Common use of LC Facility Fees Clause in Contracts

LC Facility Fees. The relevant Borrower shall pay (i) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this Agreement, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; (ii) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable Issuing Bank, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect of Letters of Credit issued by such Issuing Bank pursuant to the terms of this Agreement, which fee shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own account.

LC Facility Fees. (a) The relevant Borrower U.S. Borrowers shall pay (i) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees LIBOR Loans times the maximum average daily stated amount available to be drawn by the Borrower in respect of standby outstanding U.S. Letters of Credit pursuant to the terms of this AgreementCredit, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day day of each calendar quarterFiscal Quarter; (iib) the Canadian Borrower shall pay to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate Applicable Margin in effect for LIBOR Loans times the average daily stated amount of outstanding Canadian Letters of Credit denominated in Dollars, which fee shall be payable in arrears, on the first day of each Fiscal Quarter; (c) the Canadian Borrower shall pay to the Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the Applicable Margin in effect for Documentary Letter of Credit Fees B/A Equivalent Loans times the maximum average daily stated amount available to be drawn by the Borrower in respect of documentary outstanding Canadian Letters of Credit pursuant to the terms of this Agreementdenominated in Canadian Dollars, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day day of each calendar quarterFiscal Quarter; and (iiid) the German Borrowers shall pay to the Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the Applicable Margin in effect for LIBOR Loans times the average daily stated amount of outstanding German Letters of Credit denominated in Dollars, which fee shall be payable in arrears, on the first day of each Fiscal Quarter; (e) the German Borrowers shall pay to the Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the Applicable Margin in effect for LIBOR Loans times the average daily stated amount of outstanding German Letters of Credit denominated in Euros, which fee shall be payable in arrears, on the first day of each Fiscal Quarter; (f) the applicable Borrowers shall pay to the applicable Issuing Bank, for its own account, a fronting fee calculated at a rate not in excess of 0.125% per annum on of the maximum stated amount available to be drawn by the Borrowers in respect of Letters each Letter of Credit issued by such Issuing Bank pursuant to the terms of this AgreementCredit, which fee shall be payable quarterly in arrears of arrears, on the first Business Day day of each calendar quarter Fiscal Quarter; and (ivg) the applicable Borrowers shall pay to each the applicable Issuing Bank, for its own account, all other customary charges associated with the issuance, registration, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own accountincurred upon demand.

LC Facility Fees. The relevant Borrower Borrowers shall pay (ia) to the Applicable Agent, for the Pro Rata benefit of the Applicable Tranche A Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees LIBOR Tranche A Revolver Loans times the maximum average daily stated amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this AgreementCredit, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly monthly in arrears, on the first Business Day of each calendar quartermonth; (ii) to the Applicable Agentprovided, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable Issuing Bank, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect of Letters of Credit issued by such Issuing Bank pursuant to the terms of this Agreement, which fee shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth hereinhowever, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee such fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted by Applicable Law, to the other Tranche A Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Feefee, if any, payable to the Issuing Bank for its own account; (b) to each Issuing Bank, a fronting fee, for the account of such Issuing Bank, with respect to each Letter of Credit issued by such Issuing Bank in the amount agreed to between such Issuing Bank and the Borrower Agent, which fee shall be payable upon issuance of the Letter of Credit and on each anniversary date of such issuance, and shall be payable on any increase in stated amount made between any such dates; and (c) to Issuing Bank, for its own account, all customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges shall be paid as and when incurred. During the occurrence and continuance of an Event of Default, at the election of the Agent or the Required Lenders, the fee payable under clause (a) shall be increased by 2% per annum.

