Common use of Letter of Credit Fees, Etc Clause in Contracts

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June, September and December, commencing June 30, September 30 and December 31, commencing March 31, 20172002, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any such Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s 's Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time during such quarter at a percentage the rate per annum equal to the Applicable Margin in effect at such time for Eurodollar Rate Advances made by such Lender at such timeunder the Revolving Credit Facility. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting an issuing bank fee, payable in arrears quarterlyquarterly on the last Business Day of each March, within 15 days after each March 31June, September and December, commencing June 30, September 30 and December 312002, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any such Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, issued by such Issuing Bank and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit issued by such Issuing Bank and outstanding from time to time during such quarter at a percentage the rate per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank0.25%, for its own accounttogether with such commissions, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall from time to time agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days of after each March 31, June 30, September 30 and December 31, commencing March 31September 30, 2017, 2007 and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31September 30, 2017 2007 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters)0.125%. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender Bank a commission, payable in arrears quarterly, quarterly (within 15 days three Business Days after receipt of an invoice therefor) for each period ending on the last day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172009, and on the earlier to occur of (A) the full drawingTermination Date, expiration, termination or cancellation of and thereafter on demand if any Letter Letters of Credit and (B) on remain outstanding after the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit LenderBank’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit then outstanding from time to time at a percentage per annum rate equal to the Applicable Margin for on Eurodollar Rate Advances made by in effect from time to time; provided, however, that with respect to Performance Letters of Credit and Commercial Letters of Credit such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2equal to 50% per annumof such Applicable Margin in effect from time to time. (ii) The Borrower shall pay to each Issuing Bank, for its own account, (A) a fronting fee, payable in arrears quarterlyquarterly (within three Business Days after receipt of an invoice therefor) for each period ending on the last day of each March, within 15 days after each March 31, June 30June, September 30 and December, commencing December 31, commencing March 31, 2017 2009 and on the earliest to occur Termination Date, which shall accrue on the average daily amount of the full drawing, expiration, termination or cancellation of any such Issuing Bank’s Letter of Credit andCommitment at the rate of 0.25% per annum, in the case of any (B) an issuance fee for each Letter of Credit that is not a Special issued by such Issuing Bank in an amount equal to 0.05% of the Available Amount of such Letter of Credit on the date of issuance of such Letter of Credit, payable on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% date and (as contemplated by the Fee Letters). (iiiC) The Borrower shall pay to each Issuing Bank, for its own account, such other customary commissions and issuance fees, and such customary transfer fees, amendment fees and other fees standard costs and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that . (iii) Notwithstanding the fees foregoing, the Letter of Credit Fees set forth in Section 2.04(b)(i) and clause (A) of Section 2.04(b)(ii) shall accrue at a rate equal to the sum of the rate specified in Section 2.04(b)(i) or Section 2.04(b)(ii)(A), as applicable, plus 2% (A) while an Event of Default exists under Section 6.01(a) or upon the occurrence of an Event of Default described in Section 6.01(e), and (B) at the request of the Required Banks, during the existence of an Event of Default other than an Event of Default of the type contemplated by described in the preceding clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit AgreementA).

Letter of Credit Fees, Etc. (i) The Borrower Borrowers shall pay to the Administrative Agent for the account of each Revolving Lender in a Letter of Credit Lender Facility a commissioncommission (the “Letter of Credit Fee”) in the Primary Currency of the applicable Tranche, payable in arrears quarterlyarrears, within 15 days (A) quarterly on the last day of each March 31December, March, June 30and September, September 30 and commencing December 31, commencing March 312024, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any issued pursuant to such Letter of Credit that is not a Special Letter of CreditFacility, and (C) on the Termination Date for the Revolving Credit Facility applicable to Date, on such Lender, on ’s Applicable Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding under such Letter of Credit Facility from time to time at a percentage the rate per annum equal to 0.15% (as contemplated by the Fee Letters)Applicable Margin for Floating Rate Advances and Daily RFR Advances in effect from time to time. For the avoidance of doubt, the Applicable Margin for purposes of this Section 2.08(b)(i) shall take into account any applicable Sustainability Margin Adjustment. (iiii) The Borrower Borrowers shall pay to each Issuing Bank, for its own account, (A) a fronting fee for each Letter of Credit issued by such Issuing Bank in an amount equal to 0.125% of the Available Amount of such Letter of Credit on the date of issuance of such Letter of Credit, payable on such date and (B) such other commissions and customary commissions, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower Borrowers and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.. ​

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days of after each March 31, June 30, September 30 and December 31, commencing March 31June 30, 2017, 2006 and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31June 30, 2017 2006 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters)0.125%. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender in accordance with its Applicable Percentage a commission, per annum Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Rate for Eurodollar Rate Loans times the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be due and payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) on a quarterly basis in arrears on the full drawinglast Business Day of each quarter, expirationcommencing on the last Business Day of September, termination or cancellation of any Letter of Credit 2007 and (B) on the Termination Maturity Date for in respect of the Revolving Credit Facility applicable to such LenderFacility, in each case on such Revolving Credit Lender’s Pro Rata Share the basis of the average actual number of days elapsed over a 360-day year. If there is any change in the Applicable Rate during any quarter, the daily aggregate Available Amount maximum amount of each Letter of Credit 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, while any Event of Default exists, all Letters Letter of Credit outstanding from time to time Fees shall accrue at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumRate. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing BankL/C Issuer, for its own account, such other commissions and commissions, issuance fees, and such customary transfer fronting fees, amendment transfer fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank the L/C Issuer shall agree; provided that , with the fees initial fronting fee equal to an amount to be agreed but not to exceed 0.25% per annum on the maximum amount available to be drawn under all Letters of Credit issued by the L/C Issuer payable (A) on a quarterly basis in arrears on the last Business Day of each quarter, commencing on the last Business Day of September, 2007 and (B) on the Maturity Date in respect of the type contemplated by clause (i) and (ii) Revolving Credit Facility, in each case on the basis of this Section 2.08(b) shall be exclusive the actual number of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementdays elapsed over a 360-day year.