Common use of Letter of Credit Commission Clause in Contracts

Letter of Credit Commission. The Borrower agrees to pay to the Agent a letter of credit commission with respect to (x) each Revolving Letter of Credit issued at its request or for its account, computed for each day from and including the date of issuance of such Revolving Letter of Credit through and including the last day a Revolving L/C Drawing is available under such Revolving Letter of Credit (the “Revolving Letter of Credit Termination Date”), at the Revolving Letter of Credit Commission Rate on the aggregate amount available for drawing under such Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Revolving Credit Loan Banks then ratably in proportion to their Total Exposures and (y) each Green Revolving Letter of Credit issued at its request or for its account, computed for each day from and including the date of issuance of such Green Revolving Letter of Credit through and including the last day a Green Revolving L/C Drawing is available under such Revolving Letter of Credit (the “Green Revolving Letter of Credit Termination Date”), at the Green Revolving Letter of Credit Commission Rate on the aggregate amount available for drawing under such Green Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Green Revolving Credit Loan Banks then ratably in proportion to their Green Total Exposures; provided, however, any such fees payable for the account of a Defaulting Bank for any period during which such bank is a Defaulting Bank and has not provided cash collateral satisfactory to the Fronting Banks with respect to such Defaulting Bank’s obligations under Section 2.03(g), shall be payable, to the maximum extent permitted by applicable law, to the other Banks in accordance with the upward adjustments in their respective pro rata shares allocable to such Letter of Credit pursuant to Section 2.03(g)(iv), with the balance of such fee, if any, payable to the relevant Fronting Banks pro rata for their own accounts. Such fee shall be payable quarterly in arrears (A) on the later of (x) each March 31, June 30, September 30 and December 31 and (y) the date that is three Domestic Business Days after receipt by the Borrower of the invoice relating to such date for the fee payable on such date and (B) upon the Revolving Credit Loan Termination Date or the Green Revolving Credit Loan Termination Date, as applicable.

Letter of Credit Commission. 18.1.1 The Borrower agrees to Account Party shall, in respect of each Letter of Credit requested by it, pay to the Agent for the account of each Bank (for distribution in proportion to each Bank's L/C Proportion of such Letter of Credit) a letter of credit commission with respect to (x) each Revolving Letter of Credit issued in sterling at its request or for its account, computed for each day from and including the date of issuance of such Revolving Letter of Credit through and including the last day a Revolving L/C Drawing is available Commission Rate on the maximum actual and contingent liabilities of the Banks under such Revolving the relevant Letter of Credit (the “Revolving Letter of Credit Termination Date”), at the Revolving Credit. Such Letter of Credit Commission Rate shall be paid quarterly in arrear in respect of each successive period of three months (or such shorter period as shall end on the Termination Date of the relevant Letter of Credit) which begins during the Term of the relevant Letter of Credit, commencing from the Effective Date of such Letter of Credit, and payable on the first day of each such period thereafter. 18.1.2 If the Pricing Level reaches Level V (each as defined in Schedule 9 (Pricing Schedule)), the Required Value (for the avoidance of doubt, the Obligors will not each be required to grant Security to the Required Value) shall (subject to Section 25.21.3) be increased to an amount equal to the aggregate amount available for drawing under such Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Revolving Credit Loan Banks then ratably in proportion to their Total Exposures and (y) each Green Revolving Letter Letters of Credit issued at hereunder, and each Obligor shall promptly (and in any event within five Business Days) perform its request or for obligations under clause 4 of the Charge Agreement. Upon the Security Trustee being satisfied that each Obligor has performed its accountobligations under clause 4 of the Charge Agreement, computed for each day from and including having received legal opinions in form and substance satisfactory to the date Security Trustee (acting reasonably) opining that the Charge Agreement creates in favour of issuance the Security Trustee on behalf of the Banks a valid and enforceable first priority Lien on all of the Security (subject to such Green Revolving Letter qualifications and assumptions as are customarily made by leading firms of Credit through and including solicitors in giving legal opinions of that nature), the last day a Green Revolving L/C Drawing is available under Commission Rate shall become 0.15 per cent. and the Security Trustee shall notify all parties hereto accordingly. 18.1.3 Any change to the L/C Commission Rate shall take effect on the day on which the event giving rise to such Revolving Letter of Credit change occurs (the “Green Revolving Letter of Credit Termination Date”whether pursuant to Schedule 9 (Pricing Schedule) or pursuant to sub-clause 18.1.2), at the Green Revolving . 18.1.4 Any unpaid Letter of Credit Commission Rate on the aggregate amount available for drawing under such Green Revolving payable in respect of each Original Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Green Revolving Credit Loan Banks then ratably in proportion to their Green Total Exposures; provided, however, any such fees payable for the account of a Defaulting Bank for any period during which such bank is a Defaulting Bank and has not provided cash collateral satisfactory to the Fronting Banks with respect to such Defaulting Bank’s obligations under Section 2.03(g), shall be payable, to the maximum extent permitted by applicable law, to the other Banks paid in accordance with the upward adjustments in their respective pro rata shares allocable to such Letter of Credit pursuant to Section 2.03(g)(iv), with the balance of such fee, if any, payable to the relevant Fronting Banks pro rata for their own accounts. Such fee shall be payable quarterly in arrears (A) on the later of (x) each March 31, June 30, September 30 and December 31 and (y) the date that is three Domestic Business Days after receipt full by the Borrower of Account Party by no later than the invoice relating to such date for the fee payable on such date and (B) upon the Revolving Credit Loan Termination Date or the Green Revolving Credit Loan Termination Effective Date, as applicable.