LC Facility Fees. The relevant Borrower shall agrees to pay or cause to be paid: (i) to the Applicable Administrative Agent for the account of each LC Facility Lender a participation fee (an “LC Facility Fee”) with respect to its LC Facility Deposit, which shall accrue at (a) 0.10% per annum (or such lesser rate as may be agreed to by the Administrative Agent, for the Pro Rata benefit of applicable LC Facility Issuing Bank and the Borrower), plus (b) the Applicable LendersMargin for Eurocurrency Loans that are Tranche A Term Loans, a from time to time in effect on the average daily amount of such LC Facility Lender’s Tranche A LC Facility Deposit during the period from and including the Closing Date to but excluding the date on which the entire amount of such LC Facility Lender’s Tranche A LC Facility Deposit is returned to it, plus (c) the Applicable Margin for Eurocurrency Loans that are Tranche B Term Loans, from time to time in effect on the average daily amount of such LC Facility Lender’s Tranche B LC Facility Deposit during the period from and including the Amendment No. 1 Effective Date to but excluding the date on which the entire amount of such LC Facility Lender’s Tranche B LC Facility Deposit is returned to it; (ii) to the LC Facility Issuing Bank, with respect to each LC Facility Letter of Credit, an issuance fee equal to the 0.125% per annum rate on the average daily amount of the Applicable Margin in effect for Standby maximum undrawn face amount of such LC Facility Letter of Credit Fees times Credit, payable in arrears (A) no later than the maximum amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this Agreement, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly in arrears, on the first tenth Business Day of each calendar quarter, commencing on the first such Business Day following the issuance of such LC Facility Letter of Credit, and (B) on the Tranche B LC Facility Maturity Date; and (iiiii) the LC Facility Issuing Bank’s standard and customary fees with respect to the Applicable Agentissuance, for the Pro Rata benefit amendment, renewal or extension of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary any LC Facility Letter of Credit or processing of drawings thereunder. LC Facility Fees times the maximum amount available to be drawn by the Borrower in respect of documentary on LC Facility Letters of Credit pursuant to accrued through and including the terms last day of this AgreementMarch, which fee (a “Documentary Letter June, September and December of Credit Fee”) each calendar year shall be payable quarterly in arrearson the tenth Business Day following such last day, commencing on the first Business Day of each calendar quarter; such date to occur after the Closing Date, and (iii) on the Tranche B LC Facility Maturity Date or such earlier date as the LC Facility may terminate. Any other fees payable to the applicable Issuing Bank, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect of Letters of Credit issued by such LC Facility Issuing Bank pursuant to the terms of this Agreement, which fee subsection 3.5 shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges within ten days after demand. All LC Facility Fees shall be paid as computed on the basis of a year of 360 days and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise be payable for the account actual number of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to days elapsed (including the Issuing Bank shall be payable, to first day but excluding the maximum extent permitted by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own accountlast day).

LC Facility Fees. The relevant Borrower shall US Borrowers agree to pay (i) to the Applicable Agent, LC Facility Administrative Agent for the Pro Rata benefit account of the Applicable Lenders, each LC Facility Lender a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this Agreement, which participation fee (a “Standby Letter of Credit Participation Fee”) with respect to its agreement to participate in LC Facility Letters of Credit, which participation fee shall be payable quarterly in arrearsaccrue at the rate of 5.35% per annum, on the first Business Day average daily amount of each calendar quarter; such LC Facility Lender’s Credit-Linked Deposit during the period from and including the Effective Date to but excluding any date on which such Lender’s Credit-Linked Deposit is returned to it, and (ii) to the Applicable AgentLC Facility Issuing Bank a fronting fee, for which shall accrue at the Pro Rata benefit rate of 0.30% per annum on the average daily aggregate Maximum Drawing Amount of the Applicable Lendersoutstanding LC Facility Letters of Credit of such LC Facility Issuing Bank, a fee equal as well as such LC Facility Issuing Bank’s standard fees with respect to the per annum rate issuance, amendment, renewal or extension of the Applicable Margin in effect for Documentary any LC Facility Letter of Credit or processing of drawings thereunder. Accrued Participation Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) and fronting fees shall be due and payable quarterly in arrears, on the first last Business Day of each calendar quarterMarch, June, September and December, commencing on the first such date to occur after the Effective Date; and (iii) provided that all such fees shall be payable on the date on which the Credit-Linked Deposits are returned to the applicable LC Facility Lenders and any such fees accruing after the date on which the Credit-Linked Deposits are returned to the Lenders shall be payable on demand. Any other fees payable to LC Facility Issuing BankBank pursuant to this paragraph shall be payable within ten (10) days after demand. All Participation Fees and fronting fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). Additionally, the US Borrowers agree to pay to LC Facility Administrative Agent, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by administrative fees set forth in the Borrowers in respect of Letters of Credit issued by such Issuing Bank pursuant to the terms of Fee Letter. All fees payable under this Agreement, which fee shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges Section 2.9 shall be paid as and when incurred. At any time after on the occurrence and during the continuance of an Event of Defaultdates due, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payablein immediately available funds, to the maximum extent permitted by Applicable Law, to LC Facility Administrative Agent for the other Lenders in accordance with benefit of the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own accountparties entitled thereto. Fees paid shall not be refundable under any circumstances.