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June June, September and December, commencing September 30, September 30 and December 31, commencing March 31, 20172011, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of (A) all Standby Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender under the Revolving Credit Facility and (B) all Trade Letters of Credit then outstanding at such timethe rate of 0.20% per annum. Upon the occurrence and during the continuance of a an Event of Default under Section 6.01(a) or 6.01(f) or an Event of Default), the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumannum on any overdue amounts. (ii) The Borrower shall pay to each the Issuing Bank, for its own account, (A) a fronting feecommission, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31June, June September and December, commencing September 30, September 30 2011, and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on the average daily aggregate Available Amount during such quarter quarter, from the Effective Date until the Termination Date in respect of all Letters the Letter of Credit outstanding from time to time Facility, at a percentage the rate of 0.20% per annum equal to 0.15% and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and commissions, fronting fees, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days of after each March 31, June 30, September 30 and December 31, commencing March 31September 30, 2017, 2003 and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s 's Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31September 30, 2017 2003 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters)0.125%. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender (including each Issuing Bank) a commissionfee, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172011, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily amount of the aggregate Available Amount Letter of Credit Exposures during such quarter of all Letters of Credit outstanding from time to time at a percentage rate per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such timeAdvances. Upon For purposes of computing the occurrence and during the continuance daily amount available to be drawn under any Letter of a Default under Section 6.01(a) or 6.01(f) or an Event of DefaultCredit, the amount of commission payable by the Borrower under this clause (b)(i) such Letter of Credit shall be increased by 2% per annumdetermined in accordance with Section 1.05. (ii) The Borrower shall pay to each Issuing Bank, for its own account, account a fronting fee, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31, June 30June, September 30 and December, commencing December 31, commencing March 312011, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of CreditTermination Date, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on Dollar Equivalent Amount of the average daily aggregate Available Amount during such quarter amount of all Letters of Credit outstanding from time to time issued by such Issuing Bank at a percentage the rate of 0.15% per annum equal to 0.15% (or such other rate as contemplated may be agreed by the Fee Letters)Borrower and such Issuing Bank, as well as the Issuing Bank’s customary administrative, issuance, amendment, payment and negotiation charges. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection account a letter of credit fee with the issuance or administration of respect to each Post-Maturity Letter of Credit issued by during the period from the Termination Date to but excluding the date on which such Issuing Bank, including the administration of each Post-Maturity Letter of Credit Agreementexpires, at a rate and payable on such dates during such period as the Borrower and such applicable Issuing Bank and the Borrower shall agree; provided that reasonably agree upon at the fees time of issuance of such Post-Maturity Letter of Credit. This Section 2.04(b)(iii) shall survive the type contemplated by clause (i) and (ii) termination of this Section 2.08(b) shall be exclusive Agreement and the payment of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementall other amounts owing hereunder.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June June, September and December, commencing September 30, September 30 and December 31, commencing March 31, 20172004, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any such Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time during such quarter at a percentage the rate per annum equal to the Applicable Margin in effect at such time for Eurodollar Rate Advances made by such Lender at such timeunder the Revolving Credit Facility, provided that the initial payment on September 30, 2004 shall include the accrued and unpaid letter of credit commission as provided in the Existing Credit Agreement. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting an issuing bank fee, payable in arrears quarterlyquarterly on the last Business Day of each March, within 15 days after each March 31June, June September and December, commencing September 30, September 30 and December 312004, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any such Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, issued by such Issuing Bank and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit issued by such Issuing Bank and outstanding from time to time during such quarter at a percentage the rate per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank0.25%, for its own accounttogether with such commissions, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall from time to time agree; , provided that the initial payment on September 30, 2004 shall include the accrued and unpaid issuing bank fee and other related fees of as provided in the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Existing Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June June, September and December, commencing September 30, September 30 and December 31, commencing March 31, 20172003, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any such Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time during such quarter at a percentage the rate per annum equal to the Applicable Margin in effect at such time for Eurodollar Rate Advances made by such Lender at such timeunder the Revolving Credit Facility, provided that the initial payment on September 30, 2003 shall include the accrued and unpaid letter of credit commission as provided in the Existing Credit Agreement. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting an issuing bank fee, payable in arrears quarterlyquarterly on the last Business Day of each March, within 15 days after each March 31June, June September and December, commencing September 30, September 30 and December 312003, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any such Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, issued by such Issuing Bank and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit issued by such Issuing Bank and outstanding from time to time during such quarter at a percentage the rate per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank0.25%, for its own accounttogether with such commissions, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall from time to time agree; , provided that the initial payment on September 30, 2003 shall include the accrued and unpaid issuing bank fee and other related fees of as provided in the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Existing Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon 66 Alliance Resource the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit issued by such Issuing Bank and outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause clauses (i) and b)(i)and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender (which is not a commission, Defaulting Lender) in accordance with its Applicable Percentage a per annum Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Margin for Revolving Credit Loans that are Eurodollar Rate Loans times the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be due and payable (A) on a quarterly basis in arrears quarterly, within 15 days on the last Business Day of each March, June, September and December, commencing on the last Business Day of the fiscal quarter ending March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit 2019 and (B) on the Termination Maturity Date for in respect of the Revolving Credit Facility applicable to such LenderFacility, in each case on such Revolving Credit Lender’s Pro Rata Share the basis of the average actual number of days elapsed over a 360-day year. If there is any change in the Applicable Margin during any quarter, the daily aggregate Available Amount maximum amount of each Letter of Credit shall be computed and multiplied by the Applicable Margin separately for each period during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the that such Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumwas in effect. (ii) The Borrower shall pay to each Issuing BankL/C Issuer until the expiration or cancellation of all outstanding Letters of Credit issued by it, for its own account, (I) a fronting feefee equal to (x) 0.125% per annum, payable or (y) such other rate per annum as the applicable L/C Issuer and Borrower may agree, in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and case on the earliest daily maximum amount available to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of be drawn under all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including L/C Issuer payable (A) on a quarterly basis in arrears on the administration last Business Day of each March, June, September and December, commencing on the last Business Day of the fiscal quarter ending March 31, 2019 and (B) on the Maturity Date in respect of the Revolving Credit Facility, in each case on the basis of the actual number of days elapsed over a 360-day year and (II) such L/C Issuer’s customary issuance and administration fees in connection with any Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit AgreementCredit.

