Common use of Minimum Usage Fee Clause in Contracts

Minimum Usage Fee. At all times when the Revolving Credit Outstanding are less than or equal to 4025% of the Revolving Committed Amount (the amount of such deficiency, the “Minimum Usage”), the Borrowers agree to pay to the Administrative Agent, for the ratable benefit of the Revolving Lenders, a minimum usage fee (the “Minimum Usage Fee”) in an amount equal to (y) the Minimum Usage Percentage multiplied by (z) an amount equal to the average daily Minimum Usage. The Minimum Usage Fee shall be calculated on each anniversary of the Fifth Amendment Effective Date, annually in arrears, and shall accrue from the Fifth Amendment Effective Date and each priorsubsequent anniversary thereof (provided, that, to the extent the Obligations are paid in full prior to the end of any such anniversary, the Minimum Usage Fee shall be payable pro rata only for the number of days that elapse from the first day following the last anniversary date through the date the Obligations are paid in full); provided that, it is hereby acknowledged and agreed that no Minimum Usage Fee has accrued, nor is due or payable, in respect of the period ending on the Fifth Amendment Effective Date. For purposes of computation of the Minimum Usage Fee, Revolving Loans, Swingline Loans and LC Exposure shall be considered usage of the Revolving Committed Amount. Notwithstanding anything in this clause (d) to the contrary, solely for purposes of calculating the Minimum Usage and the Minimum Usage Fee (x) for the period beginning on the Effective Date and ending on the First Amendment Effective Date, the, which Revolving Committed Amount shall be deemed to be $40,000,000 (without giving effect to the First Amendment), (y) for the period beginning on the First Amendment Effective Date and ending on the Second Amendment Effective Date, the Revolving Committed Amount shall be deemed to be $75,000,000 (without giving effect to the Second Amendment) and (z) for all periods beginning on the first day following the Second Amendment Effective Date and thereafter (after giving effect to the Second Amendment), the Revolving Committed Amount shall be deemed to be $125,000,000310,000,000.

Minimum Usage Fee. At all times when The fee payable under this SECTION 2.4.4 shall only apply in ------------- the event that the Loan amount outstanding shall, at any time, be less than the Deemed Minimum Loan Amount. Accruing from the Closing Date until the Revolving Credit Outstanding are less than or equal to 4025% of the Revolving Committed Amount (the amount of such deficiencyNote Expiration Date, the “Minimum Usage”), the Borrowers agree Borrower agrees to pay to the Administrative AgentLender, as further consideration for the ratable benefit of the Revolving LendersLender's commitment hereunder, a nonrefundable minimum usage fee (the “"Minimum Usage Fee”") equal to the product obtained by (i) an assumed ----------------- Base Rate Borrowing Tranche in an amount equal to the Deemed Minimum Loan Amount times (yii) the Minimum Usage Percentage multiplied by (z) an amount equal to the average daily Minimum Usage. The Minimum Usage lowest G-Fee shall be calculated shown on each anniversary of the Fifth Amendment Effective DateSCHEDULE 3.2 or SCHEDULE 3.2(A), annually in arrearswhichever ------------ -------------- is currently applicable, and shall accrue from the Fifth Amendment Effective Date and each priorsubsequent anniversary thereof (provided, that, to the extent the Obligations are paid in full prior to the end of any such anniversary, provided that the Minimum Usage Fee shall be due and payable pro rata only for if, and to the number of days that elapse from the first day following the last anniversary date through the date the Obligations are paid in full); provided extent that, it the foregoing calculation results in an amount which is hereby acknowledged and agreed that no Minimum Usage Fee has accrued, nor is due or payable, in respect greater than the sum of the period ending G-Fee Amounts actually paid by Borrower on all Borrowing Tranches outstanding during the Fifth Amendment Effective Datesame computation period. For purposes of computation of the The Minimum Usage Fee, Revolving Loansif applicable, Swingline Loans and LC Exposure shall be considered usage computed for each calendar year, or part thereof, during the term of the Revolving Committed Amount. Notwithstanding anything Credit Note and shall be payable, if at all, annually in this clause (d) to arrears on the contraryPayment Date scheduled for