LC Facility Fees. The relevant Borrower (a) U.S. Borrowers shall pay (i) to the Applicable Agent, for the Pro Rata benefit of the Applicable U.S. Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees LIBOR Loans times the maximum amount available to be drawn by the Borrower in respect average daily Stated Amount of standby U.S. Letters of Credit pursuant to the terms of this AgreementCredit, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly monthly in arrears, on the first Business Day day of each calendar quartermonth; (ii) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable U.S. Issuing Bank, for its own account, a fronting fee calculated at a rate of equal to 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect Stated Amount of Letters each U.S. Letter of Credit issued by such U.S. Issuing Bank pursuant to the terms of this AgreementBank, which fee shall be payable quarterly monthly in arrears of arrears, on the first Business Day day of each calendar quarter month; and (iviii) to each U.S. Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of U.S. Letters of Credit issued by such U.S. Issuing Bank, which charges shall be paid as and when incurred. If during an Event of Default the Default Rate applies to U.S. Loans, the fee payable under clause (i) shall be increased by 2% per annum. (b) Foreign Borrowers shall pay (i) to Agent, for the Pro Rata benefit of Foreign Lenders, a fee equal to the Applicable Margin in effect for LIBOR Loans times the average daily Stated Amount of Foreign Letters of Credit, which fee shall be payable monthly in arrears, on the first day of each month; (i) to Foreign Issuing Bank, for its own account, a fronting fee equal to 0.125% per annum on the Stated Amount of each Foreign Letter of Credit, which fee shall be payable monthly in arrears, on the first day of each month; and (iii) to Foreign Issuing Bank, for its own account, all customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Foreign Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and If during the continuance of an Event of DefaultDefault the Default Rate applies to Foreign Loans, the fees fee payable under clauses clause (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted increased by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own account2% per annum.

LC Facility Fees. The relevant Borrowers shall be jointly and severally obligated to pay all fees at any time payable to Bank for each Letter of Credit, including all charges set forth in the Letter of Credit Fee Letter. In no event shall Fleet be liable to Bank, any Borrower or any other Person for any fees payable in respect of any Letter of Credit by reason of Fleet's joining in any LC Application or otherwise. Borrowers shall also be jointly and severally obligated to pay (i) to the Applicable Agent, for the Pro Rata benefit of Lenders: (i) for the LC Support of each standby Letter of Credit, a fee at a rate per annum equal to the Applicable LendersMargin for LIBOR Loans, multiplied by the aggregate undrawn face amount of such standby Letter of Credit outstanding from time to time during the term of this Agreement which shall be due and payable upon issuance of each standby Letter of Credit, and an additional fee equal to the Applicable Margin for LIBOR Loans, multiplied by the undrawn face amount of such Letter of Credit payable upon each renewal thereof and each extension thereof, all of which fees and charges shall be deemed fully earned upon issuance, renewal or extension (as the case may be) of each such standby Letter of Credit, and shall not be subject to rebate or proration upon the termination of this Agreement for any reason; and (ii) for the LC Support of each documentary Letter of Credit, a fee equal to the 1% per annum rate of the Applicable Margin in effect for Standby undrawn face amount of each such Letter of Credit, payable upon the issuance of such Letter of Credit Fees times and an additional fee equal to 1% per annum of the maximum undrawn face amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this Agreement, which fee (a “Standby such Letter of Credit Fee”) payable upon each renewal thereof, and each extension thereof, which fees and charges shall be fully earned upon issuance, renewal or extension (as the case may be) of each such Letter of Credit, shall be due and payable quarterly in arrears, on the first Business Day of each calendar quarter; (ii) month, and shall not be subject to rebate or proration upon the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms termination of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable Issuing Bank, Agreement for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect of Letters of Credit issued by such Issuing Bank pursuant to the terms of this Agreement, which fee shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own accountreason.