Letter of Credit Fees, Etc. (i) The Borrower shall pay in Dollars to the Administrative Agent for the account of each Revolving Credit Lender Bank a commission, payable in arrears quarterly, quarterly (within 15 days three Business Days after receipt of an invoice therefor) for each period ending on (and including) the last Business Day of each March 31March, June 30June, September 30 and December 31December, commencing March 31, 2017with the first such date to occur after the Effective Date, and on the earlier to occur of (A) the full drawingTermination Date, expiration, termination or cancellation of and thereafter on demand if any Letter Letters of Credit and (B) on remain outstanding after the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Bank's Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit then outstanding at a rate equal to: (1) for Financial Standby Letters of Credit, the Applicable Margin on Eurodollar Rate Advances in effect from time to time at a percentage per annum equal to the time; and (2) for Performance Letters of Credit and Commercial Letters of Credit, 50% of such Applicable Margin for Eurodollar Rate Advances made by such Lender at such in effect from time to time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, (A) a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on fee (the earliest "Fronting Fee") with respect to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank at the rate per annum as agreed in writing by the Borrower and such Issuing Bank, including computed on the daily amount available to be drawn under such Letter of Credit. Such Fronting Fee shall be due and payable by the Borrower (i) quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, and (ii) on the Termination Date and thereafter on demand. In addition, the Borrower shall pay to each Issuing Bank for its own account such other customary administrative fees and other standard costs and charges in connection with the issuance, amendment, extension or administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that . (iii) Notwithstanding the fees foregoing, the Letter of Credit Fees set forth in Section 2.04(b)(i) shall accrue at a rate equal to the sum of the rate specified in Section 2.04(b)(i), as applicable, plus 2% (A) while an Event of Default exists under Section 6.01(a)(i) or Section 6.01(a)(ii) or upon the occurrence of an Event of Default described in Section 6.01(e), and (B) at the request of the Required Banks, during the existence of an Event of Default other than an Event of Default of the type contemplated by described in the preceding clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit AgreementA).

Letter of Credit Fees, Etc. (ia) The Borrower shall pay to MSB a fee on the Administrative Agent unused portion of any Letter of Credit Commitment commencing on the Commitment Effective Date for such Letter of Credit Commitment, quarterly in arrears on the account 20th day of each Revolving Credit Lender a commissionof March, payable in arrears quarterly, within 15 days of each March 31, June 30June, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit Commitment Expiration Date for such Commitment and (B) on the Termination Date for the Revolving Credit Facility applicable Date. Such fee shall equal, with respect to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters each Letter of Credit outstanding from time to time at Commitment, the unused portion of such Letter of Credit Commitment multiplied by a percentage per annum equal rate mutually agreed to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause and MSB (b)(ithe “Agreed Rate”) shall be increased by 2% per annumin respect of such unused Letter of Credit Commitment (the “Commitment Fee”) in accordance with Section 2.02. (iib) The Borrower shall pay to each Issuing Bank, for its own account, the Issuer a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and fee on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit requested to be issued by pursuant to Section 2.02, commencing on the date of issuance of such Issuing BankLetter of Credit, including quarterly in arrears on the administration 20th day of each of March, June, September and December and on the earlier to occur of (A) the stated Expiration Date of the applicable Letter of Credit Agreement(or, as if the Borrower and such Issuing Bank shall agree; provided that the fees expiration date of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementis extended in accordance with its terms beyond the stated Expiration Date for such Letter of Credit, the latest possible expiration date for such Letter of Credit) and (B) the Termination Date. Such fee shall equal, with respect to each Letter of Credit, the Available Amount of such Letter of Credit multiplied by the Agreed Rate (the “Letter of Credit Fee”).

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable quarterly in arrears quarterly, within 15 days on the last day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172009, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage rate per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such in effect from time to time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an any Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each the Issuing Bank, for its own account, a fronting feefacing fee in respect of each Letter of Credit issued by it for each Letter of Credit issued by the Issuing Bank, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest an amount equal to occur 0.125% of the full drawingAvailable Amount of such Letter of Credit, expiration, termination or cancellation provided that in no event shall the annual facing fee in respect of any Letter of Credit and, be less than $500.00. Facing fees shall be due and payable quarterly in the case of any Letter of Credit that is not a Special Letter of Credit, arrears on the Termination Date for last day of each March, June, September and December, commencing December 31, 2009. In addition, the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each the Issuing Bank, for its own account, the Issuing Bank’s standard charges with respect to the issuance of, amendment to, payment under and transfer of Letters of Credit and such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter related to Letters of Credit issued by such Issuing Bankincluding but not limited to postage, including the administration of each Letter of Credit Agreementcourier, as the Borrower electronic mail and such Issuing Bank shall agree; provided that the fees legal expenses.” (l) Section 3.01(k) of the type contemplated Credit Agreement is hereby deleted in its entirety. (m) Section 5.01(t) of the Credit Agreement is hereby amended by clause deleting “September 30, 2009” and substituting therefor “November 30, 2009”. (in) New Sections 5.01(aa) and (ii5.01(bb) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required are hereby added to be paid under any such Letter of the Credit Agreement.Agreement as follows:

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender in accordance with its Applicable Percentage a commission, payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any per annum Letter of Credit and fee (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters “Letter of Credit outstanding from time to time at a percentage per annum Fee”) for each Letter of Credit equal to the Applicable Margin for Eurodollar Rate Advances made Loans times the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be due and payable (A) on a quarterly basis in arrears on the last Business Day of each quarter, commencing on the last Business Day of March 2007 and (B) on the Maturity Date in respect of the Revolving Credit Facility, in each case on the basis of the actual number of days elapsed over a 360-day year. If there is any change in the Applicable Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by the Applicable Margin separately for each period during such Lender at quarter that such timeApplicable Margin was in effect. Upon Notwithstanding anything to the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an contrary contained herein, while any Event of DefaultDefault exists, all Letter of Credit Fees shall accrue at the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumDefault Rate. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing BankL/C Issuer, for its own account, such other commissions and commissions, issuance fees, and such customary transfer fronting fees, amendment transfer fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank the L/C Issuer shall agree; provided that , with the fees initial fronting fee equal to 0.25% per annum on the maximum amount available to be drawn under all Letters of Credit issued by the L/C Issuer payable (A) on a quarterly basis in arrears on the last Business Day of each quarter, commencing on the last Business Day of March 2007 and (B) on the Maturity Date in respect of the type contemplated by clause (i) and (ii) Revolving Credit Facility, in each case on the basis of this Section 2.08(b) shall be exclusive the actual number of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementdays elapsed over a 360-day year.