Letter of Credit Commission. 18.1.1 The Borrower agrees to Account Party shall, in respect of each Letter of Credit requested by it, pay to the Agent for the account of each Bank (for distribution in proportion to each Bank’s L/C Proportion of such Letter of Credit) a letter of credit commission with respect to (x) each Revolving Letter of Credit issued in sterling at its request or for its account, computed for each day from and including the date of issuance of such Revolving Letter of Credit through and including the last day a Revolving L/C Drawing is available Commission Rate on the maximum actual and contingent liabilities of the Banks under such Revolving the relevant Letter of Credit (the “Revolving Letter of Credit Termination Date”), at the Revolving Credit. Such Letter of Credit Commission Rate shall be paid quarterly in arrear in respect of each successive period of three months (or such shorter period as shall end on the Final Expiration Date of the relevant Letter of Credit) which begins during the Term of the relevant Letter of Credit, commencing from the Effective Date of such Letter of Credit, and payable on the first day of each such period thereafter. 18.1.2 If the Pricing Level reaches Level V (each as defined in Schedule 8 (Pricing Schedule)), the Required Value (for the avoidance of doubt, the Obligors will not each be required to grant Security to the Required Value) shall (subject to Clause 26.21.3) be increased to an amount equal to the aggregate amount available for drawing under such Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Revolving Credit Loan Banks then ratably in proportion to their Total Exposures and (y) each Green Revolving Letter Letters of Credit issued at hereunder, and each Obligor shall promptly (and in any event within five Business Days) perform its request or for obligations under clause 4 of the Charge Agreement. Upon the Security Trustee being satisfied that each Obligor has performed its accountobligations under clause 4 of the Charge Agreement, computed for each day from and including having received legal opinions in form and substance satisfactory to the date Security Trustee (acting reasonably) opining that the Charge Agreement creates in favour of issuance the Security Trustee on behalf of the Banks a valid and enforceable first priority Lien on all of the Security (subject to such Green Revolving Letter qualifications and assumptions as are customarily made by leading firms of Credit through and including solicitors in giving legal opinions of that nature), the last day a Green Revolving L/C Drawing is available under Commission Rate shall become 0.15 per cent. and the Security Trustee shall notify all parties hereto accordingly. 18.1.3 Any change to the L/C Commission Rate shall take effect on the day on which the event giving rise to such Revolving Letter of Credit change occurs (the “Green Revolving Letter of Credit Termination Date”whether pursuant to Schedule 8 (Pricing Schedule) or pursuant to sub-clause 18.1.2), at the Green Revolving . 18.1.4 Any unpaid Letter of Credit Commission Rate on the aggregate amount available for drawing under such Green Revolving payable in respect of each Original Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Green Revolving Credit Loan Banks then ratably in proportion to their Green Total Exposures; provided, however, any such fees payable for the account of a Defaulting Bank for any period during which such bank is a Defaulting Bank and has not provided cash collateral satisfactory to the Fronting Banks with respect to such Defaulting Bank’s obligations under Section 2.03(g), shall be payable, to the maximum extent permitted by applicable law, to the other Banks paid in accordance with the upward adjustments in their respective pro rata shares allocable to such Letter of Credit pursuant to Section 2.03(g)(iv), with the balance of such fee, if any, payable to the relevant Fronting Banks pro rata for their own accounts. Such fee shall be payable quarterly in arrears (A) on the later of (x) each March 31, June 30, September 30 and December 31 and (y) the date that is three Domestic Business Days after receipt full by the Borrower of Account Party by no later than the invoice relating to such date for the fee payable on such date and (B) upon the Revolving Credit Loan Termination Date or the Green Revolving Credit Loan Termination Effective Date, as applicable.