LC Facility Fees. The relevant Borrower (a) U.S. Borrowers shall pay (i) to the Applicable Agent, for the Pro Rata benefit of the Applicable U.S. Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees LIBOR Loans times the maximum amount available to be drawn by the Borrower in respect average daily Stated Amount of standby U.S. Letters of Credit pursuant to the terms of this AgreementCredit, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly monthly in arrears, on the first Business Day day of each calendar quartermonth; (ii) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable U.S. Issuing Bank, for its own account, a fronting fee calculated at a rate of equal to 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect Stated Amount of Letters each U.S. Letter of Credit issued by such U.S. Issuing Bank pursuant to the terms of this AgreementBank, which fee shall be payable quarterly monthly in arrears of arrears, on the first Business Day day of each calendar quarter month; and (iviii) to each U.S. Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of U.S. Letters of Credit issued by such U.S. Issuing Bank, which charges shall be paid as and when incurred. If during an Event of Default the Default Rate applies to U.S. Loans, the fee payable under clause (i) shall be increased by 2% per annum. (b) Foreign Borrowers shall pay (i) to Agent, for the Pro Rata benefit of Foreign Lenders, a fee equal to the Applicable Margin in effect for LIBOR Loans times the average daily Stated Amount of Foreign Letters of Credit, which fee shall be payable monthly in arrears, on the first day of each month; (ii) to Foreign Issuing Bank, for its own account, a fronting fee equal to 0.125% per annum on the Stated Amount of each Foreign Letter of Credit, which fee shall be payable monthly in arrears, on the first day of each month; and (iii) to Foreign Issuing Bank, for its own account, all customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Foreign Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and If during the continuance of an Event of DefaultDefault the Default Rate applies to Foreign Loans, the fees fee payable under clauses clause (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted increased by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own account2% per annum.

LC Facility Fees. The relevant Borrower shall agrees to pay or cause to be paid: (i) to the Applicable Administrative Agent for the account of each LC Facility Lender a participation fee (an “LC Facility Fee”) with respect to its LC Facility Deposit, which shall accrue at (a) 0.10% per annum (or such lesser rate as may be agreed to by the Administrative Agent, for the Pro Rata benefit of applicable LC Facility Issuing Bank and the Borrower), plus (b) the Applicable LendersMargin for Eurocurrency Loans, a from time to time in effect on the average daily amount of such LC Facility Lender’s LC Facility Deposit during the period from and including the Closing Date to but excluding the date on which the entire amount of such LC Facility Lender’s Facility Deposit is returned to it; (ii) to the LC Facility Issuing Bank, with respect to each LC Facility Letter of Credit, an issuance fee equal to the 0.125% per annum rate on the average daily amount of the Applicable Margin in effect for Standby maximum undrawn face amount of such LC Facility Letter of Credit Fees times Credit, payable in arrears (A) no later than the maximum amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this Agreement, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly in arrears, on the first tenth Business Day of each calendar quarter, commencing on the first such Business Day following the issuance of such LC Facility Letter of Credit, and (B) on the LC Facility Maturity Date; and (iiiii) the LC Facility Issuing Bank’s standard and customary fees with respect to the Applicable Agentissuance, for the Pro Rata benefit amendment, renewal or extension of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary any LC Facility Letter of Credit or processing of drawings thereunder. LC Facility Fees times the maximum amount available to be drawn by the Borrower in respect of documentary on LC Facility Letters of Credit pursuant to accrued through and including the terms last day of this AgreementMarch, which fee (a “Documentary Letter June, September and December of Credit Fee”) each calendar year shall be payable quarterly in arrearson the tenth Business Day following such last day, commencing on the first Business Day of each calendar quarter; such date to occur after the Closing Date, and (iii) on the LC Facility Maturity Date or such earlier date as the LC Facility may terminate. Any other fees payable to the applicable Issuing Bank, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect of Letters of Credit issued by such LC Facility Issuing Bank pursuant to the terms of this Agreement, which fee subsection 3.5 shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges within ten days after demand. All LC Facility Fees shall be paid as computed on the basis of a year of 360 days and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise be payable for the account actual number of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to days elapsed (including the Issuing Bank shall be payable, to first day but excluding the maximum extent permitted by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own accountlast day).

