Common use of Standby Fees Clause in Contracts

Standby Fees. (1) The Borrower shall pay to, in the case of the Syndicated Facility, the Agent for the account of the relevant Lenders and in the case of the Operating Facility, the Operating Lender, a standby fee in Canadian Dollars in respect of each such Credit Facility (as applicable) calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Facility in question for each day in the period of determination is less than the maximum amount of each such Credit Facility on each such day. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Borrower quarterly in arrears and on cancellation in full of a Credit Facility and on the Term Out Date applicable to such Credit Facility. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a Credit Facility, and (c) any Term Out Date applicable to a Credit Facility, the Agent in the case of the Syndicated Facility, and, the Operating Lender, in the case of the Operating Facility, shall determine the standby fees under this Section in respect of the applicable Credit Facilities for the period from and including the date hereof or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower a written request for payment of the standby fees so determined, as detailed therein. The Borrower shall pay to, in the case of the Syndicated Facility, the Agent, for the account of the Lenders or, in the case of the Operating Facility, the Operating Lender for its own account, the standby fees referred to above: (i) on the fifth Banking Day of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, in the case of clauses (b) or (c) above. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.

Standby Fees. (1) The Borrower shall pay to, in the case of the Syndicated Facility, the Agent for the account of the relevant Lenders and and, in the case of the Operating Facility, the Operating Lender, a standby fee in Canadian Dollars in respect of each such Credit Facility (as applicable) calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Facility in question for each day in the period of determination is less than the maximum amount of for each such day of such Credit Facility on each such dayFacility. Fees determined in accordance with this Section shall accrue daily from and after the date hereof July 27, 2022 and be payable by the Borrower quarterly in arrears and, with respect to the Syndicated Facility or the Operating Facility, on the earlier of: (a) repayment and on cancellation in full of a such Credit Facility Facility; and on (b) the Term Out applicable Maturity Date applicable to of such Credit Facility. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a Credit the Syndicated Facility or the Operating Facility, and (c) any Term Out Date applicable to a Credit the Syndicated Facility or the Operating Facility, the Agent in the case of the Syndicated Facility, and, the Operating Lender, in the case of the Operating Facility, shall determine the standby fees under this Section in respect of the applicable Credit Facilities Syndicated Facility or the Operating Facility (as applicable) for the period from and including the date hereof July 27, 2022 or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower a written request for payment of the standby fees so determined, as detailed therein. The Borrower shall pay to, in the case of the Syndicated Facility, the Agent, for the account of the Lenders or, in the case of the Operating Facility, the Operating Lender for its own account, the standby fees referred to above: (i) on the fifth Banking Day of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, the Syndicated Facility or the Operating Facility (as the case may be) in the case of clauses (b) or (c) above. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.

Standby Fees. (1) The Each Borrower shall pay toto the Agent, in the case of the Syndicated Facility, the Agent for the account of the relevant Lenders Lenders, and in the case of the Operating Facility, the to each Operating Lender, for its own account, a standby fee in Canadian United States Dollars in respect of, in the case of each such Credit Facility (payments to the Agent, the Syndicated Facilities, and, in the case of payments to an Operating Lender, the applicable Operating Facility, as applicable) the case may be, calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Facility in question for each day in the period of determination is less than the maximum amount of for each such day of such Credit Facility on Facility. For the purpose of determining standby fees, the Agent and the relevant Operating Lender shall determine the Outstanding Principal assuming the exchange rate for each day of any month is the Exchange Rate for conversions of United States Dollars to Canadian Dollars established by the Bank of Canada for the first day of such daymonth. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Borrower Borrowers quarterly in arrears and on cancellation in full of a Credit Facility Facility, and on the Term Out Maturity Date applicable to such Credit Facility. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a Canadian Credit Facility, (c) the date of any cancellation in full of a U.S. Credit Facility, and (cd) any Term Out the Maturity Date applicable to a Credit Facility, as the case may be, either the Agent in or the case of the Syndicated Facility, and, the relevant Operating Lender, in the case of the Operating Facilityas applicable, shall determine the standby fees under this Section in respect of the applicable such Credit Facilities Facility, for the period from and including the date hereof or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower applicable Borrower(s) a written request for payment of the standby fees so determined, as detailed therein. The Each Borrower shall pay to, in the case of the Syndicated Facility, to the Agent, for the account of the Lenders orrelevant Lenders, in and to the case of the relevant Operating FacilityLender, the Operating Lender for its own account, the standby fees referred to above: above within five (i5) on the fifth Banking Day Days after receipt of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, in the case of clauses (b) or (c) aboverequest. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.