Letter of Credit Fees, Etc. (i) The US Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June June, September and December, commencing September 30, September 30 and December 312005, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for in respect of the US Revolving Letter of Credit Facility applicable to and in respect of the Canadian Letter of Credit Facility, on such Lender, on 's Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit which are Revolving Letters of Credit outstanding from time to time at the rate of at the Applicable Margin for Eurodollar Rate Advances under the Revolving Credit Facility. Upon (x) the occurrence and during the continuance of a percentage per annum equal to 0.15% Default under Section 6.01(a) or 6.01(g), the Administrative Agent shall and (as contemplated y) the occurrence and during the continuance of any other Event of Default, the Administrative Agent may, and upon the request of the Required Lenders shall, increase the amount of commission payable by the Fee Letters)US Borrower under this clause (b)(i) by 2% per annum. (iiiii) The US Borrower shall pay to each Issuing Bank, for its own account, an issuance fee for each Letter of Credit issued by such Issuing Bank in an amount equal to 0.25% of the Available Amount of such Letter of Credit on the date of issuance of such Letter of Credit, payable on such date and such other commissions and issuance commissions, fronting fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by as such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender (including each Issuing Bank) a commissionfee, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172013, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily amount of the aggregate Available Amount Letter of Credit Exposures during such quarter of all Letters of Credit outstanding from time to time at a percentage rate per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such timeRevolving Advances. Upon For purposes of computing the occurrence and during the continuance daily amount available to be drawn under any Letter of a Default under Section 6.01(a) or 6.01(f) or an Event of DefaultCredit, the amount of commission payable by the Borrower under this clause (b)(i) such Letter of Credit shall be increased by 2% per annumdetermined in accordance with Section 1.05. (ii) The Borrower shall pay to each Issuing Bank, for its own account, account a fronting fee, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31, June 30June, September 30 and December, commencing December 31, commencing March 312013, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of CreditTermination Date, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on Dollar Equivalent Amount of the average daily aggregate Available Amount during such quarter amount of all Letters of Credit outstanding from time to time issued by such Issuing Bank at a percentage the rate of 0.15% per annum equal to 0.15% (or such other rate as contemplated may be agreed by the Fee Letters)Borrower and such Issuing Bank, as well as the Issuing Bank’s customary administrative, issuance, amendment, payment and negotiation charges. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection account a letter of credit fee with the issuance or administration of respect to each Post-Maturity Letter of Credit issued by during the period from the Termination Date to but excluding the date on which such Issuing Bank, including the administration of each Post-Maturity Letter of Credit Agreementexpires, at a rate and payable on such dates during such period as the Borrower and such applicable Issuing Bank and the Borrower shall agree; provided that reasonably agree upon at the fees time of issuance of such Post-Maturity Letter of Credit. This Section 2.04(b)(iii) shall survive the type contemplated by clause (i) and (ii) termination of this Section 2.08(b) shall be exclusive Agreement and the payment of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementall other amounts owing hereunder.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31June 30, 20172012, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31June 30, 2017 2012 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such LenderFacility, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters)%. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days on the last Business Day of each March 31March, June June, September and December, commencing September 30, September 30 and December 31, commencing March 31, 20172000, and on the earlier earliest to occur of (A) the full drawing, drawing expiration, termination or cancellation of any such Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable Date, equal to (A) such Lender, on such Revolving Credit Lender’s 's Pro Rata Share of the average daily aggregate Available Amount during for the prior three month period (or such quarter shorter period for which such commission is calculated) of all Letters of Credit outstanding from time to time at a percentage per annum equal to times (B) the Applicable Margin per annum then in effect for Eurodollar Rate Advances made by such Lender under the Working Capital Facility, determined on the basis that the proviso in the definition of "Applicable Margin" shall apply to the extent of the amount available to be drawn (assuming compliance at such time. Upon time with all conditions to drawing) under all letters of credit issued for the occurrence benefit of the Administrative Agent under the Captain D's Financing and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumCommissary Financing. (ii) The Borrower shall pay to each the Issuing Bank, for its own account, (A) a fronting fee, payable in arrears quarterlyarrears, within 15 days after on the last Business Day of each March 31March, June June, September and December, commencing September 30, September 30 and December 312000, commencing March 31, 2017 and on the earliest Termination Date, equal to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on (A) the average daily aggregate Available Amount during for the prior three month period (or such quarter of all Letters of Credit outstanding shorter period for which such fronting fee is calculated), from time to time at a percentage the date hereof until the Termination Date, times (B) 0.125% per annum equal to 0.15% annum, and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions reasonable and issuance customary commissions, fronting fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172003, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any such Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time during such quarter at a percentage the rate per annum equal to the Applicable Margin in effect at such time for Eurodollar Rate Advances made by such Lender at such timeunder the Revolving Credit Facility, provided that the initial payment on December 31, 2003 shall include the accrued and unpaid letter of credit commission as provided in the Existing Credit Agreement. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting an issuing bank fee, payable in arrears quarterlyquarterly on the last Business Day of each March, within 15 days after each March 31, June 30June, September 30 and December, commencing December 31, commencing March 312003, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any such Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, issued by such Issuing Bank and on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on the average daily aggregate Available Amount during such quarter of all Letters of Credit issued by such Issuing Bank and outstanding from time to time during such quarter at a percentage the rate per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank0.25%, for its own accounttogether with such commissions, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall from time to time agree; , provided that the initial payment on December 31, 2003 shall include the accrued and unpaid issuing bank fee and other related fees of as provided in the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Existing Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December 31December, commencing March 31, 20172019, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average actual daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such timeunder the Revolving Credit Facility. Upon the occurrence and during the continuance of a an Event of Default under Section 6.01(a) or 6.01(f) or an Event of Default), the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumannum on any overdue amounts; provided that additional commission payable pursuant to this sentence shall be without duplication of amounts payable pursuant to clause (i) of Section 2.07(b). For purposes of computing the actual daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.05. (iii) The Borrower shall pay to each Issuing Bank, for its own account, (A) a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest fee equal to occur 0.125% per annum of the full drawing, expiration, termination or cancellation stated amount of any each Letter of Credit issued by it, payable upon the issuance thereof, and, if applicable, payable quarterly in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% arrears thereafter and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and commissions, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The US Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June June, September and December, commencing September 30, September 30 and December 312005, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for in respect of the US Revolving Letter of Credit Facility applicable to and in respect of the Canadian Letter of Credit Facility, on such Lender, on ’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit which are Revolving Letters of Credit outstanding from time to time at the rate of at the Applicable Margin for Eurodollar Rate Advances under the Revolving Credit Facility. Upon (x) the occurrence and during