LC Facility Fees. (a) The relevant Borrower shall pay (i) to the Administrative Agent for the account of each Working Capital Lender a letter of credit fee with respect to its Working Capital Commitments, which letter of credit fee shall accrue from and after the Closing Date at a rate per annum equal to the Applicable Agent, Margin for LIBOR Rate Loans on the average daily amount of such Working Capital Lender's Pro Rata benefit Share of the Applicable Lenders, a fee equal to the per annum rate average daily aggregate Available Amount of the Applicable Margin in effect for Standby Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of standby all Working Capital Letters of Credit pursuant outstanding from time to time during the applicable period. Accrued letter of credit fees shall be due and payable on each Interest Payment Date (commencing on the first such Interest Payment Date to occur after the Closing Date), the date of the termination of all Working Capital Commitments and the Maturity Date for the Working Capital Facility. (b) The Borrower shall pay to the terms Administrative Agent for the account of this Agreement, which each Synthetic LC Lender a participation fee (a “Standby Letter of Credit "Participation Fee”") shall be payable quarterly with respect to its agreement to participate in arrears, on the first Business Day of each calendar quarter; (ii) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable Issuing Bank, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect of Letters of Credit issued by such Issuing Bank pursuant to the terms of this Agreement, which fee shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Synthetic Letters of Credit, which charges Participation Fee shall accrue from and after the Closing Date at a rate per annum equal to the Applicable Margin for LIBOR Rate Loans plus the Synthetic Deposit Cost Amount attributable to such Synthetic LC Lender's Synthetic Deposit, on the average daily amount of such Synthetic LC Lender's Synthetic Deposit during the applicable period. Accrued Participation Fees shall be paid as due and when incurred. At any time payable on each Interest Payment Date (commencing on the first such Interest Payment Date to occur after the occurrence and during the continuance of an Event of DefaultClosing Date), the fees date of the termination of all Synthetic LC Issuing Commitments and the Maturity Date for the Working Synthetic LC Facility; provided that all such Participation Fees shall be payable under clauses (i) and (ii) shall accrue interest at on the Default Rate. Notwithstanding anything date on which any Synthetic Deposits are returned to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted by Applicable Law, to the other Synthetic LC Lenders in accordance with the upward adjustments Section 2.2.8(e) and as otherwise provided in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own account2.2.9.

LC Facility Fees. The relevant Borrower shall US Borrowers agree to pay (i) to the Applicable Agent, LC Facility Administrative Agent for the Pro Rata benefit account of the Applicable Lenders, each LC Facility Lender a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of standby Letters of Credit pursuant to the terms of this Agreement, which participation fee (a “Standby Letter of Credit Participation Fee”) with respect to its agreement to participate in LC Facility Letters of Credit, which Participation Fee shall accrue (subject to any adjustments which may be payable quarterly made in arrearsaccordance with 11.3 or the last sentence of this Section 2.9) at the rate of 3.10% per annum, on the first Business Day average daily amount of each calendar quarter; such LC Facility Lender’s Credit-Linked Deposit during the period from and including the Amendment and Restatement Effective Date to but excluding any date on which such Lender’s Credit-Linked Deposit is returned to it and (ii) to the Applicable AgentLC Facility Issuing Bank a fronting fee, for which shall accrue at the Pro Rata benefit rate of 0.30% per annum on the average daily aggregate Maximum Drawing Amount of the Applicable Lendersoutstanding LC Facility Letters of Credit of such LC Facility Issuing Bank, a fee equal as well as such LC Facility Issuing Bank’s standard fees with respect to the per annum rate issuance, amendment, renewal or extension of the Applicable Margin in effect for Documentary any LC Facility Letter of Credit or processing of drawings thereunder. Accrued Participation Fees times the maximum amount available to and fronting fees shall be drawn by the Borrower due and payable in respect of documentary Letters of Credit pursuant Credit-Linked Deposits relating to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, LC Facility on the first last Business Day of each calendar quarterMarch, June, September and December, commencing on the first such date to occur after the Amendment and Restatement Effective Date; provided that all such fees shall be payable on the date on which the Credit-Linked Deposits are returned to the LC Facility Lenders and any such fees accruing after the date on which the Credit-Linked Deposits are returned to the Lenders shall be payable on demand; provided further that all Participation Fees that shall have accrued and not been paid under the Original Credit Agreement shall be paid on the Amendment and Restatement Effective Date. Any other fees payable to LC Facility Issuing Bank pursuant to this paragraph shall be payable within ten (iii10) days after demand. All Participation Fees and fronting fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). Additionally, the US Borrowers agree to pay (i) to the applicable Issuing BankLC Facility Administrative Agent, for its own account, a fronting fee calculated at a rate of 0.125% per annum on the maximum amount available to be drawn by administrative fees set forth in the Borrowers in respect of Letters of Credit issued by such Issuing Bank pursuant to the terms of this Agreement, which fee shall be payable quarterly in arrears of the first Business Day of each calendar quarter and (iv) to each Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and during the continuance of an Event of Default, the fees payable under clauses (i) Fee Letter and (ii) shall accrue interest at if the Default Rate. Notwithstanding anything Participation Fee is decreased pursuant to the contrary set forth hereinprovisions of Section 11.3 prior to the first anniversary of the Amendment and Restatement Effective Date, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for then the account of US Borrowers shall pay to each LC Facility Lender (other than a Defaulting non-consenting LC Facility Lender with respect to any Letter such decrease, which non-consenting LC Facility Lender shall receive a fee of Credit 1% of its Credit-Linked Deposits pursuant to Section 11.3(f)) a fee equal to 1% of its Credit-Linked Deposits on the date such decrease becomes effective. So long as to which such Defaulting Lender has not provided Cash Collateral satisfactory no Event of Default shall have occurred and be continuing, it is understood and agreed that the Participation Fee shall be reduced (without the payment of any fee pursuant to the Issuing Bank previous sentence or otherwise) to 2.85% per annum from and after the occurrence of the Specified Notes Redemption. All fees payable under this Section 2.9 shall be payablepaid on the dates due, in immediately available funds, to the maximum extent permitted by Applicable Law, to LC Facility Administrative Agent for the other Lenders in accordance with benefit of the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own accountparties entitled thereto. Fees paid shall not be refundable under any circumstances.

