Common use of Letter of Credit Fees Clause in Contracts

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall (i) Each U.S. Revolving Credit Borrower, in the case of the Letters of Credit issued for the account of a U.S. Revolving Credit Borrower, hereby jointly and severally agrees and (ii) each Foreign Borrower, in the case of the Letters of Credit issued for the account of a Foreign Borrower, hereby jointly and severally agrees, in each case, to pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage, in U.S. Dollars, a Letter of Credit fee in Dollars for each (the “Letter of Credit issued pursuant to this Agreement Fee”) for each commercial, performance or standby Letter of Credit, as the case may be, equal to the Applicable Rate for Revolving Credit Loans times the U.S. Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, provided that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed determined in accordance with Section 1.06; provided that with respect to all Existing Letters of Credit, the Administrative Agent shall be entitled to rely conclusively on a quarterly basis in arrearsthe most recent information provided with respect to such Existing Letters of Credit pursuant to Section 2.03(l). Such Letter of Credit fees Fees shall be (A) due and payable in Dollars on the first Business Day after the end of each MarchJanuary, JuneApril, September July and DecemberOctober, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (B) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, in Dollars, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the product of (i) Applicable Rate for Revolving Letter of Credit Loans times fees and (ii) the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the relevant L/C Issuer pursuant to this Section 2.03 2.17 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Share allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the such L/C Issuer for its own account. Such Letter of Credit fees Fee shall be computed on a quarterly basis in arrears. For purposes of computing the 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 1.09. Such Letter of Credit fees Fee shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall agrees to pay to the Administrative Agent for the account of the each Revolving Credit Lenders Lender a letter of credit fee at a rate per annum equal to the Applicable Margin for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter Loans that are LIBOR Loans times the daily average Stated Amount of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to for the Applicable Rate for Revolving Credit Loans times period from and including the Dollar Equivalent date of the daily maximum amount then available to be drawn under issuance of such Letter of Credit (whether or not such maximum amount is then in effect under x) to and including the date such Letter of Credit if expires or is cancelled or (y) to but excluding the date such maximum amount increases periodically pursuant Letter of Credit is drawn in full. The fee provided for in the immediately preceding sentence shall be nonrefundable and payable in arrears (i) quarterly on the first day of each January, April, July and October, (ii) on the Revolving Credit Maturity Date, (iii) on the date the Revolving Credit Commitments are terminated or reduced to zero and (iv) thereafter from time to time on demand of the Administrative Agent. In addition to such fee, the Borrower shall pay to the terms applicable Issuing Bank solely for its own account prior to the issuance of each Letter of Credit, a nonrefundable fronting fee in respect of each Letter of Credit at a per annum rate agreed between the Borrower and such Issuing Bank of the Stated Amount of such Letter of Credit); provided. The Borrower shall pay directly to such Issuing Bank from time to time on demand all commissions, howevercharges, any Letter of Credit fees otherwise payable for costs and expenses in the account of a Defaulting Lender amounts customarily charged by such Issuing Bank from time to time in like circumstances with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such each Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarterdrawings, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectamendments, renewals, extensions or other transactions relating thereto.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin then in effect for Eurodollar Loans that are Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.26 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Share allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.25, with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end 15th day of each Marchof April, JuneJuly, September October and DecemberJanuary, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demanddemand provided that if any such day is not a Business Day, payment shall be due on the next succeeding Business Day. If there is any change in any Applicable the applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable the applicable Rate separately for each period during such quarter that such Applicable applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders Lender in accordance with its Applicable Revolving Credit Percentage of the applicable Revolving Credit Facility, in U.S. Dollars, a Letter of Credit fee (the “Letter of Credit Fee”) for each Letter of Credit equal to the Applicable Rate of the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the U.S. Dollar Equivalent determined as of the last Business Day of each March, June, September and December of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, provided that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.06. Such Letter of Credit fees Fees shall be (i) due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (ii) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans Margin times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Tranche in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under the applicable Tranche in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Each payment of fees under this clause (i) on any Letters of Credit shall be made in Dollars.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement on the principal amount thereof in an amount equal to the Applicable Rate then in effect for SOFR Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate then in effect for Eurodollar Rate Loans with respect to the Revolving Credit Loans Facility times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first Business Day (1st) day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Company shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans that are Eurocurrency Rate Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum Dollar Equivalent amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), ) with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.04 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Share allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own accountaccount (unless Cash Collateral has been provided with respect to such Defaulting Lender’s participation in Letters of Credit). Such For purposes of computing the 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 1.07. Such letter of credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Notwithstanding anything to the contrary contained herein, upon the request of the Required Lenders, while any Event of Default exists, all Letter of Credit Fees shall accrue at the Default Rate.

Letter of Credit Fees. The Borrower shall agrees to pay to the Administrative Agent for the account of each Revolving Lender a letter of credit fee at a rate per annum equal to the Applicable Margin for Revolving Credit Lenders for Loans that are LIBOR Loans times the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a daily average Stated Amount of each Letter of Credit for the period from and including the date of issuance of such Letter of Credit (x) to and including the date such Letter of Credit expires or is cancelled or terminated or (y) to but excluding the date such Letter of Credit is drawn in full. In addition to such fees, the Borrower shall pay to the applicable Issuing Bank solely for its own account, a fronting fee in Dollars for respect of each Letter of Credit issued pursuant to this Agreement by such Issuing Bank equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent one-eighth of one percent (0.125%) of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms initial Stated Amount of such Letter of Credit); provided, however, in no event shall the aggregate amount of such fee in respect of any Letter of Credit be less than $1,000. The fees otherwise payable provided for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to in this Section 2.03 subsection shall be nonrefundable and payable, to in the maximum extent permitted by applicable Lawcase of the fee provided for in the first sentence, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a arrears (i) quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after day of January, April, July and October, (ii) on the end Revolving Termination Date, (iii) on the date the Revolving Commitments are terminated or reduced to zero and (iv) thereafter from time to time on demand of each Marchthe Administrative Agent and in the case of the fee provided for in the second sentence, June, September and December, commencing with at the first such date to occur after the time of issuance of such Letter of Credit. The Borrower shall pay directly to the applicable Issuing Bank from time to time on demand all commissions, on charges, costs and expenses in the amounts customarily charged or incurred by the applicable Issuing Bank from time to time in like circumstances with respect to the issuance, amendment, renewal or extension of any Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied issued by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectIssuing Bank or any other transaction relating thereto.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Upon the issuance of each Letter of Credit and until termination, cancellation or expiration of such Letter of Credit, the Borrower shall agrees to pay to the Administrative Agent Agent, for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (ratably in accordance with their respective Pro Rata Share or other applicable share provided for under this Agreement) Shares, with respect to such Letter of Credit, a letter of credit fee (the “Letter of Credit fee in Dollars for each Fee”) at a per annum rate equal to the Letter of Credit issued pursuant Fee Rate in effect from time to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of time multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not Credit, such maximum amount is then fee to be payable in effect under such Letter of Credit arrears on each Payment Date, on the Facility Termination Date and, if such maximum amount increases periodically pursuant to the terms of such Letter of Credit)applicable, thereafter on demand; provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C applicable Issuer pursuant to this Section 2.03 2.19 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.23(a)(iv), with the balance of such fee, if any, payable to the L/C applicable Issuer for its own account. Such The Borrower shall also pay to each Issuer for its own account (x) a fronting fee of 0.20% per annum on the aggregate maximum stated amount for each Letter of Credit fees shall issued by such Issuer and currently outstanding, with such fee to be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars arrears on the first Business Day after following the end of each March, June, September and December, commencing and (y) documentary and processing charges in connection with the first such date to occur after the issuance or Modification of such Letter of Credit, on the Letter and draws under Letters of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate accordance with such Issuer’s standard schedule for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was charges as in effecteffect from time to time.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Tranche in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans, Term SOFR Loans or a XXXXX Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under the applicable Tranche in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, in respect of the quarterly period then ending (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Each payment of fees under this clause (h) on any Letters of Credit shall be made in Dollars.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent Agent, for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent daily Stated Amount under each such Letter of Credit (as determined pursuant to Section 1.06). For purposes of computing the daily maximum amount then Stated Amount available to be drawn under such any Letter of Credit, the Stated Amount of the Letter of Credit (whether or not such maximum amount is then shall be determined in effect under such accordance with Section 1.06. Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 Fees shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be (i) due and payable in Dollars on the first Business Day after the end calendar day of each March, June, September and Decembermonth, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand, and (ii) computed on a monthly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quartermonth, the daily maximum amount available to be drawn under of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter month that such Applicable Rate was in effect. Notwithstanding anything to the contrary contained herein, while any Event of Default has occurred and is continuing, the Administrative Agent may, and upon the request of the Required Lenders shall, notify the Lead Borrower that all Letter of Credit Fees shall accrue at the Default Rate and thereafter such Letter of Credit Fees shall accrue at the Default Rate to the fullest extent permitted by applicable Laws.