Standby Fees. (1) The Subject to Section 16.2(3), the Canadian Borrower shall pay to, in the case of the Syndicated Facility, to the Agent for the account of the relevant Syndicated Facility Lenders and in the case of the Operating Facility, the Operating Lender, a standby fee in Canadian Dollars in respect of each such Credit the Syndicated Facility (as applicable) calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Syndicated Facility in question for each day in the period of determination is less than the maximum principal amount of each for such Credit Facility on for each such day. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Canadian Borrower quarterly in arrears and on cancellation in full of a Credit the Syndicated Facility and on the Term Out Date applicable to such Credit FacilitySyndicated Facility Maturity Date. (2) Subject to Section 16.2(3), the Canadian Borrower shall pay to the Canadian Operating Facility Lender for its own account a standby fee in Canadian Dollars in respect of the Canadian Operating Facility calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Canadian Operating Facility for each day in the period of determination is less than the maximum principal amount for such Credit Facility for each such day. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Canadian Borrower quarterly in arrears and on cancellation in full of the Canadian Operating Facility and on the Canadian Operating Facility Maturity Date. (3) Subject to Section 16.2(3), the Australian Borrower shall pay to the Australian Operating Facility Lender for its own account a standby fee in Australian Dollars in respect of Australian Operating Facility calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Australian Operating Facility for each day in the period of determination is less than the maximum principal amount for each such day of such Credit Facility. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Australian Borrower quarterly in arrears and on cancellation in full of the Australian Operating Facility and on the Australian Operating Facility Maturity Date. (4) As of: (ai) the first fifth day of January, April, July and October in each year, (bii) the date of any cancellation in full of a Credit Facility, Facility and (ciii) any Term Out the Maturity Date applicable to a Credit FacilityFacility the Agent, the Agent or in the case of the Syndicated Canadian Operating Facility, andthe Canadian Operating Facility Lender, the Operating Lenderor, in the case of the Australian Operating Facility, the Australian Operating Facility Lender, shall determine the standby fees under this Section in respect of the applicable Credit Facilities Facility for the period from and including the date hereof or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the applicable Borrower a written request for payment of the standby fees so determined, as detailed thereintherein which request shall constitute prima facie evidence of the amount owing. The applicable Borrower shall pay to, in the case of the Syndicated Facility, to the Agent, for the account of the Lenders orSyndicated Facility Lenders, in or shall pay to the case of Canadian Operating Facility Lender, for its own account, or shall pay to the Australian Operating FacilityFacility Lender, the Operating Lender for its own account, the standby fees referred to above: (i) on the fifth above within 5 Banking Day Days after receipt of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, in the case of clauses (b) or (c) aboverequest. (35) For certainty, no standby fees shall be payable by the a Borrower in respect of a Non-Extending Lender given Credit Facility for any period of time after the Term Out Maturity Date applicable to such LenderCredit Facility.

Standby Fees. (1) The Borrower shall pay to, in the case of the Syndicated Facility, the Agent for the account of the relevant Lenders and and, in the case of the Operating Facility, the Operating Lender, a standby fee in Canadian Dollars in respect of each such Credit Facility (as applicable) calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Facility in question for each day in the period of determination is less than the maximum amount of for each such day of such Credit Facility on each such dayFacility. Fees determined in accordance with this Section shall accrue daily from and after the date hereof Initial Funding Date and be payable by the Borrower quarterly in arrears and, with respect to the Syndicated Facility or the Operating Facility, on the earlier of: (a) repayment and on cancellation in full of a such Credit Facility Facility; and on (b) the Term Out applicable Maturity Date applicable to of such Credit Facility. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a Credit the Syndicated Facility or the Operating Facility, and (c) any Term Out Date applicable to a Credit the Syndicated Facility or the Operating Facility, the Agent in the case of the Syndicated Facility, and, the Operating Lender, in the case of the Operating Facility, shall determine the standby fees under this Section in respect of the applicable Credit Facilities Syndicated Facility or the Operating Facility (as applicable) for the period from and including the date hereof Initial Funding Date or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower a written request for payment of the standby fees so determined, as detailed therein. The Borrower shall pay to, in the case of the Syndicated Facility, the Agent, for the account of the Lenders or, in the case of the Operating Facility, the Operating Lender for its own account, the standby fees referred to above: (i) on the fifth Banking Day of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, the Syndicated Facility or the Operating Facility (as the case may be) in the case of clauses (b) or (c) above. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.