the continuance of a percentage per annum equal to 0.15% Default under Section 6.01(a) or 6.01(g), the Administrative Agent shall and (as contemplated y) the occurrence and during the continuance of any other Event of Default, the Administrative Agent may, and upon the request of the Required Lenders shall, increase the amount of commission payable by the Fee Letters)US Borrower under this clause (b)(i) by 2% per annum. (iiiii) The US Borrower shall pay to each Issuing Bank, for its own account, an issuance fee for each Letter of Credit issued by such Issuing Bank in an amount equal to 0.25% of the Available Amount of such Letter of Credit on the date of issuance of such Letter of Credit, payable on such date and such other commissions and issuance commissions, fronting fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by as such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter (or portion thereof) of all Letters of Credit outstanding from time to time at a percentage per annum rate equal to the Applicable Margin for Eurodollar Rate Advances made by under the Revolving Credit Facility; provided, however, that no letter of credit commission shall accrue on or in respect of any Defaulting Lender’s Pro Rata Share specified above so long as such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annuma Defaulting Lender. (ii) The Borrower shall pay to each any Issuing Bank, for its own account, a an annual fronting fee, payable in arrears quarterly, within 15 days after fee for each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit issued by such Issuing Bank acceptable to such Issuing Bank in its sole discretion, which amount shall be paid upon the date of issuance and, in if the case expiration date of any such Letter of Credit that is not a Special later than one year from its date of issuance, upon each anniversary of the date of issuance during the term of such Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, and such other commissions and customary commissions, issuance fees, and such customary transfer fees, extension fees, amendment fees, draw fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender (including each Issuing Bank) a commissionfee, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172011, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily amount of the aggregate Available Amount Letter of Credit Exposures during such quarter of all Letters of Credit outstanding from time to time at a percentage rate per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such timeRevolving Advances. Upon For purposes of computing the occurrence and during the continuance daily amount available to be drawn under any Letter of a Default under Section 6.01(a) or 6.01(f) or an Event of DefaultCredit, the amount of commission payable by the Borrower under this clause (b)(i) such Letter of Credit shall be increased by 2% per annumdetermined in accordance with Section 1.05. (ii) The Borrower shall pay to each Issuing Bank, for its own account, account a fronting fee, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31, June 30June, September 30 and December, commencing December 31, commencing March 312011, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of CreditTermination Date, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on Dollar Equivalent Amount of the average daily aggregate Available Amount during such quarter amount of all Letters of Credit outstanding from time to time issued by such Issuing Bank at a percentage the rate of 0.15% per annum equal to 0.15% (or such other rate as contemplated may be agreed by the Fee Letters)Borrower and such Issuing Bank, as well as the Issuing Bank’s customary administrative, issuance, amendment, payment and negotiation charges. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection account a letter of credit fee with the issuance or administration of respect to each Post-Maturity Letter of Credit issued by during the period from the Termination Date to but excluding the date on which such Issuing Bank, including the administration of each Post-Maturity Letter of Credit Agreementexpires, at a rate and payable on such dates during such period as the Borrower and such applicable Issuing Bank and the Borrower shall agree; provided that reasonably agree upon at the fees time of issuance of such Post-Maturity Letter of Credit. This Section 2.04(b)(iii) shall survive the type contemplated by clause (i) and (ii) termination of this Section 2.08(b) shall be exclusive Agreement and the payment of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementall other amounts owing hereunder.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June, September and December, commencing June 30, September 30 and December 31, commencing March 31, 20172004, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s 's Pro Rata Share of the average daily aggregate Available Amount during such quarter of (A) all Standby Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender under the Revolving Credit Facility and (B) all Trade Letters of Credit then outstanding at such timethe rate of 0.20% per annum. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default), the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumannum on any overdue amounts. (ii) The Borrower shall pay to each the Issuing Bank, for its own account, (A) a fronting feecommission, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31June, September and December, commencing June 30, September 30 2004, and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on the average daily aggregate Available Amount during such quarter quarter, from the Effective Date until the Termination Date in respect of all Letters the Letter of Credit outstanding from time to time Facility, at a percentage the rate of 1/4 of 1% per annum equal to 0.15% and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and commissions, fronting fees, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Domestic Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31June, September, December and March, commencing June 30, September 30 and December 312000, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for the Revolving Credit Facility applicable to Date, on such Lender, on 's Pro Rata Share of the average daily aggregate Available Amount during such quarter of (A) all Standby Letters of Credit outstanding from time to time at a percentage rate per annum equal to 0.15% the Applicable Margin then in effect for Eurodollar Rate Advances under the Revolving Credit Facility and (B) all Trade Letters of Credit then outstanding at a rate per annum equal to the Applicable Margin then in effect for Eurodollar Rate Advances under the Revolving Credit Facility; provided, however, that if the aggregate such commission for all Revolving Credit Lenders for any Standby Letter of Credit or Trade Letter of Credit is less than $500, then such commission shall instead be calculated for such Letter of Credit as contemplated by the Fee Letters)such Revolving Credit Lender's Pro Rata Share of $500. (iiiii) The Domestic Borrower shall pay to each the Issuing Bank, for its own account, (A) an issuance fee, payable in arrears quarterly on the last Business Day of each June, September, December and March, commencing June 30, 2000, and on the Termination Date, on the average daily amount of its Letter of Credit Commitment during such quarter, from the date hereof until the Termination Date, at the rate of 0.25% per annum; provided, however, that if such commission for any Letter of Credit is less than $100, then such issuance fee for such Letter of Credit shall be $100 and (B) such other commissions and issuance commissions, fronting fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Domestic Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June 30June, September 30 and December 31December, commencing March 31, 20172000, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for the Revolving Credit Facility applicable to Date, on such Lender, on 's 56 56 Pro Rata Share of the average daily aggregate Available Amount during such quarter of (A) all Standby Letters of Credit outstanding from time to time at a percentage rate per annum equal to 0.15% the Applicable Margin then in effect for Eurodollar Rate Advances under the Revolving Credit Facility and (B) all Trade Letters of Credit then outstanding at a rate per annum equal to the Applicable Margin then in effect for Eurodollar Rate Advances under the Revolving Credit Facility; provided, however, that if the aggregate such commission for all Revolving Credit Lenders for any Standby Letter of Credit or Trade Letter of Credit is less than $500, then such commission shall instead be calculated for such Letter of Credit as contemplated by the Fee Letters)such Revolving Credit Lender's Pro Rata Share of $500. (iiiii) The Borrower shall pay to each the Issuing Bank, for its own account, (A) an issuance fee, payable in arrears quarterly on the last Business Day of each March, June, September and December, commencing March 31, 2000, and on the Termination Date, on the average daily amount of its Letter of Credit Commitment during such quarter, from the date hereof until the Termination Date, at the rate of 0.25% per annum; provided, however, that if such commission for any Letter of Credit is less than $100, then such issuance fee for such Letter of Credit shall be $100 and (B) such other commissions and issuance commissions, fronting fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender (which is not a commission, Defaulting Lender) in accordance with its Applicable Percentage a per annum Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Margin for Revolving Credit Loans that are Eurodollar Rate Loans times the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be due and payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) on a quarterly basis in arrears on the full drawinglast Business Day of each March, expirationJune, termination or cancellation September