate on the amount paid by Facing Agent in respect of each such drawing from the date of the drawing to the date such amount is reimbursed by Borrower (including any such reimbursement out of the proceeds of Revolving Loans pursuant to Section 2.9(c)); (B) with respect to the issuance or amendment of each Letter of Credit and each payment drawing made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s standard schedule for such charges in effect at the time of such issuance, amendment, transfer or paymentdrawing, as the case may be; and (C) a facing fee as agreed from time to time by the between Borrower and the applicable Facing Agent Bank for the applicable Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on the last Business Day of each Quarterly Payment Datefiscal quarter, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment drawing charges payable pursuant to clause (B) above; provided, however, if calculation of the facing fee in the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing AgentCredit, the Borrower shall be obligated to pay such additional amount to such the applicable Facing Agent Bank so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower agrees to pay the following ----------------- amount to the applicable Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrower: (A) with respect to drawings made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing from the date a drawing is honored up to (but not including) the date such amount is reimbursed by the Borrower (including any such reimbursement out of the proceeds of Domestic Revolving Loans or Multicurrency Revolving Loans, as the case may be, pursuant to Section 2.9(c2.10(c)) --------------- at a rate which is at all times equal to 2% per annum in excess of the Base Rate; (B) with respect to the issuance or amendment of each Letter of Credit and each payment made thereunder, documentary and processing charges in accordance with the applicable Facing Agent’s 's standard schedule for such charges in effect at the time of such issuance, amendment, transfer or payment, as the case may be; and (C) a facing fee as agreed from time to time by the Borrower and the applicable Facing Agent for the applicable Letter of Credit or, with respect to DB BT as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of CreditAgent, a facing fee as may be separately agreed in writing between the Borrower equal to 1/8th of 1% per annum of outstanding LC Obligations and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit payable in arrears on each Quarterly Payment Date, on the Revolver Termination Date and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) above; provided, however, if calculation of the facing fee in -------- ------- the manner set forth above would result in a facing fee of less than $500 per year per Letter of Credit issued by any Facing AgentBT, the Borrower shall be obligated to pay such additional amount to such Facing Agent BT so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower Company agrees to pay or cause to be paid in Dollars (or if the applicable Letter of Credit is in an Alternative Currency, then in such Alternative Currency or, at the option of Company, the Dollar Equivalent amount in Dollars) the following amount to the applicable respective Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrowerhereunder: (A) with respect to drawings payments made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing payment from the date a drawing is honored up to (but not including) of the payments through the date such amount is reimbursed by or on behalf of the applicable Borrower (including any such reimbursement out of the proceeds of Multicurrency Revolving Loans, as the case may be, pursuant to Section 2.9(c)) Loans at a rate which is at all times equal to 2% per annum determined in excess accordance with the terms of the Base RateSection 2.10(d)(i)); (B) with respect to the issuance or amendment of each Letter of Credit issued by it and each payment or demand for payment made thereunder, reasonable documentary and processing charges in accordance with the applicable such Facing Agent’s standard schedule for such charges in effect at the time of such issuance, amendment, replacement, restatement, supplement modification, transfer or payment or demand for payment, as the case may be; and (C) a facing fee as agreed from time equal to time by one-eighth of 1% per annum of the Borrower Stated Amount of outstanding and undrawn LC Obligations under the applicable Facing Agent Revolving Facility for the applicable which such Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit was issued payable in arrears on each Quarterly Payment Date, Date and on the Revolver Termination Date for the Facility under which such Letter of Credit was issued and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) abovecharges; provided, however, if calculation provided that a minimum fee of the facing fee in the manner set forth above would result in a facing fee Dollar Equivalent of less than $500 500.00 per year annum shall be payable to such Facing Agent per Letter of Credit issued by any such Facing Agent, the Borrower shall be obligated to pay such additional amount to such Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit.

Facing Agent Fees. The Borrower Company agrees to pay or cause to be paid in Dollars (or if the applicable Letter of Credit is in an Alternative Currency, then in such Alternative Currency or, at the option of Company, the Dollar Equivalent amount in Dollars) the following amount to the applicable respective Facing Agent with respect to the Letters of Credit issued by it for the account of the Borrowerhereunder: (A) with respect to drawings payments made under any Letter of Credit, interest, payable on demand, on the amount paid by such Facing Agent in respect of each such drawing payment from the date a drawing is honored up to (but not including) of the payments through the date such amount is reimbursed by or on behalf of the applicable Borrower (including any such reimbursement out of the proceeds of Revolving Loans, as the case may be, pursuant to Section 2.9(c)) Loans at a rate which is at all times equal to 2% per annum determined in excess accordance with the terms of the Base RateSection 2.10(d)(i)); (B) with respect to the issuance or amendment of each Letter of Credit issued by it and each payment or demand for payment made thereunder, reasonable documentary and processing charges in accordance with the applicable such Facing Agent’s standard schedule for such charges in effect at the time of such issuance, amendment, replacement, restatement, supplement modification, transfer or payment or demand for payment, as the case may be; and (C) a facing fee as agreed from time equal to time by one-eighth of 1% per annum of the Borrower Stated Amount of outstanding and undrawn LC Obligations under the applicable Facing Agent Revolving Facility for the applicable which such Letter of Credit or, with respect to DB as Facing Agent with respect to that portion of the outstanding LC Obligations attributable to the Fifth Amendment Existing Letters of Credit, a facing fee as may be separately agreed in writing between the Borrower and DB, which fee, unless otherwise agreed, shall be payable with respect to the Assigned Dollar Value of the maximum Stated Amount under such outstanding Letters of Credit was issued payable in arrears on each Quarterly Payment Date, Date and on the Revolver Termination Date for the Facility under which such Letter of Credit was issued and thereafter, on demand together with customary issuance and payment charges payable pursuant to clause (B) abovecharges; provided, however, if calculation provided that a minimum fee of the facing fee in the manner set forth above would result in a facing fee Dollar Equivalent of less than $500 500.00 per year annum ​ ​ ​ shall be payable to such Facing Agent per Letter of Credit issued by any such Facing Agent, the Borrower shall be obligated to pay such additional amount to such Facing Agent so as to provide for a minimum facing fee of $500 per year per Letter of Credit.