Standby Fees. (1) The Each Borrower shall pay toto the Agent, in the case of the Syndicated Facility, the Agent for the account of the relevant Lenders Lenders, and in the case of the Operating Facility, to the Operating Lender, for its own account, a standby fee in Canadian Dollars in respect of each such Credit Facility or United States Dollars (as applicable) in respect of, in the case of payments to the Agent, the Revolving Syndicated Facility and the U.S. Facility, and, in the case of payments to the Operating Lender, the Operating Facility, as the case may be, calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Revolving Facility in question or the Outstanding Principal in U.S.$ under the U.S. Facility, as the case may be, for each day in the period of determination is less than the maximum amount of for each such Credit day of such Revolving Facility or the U.S. Facility, as the case may be. For the purpose of determining standby fees, the Agent and the Operating Lender shall determine the Outstanding Principal assuming the exchange rate for each day of any month is the noon rate of exchange for Canadian interbank transactions for conversions of United States Dollars to Canadian Dollars established by the Bank of Canada for the first day of such month (or if such rate is not available on each such dayday for any reason, such rate on the immediately preceding day for which such rate was established). Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Borrower Borrowers quarterly in arrears and on cancellation in full of a Credit Revolving Facility or the U.S. Facility, as the case may be, and on the Term Out Maturity Date applicable to such Credit Revolving Facility or the U.S. Facility, as the case may be. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a Credit Revolving Facility, (c) the date of any cancellation in full of the U.S. Facility, and (cd) any Term Out the Maturity Date applicable to a Credit Revolving Facility or the U.S. Facility, as the case may be, either the Agent in the case of the Syndicated Facility, and, or the Operating Lender, in the case of the Operating Facilityas applicable, shall determine the standby fees under this Section in respect of the applicable Credit Facilities Revolving Facility or the U.S. Facility, as the case may be, for the period from and including the date hereof or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the applicable Borrower a written request for payment of the standby fees so determined, as detailed therein. The Each Borrower shall pay to, in the case of the Syndicated Facility, to the Agent, for the account of the Lenders orrelevant Lenders, and, in the case of the Operating FacilityCanadian Borrower, to the Operating Lender Lender, for its own account, the standby fees referred to above: (i) on the fifth above within 5 Banking Day Days after receipt of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, in the case of clauses (b) or (c) above. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.request. 31150487.8

Standby Fees. (1) The Each Borrower shall pay toto the Agent, in the case of the Syndicated Facility, the Agent for the account of the relevant Lenders Lenders, and in the case of the Operating Facility, the to each Operating Lender, for its own account, a standby fee in Canadian United States Dollars in respect of, in the case of each such Credit Facility (payments to the Agent, the Revolving Syndicated Facilities, and, in the case of payments to an Operating Lender, the applicable Operating Facility, as applicable) the case may be, calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the each such Credit Facility in question for each day in the period of determination is less than the maximum principal amount of each such Credit Facility on each for such day. For the purpose of determining standby fees, the Agent and the relevant Operating Lender shall determine the Outstanding Principal assuming the exchange rate for each day of any month is the Exchange Rate for conversions of United States Dollars to Canadian Dollars established by the Bank of Canada for the first day of such month. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Borrower Borrowers quarterly in arrears and on cancellation in full of a Credit Facility Facility, and on the Term Out Maturity Date applicable to such Credit Facility. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a Canadian Credit Facility, (c) the date of any cancellation in full of a U.S. Credit Facility, and (cd) any Term Out the Maturity Date applicable to a Credit Facility, as the case may be, either the Agent in or the case of the Syndicated Facility, and, the relevant Operating Lender, in the case of the Operating Facilityas applicable, shall determine the standby fees under this Section 5.8 in respect of the applicable such Credit Facilities Facility, for the period from and including the date hereof or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower applicable Borrower(s) a written request for payment of the standby fees so determined, as detailed therein. The Each Borrower shall pay to, in the case of the Syndicated Facility, to the Agent, for the account of the Lenders orrelevant Lenders, in and to the case of the relevant Operating FacilityLender, the Operating Lender for its own account, the standby fees referred to above: above within five (i5) on the fifth Banking Day Days after receipt of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, in the case of clauses (b) or (c) aboverequest. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.