and December, commencing on the last Business Day of any Letter of Credit the fiscal quarter ending September 30, 2018 and (B) on the Termination Maturity Date for in respect of the Revolving Credit Facility applicable to such LenderFacility, in each case on such Revolving Credit Lender’s Pro Rata Share the basis of the average actual number of days elapsed over a 360-day year. If there is any change in the Applicable Margin during any quarter, the daily aggregate Available Amount maximum amount of each Letter of Credit shall be computed and multiplied by the Applicable Margin separately for each period during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the that such Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumwas in effect. (ii) The Borrower shall pay to each Issuing BankL/C Issuer until the expiration or cancellation of all outstanding Letters of Credit issued by it, for its own account, (I) a fronting feefee equal to (x) 0.125% per annum, payable or (y) such other rate per annum as the applicable L/C Issuer and Borrower may agree, in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and case on the earliest daily maximum amount available to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of be drawn under all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including L/C Issuer payable (A) on a quarterly basis in arrears on the administration last Business Day of each March, June, September and December, commencing on the last Business Day of the fiscal quarter ending September 30, 2018 and (B) on the Maturity Date in respect of the Revolving Credit Facility, in each case on the basis of the actual number of days elapsed over a 360-day year and (II) such L/C Issuer’s customary issuance and administration fees in connection with any Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit AgreementCredit.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December 31December, commencing March 31, 20172016, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average actual daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such timeunder the Revolving Credit Facility. Upon the occurrence and during the continuance of a an Event of Default under Section 6.01(a) or 6.01(f) or an Event of Default), the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumannum on any overdue amounts; provided that additional commission payable pursuant to this sentence shall be without duplication of amounts payable pursuant to clause (ii) of Section 2.07(b). For purposes of computing the actual daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.05. (ii) The Borrower shall pay to each Issuing Bank, for its own account, (A) a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest fee equal to occur 0.125% per annum of the full drawing, expiration, termination or cancellation stated amount of any each Letter of Credit issued by it, payable upon the issuance thereof, and, if applicable, payable quarterly in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% arrears thereafter and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and commissions, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower Borrowers shall pay to the Administrative Agent for the account of each Revolving Credit Lender (which is not a commission, Defaulting Lender) in accordance with its Applicable Percentage a per annum Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Margin for Revolving Credit Loans that are Eurodollar Rate Loans times the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be due and payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) on a quarterly basis in arrears on the full drawinglast Business Day of each March, expirationJune, termination or cancellation September and December, commencing on the last Business Day of any Letter of Credit the fiscal quarter ending May 31, 2018 and (B) on the Termination Maturity Date for in respect of the Revolving Credit Facility applicable to such LenderFacility, in each case on such Revolving Credit Lender’s Pro Rata Share the basis of the average actual number of days elapsed over a 360-day year. If there is any change in the Applicable Margin during any quarter, the daily aggregate Available Amount maximum amount of each Letter of Credit shall be computed and multiplied by the Applicable Margin separately for each period during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the that such Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumwas in effect. (ii) The Borrower Borrowers shall pay to each Issuing BankL/C Issuer until the expiration or cancellation of all outstanding Letters of Credit issued by it, for its own account, (I) a fronting feefee equal to (x) 0.125% per annum, payable or (y) such other rate per annum as the applicable L/C Issuer and Borrowers may agree, in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and case on the earliest daily maximum amount available to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of be drawn under all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including L/C Issuer payable (A) on a quarterly basis in arrears on the administration last Business Day of each March, June, September and December, commencing on the last Business Day of the fiscal quarter ending June 30, 2018 and (B) on the Maturity Date in respect of the Revolving Credit Facility, in each case on the basis of the actual number of days elapsed over a 360-day year and (II) such L/C Issuer’s customary issuance and administration fees in connection with any Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit AgreementCredit.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June 30June, September 30 and December 31December, commencing March 31, 2017, and on with the earlier first such date to occur of (A) after the full drawingdate hereof, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annum. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any such Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, and on the Termination Date for the Revolving Credit Facility applicable to Date, on such Lender, on 's Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time during such quarter at the Applicable Margin for Eurodollar Rate Advances under the Working Capital Facility; provided, however, that any commission accrued with respect to any of the Commitments of a percentage per annum equal Defaulting Lender during the period prior to 0.15% (as contemplated the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Fee Letters)Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such commission shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no such commission shall accrue on any of the Commitments of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. (iiiii) The Borrower shall pay to each the Issuing Bank, for its own account, an issuance fee for each Letter of Credit in an amount equal to 0.125% of the Available Amount of such other commissions and Letter of Credit on the date of issuance feesof such Letter of Credit, payable on such date, and such customary transfer other commissions, fronting fees, amendment transfer fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June, September and December, commencing June 30, September 30 and December 31, commencing March 31, 20172006, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of (A) all Standby Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender under the Revolving Credit Facility and (B) all Trade Letters of Credit then outstanding at such timethe rate of 0.20% per annum. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default), the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumannum on any overdue amounts. (ii) The Borrower shall pay to each the Issuing Bank, for its own account, (A) a fronting feecommission, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31June, September and December, commencing June 30, September 30 2006, and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on the average daily aggregate Available Amount during such quarter quarter, from the Effective Date until the Termination Date in respect of all Letters the Letter of Credit outstanding from time to time Facility, at a percentage the rate of 1/4 of 1% per annum equal to 0.15% and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and commissions, fronting fees, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender a commission, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June June, September and December, commencing September 30, September 30 and December 31, commencing March 31, 20172011, and on the earlier earliest to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of (A) all Standby Letters of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender under the Revolving Credit Facility and (B) all Trade Letters of Credit then outstanding at such timethe rate of 0.20% per annum. Upon the occurrence and during the continuance of a an Event of Default under Section 6.01(a) or 6.01(f) or an Event of Default), the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumannum on any overdue amounts. (ii) The Borrower shall pay to each the Issuing Bank, for its own account, (A) a fronting feecommission, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31June, June September and December, commencing September 30, September 30 2011, and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for in respect of the Revolving Letter of Credit Facility applicable to such LenderFacility, on the average daily aggregate Available Amount during such quarter quarter, from the Original Effective Date until the Termination Date in respect of all Letters the Letter of Credit outstanding from time to time Facility, at a percentage the rate of 0.20% per annum equal to 0.15% and (as contemplated by the Fee Letters). (iiiB) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and commissions, fronting fees, issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such the Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreement.