Letter of Credit Fees. The In consideration of LC Issuer’s issuance of any Letter of Credit, Borrower shall agrees to pay (a) to the Administrative Agent Agent, for the account of the Revolving Credit all Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) respective Applicable Percentages, a letter of credit issuance fee at a rate equal to the Letter of Credit Fee Rate then in effect (which fee shall be increased by 2.0% per annum during any period in Dollars for each Letter which interest on the Loans accrues at the Default Rate) calculated on the undrawn amount of all outstanding Letters of Credit issued pursuant on each day, and (b) to this Agreement such LC Issuer for its own account, a letter of credit fronting fee at a rate equal to the Applicable Rate for Revolving Credit Loans 0.125% per annum times the Dollar Equivalent face amount of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then but in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Creditno event less than $500 per annum); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C LC Issuer pursuant to this Section 2.03 2.9 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C LC Issuer for its own account. Such Letter of Credit In addition, Borrower will pay to LC Issuer LC Issuer’s customary fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due for issuance, amendment and payable in Dollars on the first Business Day after the end drawing of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, . The letter of credit fee and the letter of credit fronting fee will be calculated on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum undrawn face amount of each Letter of Credit shall outstanding on each day at the above-applicable rates and will be computed due and multiplied by such Applicable Rate separately for payable in arrears on the last Business Day of each period during such quarter that such Applicable Rate was in effectFiscal Quarter and at the end of the Commitment Period.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each MarchFebruary, JuneMay, September August and DecemberNovember, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate then in effect for Eurodollar Rate Loans with respect to the Revolving Credit Loans Facility times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.18(a)(iv) and/or to the Borrower in proportion to any Cash Collateral it has provided to cover such Defaulting Lender’s exposure, with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders Lender for the applicable Revolving Credit Facility (in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount Dollar Amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Subject to Section 12.9(e), the Borrowers shall pay to the Administrative Agent for the account pro rata benefit of the Revolving Credit Lenders for LC Issuer and the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) LC Participants a Letter per annum letter of Credit credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement hereunder in an amount equal to the Applicable Rate Margin multiplied by the face amount of such Letter of Credit for Revolving the period such Letter of Credit Loans times is to be outstanding; provided that for any Letter of Credit that is (i) Cash Collateralized or (ii) backed by a standby letter of credit issued by a financial institution acceptable to the Dollar Equivalent LC Issuer in its sole discretion, then the per annum letter of credit fee for such Letter of Credit shall be an amount equal to 1.00% multiplied by the face amount of such Letter of Credit for the period such Letter of Credit is outstanding. On each date of issuance of any Letter of Credit, the Borrowers shall pay to the LC Issuer, solely for its own account, a fronting fee in an amount equal to 0.25% of the daily original maximum amount then available to be drawn under such Letter of Credit (whether Credit. Each letter of credit fee shall be payable in advance on the date of the issuance of the Letter of Credit, and, in the case of an increase in the face amount or not such maximum amount is then in effect under extension of the expiry date of such Letter of Credit if only, on the date of such maximum amount increases periodically pursuant increase or extension. Without prejudice to the terms of such Letter of Credit); providedforegoing, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory Borrowers also shall pay to the L/C Issuer pursuant to this Section 2.03 shall be payableLC Issuer, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer solely for its own account, promptly on demand such other usual and customary fees associated with any transfers, amendments, drawings, negotiations or re-issuances of any Letter of Credit. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees and charges shall be due and payable in Dollars on the first Business Day after the end of each March, June, September demand and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectnonrefundable.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders Lender for the applicable Revolving Credit Facility (in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for applicable to each Revolving Credit Lender’s Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount Dollar Amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent Revolver Agent, for the account of the each Revolving Credit Lenders Lender for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans set forth in clause (II)(a) of the definition of “Applicable Rate” times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount decreases or increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.17(1)(d), with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its their own accountaccounts. Such Letter of Credit fees shall be computed on a quarterly basis in arrearsarrears on the basis of a 360-day year and actual days elapsed. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit L/C Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The For each Letter of Credit issued, the Borrower shall pay to the Administrative Agent (a) a fee equal to the higher of (a) $1,000.00, or (b) 12.5 basis points on each Letter of Credit face amount, payable upon issuance of each such Letter of Credit, and (b) a fee (a “Letter of Credit Fee”) in an amount equal to the Applicable Margin (as applied to Tranche A LIBOR Rate Advances, to the extent such Letter of Credit is issued in reduction of Tranche A Loan Availability, and as applied to Tranche B LIBOR Rate Advances, to the extent such Letter of Credit is issued in reduction of Tranche B Loan Availability, as determined by Agent) per annum multiplied by the face amount of each outstanding Letter of Credit, which Letter of Credit Fee (i) shall be payable quarterly in arrears on the first day of each calendar quarter for the immediately preceding calendar quarter (which Letter of Credit Fee shall be pro-rated for any calendar quarter in which such Letter of Credit is issued, drawn upon or otherwise reduced or terminated) and (ii) shall be for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (pro rata in accordance with their Pro Rata Share respective Commitment Percentages. In addition to the Letter of Credit Fee, the Borrower shall pay to the Agent, on demand, all amendment, drawing and other fees regularly charged by the Agent to its letter of credit customers and all out-of-pocket expenses incurred by the Agent in connection with the issuance, amendment, administration or other applicable share provided for under payment of any Letter of Credit. Notwithstanding anything in this Agreement) Agreement to the contrary, the parties acknowledge and agree that the determination of whether a Letter of Credit fee is issued in Dollars for each Letter reduction of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent Tranche A Loan Availability or in reduction of Tranche B Loan Availability shall be fixed as of the daily maximum amount then available to be drawn under such Letter date of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each so long as such Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectremain outstanding.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans that are Eurocurrency Rate Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. (i) The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata its Ratable Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each (the “Letter of Credit Fee”) for (A) the average daily aggregate Available Amount of all Secured Letters of Credit issued pursuant and outstanding from time to this Agreement time at a rate per annum equal to 0.50% and (B) the average daily aggregate Available Amount of all other Letters of Credit issued and outstanding from time to time at a rate per annum equal to the Applicable Margin for Eurodollar Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then Advances in effect under such Letter of Credit if such maximum amount increases periodically pursuant from time to the terms of such Letter of Credit)time; provided, howeverprovided that, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit (other than a Secured Letter of Credit) as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 2.04 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Ratable Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.22(a)(iv), and to such Issuing Bank for its own account to the extent of such Issuing Bank’s Fronting Exposure with the balance of such fee, if any, payable to fee being retained by the L/C Issuer for its own accountBorrower. Such Letter of Credit fees Fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be (A) due and payable in Dollars to each Lender on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance Issuance of such Letter of Credit, on the Termination Date of such Lender and thereafter on the date that any Letter of Credit Expiration expiring after the Termination Date of such Lender ceases to be outstanding and thereafter (B) computed on demanda quarterly basis in arrears. If In calculating the Letter of Credit Fee, if there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of Available Amount under each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Each Borrower shall agrees to pay to the Administrative Agent Agent, for the pro rata account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) respective Percentages, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to (the Applicable Rate “Letter of Credit Fee”) for Revolving Credit Loans times the Dollar Equivalent period from the date of the daily maximum amount then available to be drawn under issuance of such Letter of Credit (whether or not for the account such maximum amount is then in effect under Borrower to the date upon which such Letter of Credit if expires or is otherwise terminated, of (a) in the case of each Commercial Letter of Credit issued for the account of such maximum amount increases periodically pursuant to Borrower, 0.75% per annum times the terms Stated Amount of such Letter of Credit); provided, howeverand (b) in the case of each Standby Letter of Credit issued for the account of such Borrower, the LC Fee Rate per annum in effect from time to time times the Stated Amount of such Letter of Credit. Such fee shall be payable by the Borrowers in arrears on each Payment Date and on the Termination Date (and thereafter on demand) for the period then ending for which such fee shall not theretofore have been paid. Notwithstanding the foregoing or any other provision of this Agreement, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C applicable Issuer pursuant to this Section 2.03 5.8 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.7(a)(iv), with the balance of such fee, if any, payable to the L/C such Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.4.5