January of each year of the term of the Revolving Credit Note, solely for purposes of calculating the Minimum Usage and the provided that any Minimum Usage Fee (x) for due in the period beginning year in which the Revolving Credit Note Expiration Date falls shall be due and payable on the Effective Date and ending Revolving Credit Note Expiration Date. Minimum Usage Fee payments which cover a period of less than one (1) calendar year shall be prorated based on the First Amendment Effective Date, the, which Revolving Committed Amount actual number of days elapsed. Any accrued but unpaid Minimum Usage Fees shall also be deemed to be $40,000,000 (without giving effect to the First Amendment), (y) for the period beginning payable on the First Amendment Effective Date and ending on the Second Amendment Effective Revolving Credit Note Expiration Date, the Revolving Committed Amount shall be deemed to be $75,000,000 (without giving effect to the Second Amendment) and (z) for all periods beginning on the first day following the Second Amendment Effective Date and thereafter (after giving effect to the Second Amendment), the Revolving Committed Amount shall be deemed to be $125,000,000310,000,000.

Minimum Usage Fee. At all times when Accruing from the Revolving Credit Outstanding are less than or equal to 4025% of Closing Date until the Revolving Committed Amount (the amount of such deficiencyExpiration Date, the “Minimum Usage”), the Borrowers agree Borrower agrees to pay to the Administrative AgentLender, as further consideration for the ratable benefit of the Revolving LendersLender's commitment hereunder, a nonrefundable minimum usage fee (the “"Minimum Usage Fee”") equal to the product obtained by (i) an assumed Borrowing Tranche in an amount equal to the Deemed Minimum Loan Amount times (yii) the lowest applicable G-Fee, provided that the Minimum Usage Percentage multiplied by (z) Fee shall be due and payable only if, and to the extent that, the foregoing calculation results in an amount equal to which is greater than the average daily Minimum UsageG-Fee Amount actually paid by Borrower for all Borrowing Tranches outstanding during the same computation period. The Minimum Usage Fee shall be calculated computed for each calendar year, or part thereof, during the term of this Agreement and shall be payable, if at all, in arrears on the Payment Date scheduled for January of each anniversary year of the Fifth Amendment Effective term hereof, provided that any Minimum Usage Fee due in the year in which the Expiration Date falls shall be due and payable on the Expiration Date, annually in arrears, . Upon Borrower's election to terminate the Loan and shall accrue from the Fifth Amendment Effective Date and each priorsubsequent anniversary thereof (provided, that, to parties' obligations under the extent the Obligations are paid in full Loan Documents prior to the end Maturity Date pursuant to the terms of SECTION 2.13, Borrower shall pay, in addition to any such anniversaryother fees due hereunder, the a liquidated Minimum Usage Fee computed in accordance with SECTION 2.13.2. Minimum Usage Fee payments which cover a period of less than one (1) calendar year shall be payable pro rata only for prorated based on the actual number of days that elapse from the first day following the last anniversary date through the date the Obligations are paid in full); provided that, it is hereby acknowledged and agreed that no Minimum Usage Fee has accrued, nor is due or payable, in respect of the period ending on the Fifth Amendment Effective Date. For purposes of computation of the Minimum Usage Fee, Revolving Loans, Swingline Loans and LC Exposure shall be considered usage of the Revolving Committed Amount. Notwithstanding anything in this clause (d) to the contrary, solely for purposes of calculating the Minimum Usage and the Minimum Usage Fee (x) for the period beginning on the Effective Date and ending on the First Amendment Effective Date, the, which Revolving Committed Amount shall be deemed to be $40,000,000 (without giving effect to the First Amendment), (y) for the period beginning on the First Amendment Effective Date and ending on the Second Amendment Effective Date, the Revolving Committed Amount shall be deemed to be $75,000,000 (without giving effect to the Second Amendment) and (z) for all periods beginning on the first day following the Second Amendment Effective Date and thereafter (after giving effect to the Second Amendment), the Revolving Committed Amount shall be deemed to be $125,000,000310,000,000elapsed.