Letter of Credit Fees, Etc. (i) The Each Borrower shall agrees to pay to the Administrative Agent for the account of each Revolving Bank a letter of credit fee (the “Letter of Credit Lender a commissionFee”), payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172012, and ending on the earlier to occur later of (A) the full drawing, expiration, L/C Maturity Date and the date of termination or cancellation of any the last Letter of Credit and (B) on outstanding after the Termination Date for the Revolving Credit Facility applicable to such LenderMaturity Date, on such Revolving Credit LenderBank’s Pro Rata Share of the average daily aggregate Available Stated Amount during such quarter (or shorter period) of all Letters of Credit Issued on account of such Borrower outstanding from time to time at a percentage per annum the rate equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such Letter of Credit Fee Percentage in effect from time to time. Upon Notwithstanding anything to the occurrence and contrary contained herein, during the continuance existence of a any Event of Default under Section 6.01(a7.01(a) or 6.01(f) or an 7.01(g), and at the request of the Required Banks during the existence of any other Event of Default, all Letter of Credit Fees shall accrue at the amount Applicable Letter of commission payable by the Borrower under this clause (b)(i) shall be increased by Credit Fee Percentage in effect from time to time plus 2% per annum. (ii) The Each Borrower shall agrees to pay (A) to each Issuing Fronting Bank (other than a Non-NAIC Fronting Bank, ) for its own account, a fronting fee, payable fee in arrears quarterly, within 15 days after an amount separately agreed by such Borrower (or the Parent on behalf of such Borrower) and such Fronting Bank with respect to each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Participated Letter of Credit andIssued for the account of such Borrower; (B) to each Non-NAIC Fronting Bank, in a fronting fee as mutually agreed upon between such Borrower (or the case Parent on behalf of any such Borrower) and such Non-NAIC Fronting Bank with respect to each Syndicated Letter of Credit Issued for the account of such Borrower (it being understood that is not a Special unless otherwise agreed between the applicable Non-NAIC Bank, such Non-NAIC Fronting Bank, the Administrative Agent and the Parent, such fronting fee shall be paid by reducing the applicable Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable Fee otherwise payable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum Non-NAIC Bank by an amount equal to 0.15% such fronting fee and paying the same to such Non-NAIC Fronting Bank) and (as contemplated by the Fee Letters). (iiiC) The Borrower shall pay to each Issuing of the L/C Agent and each Fronting Bank (other than a Non-NAIC Fronting Bank), each for its own account, such its customary Issuance, presentation, amendment and other commissions and issuance processing fees, and such customary transfer feesother standard costs and charges, amendment fees and other fees and charges in connection with the issuance or administration of each Letter relating to Letters of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required are from time to be paid under any such Letter of Credit Agreementtime in effect.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender in accordance with its Applicable Percentage a commission, payable in arrears quarterly, within 15 days of each March 31, June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and fee (Bthe "LETTER OF CREDIT FEE") on the Termination Date for the Revolving Credit Facility applicable to such Lender, on such Revolving Credit Lender’s Pro Rata Share of the average daily aggregate Available Amount during such quarter of all Letters each Letter of Credit outstanding from time to time at a percentage per annum equal to the Applicable Margin TIMES the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be (a) computed on a quarterly basis in arrears and (b) due and payable on the first Business Day after the end of each quarter, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Date in respect of the Revolving Credit Facility and thereafter on demand. If there is any change in the Applicable Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by the Applicable Margin separately for Eurodollar Rate Advances made by each period during such Lender at quarter that such timeApplicable Margin was in effect. Upon Notwithstanding anything to the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an contrary contained herein, while any Event of DefaultDefault exists, all Letter of Credit Fees shall accrue at the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumDefault Rate. (ii) The Borrower shall pay to each Issuing Bank, for its own account, a fronting fee, payable in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing BankL/C Issuer, for its own account, such other commissions and commissions, issuance fees, and such customary transfer fronting fees, amendment transfer fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including the administration of each Letter of Credit Agreement, as the Borrower and such Issuing Bank the L/C Issuer shall agree; provided that , with the fees initial fronting fee equal to 0.125% per annum on the maximum amount available to be drawn under all Letters of Credit issued by the type contemplated by clause (i) and (ii) L/C Issuer payable quarterly in arrears on the first Business Day after the end of this Section 2.08(b) shall be exclusive each quarter, commencing with the first such date to occur after the issuance of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementhereunder.

Letter of Credit Fees, Etc. (i) The Borrower shall pay to the Administrative Agent for the account of each Revolving Credit Lender (including each Issuing Bank) a commissionfee, payable in arrears quarterly, within 15 days quarterly on the last day of each March 31March, June 30June, September 30 and December, commencing December 31, commencing March 31, 20172013, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit and (B) on the Termination Date for the Revolving Credit Facility applicable to such LenderDate, on such Revolving Credit Lender’s Pro Rata Share of the average daily amount of the aggregate Available Amount Letter of Credit Exposures during such quarter of all Letters of Credit outstanding from time to time at a percentage rate per annum equal to the Applicable Margin for Eurodollar Rate Advances made by such Lender at such timeAdvances. Upon For purposes of computing the occurrence and during the continuance daily amount available to be drawn under any Letter of a Default under Section 6.01(a) or 6.01(f) or an Event of DefaultCredit, the amount of commission payable by the Borrower under this clause (b)(i) such Letter of Credit shall be increased by 2% per annumdetermined in accordance with Section 1.05. (ii) The Borrower shall pay to each Issuing Bank, for its own account, account a fronting fee, payable in arrears quarterlyquarterly on the last day of each March, within 15 days after each March 31, June 30June, September 30 and December, commencing December 31, commencing March 312013, 2017 and on the earliest to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of CreditTermination Date, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on Dollar Equivalent Amount of the average daily aggregate Available Amount during such quarter amount of all Letters of Credit outstanding from time to time issued by such Issuing Bank at a percentage the rate of 0.15% per annum equal to 0.15% (or such other rate as contemplated may be agreed by the Fee Letters)Borrower and such Issuing Bank, as well as the Issuing Bank’s customary administrative, issuance, amendment, payment and negotiation charges. (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection account a letter of credit fee with the issuance or administration of respect to each Post-Maturity Letter of Credit issued by during the period from the Termination Date to but excluding the date on which such Issuing Bank, including the administration of each Post-Maturity Letter of Credit Agreementexpires, at a rate and payable on such dates during such period as the Borrower and such applicable Issuing Bank and the Borrower shall agree; provided that reasonably agree upon at the fees time of issuance of such Post-Maturity Letter of Credit. This Section 2.04(b)(iii) shall survive the type contemplated by clause (i) and (ii) termination of this Section 2.08(b) shall be exclusive Agreement and the payment of any similar fee that would otherwise be required to be paid under any such Letter of Credit Agreementall other amounts owing hereunder.