Letter of Credit Fees. The Borrower shall agrees to pay to the Administrative Agent for the account of the each Revolving Credit Lenders Lender a letter of credit fee at a rate per annum equal to the Applicable Margin for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter Loans that are SOFR Loans times the daily average Stated Amount of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to for the Applicable Rate for Revolving Credit Loans times period from and including the Dollar Equivalent date of the daily maximum amount then available to be drawn under issuance of such Letter of Credit (whether or not such maximum amount is then in effect under x) to and including the date such Letter of Credit if expires or is cancelled or (y) to but excluding the date such maximum amount increases periodically pursuant Letter of Credit is drawn in full. The fee provided for in the immediately preceding sentence shall be nonrefundable and payable in arrears (i) quarterly on the first day of each January, April, July and October, (ii) on the Revolving Credit Maturity Date, (iii) on the date the Revolving Credit Commitments are terminated or reduced to zero and (iv) thereafter from time to time on demand of the Administrative Agent. In addition to such fee, the Borrower shall pay to the terms applicable Issuing Bank solely for its own account prior to the issuance of each Letter of Credit, a nonrefundable fronting fee in respect of each Letter of Credit at a per annum rate agreed between the Borrower and such Issuing Bank of the Stated Amount of such Letter of Credit); provided. The Borrower shall pay directly to such Issuing Bank from time to time on demand all commissions, howevercharges, any Letter of Credit fees otherwise payable for costs and expenses in the account of a Defaulting Lender amounts customarily charged by such Issuing Bank from time to time in like circumstances with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such each Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarterdrawings, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectamendments, renewals, extensions or other transactions relating thereto.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Tranche in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under the applicable Tranche in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, in respect of the quarterly period then ending (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.Each payment of fees under this clause (h) on any Letters of Credit shall be made in Dollars.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Tranche in an amount equal to the Applicable Rate then in effect for SOFR Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders under the applicable Tranche in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.17(a)iv, with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, and on the Letter of Credit Expiration Date and thereafter on demandDate. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, in Dollars, a Letter of Credit fee in Dollars for each (the “Letter of Credit issued pursuant to this Agreement Fee”) (i) for each commercial Letter of Credit equal to an amount per annum to be agreed at the Applicable Rate for Revolving Credit Loans time of issuance times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit and (whether or not such maximum ii) for each standby Letter of Credit equal to the Applicable Margin times the daily amount is then in effect available to be drawn under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 2.19 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Share allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the such L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.4. Such Letter of Credit fees Fees shall be (i) due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (ii) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of available to be drawn under each standby Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower Borrowers (on a joint and several basis) shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Margin with respect to Revolving Loans maintained as LIBOR Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.21(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Tranche in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans or a XXXXX Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under the applicable Tranche in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, in respect of the quarterly period then ending (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Each payment of fees under this clause (h) on any Letters of Credit shall be made in Dollars.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders Lender for the applicable Revolving Credit Facility (in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount Dollar Amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.15(a)(iv), with the balance of such fee, if any, payable to the such L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Commitment Percentage, in US Dollars, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to (x) in the Applicable case of each Standby Letter of Credit, the Libor Rate for Revolving Credit Loans Margin times the US Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit) and (y) in the case of each Commercial Letter of Credit, 50% of the Libor Rate Margin times the US Dollar Equivalent daily maximum amount available to be drawn under such Letter of Credit if (whether or not such maximum amount increases periodically pursuant to the terms of is then in effect under such Letter of Credit); providedprovided that, howeverwhile any Event of Default exists, any the rate per annum for Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted increased by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account2%. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars (i) on the first Business Day after the end of each March, June, September and DecemberQuarterly Payment Date, commencing with the first such date to occur after the issuance of such Letter of Credit, (ii) on the Letter Maturity Date, (iii) if any Letters of Credit Expiration Date are outstanding on the Maturity Date, on the date on which the last of such Letters of Credit to be outstanding expires or terminates and (iv) on the date on which the Agent takes any action described in Section 13.2(a), (b) or (c) (or on which any of such actions occurs automatically pursuant to the proviso to Section 13.2) and thereafter on demand. If there is any change in any Applicable the Libor Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable the Libor Rate Margin separately for each period during such quarter that such Applicable Rate was in effect. For purposes of computing the 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 1.8.

Letter of Credit Fees. (a) The Borrower Company shall pay to the Administrative Agent for the account of each of the Revolving Credit Lenders for a letter of credit fee with respect to the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter Letters of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Letter of Credit Fee Rate for Revolving Credit Loans times the Dollar Equivalent of the average daily maximum amount then available to be drawn under such Letter of the outstanding Letters of Credit (whether or not such maximum amount is then at any time during the remaining term thereof, computed on a quarterly basis in effect under such Letter arrears on the last Business Day of each calendar quarter based upon Letters of Credit if such maximum amount increases periodically pursuant to outstanding for that quarter as calculated by the terms Agent; provided that any letter of such Letter of Credit); provided, however, any Letter of Credit credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 Article III shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Revolving Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Revolving Percentage allocable to such Letter of Credit pursuant to Section 2.17(a)(iv3.12(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such ; and provided, further, that upon the request of the Required Lenders while any Event of Default exists, such letter of credit fees shall be increased by adding 2% per annum to the Applicable Letter of Credit fees shall be computed on a quarterly basis Fee Rate then in arrearseffect for such Letters of Credit. Such Letter letter of Credit credit fees shall be due and payable quarterly in Dollars arrears on the last Business Day of each calendar quarter during which Letters of Credit are outstanding, commencing on the first Business Day after the end of each March, June, September and December, commencing with the first such quarterly date to occur after the issuance of Effective Date, through the Revolving Maturity Date (or such Letter of Credit, on later date upon which the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter outstanding Letters of Credit shall expire), with the final payment to be computed and multiplied by made on the Revolving Maturity Date (or such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectlater expiration date).

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Tranche in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders under the applicable Tranche in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, and on the Letter of Credit Expiration Date and thereafter on demandDate. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement on the principal amount thereof in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each Marchfiscal quarter, Junein respect of the quarterly period then ending (or portion thereof, September and Decemberin the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall agrees to pay to the Administrative Agent for the account of each Revolving Lender a letter of credit fee at a rate per annum equal to the Applicable Margin for Revolving Credit Lenders for Loans that are LIBOR Loans times the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a daily average Stated Amount of each Letter of Credit for the period from and including the date of issuance of such Letter of Credit (x) to and including the date such Letter of Credit expires or is cancelled or terminated or (y) to but excluding the date such Letter of Credit is drawn in full; provided, however, notwithstanding anything to the contrary contained herein, while the Obligations are accruing interest at the Post-Default Rate, such letter of credit fees shall accrue at the Post-Default Rate. In addition to such fees, the Borrower shall pay to an Issuing Bank solely for its own account, a fronting fee in Dollars for respect of each Letter of Credit issued pursuant to this Agreement by such Issuing Bank equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent 0.125% of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms initial Stated Amount of such Letter of Credit); provided, however, in no event shall the aggregate amount of such fee in respect of any Letter of Credit be less than $1,000. The fees otherwise payable provided for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to in this Section 2.03 subsection shall be nonrefundable and payable, to in the maximum extent permitted by applicable Lawcase of the fee provided for in the first sentence, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a arrears (i) quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after day of January, April, July and October, (ii) on the end Revolving Termination Date, (iii) on the date the Revolving Commitments are terminated or reduced to zero and (iv) thereafter from time to time on demand of each Marchthe Administrative Agent and in the case of the fee provided for in the second sentence, June, September and December, commencing with at the first such date to occur after the time of issuance of such Letter of Credit. The Borrower shall pay directly to an Issuing Bank from time to time on demand all commissions, on charges, costs and expenses in the amounts customarily charged or incurred by such Issuing Bank from time to time in like circumstances with respect to the issuance, amendment, renewal or extension of any Letter of Credit Expiration Date and thereafter on demand. If there is or any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectother transaction relating thereto.

Letter of Credit Fees. The Borrower Subject to Section 12.9(e), the Borrowers shall pay to the Administrative Agent for the account pro rata benefit of the Revolving Credit Lenders for LC Issuer and the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) LC Participants a Letter per annum letter of Credit credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement hereunder in an amount equal to the Applicable Rate Margin multiplied by the face amount of such Letter of Credit for Revolving the period such Letter of Credit Loans times is to be outstanding; provided that, for any Letter of Credit that is (i) Cash Collateralized or (ii) backed by a standby letter of credit issued by a financial institution acceptable to the Dollar Equivalent LC Issuer in its sole discretion, then the per annum letter of credit fee for such Letter of Credit shall be an amount equal to 1.00% multiplied by the face amount of such Letter of Credit for the period such Letter of Credit is outstanding. On each date of issuance of any Letter of Credit, the Borrowers shall pay to the LC Issuer, solely for its own account, a fronting fee in an amount equal to 0.25% of the daily original maximum amount then available to be drawn under such Letter of Credit (whether Credit. Each letter of credit fee shall be payable in advance on the date of the issuance of the Letter of Credit, and, in the case of an increase in the face amount or not such maximum amount is then in effect under extension of the expiry date of such Letter of Credit if only, on the date of such maximum amount increases periodically pursuant increase or extension. Without prejudice to the terms of such Letter of Credit); providedforegoing, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory Borrowers also shall pay to the L/C Issuer pursuant to this Section 2.03 shall be payableLC Issuer, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer solely for its own account, promptly on demand such other usual and customary fees associated with any transfers, amendments, drawings, negotiations or re-issuances of any Letter of Credit. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees and charges shall be due and payable in Dollars on the first Business Day after the end of each March, June, September demand and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectnonrefundable.