Standby Fees. (1) The Borrower shall pay to, in the case of the Syndicated Facility and Term Loan Facility, the Agent for the account of the relevant Lenders and and, in the case of the Operating Facility, the Operating Lender, a standby fee in Canadian Dollars in respect of each such Credit Facility (as applicable) calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Facility in question for each day in the period of determination is less than the maximum amount of for each such day of such Credit Facility on each such dayFacility. Fees determined in accordance with this Section shall accrue daily from and after the date hereof July 27, 2022 and be payable by the Borrower quarterly in arrears and on the earlier of: (a) repayment and cancellation in full of a such Credit Facility Facility; and on (b) the Term Out applicable Maturity Date applicable to of such Credit Facility. (2) As of: (a) the first day of January, April, July and October in each year, (b) the date of any cancellation in full of a any Credit Facility, and (c) any Term Out Date applicable to a Credit the Syndicated Facility or the Operating Facility, the Agent in the case of the Syndicated Facility, and, the Operating Lender, in the case of the Operating Facility, shall determine the standby fees under this Section in respect of the applicable Credit Facilities Syndicated Facility or the Operating Facility (as applicable) for the period from and including the date hereof July 27, 2022 or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower a written request for payment of the standby fees so determined, as detailed therein. The Borrower shall pay to, in the case of the Syndicated Facility and the Term Loan Facility, the Agent, for the account of the Lenders or, in the case of the Operating Facility, the Operating Lender for its own account, the standby fees referred to above: (i) on the fifth Banking Day of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, the Syndicated Facility or the Operating Facility (as the case may be) in the case of clauses (b) or (c) above. (3) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender for any period of time after the Term Out Date applicable to such Lender.

Standby Fees. (1) The Borrower shall pay to, in the case of the Syndicated Facility, to the Agent for the account of the relevant Syndicated Facility Lenders and in the case of the Operating Facility, the Operating Lender, a standby fee in Canadian Dollars in respect of each such Credit the Syndicated Facility (as applicable) calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Credit Syndicated Facility in question for each day in the period of determination is less than the maximum amount of for each such Credit Facility on each such dayday of the Syndicated Facility. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Borrower quarterly in arrears and on cancellation in full of a Credit the Syndicated Facility and on the Term Out Date applicable to such Credit FacilitySyndicated Facility Maturity Date. (2) The Borrower shall pay to the Operating Lender a standby fee in Canadian Dollars in respect of the Operating Facility calculated at a rate per annum equal to the Applicable Pricing Rate on the amount, if any, by which the amount of the Outstanding Principal under the Operating Facility for each day in the period of determination is less than the maximum amount for each such day of the Operating Facility. Fees determined in accordance with this Section shall accrue daily from and after the date hereof and be payable by the Borrower quarterly in arrears and on cancellation in full of the Operating Facility and on the Operating Facility Maturity Date. (3) As of: (ai) the first day of January, April, July and October in each year, (bii) the date of any cancellation in full of a Credit Facility, Facility and (ciii) any Term Out the Maturity Date applicable to a Credit FacilityFacility the Agent, the Agent in the case of the Syndicated Facility, and, the Operating Lender, or in the case of the Operating Facility, the Operating Lender, shall determine the standby fees under this Section in respect of the applicable Credit Facilities Facility for the period from and including the date hereof or the date of the immediately preceding determination, as the case may be, to but excluding that date of determination and shall deliver to the Borrower a written request for payment of the standby fees so determined, as detailed therein. The Borrower shall pay to, in to the case of the Syndicated Facility, the Agent, Agent for the account of the Lenders orSyndicated Facility Lenders, or in the case of the Operating Facility, the Operating Lender for its own accountLender, the standby fees referred to above: (i) on the fifth above within 5 Banking Day Days after receipt of each calendar quarter, in the case of such a written request pursuant to clause (a) above which is received by the Borrower no later than 9:00 a.m. (Calgary time) on the second Banking Day prior to the payment date, (ii) on the second Banking Day following receipt of such a written request pursuant to clause (a) above, if not received by the aforementioned time; and (iii) on the date of cancellation or any Term Out Date applicable to a Credit Facility, in the case of clauses (b) or (c) aboverequest. (34) For certainty, no standby fees shall be payable by the Borrower in respect of a Non-Extending Lender given Credit Facility for any period of time after the Term Out Maturity Date applicable to such LenderCredit Facility.