Minimum Usage Fee. At The average annual outstanding borrowings under the Note (as reduced by the outstanding principal amounts of all times when Fixed Rate Borrowing Tranches) must equal or exceed the Revolving Credit Outstanding are less than or equal to 4025% of the Revolving Committed Deemed Minimum Loan Amount (as reduced by the amount outstanding principal amounts of such deficiency, all Fixed Rate Borrowing Tranches) in order for the “Borrower to avoid paying any Minimum Usage”Usage Fee under this Section 2.4.4. In the event the average annual outstanding borrowings under the Note (as reduced by the outstanding principal amounts of all Fixed Rate Borrowing Tranches) does not equal or exceed the Deemed Minimum Loan Amount (as reduced by the outstanding principal amounts of all Fixed Rate Borrowing Tranches), the Borrowers agree to Borrower shall pay to the Administrative AgentLender, as further consideration for the ratable benefit of the Revolving LendersLender's commitment hereunder, a nonrefundable minimum usage fee (the “"Minimum Usage Fee”") in an amount equal to (y) the Minimum Usage Percentage multiplied by (z) an amount equal to the average daily positive difference, if any, between (i) the product of (a) the Deemed Minimum UsageLoan Amount (reduced by the outstanding principal amounts of all Fixed Rate Borrowing Tranches) times (b) the lowest applicable Net Spread and (ii) the total amount of interest attributable to the Net Spread collected during the calendar year. The Minimum Usage Fee shall be calculated on each anniversary of the Fifth Amendment Effective Date, annually in arrears, and shall accrue from the Fifth Amendment Effective Closing Date and each priorsubsequent anniversary thereof (provided, that, to the extent Expiration Date, shall be computed for each calendar year, or part thereof, during the Obligations are paid term of this Agreement and shall be payable, if at all, in full prior to arrears on the end Payment Date scheduled for January of each year of the term hereof, provided that any such anniversary, the Minimum Usage Fee due in the year in which the Expiration Date falls shall be due and payable pro rata only for on the Expiration Date. Upon Borrower's election to terminate the Loan and the parties' obligations under the Loan Documents pursuant to the terms of Section 2.13.2, Borrower shall pay the liquidated Minimum Usage Fee computed in accordance with Section 2.13.4. Minimum Usage Fee payments which cover a period of less than one (1) calendar year shall be prorated based on the actual number of days that elapse from the first day following the last anniversary date through the date the Obligations are paid in full); provided that, it is hereby acknowledged and agreed that no Minimum Usage Fee has accrued, nor is due or payable, in respect of the period ending on the Fifth Amendment Effective Date. For purposes of computation of the Minimum Usage Fee, Revolving Loans, Swingline Loans and LC Exposure shall be considered usage of the Revolving Committed Amount. Notwithstanding anything in this clause (d) to the contrary, solely for purposes of calculating the Minimum Usage and the Minimum Usage Fee (x) for the period beginning on the Effective Date and ending on the First Amendment Effective Date, the, which Revolving Committed Amount shall be deemed to be $40,000,000 (without giving effect to the First Amendment), (y) for the period beginning on the First Amendment Effective Date and ending on the Second Amendment Effective Date, the Revolving Committed Amount shall be deemed to be $75,000,000 (without giving effect to the Second Amendment) and (z) for all periods beginning on the first day following the Second Amendment Effective Date and thereafter (after giving effect to the Second Amendment), the Revolving Committed Amount shall be deemed to be $125,000,000310,000,000elapsed.