Letter of Credit Fees. The Borrower shall pay to the Revolver Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued outstanding pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans per annum times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit such fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.17(a), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.09. Such Letter letter of Credit credit fees shall be due and payable in arrears in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall agrees to pay (i) to the Administrative Agent Agent, for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender, a letter of credit fee with respect to its participation in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to Credit, which shall accrue at the Applicable Rate Margin then in effect for Revolving Credit Loans times Eurodollar Borrowings on the Dollar Equivalent average daily amount of the daily maximum amount then available such Lender’s LC Exposure (excluding any portion thereof attributable to be drawn under unreimbursed LC Disbursements) attributable to such Letter of Credit (whether or not such maximum amount is then in effect under during the period from and including the date of issuance of such Letter of Credit if such maximum amount increases periodically pursuant to but excluding the terms of date on which such Letter of Creditexpires or is drawn in full (including without limitation any LC Exposure that remains outstanding after the Commitment Termination Date); provided, however, as set forth in Section 10.15, any Letter letter of Credit credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral or other credit support arrangements satisfactory pursuant to Section 2.22 shall be payable for the account of the Issuing Bank, and (ii) to the L/C Issuer pursuant Issuing Bank for its own account a fronting fee, which shall accrue at the rate of 0.125% per annum on the average daily amount of the LC Exposure (excluding any portion thereof attributable to this Section 2.03 shall be payable, to unreimbursed LC Disbursements) during the maximum extent permitted by applicable Law, to Availability Period (or until the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to date that such Letter of Credit pursuant to Section 2.17(a)(ivis irrevocably cancelled, whichever is later), as well as the Issuing Bank’s standard fees with the balance respect to issuance, amendment, renewal or extension of such fee, if any, payable to the L/C Issuer for its own account. Such any Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter or processing of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectdrawings thereunder.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share Applicable Percentage or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin for Revolving Credit SOFR Loans times the Dollar Equivalent of multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer Issuing Bank pursuant to this Section 2.03 2.04 (Letters of Credit) shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Revolving Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.20(a)(iv) (Defaulting Lenders), with the balance of such fee, if any, payable to the L/C Issuer Issuing Bank for its own account. Such Letter of Credit fees shall be computed on (i) a quarterly basis in arrearsarrears and (ii) the basis of the number of days elapsed in a year of three hundred sixty (360) days. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and DecemberQuarterly Date, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The US Borrower and the European Borrower, as applicable, shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Lender under a Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement under such Revolving Credit Facility equal to the Applicable Rate for Eurocurrency Rate Loans in respect of the Revolving Credit Loans Facilities times the Dollar Equivalent of the daily maximum amount then available to be drawn or that may be requested to be paid or disbursed, as applicable, under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender under a Revolving Credit Facility with respect to any Letter of Credit issued under such Revolving Credit Facility as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under such Revolving Credit Facility in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv) and (v), with the balance of such feefees, if any, payable to the L/C Issuer for its own account. Such Letter For purposes of Credit fees shall computing the daily amount available to be computed on a quarterly basis in arrears. Such Letter of Credit fees shall drawn or that may be due and payable in Dollars on the first Business Day after the end of each Marchrequested to be paid or disbursed, Juneas applicable, September and December, commencing with the first such date to occur after the issuance of such under any Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each such Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was determined in effectaccordance with Section 1.07.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the product of (i) Applicable Rate for Revolving Letter of Credit Loans times fees and (11) the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum Credit. For purposes of computing the daily amount is then in effect available to be drawn under any Letter of Credit, the amount of such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders determined in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account‎Section 1.09. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.. (h) Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Borrowers shall pay directly to each L/C Issuer for its own account a fronting fee (a “Fronting Fee”) with respect to each Letter of Credit issued by it equal to 0.125% per annum of the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit. For purposes of computing the daily amount available to be 101 #95488248v20

Letter of Credit Fees. The Borrower shall agrees to pay to the Administrative Agent for the account of each Revolving Lender a letter of credit fee at a rate per annum equal to the Applicable Margin for Revolving Credit Lenders for Loans that are SOFR Loans times the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a daily average Stated Amount of each Letter of Credit for the period from and including the date of issuance of such Letter of Credit (x) to and including the date such Letter of Credit expires or is cancelled or terminated or (y) to but excluding the date such Letter of Credit is drawn in full. In addition to such fees, the Borrower shall pay to the applicable Issuing Bank solely for its own account, a fronting fee in Dollars for respect of each Letter of Credit issued pursuant to this Agreement by such Issuing Bank equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent one-eighth of one percent (0.125%) of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms initial Stated Amount of such Letter of Credit); provided, however, in no event shall the aggregate amount of such fee in respect of any Letter of Credit be less than $1,000. The fees otherwise payable provided for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to in this Section 2.03 subsection shall be nonrefundable and payable, to in the maximum extent permitted by applicable Lawcase of the fee provided for in the first sentence, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a arrears (i) quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after day of January, April, July and October, (ii) on the end Revolving Termination Date, (iii) on the date the Revolving Commitments are terminated or reduced to zero and (iv) thereafter from time to time on demand of each Marchthe Administrative Agent and in the case of the fee provided for in the second sentence, June, September and December, commencing with at the first such date to occur after the time of issuance of such Letter of Credit. The Borrower shall pay directly to the applicable Issuing Bank from time to time on demand all commissions, on charges, costs and expenses in the amounts customarily charged or incurred by the applicable Issuing Bank from time to time in like circumstances with respect to the issuance, amendment, renewal or extension of any Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied issued by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectIssuing Bank or any other transaction relating thereto.

Letter of Credit Fees. The Borrower Company shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, in US Dollars, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable L/C Fee Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then determined in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Creditaccordance with Section 1.7); provided, however, provided that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 2.5 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.19, with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its own account. Such Letter of Credit fees Fees shall be (i) computed on a quarterly basis in arrears. Such Letter of Credit fees shall be arrears and (ii) due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable the L/C Fee Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable the L/C Fee Rate separately for each period during such quarter that such Applicable L/C Fee Rate was in effect. Notwithstanding anything to the contrary contained herein, upon the request of the Required Lenders, while any Event of Default exists, all Letter of Credit Fees shall accrue at the Default Rate.

Letter of Credit Fees. The (i) Each Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) each Lender a Letter of Credit fee commission in Dollars for each Letter on such Lender’s Ratable Share of the average daily aggregate Available Amount of all Letters of Credit issued pursuant at the request of such Borrower and outstanding from time to this Agreement time on or after the Restatement Date at a rate per annum equal to the Applicable Rate Margin for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then EURIBOR Advances in effect under from time to time during such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if anycalendar quarter, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a in arrears quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first third Business Day after the end later of (a) receipt of an invoice for the letter of credit fees or (b) the last day of each March, June, September and December, commencing with the first quarter ended December 31, 2021, and on the Termination Date applicable to such date Lender payable upon demand; provided, that no Defaulting Lender shall be entitled to occur after receive any commission in respect of Letters of Credit for any period during which that Lender is a Defaulting Lender (and the issuance Borrowers shall not be required to pay such commission to that Defaulting Lender but shall pay such commission as set forth in Section 2.19); provided, further, that such commission shall be increased by 2% per annum upon the occurrence and during the continuation of an Event of Default if the Borrowers are required to pay Default Interest pursuant to Section 2.07(b). (ii) Each Borrower shall pay to each Issuing Bank for its own account a fronting fee on the aggregate Available Amount of all Letters of Credit issued by such Issuing Bank at the request of such Letter of Credit, on the Letter of Credit Expiration Date Borrower and thereafter on demand. If there is any change outstanding from time to time during each calendar quarter at a rate per annum equal to 0.25% payable in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.arrears quarterly on

Letter of Credit Fees. The In consideration of LC Issuer’s issuance of any Letter of Credit, Borrower shall agrees to pay (a) to the Administrative Agent Agent, for the account of the Revolving Credit all Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) respective Applicable Percentages, a letter of credit issuance fee at a rate equal to the Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Fee Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under (which fee shall be increased by 2.0% per annum during any period in which interest on the Loans accrues at the Default Rate), and (b) to such Letter LC Issuer for its own account, a letter of Credit if such maximum credit fronting fee at a rate equal to 0.20% per annum times the face amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C LC Issuer pursuant to this Section 2.03 2.9 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C LC Issuer for its own account. Such Letter of Credit In addition, Borrower will pay to LC Issuer LC Issuer’s customary fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due for issuance, amendment and payable in Dollars on the first Business Day after the end drawing of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, . The letter of credit fee and the letter of credit fronting fee will be calculated on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum undrawn face amount of each Letter of Credit shall outstanding on each day at the above-applicable rates and will be computed due and multiplied by such Applicable Rate separately for payable in arrears on the last Business Day of each period during such quarter that such Applicable Rate was in effectFiscal Quarter and at the end of the Commitment Period.