Letter of Credit Commission. The (i) Each relevant Working Capital Borrower agrees to shall pay to the Agent a letter of credit commission with respect to the Agent for the account of the Working Capital Banks (xin their respective Relevant Proportions) each Revolving on the issue of any Letter of Credit issued requested by such Working Capital Borrower under this Agreement at its request a rate per annum equal to the applicable Margin prevailing in relation to Working Capital Advances (or for its account, computed for each day which would prevail were there any Working Capital Advances) from and including time to time on the outstanding face amount of such Letter of Credit calculated from the date of issuance of such Revolving Letter of Credit through until such date as the Fronting Bank and including the last day Working Capital Banks have ceased to be under any liability (actual or contingent) in respect of such Letter of Credit. (ii) Each relevant Working Capital Borrower shall pay to the Fronting Bank for its own account a Revolving L/C Drawing is available under such Revolving fronting fee on the issue of any Letter of Credit (for the “Revolving benefit of such Working Capital Borrower at the rate of 0.125 per cent. per annum on the Fronting Bank's net exposure under such Letter of Credit Termination Date”), at the Revolving Letter of Credit Commission Rate on the aggregate amount available for drawing under such Revolving Letter of Credit calculated from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Revolving Credit Loan Banks then ratably in proportion to their Total Exposures and (y) each Green Revolving Letter of Credit issued at its request or for its account, computed for each day from and including the date of issuance of such Green Revolving Letter of Credit through until such date as the Fronting Bank has ceased to be under any liability (actual or contingent) in respect of such Letter of Credit. (iii) The commission payable under clause 5.2(c)(i) and including the last fronting fee payable under clause 5.2(c)(ii) shall be paid in arrears on each 31 March, 30 June, 30 September and 31 December in each year during the continuance of the Working Capital Facility (and if such day is not a Green Revolving L/C Drawing is available under such Revolving Banking Day, on the preceding Banking Day) commencing on the first of the dates 31 March, 30 June, 30 September and 31 December on or after the issuance of the relevant Letter of Credit (and, in each case, on the “Green Revolving Letter of Credit Termination Date”). (iv) For the avoidance of doubt, the Fronting Bank's Relevant Proportion of the commission at the Green Revolving Letter of Credit Commission Rate on rate and calculated in the aggregate amount available for drawing under such Green Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then manner specified in clause 5.2(c)(i) shall be met), such fee to be for the account of the Green Revolving Credit Loan Banks then ratably in proportion to their Green Total Exposures; provided, however, any such fees payable for the account of a Defaulting Bank for any period during which such bank is a Defaulting Bank and has not provided cash collateral satisfactory to the Fronting Banks with respect to such Defaulting Bank in its capacity as a Working Capital Bank’s obligations under Section 2.03(g), shall notwithstanding that it may not be payable, to the maximum extent permitted by applicable law, to the other Banks legally capable of guaranteeing itself in accordance with the upward adjustments in their respective pro rata shares allocable to such Letter of Credit pursuant to Section 2.03(g)(iv), with the balance of such fee, if any, payable to the relevant its capacity as Fronting Banks pro rata for their own accounts. Such fee shall be payable quarterly in arrears (A) on the later of (x) each March 31, June 30, September 30 and December 31 and (y) the date that is three Domestic Business Days after receipt by the Borrower of the invoice relating to such date for the fee payable on such date and (B) upon the Revolving Credit Loan Termination Date or the Green Revolving Credit Loan Termination Date, as applicableBank.