LC Facility Fees. The relevant Borrower (a) U.S. Borrowers shall pay (i) to the Applicable Agent, for the Pro Rata benefit of the Applicable U.S. Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Standby Letter of Credit Fees Interest Period Loans times the maximum amount available to be drawn by the Borrower in respect average daily Stated Amount of standby U.S. Letters of Credit pursuant to the terms of this AgreementCredit, which fee (a “Standby Letter of Credit Fee”) shall be payable quarterly monthly in arrears, on the first Business Day day of each calendar quartermonth; (ii) to the Applicable Agent, for the Pro Rata benefit of the Applicable Lenders, a fee equal to the per annum rate of the Applicable Margin in effect for Documentary Letter of Credit Fees times the maximum amount available to be drawn by the Borrower in respect of documentary Letters of Credit pursuant to the terms of this Agreement, which fee (a “Documentary Letter of Credit Fee”) shall be payable quarterly in arrears, on the first Business Day of each calendar quarter; and (iii) to the applicable U.S. Issuing Bank, for its own account, a fronting fee calculated at a rate of equal to 0.125% per annum on the maximum amount available to be drawn by the Borrowers in respect Stated Amount of Letters each U.S. Letter of Credit issued by such U.S. Issuing Bank pursuant to the terms of this AgreementBank, which fee shall be payable quarterly monthly in arrears of arrears, on the first Business Day day of each calendar quarter month; and (iviii) to each U.S. Issuing Bank, for its own account, all other customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of U.S. Letters of Credit issued by such U.S. Issuing Bank, which charges shall be paid as and when incurred. If during an Event of Default the Default Rate applies to U.S. Loans, the fee payable under clause (i) shall be increased by 2% per annum. (b) Foreign Borrowers shall pay (i) to Agent, for the Pro Rata benefit of Foreign Lenders, a fee equal to the Applicable Margin in effect for Interest Period Loans times the average daily Stated Amount of Foreign Letters of Credit, which fee shall be payable monthly in arrears, on the first day of each month; (ii) to Foreign Issuing Bank, for its own account, a fronting fee equal to 0.125% per annum on the Stated Amount of each Foreign Letter of Credit, which fee shall be payable monthly in arrears, on the first day of each month; and (iii) to Foreign Issuing Bank, for its own account, all customary charges associated with the issuance, amending, negotiating, payment, processing, transfer and administration of Foreign Letters of Credit, which charges shall be paid as and when incurred. At any time after the occurrence and If during the continuance of an Event of DefaultDefault the Default Rate applies to Foreign Loans, the fees fee payable under clauses clause (i) and (ii) shall accrue interest at the Default Rate. Notwithstanding anything to the contrary set forth herein, any Standby Letter of Credit Fee or Documentary Letter of Credit Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the Issuing Bank shall be payable, to the maximum extent permitted increased by Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata shares allocable to such Letter of Credit pursuant to Section 4.2, with the balance of such Standby Letter of Credit Fee or Documentary Letter of Credit Fee, if any, payable to the Issuing Bank for its own account2% per annum.