Letter of Credit Fees. The Borrower Borrowers (on a joint and several basis) shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Margin with respect to Revolving Credit Loans maintained as SOFR Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.21(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.. (i)

Letter of Credit Fees. Subject to Section 2.16(a)(iii)(B), the Letters of Credit shall be issued for a fee equal to (i) in the case of any such fee payable to an Initial Revolving-1 Lender, the Applicable Margin for LIBORTerm SOFR Advances for Initial Revolving-1 Loans on a per annum basis as in effect as of the date of issuance, times the face amount of each Letter of Credit and (ii) in the case of any such fee payable to an Initial Revolving-2 Lender, the Applicable Margin for LIBORTerm SOFR Advances for Initial Revolving-2 Loans on a per annum basis as in effect as of the date of issuance, times the face amount of each Letter of Credit. All such fees shall be payable quarterly in arrears. The Borrower fee shall pay be payable to the Administrative Agent for the account benefit of the Lenders with an Initial Revolving Credit Lenders for the applicable Revolving Credit Facility (Loan Commitment in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for respective Initial Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, Loan Commitment Ratios. If any Letter of Credit fees otherwise payable for is drawn upon prior to its expiration date, the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory Lenders shall reimburse to the L/C Issuer pursuant to this Section 2.03 shall be payable, Borrower that portion of the fee allocable to the maximum extent permitted by applicable Law, period from the date of the draw to the other Lenders expiration date, calculated in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter Issuing Bank’s standard letter of Credit pursuant to Section 2.17(a)(iv)credit procedures. In addition, with the balance of such fee, if any, payable Borrower shall pay to the L/C Issuer Issuing Bank for its own account. Such Letter account (i) a fronting fee as separately agreed, payable quarterly in arrears and (ii) its standard charges for the issuance, transfer or other administration of Credit fees shall be computed on a quarterly basis in arrears. Such Letter letters of Credit fees shall be due credit and payable in Dollars on the first Business Day after the end for draws upon letters of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectcredit.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans Margin times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day of each March, June, September and December, commencing with the first such date to occur after the end issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date 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 each period during such quarter that such Applicable Margin was in effect. (i) Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Borrowers shall pay directly to each L/C Issuer for its own account a fronting fee with respect to each Letter of Credit issued by it equal to 0.125% per annum of the maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit). Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fees shall be due and payable in Dollars on the last Business Day of each of March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarterIn addition, the daily maximum amount of Lead Borrower shall pay directly to each L/C Issuer for its own account with respect to each Letter of Credit shall be computed the customary issuance, presentation, amendment and multiplied by other processing fees, and other standard costs and charges, of such Applicable Rate separately for each period during such quarter that such Applicable Rate was L/C Issuer relating to letters of credit as from time to time in effect.. Such customary fees and standard costs and charges are due and payable within ten (10) Business Days of demand and are nonrefundable. 78

Letter of Credit Fees. The (i) With respect to each standby Letter of Credit, the Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its CHAR1\1970297v6 Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Maturity Date applicable to the Revolving Credit Expiration Date Commitments and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. (a) The Borrower Company shall pay to the Administrative Agent for the account of each of the Revolving Credit Lenders for a letter of credit fee with respect to the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter Letters of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans Margin times the Dollar Equivalent of the average daily maximum amount then available to be drawn under such Letter the outstanding Letters of Credit, computed on a quarterly basis in arrears on the last Business Day of each calendar quarter based upon Letters of Credit (whether or not such maximum amount is then in effect under such Letter outstanding for that quarter as calculated by the Administrative Agent; provided that any letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C applicable Issuer pursuant to this Section 2.03 3.08 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.19, with the balance of such fee, if any, payable to the L/C applicable Issuer for its own account. Such Letter letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit credit fees shall be due and payable quarterly in Dollars arrears on the last Business Day of each calendar quarter during which Letters of Credit are outstanding, commencing on the first Business Day after the end of each March, June, September and December, commencing with the first such quarterly date to occur after the issuance of Effective Date, through the Termination Date (or such Letter of Credit, on later date upon which the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter outstanding Letters of Credit shall expire), with the final payment to be computed and multiplied by made on the Termination Date (or such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectlater expiration date).

Letter of Credit Fees. The Borrower Borrowers (on a joint and several basis) shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Margin with respect to Revolving Credit Loans maintained as LIBOR RateSOFR Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.21(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Revolving Tranche in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under the applicable Revolving Tranche in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, in respect of the quarterly period then ending (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Each payment of fees under this clause (g) on any Letters of Credit shall be made in Euros.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage, in US Dollars, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the US Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Credit. Each Defaulting Lender shall be entitled to receive Letter of Credit if such maximum amount increases periodically Fees pursuant to the terms of such Letter of Credit); provided, however, this Section 2.04(h) for any Letter of Credit fees otherwise payable for the account of period during which that Lender is a Defaulting Lender with respect only to any Letter the extent allocable to its Applicable Percentage of Credit as to the stated amount of Letters of Credits for which such Defaulting Lender it has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.04; provided, however, any Letter of Credit Fees not payable for the account of a Defaulting Lender pursuant to this sentence shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit Credits pursuant to Section 2.17(a)(iv), with the balance of such feeLetter of Credit Fees, if any, payable to the L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.08. Such Letter of Credit fees Fees shall be (i) due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (ii) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower first two sentences of Section 2.3(g) are amended in their entirety to read as follows: The Company shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage, in Dollars, a Letter letter of Credit credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times product of (i) the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit times (whether ii)(x) if the Outstanding Amount of all LC Obligations as of the date of computation is less than 50% of the LC Sublimit, 1.0% per annum and (y) if the Outstanding Amount of all LC Obligations as of the date of computation is 50% or not such maximum amount is then more of the LC Sublimit, the Applicable Rate for Eurodollar Loans in effect under on the date of computation; provided that, upon the request of the Required Lenders while any Event of Default exists, the rate per annum at which such Letter letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit)credit fees are calculated shall be increased by 2%; and provided, howeverfurther, that any Letter such letter of Credit credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.16 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such feefees, if any, payable to the L/C Issuer for its own account. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter arrears as of Credit fees shall be due and payable in Dollars on the first Business Day after the end last day of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Creditfiscal quarter, on the Letter date specified in clause (y) of Credit Expiration Date the following sentence and from time to time thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, upon request of the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectAdministrative Agent.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage a Letter of Credit fee in Dollars (the "Letter of Credit Fee") for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees Fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be (i) due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand, (ii) computed on a quarterly basis in arrears and (iii) computed for the actual number of days that such Letters of Credit are outstanding during the applicable quarter. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Notwithstanding anything to the contrary contained herein, upon the request of the Required Lenders, while any Event of Default exists, all Letter of Credit Fees shall accrue at the Default Rate.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the ratable account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement(i) a Letter of Credit fee in Dollars for each commercial Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans per annum times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit), and (ii) a Letter of Credit if such maximum amount increases periodically pursuant fee for each standby Letter of Credit equal to the terms of Applicable Rate times the daily amount available to be drawn under such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.3 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Maturity Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the actual daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall Company agrees to pay (i) to the Administrative Agent for the account pro rata benefit of the Revolving Credit Lenders each Lender for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a each Letter of Credit a fee per annum equal to the Applicable Margin then in Dollars effect for such type of Letter of Credit times the daily maximum amount available to be drawn under such Letter of Credit; provided that, if any Borrower shall default in the payment of any amount of principal, interest or fees when due (whether at stated maturity, by acceleration, or otherwise), then, the applicable fee rate on such Letters of Credit shall be the Applicable Margin then in effect for such Letter of Credit plus 2% per annum and (ii) to such Issuing Bank, a fronting fee for each Letter of Credit issued pursuant to this Agreement for its account equal to the Applicable Rate for Revolving Credit Loans 0.125% per annum times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit. Each such fee shall be based on the Dollar Amount of the maximum amount available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such from the date of issuance of the Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 until its expiration date and shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders payable quarterly in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars arrears on the first last Business Day after the end of each March, June, September September, and DecemberDecember commencing March 31, commencing 2004 and on its expiration date. In addition, the Company agrees to pay to such Issuing Bank all customary transaction costs and fees charged by such Issuing Bank in connection with the first such date to occur after the issuance issuance, transfer, amendment, drawing, negotiation or reissuance of such Letter of Credit, on the a Letter of Credit Expiration Date for the Borrower's account, such costs and thereafter fees to be due and payable on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied date specified by such Applicable Rate separately Issuing Bank in the invoice for each period during such quarter that such Applicable Rate was in effectcosts and fees.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Working Capital Lenders for the applicable Revolving Credit Working Capital Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and DecemberDecember and on the Maturity Date, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.. (i)

