Common use of L/C Fees Clause in Contracts

L/C Fees. Borrower shall pay to Agent for the account of the Lenders (to be paid by Agent to each Lender (other than any Defaulting Lender) in accordance with its Applicable Percentage) an aggregate fee (the “L/C Fee”) for the issuance of each Letter of Credit in an amount per annum equal to the greater of the Applicable Rate applicable to Eurodollar Rate Loans times the maximum face amount of the Letter of Credit determined in accordance with Section 1.06 or $1,000. Such L/C Fee shall be payable prior to the issuance of each Letter of Credit and thereafter in monthly installments in arrears on the last Business Day of each month, commencing on the first such date to occur after the issuance of such Letter of Credit, on the L/C Expiration Date and thereafter on demand. If there is any change in the Applicable Rate during any quarter, the L/C Fee shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Notwithstanding anything to the contrary contained herein, upon request of the Majority Lenders, while any Event of Default exists, all accrued and unpaid L/C Fees shall bear interest at the Default Rate. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the L/C Collection Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the L/C Collection Account.

L/C Fees. The Borrower shall agrees to pay (i) to the Administrative Agent for the account of the Revolving Lenders (to be paid by Agent to each Lender (other than any Defaulting Lender) in accordance with its Applicable Percentage) an aggregate a fee (the “L/C Participation Fee”) in Dollars for the issuance of each standby Letter of Credit in an amount Credit, at a rate per annum equal to the greater Applicable Margin multiplied by the average daily amount available to be drawn under such Letter of Credit, and (ii) to the Applicable Rate applicable to Eurodollar Rate Loans times L/C Issuer for its own account a fee (the maximum face “L/C Fronting Fee”), which shall accrue at the rate or rates per annum separately agreed upon between the Borrower and the L/C Issuer on the average daily amount of the L/C Obligations (excluding any portion thereof attributable to unreimbursed L/C Disbursements) during the period from and including the Closing Date to but excluding the later of the date of termination of the Revolving Commitments and the date on which there ceases to be any L/C Obligations, as well as the L/C Issuer’s standard fees with respect to the issuance, amendment, renewal or extension of any Letter of Credit determined in accordance with Section 1.06 or $1,000processing of drawings thereunder. Such Accrued L/C Fee Participation Fees and L/C Fronting Fees shall be payable prior to the issuance of each Letter of Credit and thereafter in monthly installments in arrears on the last Business Day day of March, June, September and December of each monthyear, commencing on the first such date to occur after the issuance of Agreement Date; provided that all such Letter of Credit, fees shall be payable on the date on which the Revolving Commitments terminate and any such fees accruing after the date on which the Revolving Commitments terminate shall be payable on demand. Any other fees payable to the L/C Expiration Date and thereafter on Issuer pursuant to this paragraph shall be payable within 10 days after demand. If there is any change in the Applicable Rate during any quarter, the All L/C Fee Participation Fees and L/C Fronting Fees shall be computed on the basis of a year of 365 days (or 366 days in a leap year) and multiplied by shall be payable for the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectactual number of days elapsed (including the first day but excluding the last day). Notwithstanding anything to the contrary contained hereinforegoing, upon request of the Majority Lenders, while any if an Event of Default existshas occurred and is continuing, all accrued and unpaid then, so long as such Event of Default is continuing, L/C Participation Fees and L/C Fronting Fees, as applicable, shall bear interest be calculated at a rate per annum equal to the Default Rate. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the L/C Collection Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the L/C Collection Account.