Letter of Credit Fees, Etc. (i) The Parent Borrower shall pay to the Administrative Agent Agent, in US Dollars, for the account of each Revolving Lender (including each Issuing Bank) a fee (the “Letter of Credit Lender a commissionParticipation Fee”), payable in arrears quarterly, within 15 days quarterly on the last Business Day of each March 31March, June 30June, September 30 and December 31December, commencing March 31, 2017with the first such date to occur after the Closing Date, and on the earlier to occur of Revolving Maturity Date (A) the full drawingand, expiration, termination or cancellation of if any Letter of Credit and (B) on the Termination Date for Exposure shall remain outstanding after the Revolving Maturity Date (other than any Letter of Credit Facility applicable Exposure attributable to such LenderPost-Maturity Letter of Credit to the extent that, under Section 2.21, the Revolving Lenders shall have no participation obligations with respect thereto), on such Revolving Credit Lender’s Pro Rata Share of demand thereafter), on the average daily aggregate Available Amount amount of such Revolving Lender’s Letter of Credit Exposure during such quarter of all Letters of Credit outstanding from time to time at a percentage rate per annum equal to the Applicable Pro Rata Interest Rate Margin for Eurodollar LIBO Rate Advances made by such Lender at such timeAdvances. Upon For purposes of computing the occurrence and during the continuance daily amount available to be drawn under any Letter of a Default under Section 6.01(a) or 6.01(f) or an Event of DefaultCredit, the amount of commission payable by the Borrower under this clause (b)(i) such Letter of Credit shall be increased by 2% per annumdetermined in accordance with Section 1.04. (ii) The Parent Borrower shall pay to each Issuing Bank, in US Dollars, for its own account, account (A) a fronting feefee (the “Letter of Credit Fronting Fee”), payable in arrears quarterlyquarterly on the last Business Day of each March, within 15 days after each March 31, June 30June, September 30 and December 31December, commencing March 31with the first such date to occur after the Closing Date, 2017 and on the earliest Revolving Maturity Date (and, if any Letter of Credit Exposure shall remain outstanding after the Revolving Maturity Date (other than any Letter of Credit Exposure attributable to occur Post-Maturity Letters of Credit if alternative arrangements have been agreed with respect thereto by the Parent Borrower and the applicable Issuing Bank pursuant to Section 2.09(c)(iii)), on demand thereafter), on the US Dollar Equivalent Amount of the full drawingaverage daily amount of Letters of Credit issued by such Issuing Bank at a rate per annum as may be separately agreed by the Parent Borrower and such Issuing Bank and (B) such Issuing Bank’s standard fees with respect to the issuance, expirationamendment, termination renewal or cancellation extension of any Letter of Credit and, in the case or processing of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters)drawings thereunder. (iii) The Parent Borrower shall pay to each Issuing Bank, in US Dollars, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each account a Letter of Credit issued by such Issuing Bank, including the administration of fee with respect to each Post-Maturity Letter of Credit Agreement, as during the Borrower and period from the Revolving Maturity Date to but excluding the date on which such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Post-Maturity Letter of Credit Agreementexpires, at a rate and payable on such dates during such period as the applicable Issuing Bank and the Parent Borrower shall reasonably agree upon at the time of issuance of such Post-Maturity Letter of Credit. This Section 2.09(c)(iii) shall survive the termination of this Agreement and the payment of all other amounts owing hereunder.

Letter of Credit Fees, Etc. (i) The Borrower Borrowers shall pay to the Administrative Agent for the account of each Revolving Credit Lender (which is not a commission, Defaulting Lender) in accordance with its Applicable Percentage a per annum Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Margin for Revolving Credit Loans that are SOFR Loans times the daily maximum amount available to be drawn under such Letter of Credit. Letter of Credit Fees shall be due and payable (A) on a quarterly basis in arrears quarterly, within 15 days on the last Business Day of each March 31March, June, September and December, commencing on the last Business Day of the fiscal quarter ending June 30, September 30 and December 31, commencing March 31, 2017, and on the earlier to occur of (A) the full drawing, expiration, termination or cancellation of any Letter of Credit 2024 and (B) on the Termination Maturity Date for in respect of the Revolving Credit Facility applicable to such LenderFacility, in each case on such Revolving Credit Lender’s Pro Rata Share the basis of the average actual number of days elapsed over a 360-day year. If there is any change in the Applicable Margin during any quarter, the daily aggregate Available Amount maximum amount of each Letter of Credit shall be computed and multiplied by the Applicable Margin separately for each period during such quarter of all Letters of Credit outstanding from time to time at a percentage per annum equal to the that such Applicable Margin for Eurodollar Rate Advances made by such Lender at such time. Upon the occurrence and during the continuance of a Default under Section 6.01(a) or 6.01(f) or an Event of Default, the amount of commission payable by the Borrower under this clause (b)(i) shall be increased by 2% per annumwas in effect. (ii) The Borrower Borrowers shall pay to each Issuing BankL/C Issuer until the expiration or cancellation of all outstanding Letters of Credit issued by it, for its own account, (I) a fronting feefee equal to (x) 0.125% per annum, payable or (y) such other rate per annum as the applicable L/C Issuer and Borrower Representative may agree, in arrears quarterly, within 15 days after each March 31, June 30, September 30 and December 31, commencing March 31, 2017 and case on the earliest daily maximum amount available to occur of the full drawing, expiration, termination or cancellation of any Letter of Credit and, in the case of any Letter of Credit that is not a Special Letter of Credit, on the Termination Date for the Revolving Credit Facility applicable to such Lender, on the average daily aggregate Available Amount during such quarter of be drawn under all Letters of Credit outstanding from time to time at a percentage per annum equal to 0.15% (as contemplated by the Fee Letters). (iii) The Borrower shall pay to each Issuing Bank, for its own account, such other commissions and issuance fees, and such customary transfer fees, amendment fees and other fees and charges in connection with the issuance or administration of each Letter of Credit issued by such Issuing Bank, including L/C Issuer payable (A) on a quarterly basis in arrears on the administration last Business Day of each March, June, September and December, commencing on the last Business Day of the fiscal quarter ending June 30, 2024 and (B) on the Maturity Date in respect of the Revolving Credit Facility, in each case on the basis of the actual number of days elapsed over a 360-day year and (II) such L/C Issuer’s customary issuance and administration fees in connection with any Letter of Credit Agreement, as the Borrower and such Issuing Bank shall agree; provided that the fees of the type contemplated by clause (i) and (ii) of this Section 2.08(b) shall be exclusive of any similar fee that would otherwise be required to be paid under any such Letter of Credit AgreementCredit.