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the product of (i) the Applicable Rate for Revolving Credit Loans times that are Eurodollar Rate Loans and (ii) the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms Available Amount of such Letter of Credit); provided, however, any provided that Letter of Credit fees otherwise payable for the account of a Defaulting Lender accrued with respect to any Pro Rata Share of any Letters of Credit during the period prior to the time any Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Administrative Agent so long as such Lender shall be a Defaulting Lender except to the extent that such Lender’s Pro Rata Share of the Letter of Credit as fee shall otherwise have been due and payable to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable prior to such time; and provided, further, that no Letter of Credit pursuant fee shall accrue to Section 2.17(a)(iv), with the balance of any Defaulting Lender so long as such fee, if any, payable to the L/C Issuer for its own accountLender shall be a Defaulting Lender. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and DecemberDecember and on the Maturity Date, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Margin applicable to the Eurodollar Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.05 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.06. Such Letter of Credit fees Fees shall be due and payable quarterly in Dollars arrears on the first Business Day after the end of each March, June, September and DecemberInterest Payment Date applicable to Base Rate Loans, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is Notwithstanding anything to the contrary contained herein, upon the request of the Required Revolving Lenders, while any change in any Applicable Rate for Revolving Credit Loans during any quarterEvent of Default exists, the daily maximum amount of each all Letter of Credit Fees shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectaccrue at the Default Rate.

Letter of Credit Fees. The Borrower Company shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, in US Dollars, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable L/C Fee Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then determined in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Creditaccordance with Section 1.7); provided, however, provided that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 2.4 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.18, with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its own account. Such Letter of Credit fees Fees shall be (i) computed on a quarterly basis in arrears. Such Letter of Credit fees shall be arrears and (ii) due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable the L/C Fee Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable the L/C Fee Rate separately for each period during such quarter that such Applicable L/C Fee Rate was in effect. Notwithstanding anything to the contrary contained herein, upon the request of the Required Lenders, while any Event of Default exists, all Letter of Credit Fees shall accrue at the Default Rate.

Letter of Credit Fees. (i) The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for Banks a letter of credit fee payable to the applicable Revolving Credit Facility (Banks in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for Shares with respect to each Letter of Credit issued pursuant to this Agreement or renewed equal to the Applicable Rate for Revolving Credit Loans 2.25% times the Dollar Equivalent of the daily maximum face amount then available to be drawn under such Letter of Credit; provided that, (x) if any portion of a Defaulting Bank’s Pro Rata Share of any Letter of Credit (whether is Cash Collateralized or Letter of Credit Cash Collateralized by the Borrower or reallocated to the other Banks pursuant to Section 10.13(b)(iii), then the Borrower shall not be required to pay the Letter of Credit fee to such maximum amount Defaulting Bank with respect to such portion of such Defaulting Bank’s Pro Rata Share so long as it is then in effect under Cash Collateralized or Letter of Credit Collateralized by the Borrower or reallocated to the other Banks, but such Letter of Credit if fee shall instead be payable to such maximum amount increases periodically pursuant to the terms other Banks in accordance with their Pro Rata Share of such Letter reallocated amount, and (y) if any portion of Credit); provided, however, any a Defaulting Bank’s Pro Rata Share is not Cash Collateralized or Letter of Credit fees otherwise payable for Collateralized or reallocated pursuant to Section 10.13(b)(iii), then the account Letter of a Defaulting Lender Credit fee with respect to any such Defaulting Bank’s Pro Rata Share shall be payable to the applicable Issuing Bank until such Pro Rata Share is Cash Collateralized or Letter of Credit as Collateralized or reallocated or such Bank ceases to which such be a Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own accountBank. Such Letter of Credit fees fee shall accrue and be computed on a quarterly basis in arrears. Such Letter of Credit fees , and shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and DecemberQuarterly Payment Date, commencing with the first such date to occur after the issuance of such Letter of Credit, Credit and on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effectMaturity Date.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section SectionSection 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section SectionSection 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Series C Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for applicable to each Series C Revolving Credit Lender’s Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount Dollar Amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Series C Revolving Credit Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay (a) to the Administrative Agent Agent, for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their respective Pro Rata Share or other applicable share provided for under this Agreement) Shares, a letter of credit fee with respect to the Letter of Credit fee in Dollars Liabilities for each Letter of Credit, computed for each day from the date of issuance of such Letter of Credit issued pursuant to this Agreement the date that is the last day a drawing is available under such Letter of Credit, at a per annum rate equal to [Redacted] (which shall be increased by 2% per annum during any period in which interest on the Applicable Rate for Revolving Credit Loans Obligations accrues at the Default Rate) times the Dollar Equivalent face amount of such Letter of Credit and (b) to LC Issuer, for its own account, a letter of credit fronting fee at a rate equal to [Redacted] per annum times the daily maximum face amount then available to be drawn under of such Letter of Credit (whether or not such maximum amount is then but in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Creditno event less than [Redacted] per annum); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C LC Issuer pursuant to this Section 2.03 2.19 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the L/C LC Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars arrears on the first Business Day after the end last day of each MarchFiscal Quarter prior to the Maturity Date and on the Maturity Date. In addition, June, September and December, commencing Borrower agrees to pay promptly to LC Issuer any fronting or other fees that it may charge in connection with the first such date to occur after the issuance of such any Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.005697 000041 19362918.6 42 [CREDIT AGREEMENT]

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its applicable Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement on the principal amount thereof in an amount equal to the Applicable Rate then in effect for Eurocurrency Rate Loans with respect to the Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically automatically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective applicable Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any fiscal quarter, in respect of the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each quarterly period during such quarter that such Applicable Rate was then ending (or portion thereof, in effect.the case of

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin then in effect for Eurodollar Loans that are Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.26 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Share allocable to such Letter of Credit pursuant to Section 2.17(a)(iv)2.25, with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable the applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable the applicable Rate separately for each period during such quarter that such Applicable applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the applicable Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any applicable Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such applicable Applicable Rate separately for each period during such quarter that such applicable Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance accordance, subject to Section 12.22, with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin for Revolving Credit Term SOFR Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum Credit. For purposes of computing the daily amount is then in effect available to be drawn under any Letter of Credit, the amount of such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any shall be determined in accordance with Section 1.4. Letter of Credit fees otherwise payable Fees for the account of a Defaulting Lender with respect to any each Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be (i) due and payable in Dollars arrears on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance or renewal of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (ii) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate Margin for Revolving Credit Term SOFR Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin for Term SOFR Loans separately for each period during such quarter that such Applicable Rate Margin for Term SOFR Loans was in effect. Notwithstanding anything to the contrary contained herein while any Event of Default exists, all Letter of Credit Fees shall accrue at the Default Interest Rate.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement of each Revolving Facility in an amount equal to the Applicable Rate as in effect from time to time for Eurocurrency Rate Loans with respect to the applicable Revolving Credit Loans times the Dollar Equivalent of Facility multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit) (or as otherwise agreed by the Borrowers and the Revolving Credit Lenders under such applicable Revolving Facility in the Revolving Facility Increase Amendment); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders under the applicable Revolving Facility in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.15(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with in respect of the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each quarterly period during such quarter that such Applicable Rate was in effect.then ending (or portion thereof,

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the the(h) account of the each Revolving Credit Lenders Lender for the applicable Revolving Credit Facility (in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount Dollar Amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.- 85-

Letter of Credit Fees. The Borrower Borrowers shall pay a fee in respect of each Existing Letter of Credit issued for the account of either Borrower (in each case, a “Letter of Credit Fee”): (a) to the Administrative Agent in an amount equal to (i) during such time as there is outstanding no Event of Default, the Applicable Margin per annum with respect to LIBOR Rate Loans that are Revolving Loans times the Maximum Drawing Amount of each such Existing Letter of Credit, and (ii) during such time as there exists an Event of Default, 2% per annum above the otherwise applicable fee (to the fullest extent permitted by applicable law), which Letter of Credit Fee shall be for the accounts of the Lenders in accordance with their respective Revolving Loan Commitment Percentages; and (b) to the Issuing Bank in an amount equal to 0.125% per annum above the otherwise applicable fee, which amount shall be for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) Issuing Bank as a fronting fee. The Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 Fee shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders paid quarterly in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars arrears on the first Business Day after the end of each March, June, September and December, commencing with Fiscal Quarter for the first such date to occur after the issuance immediately preceding Fiscal Quarter. In respect of such Letter of Credit, on the each Existing Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate issued for Revolving Credit Loans during any quarterthe account of either Borrower, the daily maximum amount of each Letter of Credit Borrowers shall be computed also pay to the Issuing Bank for the Issuing Bank’s own account, at such other time or times as such charges are customarily made by the Issuing Bank, the Issuing Bank’s customary issuance, amendment, negotiation, payment or document examination and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was other administrative fees as in effecteffect and applicable from time to time.