L/C Fees. Borrower shall The Borrowers agree to pay (i) to Agent the Administrative Agent, for the account of the Lenders (to be paid by Agent to each Lender (other than any Defaulting Lender) in accordance with its Applicable Percentage) an aggregate Revolving Lenders, a fee (the “L/C Participation Fee”) in Dollars for the issuance of each Letter of Credit in an amount Credit, at a rate per annum equal to the greater Applicable Margin multiplied by the average daily amount available to be drawn under such Letter of Credit, and (ii) to each applicable L/C Issuer for its own account a fee (the Applicable Rate applicable to Eurodollar Rate Loans times “L/C Fronting Fee”), which shall accrue at the maximum face rate or rates per annum separately agreed upon between the Borrowers and such L/C Issuer on the average daily amount of the L/C Obligations attributable to Letters of Credit issued by such L/C Issuer (excluding any portion thereof attributable to unreimbursed L/C Disbursements) during the period from and including the Closing Date to but excluding the later of the date of termination of the Revolving Commitments and the date on which there ceases to be any L/C Obligations, as well as such L/C Issuer’s standard fees with respect to the issuance, amendment, renewal or extension of any Letter of Credit determined in accordance with Section 1.06 or $1,000processing of drawings thereunder. Such Accrued L/C Fee Participation Fees and L/C Fronting Fees shall be payable prior to the issuance of each Letter of Credit and thereafter in monthly installments in arrears on the last Business Day day of March, June, September and December of each monthyear, commencing on the first such date to occur after the issuance of Agreement Date; provided that all such Letter of Credit, fees shall be payable on the date on which the Revolving Commitments terminate and any such fees accruing after the date on which the Revolving Commitments terminate shall be payable on demand. Any other fees payable to any L/C Expiration Date and thereafter on Issuer pursuant to this paragraph shall be payable within ten days after demand. If there is any change in the Applicable Rate during any quarter, the All L/C Fee Participation Fees and L/C Fronting Fees shall be computed on the basis of a year of 360 days and multiplied by shall be payable for the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectactual number of days elapsed (including the first day but excluding the last day). Notwithstanding anything to the contrary contained hereinforegoing, upon request of the Majority Lenders, while any if an Event of Default exists, all accrued has occurred and unpaid is continuing and the Administrative Agent (in the case of L/C Participation Fees) or any applicable L/C Issuer (in the case of L/C Fronting Fees) so notifies Lead Borrower (provided that no such notification shall be required, and the following interest shall automatically be payable, in the case of an Event of Default under Sections 8.1(a), (b), (h) or (i)), then, so long as such Event of Default is continuing, L/C Participation Fees and L/C Fronting Fees, as applicable, shall bear interest be calculated at a rate per annum equal to the Default Rate. The Administrative Agent shall have exclusive dominion and control, including the exclusive right of withdrawal, over the L/C Collection Account. Other than any interest earned on the investment of such deposits, which investments shall be made at the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, such deposits shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the L/C Collection Account.

L/C Fees. Borrower shall (i) The Borrowers agree to pay to Agent the Administrative Agent, for the account of the Lenders (to be paid by Agent to each Lender (other than any Defaulting Revolving Lender) in accordance with its Applicable Percentage) an aggregate , a letter of credit fee (the “L/C Fee”) for the issuance of in Dollars with respect to each Letter of Credit issued by the Issuing Lender in an amount per annum equal to the greater Dollar Equivalent of the average daily undrawn amount of such issued Letters of Credit multiplied by the Applicable Rate applicable to Eurodollar Percentage for LIBOR Rate Loans times the maximum face amount of the Letter of Credit determined then in accordance with Section 1.06 or $1,000. Such effect. (ii) The L/C Fee Fees shall be payable prior to the issuance of each Letter of Credit and thereafter in monthly installments quarterly in arrears on the 15th day following the last Business Day day of each monthcalendar quarter for the prior calendar quarter, commencing on with the first such date to occur after the issuance of such Letter of CreditClosing Date, and on the L/C Expiration Maturity Date and (and, if applicable, thereafter on demand. If there is any change in ). (iii) The Administrative Agent shall, promptly following its receipt thereof, distribute to the Applicable Rate during any quarter, Revolving Lenders the L/C Fee shall be computed and multiplied received by the Applicable Rate separately for each period during such quarter Administrative Agent in accordance with their respective Ratable Share; provided that such Applicable Rate was in effect. Notwithstanding anything to the contrary contained herein, upon request of the Majority Lenders, while (A) any Event of Default exists, all accrued and unpaid L/C Fees that accrue in favor of a Defaulting Lender shall bear interest at be paid to the Default Rate. The Administrative Agent Issuing Lender for its own account for so long as such Lender shall have exclusive dominion be a Defaulting Lender and control, including the exclusive right of withdrawal, over the (B) any L/C Collection Account. Other than any interest earned on Fees accrued in favor of a Defaulting Lender during the investment of period prior to the time such deposits, which investments Lender became a Defaulting Lender and unpaid at such time shall be made at paid to the option and sole discretion of the Administrative Agent and at the Borrower’s risk and expense, Issuing Lender for its own account for so long as such deposits Lender shall not bear interest. Interest or profits, if any, on such investments shall accumulate in the L/C Collection Accountbe a Defaulting Lender.