Letter of Credit Commission. The (a) Each relevant Revolving Credit Facility Borrower agrees to shall pay to the Agent a letter of credit commission with respect to the Agent for the account of the Banks (xin their respective Relevant Proportions) each Revolving on the issue of any Letter of Credit issued requested by such relevant Revolving Credit Facility Borrower under this Agreement at its request a rate per annum equal to the applicable Margin prevailing in relation to Revolving Credit Advances (or for its account, computed for each day which would prevail were there any Revolving Credit Advances) from and including time to time on the outstanding face amount of such Letter of Credit from the date of issuance of such Revolving Letter of Credit through until such date as the Fronting Bank and including the last day Banks have ceased to be under any liability (actual or contingent) in respect of such Letter of Credit. (b) Each relevant Revolving Credit Facility Borrower shall pay to the Fronting Bank for its own account a Revolving L/C Drawing is available under such Revolving fronting fee on the issue of any Letter of Credit (for the “benefit of such relevant Revolving Credit Facility Borrower at the rate of 0.125 per cent. per annum on the Fronting Bank’s exposure under such Letter of Credit Termination Date”), at the Revolving Letter of Credit Commission Rate on the aggregate amount available for drawing under such Revolving Letter of Credit calculated from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Revolving Credit Loan Banks then ratably in proportion to their Total Exposures and (y) each Green Revolving Letter of Credit issued at its request or for its account, computed for each day from and including the date of issuance of such Green Revolving Letter of Credit through until such date as the Fronting Bank has ceased to be under any liability (actual or contingent) in respect of such Letter of Credit. (c) The commission payable under clause 4.15(a) shall be paid in arrears on each 31 March, 30 June, 30 September and including 31 December in each year and the fronting fee payable under clause 4.15(b) shall be paid in arrears on the last day of each year, in each case during the continuance of the Revolving Credit Facility (and if such day is not a Green Revolving L/C Drawing is available under such Revolving Banking Day, on the preceding Banking Day) commencing (in the case of commission) on the first of the dates 31 March, 30 June, 30 September and 31 December on or after the issuance of the relevant Letter of Credit and, in each case, on the Termination Date applicable to the Revolving Credit Facility. (d) For the “Green Revolving Letter avoidance of Credit Termination Date”)doubt, the Fronting Bank’s Relevant Proportion of the commission at the Green Revolving Letter of Credit Commission Rate on rate and calculated in the aggregate amount available for drawing under such Green Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then manner specified in clause 4.15(a) shall be met), such fee to be for the account of the Green Revolving Credit Loan Banks then ratably in proportion to their Green Total Exposures; provided, however, any such fees payable for the account of a Defaulting Bank for any period during which such bank is a Defaulting Bank and has not provided cash collateral satisfactory to the Fronting Banks with respect Bank in its capacity as a Bank, notwithstanding Back to such Defaulting Contents that it may not be legally capable of guaranteeing itself in its capacity as Fronting Bank’s obligations under Section 2.03(g), shall be payable, to the maximum extent permitted by applicable law, to the other Banks in accordance with the upward adjustments in their respective pro rata shares allocable to such Letter of Credit pursuant to Section 2.03(g)(iv), with the balance of such fee, if any, payable to the relevant Fronting Banks pro rata for their own accounts. Such fee shall be payable quarterly in arrears (A) on the later of (x) each March 31, June 30, September 30 and December 31 and (y) the date that is three Domestic Business Days after receipt by the Borrower of the invoice relating to such date for the fee payable on such date and (B) upon the Revolving Credit Loan Termination Date or the Green Revolving Credit Loan Termination Date, as applicable.

Letter of Credit Commission. The Borrower agrees to pay to the Agent a letter of credit commission with respect to (x) each Revolving Letter of Credit issued at its request or for its account, computed for each day from and including the date of issuance of such Revolving Letter of Credit through and including the last day a Revolving L/C Drawing is available under such Revolving Letter of Credit (the “Revolving Letter of Credit Termination Date”), at the Revolving applicable Letter of Credit Commission Rate on the aggregate amount available for drawing under such Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Revolving Credit Loan Banks then ratably in proportion to their Total Exposures and (y) each Green Revolving Letter of Credit issued at its request or for its account, computed for each day from and including the date of issuance of such Green Revolving Letter of Credit through and including the last day a Green Revolving L/C Drawing is available under such Revolving Letter of Credit (the “Green Revolving Letter of Credit Termination Date”), at the Green Revolving Letter of Credit Commission Rate on the aggregate amount available for drawing under such Green Revolving Letter of Credit from time to time (whether or not any conditions to drawing can then be met), such fee to be for the account of the Green Revolving Credit Loan Banks then ratably in proportion to their Green Total Exposures, as applicable; provided, however, any such fees payable for the account of a Defaulting Bank for any period during which such bank is a Defaulting Bank and has not provided cash collateral satisfactory to the Fronting Banks with respect to such Defaulting Bank’s obligations under Section ‎Section 2.03(g), shall be payable, to the maximum extent permitted by applicable law, to the other Banks in accordance with the upward adjustments in their respective pro rata shares allocable to such Letter of Credit pursuant to Section ‎Section 2.03(g)(iv), with the balance of such fee, if any, payable to the relevant Fronting Banks pro rata for their own accounts. Such fee shall be payable quarterly in arrears (A) on the later of (x) each March 31, June 30, September 30 and December 31 and (y) the date that is three Domestic Business Days after receipt by the Borrower of the invoice relating to such date for the fee payable on such date and (B) upon the Revolving Credit Loan Termination Date or the Green Revolving Credit Loan Termination Date, as applicable.