Letter of Credit Fees. The Borrower Borrowers (on a joint and several basis) shall pay to the Administrative Agent for the account of the each Participating Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Agreement a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Margin with respect to Revolving Credit Loans maintained as SOFR Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.21(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer applicable Issuing Bank for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the applicable Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent Agent, for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreementits Applicable Percentage, in Dollars, (i) a per annum letter of credit fee for each Documentary Letter of Credit fee in Dollars for each or Financial Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin for Revolving Advances that are Eurocurrency Rate Loans and (ii) a per annum letter of credit fee for each Performance Letter of Credit Loans equal to the Applicable Margin for Performance Letters of Credit, in each case times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter letter of Credit credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Revolving Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentage allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, being retained by the Borrower for its own account or, to the extent any Fronting Exposure shall then be outstanding, being payable to the L/C Issuer applicable Issuing Bank for its own accountaccount to the extent such fee relates to the amount of such Fronting Exposure. Such Letter Each letter of Credit fees credit fee shall be computed payable quarterly in arrears on a quarterly basis in arrears. Such Letter or before the later of Credit fees shall be due and payable in Dollars on (A) the first last Business Day after the end of each March, June, September and DecemberDecember and (B) five (5) Business Days after receipt by the Borrower of an invoice therefor, in each case commencing with the first such date to occur after the issuance Closing Date, until the earlier of the expiration date of such Letter of Credit, on Credit or the Letter last day of Credit Expiration Date and thereafter on demand. If there is any change the Revolving Availability Period (in any Applicable Rate the case of letter of credit fees accrued for the account of the Non-Extending Revolving Credit Loans during any quarter, Lenders) or the daily maximum amount Extended Revolving Availability Period (in the case of each Letter the letter of Credit shall be computed and multiplied by such Applicable Rate separately credit fees accrued for each period during such quarter that such Applicable Rate was in effectthe account of the Extending Revolving Lenders).

Letter of Credit Fees. The Borrower shall pay pay, solely with respect to the Letters of Credit issued at the request of Borrower, to Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) such Lender’s Percentage Share, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin for Revolving Credit Eurodollar Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under Credit; provided, no such Letter of Credit if Fee shall accrue or be deemed to have accrued, or be owing or payable by Borrower to Administrative Agent for the account of any Lender with respect to such maximum amount increases periodically pursuant to the terms Lender’s Percentage Share of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for in the account of a Defaulting Lender event Borrower has entered into an arrangement with LC Issuer with respect to any Letter LC Issuer’s risk with respect to such Lender’s obligation to fund its Percentage Share of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance Unreimbursed Amounts with the upward adjustments in their respective Pro Rata Shares allocable respect to such Letter of Credit pursuant Credit. as contemplated in Section 2.10(a)(iii)(E). For purposes of computing the daily amount available to Section 2.17(a)(iv)be drawn under any Letter of Credit, with the balance amount of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be determined in accordance with Section 1.6. Subject to the proviso set forth in the second immediately preceding sentence hereof, Letter of Credit Fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first Business Day after the end last day of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any such Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Paying Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreementits Commitment Percentage, in Dollars (i) a Letter of Credit fee in Dollars for each commercial Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate L/C Margin for Revolving Performance L/Cs times the Dollar Equivalent of the maximum amount available to be drawn under such Letter of Credit, (ii) a Letter of Credit Loans fee for each Financial L/C equal to the Applicable L/C Margin for Financial L/Cs times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such after giving effect to any permanent reductions of said maximum amount), and (iii) a Letter of Credit fee for each Performance L/C equal to the Applicable L/C Margin for Performance L/Cs times the Dollar Equivalent of the daily maximum amount is then in effect available to be drawn under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Termination Date (or such later date upon which the outstanding Letter of Credit shall expire) and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans L/C Margin during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate L/C Margin separately for each period during such quarter that such Applicable Rate L/C Margin was in effect.

Letter of Credit Fees. Subject to Section 2.25, in consideration of issuance of standby Letters of Credit hereunder, the Borrower agrees to pay to the applicable Issuing Lender (i) a fee (the “Standby Letter of Credit Fee”) on such Lender’s Revolving Commitment Percentage of the average daily maximum amount available to be drawn under each such standby Letter of Credit computed at a per annum rate for each day from the date of issuance to the date of expiration equal to the Applicable Margin, (ii) a fee (the “Trade Letter of Credit Fee”) on such Lender’s Revolving Commitment Percentage of the average daily maximum amount available to be drawn under each such trade Letter of Credit computed at a per annum rate for each day from the date of issuance to the date of expiration equal to the Applicable Margin and (iii) an additional fronting fee (the “Fronting Fee”) of one-eighth of one percent (0.125%) per annum on the average daily maximum amount available to be drawn under each standby Letter of Credit issued by it (such fronting fee shall be for the account of the applicable Issuing Lender without sharing by the other Lenders). The Borrower applicable Issuing Lender shall promptly pay over to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders for (including the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this AgreementIssuing Lender) a the Standby Letter of Credit fee in Dollars for each Fee and the Trade Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Fee. The Standby Letter of Credit (whether or not such maximum amount is then in effect under such Fee, the Trade Letter of Credit if such maximum amount increases periodically pursuant to Fee and the terms Fronting Fee shall be payable quarterly in arrears on the 15th day following the last day of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable each calendar quarter for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any prior calendar quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Working Capital Lenders for the applicable Revolving Credit Working Capital Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and DecemberDecember and on the Maturity Date, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower (i) Subject to the provisions of the last sentence of this clause (b)(i), the US Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) Dollars, a Letter of Credit fee in Dollars for each ("US Letter of Credit issued pursuant to this Agreement Fee") for each US Letter of Credit equal to the Applicable Margin for Eurodollar Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such US Letter of Credit (whether or not such maximum amount is then in effect under such US Letter of Credit if such maximum Credit). For purposes of computing the daily amount increases periodically pursuant available to be drawn under any Letter of Credit, the terms amount of such Letter of Credit); provided, however, any Credit shall be determined in accordance with Section 1.07. The US Letter of Credit fees otherwise payable for Fee shall accrue at all times during the account Availability Period, including at any time during which one or more of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has the conditions in ARTICLE V is not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payablemet, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees and shall be due and payable quarterly in Dollars arrears on the first Business Day after the end of each MarchAugust, JuneNovember, September February and DecemberMay, commencing with the first such date to occur after the issuance of such Letter of CreditClosing Date, and on the Letter last day of Credit Expiration Date and thereafter on demandthe Availability Period. If there is any change in any the Applicable Margin for Eurodollar Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Margin for Eurodollar Rate Loans separately for each period during such quarter that such Applicable Rate Margin was in effect. At all times that the Default Rate shall be applicable to any Loans pursuant to Section 2.08(b), the US Letter of Credit Fees payable under this clause (b) shall accrue and be payable at the Default Rate."

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, in Dollars, a Letter of Credit fee in Dollars for each (the “Letter of Credit issued pursuant to this Agreement Fee”) (i) for each commercial Letter of Credit equal to an amount per annum to be agreed at the Applicable Rate for Revolving Credit Loans time of issuance times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit, and (ii) for each standby Letter of Credit (whether or not such maximum equal to the Applicable Margin times the daily amount is then in effect available to be drawn under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 2.19 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Share allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the such L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.4. Such Letter of Credit fees Fees shall be (i) due and payable in Dollars on the first Business Day [REDACTED – Time Period] after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (ii) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of available to be drawn under each standby Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. (i) The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata its Ratable Share or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each (the “Letter of Credit Fee”) for (A) the average daily aggregate Available Amount of all Secured Letters of Credit issued pursuant and outstanding from time to this Agreement time at a rate per annum equal to 0.50% and (B) the average daily aggregate Available Amount of all other Letters of Credit issued and outstanding from time to time at a rate per annum equal to the Applicable Margin for Eurodollar Rate for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then Advances in effect under such Letter of Credit if such maximum amount increases periodically pursuant from time to the terms of such Letter of Credit)time; provided, howeverprovided that, any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit (other than a Secured Letter of Credit) as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer applicable Issuing Bank pursuant to this Section 2.03 2.04 shall be payable, to the maximum extent permitted by applicable Lawlaw, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Ratable Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.22(a)(iv), and to such Issuing Bank for its own account to the extent of such Issuing Bank’s Fronting Exposure with the balance of such fee, if any, payable to fee being retained by the L/C Issuer for its own accountBorrower. Such Letter of Credit fees Fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be (A) due and payable in Dollars on the first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance Issuance of such Letter of Credit, on the Letter of Credit Expiration Termination Date and thereafter on demandthe date that any Letter of Credit expiring after the Termination Date ceases to be outstanding and (B) computed on a quarterly basis in arrears. If In calculating the Letter of Credit Fee, if there is any change in any the Applicable Rate for Revolving Credit Loans Margin during any quarter, the daily maximum amount of Available Amount under each Letter of Credit shall be computed and multiplied by such the Applicable Rate Margin separately for each period during such quarter that such Applicable Rate Margin was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay pay, to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (each Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its L/C Risk Participation in each Letter of Credit, a Letter of Credit fee in Dollars for each such Letter of Credit issued pursuant to this Agreement for the period from the date of issuance of such Letter of Credit until the expiry thereof, at a per annum rate equal to the Applicable Margin for SOFR Loans (plus two percent (2.00%) during such time that the Default Rate for Revolving Credit Loans times is in effect with respect to the Dollar Equivalent of Obligations pursuant to Section 2.07(c)) applicable from time to time during such period multiplied by the actual daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 2.16(c) shall be (x) payable, to the maximum extent permitted by applicable LawGovernmental Rules, to the other Lenders in accordance with the upward adjustments in of their respective Pro Rata Shares allocable to participations in such Letter of Credit pursuant to Section 2.17(a)(iv), 2.16(a)(iv) and (y) with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such fee for each Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable quarterly in Dollars arrears on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the ​ -62- 4147-6459-6034 ​ issuance of such Letter of Credit, Credit and on the Letter of Credit Expiration Date Date. Each such fee, when due, shall be fully earned and thereafter on demandwhen paid, shall be non-refundable. If there is any change in any the Applicable Rate Margin for Revolving Credit SOFR Loans during any quarter, the daily maximum amount Applicable Margin used for the calculation of each the Letter of Credit fee shall be computed and multiplied by such the Applicable Rate separately Margin for SOFR Loans on each period day during such quarter that such Applicable Rate was in effect.quarter. ​

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) its Applicable Percentage, in U.S. Dollars, a Letter of Credit fee in Dollars (the “Letter of Credit Fee”) for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the U.S. Dollar Equivalent determined as of the last Business Day of each March, June, September and December of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, provided that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Revolving Credit Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit fees shall be computed on a quarterly basis determined in arrearsaccordance with Section 1.06. Such Letter of Credit fees Fees shall be (i) due and payable in Dollars on the first last Business Day after the end of each December, March, June, September and DecemberSeptember, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demanddemand and (ii) computed on a quarterly basis in arrears. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of available to be drawn under each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower Borrowers shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Lender under any Revolving Credit Facility (Tranche in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars which shall accrue for each Letter of Credit issued pursuant to this Agreement under such Revolving Tranche in an amount equal to the Applicable Rate then in effect for Revolving Credit Eurocurrency Rate Loans times the Dollar Equivalent of with respect to such Tranche multiplied by the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders under the applicable Tranche in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees arrears and shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, in respect of the quarterly period then ending (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect. Each payment of fees under this clause (g) on any Letters of Credit shall be made in Dollars.

Letter of Credit Fees. (A) The Borrower shall agrees to pay to the Administrative Agent for the account of each Lender having a Revolving Loan Commitment, pro rata according to the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) Exposure of such Lender, a Letter of Credit fee in Dollars for respect of each Letter of Credit issued pursuant to this Agreement equal to (the Applicable Rate “Letter of Credit Fee”), for Revolving Credit Loans times the Dollar Equivalent period from and including the date of the daily maximum amount then available to be drawn under issuance of such Letter of Credit (whether to but excluding the termination or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms expiration date of such Letter of Credit), computed at the per annum rate for each day equal to (A) the Applicable Margin for LIBOR Revolving Loans then in effect times (B) the average daily Stated Amount of such Letter of Credit; provided, however, any Letter of Credit fees Fee otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Letter of Credit Issuer pursuant to this Section 2.03 3.01 shall be payable, to the maximum extent permitted by applicable Applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Revolving Loan Commitment Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.14(a)(iv), with the balance of such fee, if any, payable to the L/C Letter of Credit Issuer for its own account. Such The Letter of Credit fees shall Fee will be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars arrears on the first Business Day after the end last day of each March, June, September and December, commencing calendar month (with the first such date to occur after the issuance of such Letter of Creditpayment being due on October 31, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect2018).

Letter of Credit Fees. The In consideration of LC Issuer’s issuance of any Letter of Credit, Borrower shall agrees to pay (a) to the Administrative Agent Agent, for the account of the Revolving Credit all Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share or other applicable share provided for under this Agreement) respective Applicable Percentages, a letter of credit issuance fee at a rate equal to the Letter of Credit Fee Rate then in effect (which fee shall be increased by 2.0% per annum during any period in Dollars which interest on the Loans accrues at the Default Rate), and (b) to such LC Issuer for each its own account, a letter of credit fronting fee at a rate specified in the Fee Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate for Revolving Credit Loans times the Dollar Equivalent face amount of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then but in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Creditno event less than $500 per annum); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C LC Issuer pursuant to this Section 2.03 2.8 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Applicable Percentages allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.16(a)(iv), with the balance of such fee, if any, payable to the L/C LC Issuer for its own account. Such Letter of Credit In addition, Borrower will pay to LC Issuer LC Issuer’s customary fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due for issuance, amendment and payable in Dollars on the first Business Day after the end drawing of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, . The letter of credit fee and the letter of credit fronting fee will be calculated on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum undrawn face amount of each Letter of Credit shall outstanding on each day at the above-applicable rates and will be computed due and multiplied by such Applicable Rate separately for payable in arrears on the last Business Day of each period during such quarter that such Applicable Rate was in effectFiscal Quarter and at the end of the Commitment Period.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate then in effect for Eurodollar Rate Loans with respect to the Revolving Credit Loans Facility times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.19(a)(iv), with the balance of such fee, if any, payable to the L/C Issuer for its own account. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders for the applicable Revolving Credit Facility (in accordance with their Pro Rata Share Revolving Facility Percentage or other applicable share provided for under this Agreement) a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate Margin for Revolving Credit Loans times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, any Letter of Credit fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the L/C Issuer Issuing Bank pursuant to this Section 2.03 2.05 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares Revolving Facility Percentage allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.18(a)(iii), with the balance of such fee, if any, payable to the L/C Issuer Issuing Bank for its own account. Such Letter of Credit fees shall be computed on a quarterly basis in arrears. Such Letter of Credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.

Letter of Credit Fees. The Borrower shall pay to the Administrative Agent for the account of the each Revolving Credit Lenders for the applicable Revolving Credit Facility (Lender in accordance with their its Pro Rata Share or other applicable share provided for under this Agreement) Share, a Letter of Credit fee in Dollars for each Letter of Credit issued pursuant to this Agreement equal to the Applicable Rate then in effect for Eurodollar Rate Loans with respect to the Revolving Credit Loans Facility times the Dollar Equivalent of the daily maximum amount then available to be drawn under such Letter of Credit (whether or not such maximum amount is then in effect under such Letter of Credit if such maximum amount increases periodically pursuant to the terms of such Letter of Credit); provided, however, that any Letter of Credit fees Fees otherwise payable for the account of a Defaulting Lender with respect to any Letter of Credit as to which such Defaulting Lender has not provided Cash Collateral satisfactory to the applicable L/C Issuer pursuant to this Section 2.03 shall be payable, to the maximum extent permitted by applicable Law, to the other Lenders in accordance with the upward adjustments in their respective Pro Rata Shares allocable to such Letter of Credit pursuant to Section 2.17(a)(iv2.18(a)(iv), with the balance of such fee, if any, payable to the applicable L/C Issuer for its own account. Such Letter letter of Credit credit fees shall be computed on a quarterly basis in arrears. Such Letter letter of Credit credit fees shall be due and payable in Dollars on the first last Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Letter of Credit Expiration Date and thereafter on demand. If there is any change in any the Applicable Rate for Revolving Credit Loans during any quarter, the daily maximum amount of each Letter of Credit shall be computed and multiplied by such the Applicable Rate separately for each period during such quarter that such Applicable Rate was in effect.