Waiver Fees. Issuer shall pay to the Agent the Waiver Fee (described in clause (i) of the definition of “Waiver Fees”) on the date of the earlier of (a) consummation of a Qualified Initial Public Offering or (b) March 31, 2010, as described in Section 2.07(e) of the SPA, as amended by this Amendment and Waiver (it being understood that such Waiver Fee shall be in addition to any other fees payable under the SPA and to reimbursement of the fees and expenses of counsel to the Holders). Payment of such Waiver Fee will not be subject to counterclaim or set-off for, or be otherwise affected by, any claim or dispute relating to any other matter. Such Waiver Fee shall be distributed by the Agent to the Holders ratably in proportion to the size of each Holder’s Pro Rata Share based on its holdings as of the earlier of (i) the business day immediately prior to March 31, 2010 and (ii) the business day immediately prior to the consummation of a Qualified Initial Public Offering.
Waiver Fees. 8.2.1 The Borrower shall pay to the Finnvera Facility Agent, for the account of Finnvera, all fees owed to the Tranche A Lenders in connection with any decisions taken, amendments consented to and waivers and consents granted to the Borrower (further to the request of the Borrower for same) by the Tranche A Lenders pursuant to Section 18.14 of the Credit Agreement with respect to any provisions of the Credit Agreement which are either applicable only to the Finnvera Term Facility or are shared between and applicable to both the Revolving Facility and the Finnvera Term Facility (in which latter case, such fees shall only be paid to the Finnvera Facility Agent, for the account of Finnvera, if they are otherwise payable to any other Lenders), the whole only to the extent either (a) such decisions, amendments, consents and waivers are taken, consented to or granted by the Tranche A Lenders in the last six (6) months of the Term of the Revolving Facility and in accordance with the request made by the Borrower, or (b) such decisions, amendments, consents and waivers are taken, consented to or granted by the Tranche A Lenders during the Availability Period strictly in connection with a Default or an Event of Default and in accordance with the request made by the Borrower.
8.2.2 The Borrower shall also pay to the Finnvera Facility Agent, for the account of Finnvera, all fees owed to the Tranche A Lenders in connection with any decisions taken, amendments consented to and waivers and consents granted to the Borrower (further to the request of the Borrower for same) by the Tranche A Lenders pursuant to Section 18.15 of the Credit Agreement but, to the extent there are Lenders other than the Tranche A Lenders, only if such fees are otherwise payable to such other Lenders.
Waiver Fees. In consideration of the agreements of the Lenders set forth in the Third Amendment, the Borrower agrees to pay to Administrative Agent for the pro rata benefit of the Lenders (based on their respective Commitments) a fee upon execution of the Third Amendment of $100,000. In addition, on June 30, 2002, Borrower agrees to pay a fee to Lenders of one-quarter of one percent (.25%) of the Commitments existing at that date. On September 30, 2002, Borrower agrees to pay to Lenders a fee of three-quarters of one percent (.75%) of the Commitments existing on that date. On December 31, 2002, Borrower agrees to pay to Lenders a fee of one percent (1%) of the Commitments existing on that date. In the event (i) the Commitments are $45,000,000 or below on the fee payment dates of September 30, 2002, or December 31, 2002; (ii) the Intangible Advances are not utilized and have been cancelled by the respective payment date; and (iii) there is no Default which has occurred and is continuing on the payment date, the fees due and payable on September 30, 2002, and/or December 31, 2002, shall be reduced to one-quarter of one percent (.25%) of the Commitments existing on such date(s).
Waiver Fees. The Borrower hereby agrees to pay to the Agent, for the account of the Banks that execute this Waiver, a waiver fee equal to $15,000 in the aggregate (the "Waiver Fee"). The Waiver Fee shall be shared pro rata by the Banks that execute this Waiver in accordance with their Commitments. The Waiver Fee shall be nonrefundable and fully earned as of the date hereof.
Waiver Fees. The Borrower shall pay to the Agent for the account of each Lender that executed and delivered Amendment No. 1, (i) if the Relevant Annual Financial Statements are not delivered on or before June 9, 2006, the June Waiver Fee, payable in full on June 12, 2006, (ii) if the Relevant 1Q Financial Statements are not delivered on or before July 20, 2006, the July Waiver Fee, payable in full on July 20, 2006 and, if the Relevant 1Q Financial Statements are not delivered on or before July 31, 2006, the August 1Q Waiver Fee, payable in full on the earlier of (x) August 16, 2006 and (y) the date of delivery of the Relevant 1Q Financial Statements (iii) if the Relevant 2Q Financial Statements are not delivered on or before August 19, 2006, the August Waiver Fee (which shall be calculated by subtracting amounts, if any, paid in respect of the August 1Q Waiver Fee) and, if the Relevant 2Q Financial Statements are not delivered on or before August 31, 2006, the September Waiver Fee, payable in full on the earlier of (x) September 30, 2006 and (y) the delivery of the Relevant 2Q Financial Statements.”
Waiver Fees. In the event that, at any time from and after the date of this Agreement, the Borrowers shall request any waiver or forbearance by the Lenders in respect of any Event of Default (including but not limited to Events of Default under Sections 5.08 through 5.10 of Loan Agreement), and the Lenders agree to grant such waiver and/or forbearance, the Borrowers shall pay to the Agent (for allocation and payment 60% to Fleet and 40% to Mellon) the sum of $10,000 for each such waiver or forbearance, which fee shall be charged separately for each covenant under which waiver or forbearance is sought or required, regardless of whether such Events of Default arise out of the same acts, events, conditions or circumstances or occur as of the same dates or at the same time. The Borrowers hereby acknowledge that the Lenders have required the imposition of such fees as a result of the frequency with which the Borrowers have historically required and requested waivers and/or forbearances in respect of Events of Default, and that such fees constitute fair and reasonable charges in respect of the additional risk normally entailed by the occurrence of Events of Default and the additional investigation and diligence prompted thereby. The Borrowers further acknowledge that such fees may be charged and collected in addition to any other conditions or payments (payable then or thereafter) which the Lenders may require in connection with any particular waivers or forbearances. The foregoing notwithstanding, in the event and to the extent that the Lenders' receipt of any fees under this paragraph 5 would cause the aggregate amounts paid or agreed to be paid for the use, forbearance or detention of the indebtedness under and pursuant to the Loan Agreement to exceed the maximum amount permitted under Applicable Law, then the fees under this paragraph 5 shall be subject to reduction as and in the manner provided in the Notes.
Waiver Fees. The Borrower agrees to pay to the Administrative Agent for the account of each Lender that executes and delivers a copy of this Waiver to the Administrative Agent (or its counsel) at or prior to 5:00 p.m. New York City time, on June 29, 2009 (or such other time or date on which the Administrative Agent and the Borrower shall agree), a waiver fee (the “Waiver Fees”) in an amount equal to 0.25% of each such Lender’s Commitment as of such date. The Waiver Fees shall be payable in immediately available funds on, and subject to the occurrence of, the Waiver Effective Date.
Waiver Fees. (a) Except as provided below, on 18th November, 2003 and each anniversary of that date (each such date being a "WAIVER FEE DATE"), the Obligors' Agent shall pay (or procure that there is paid) to the Facility Agent for each Consenting Bank a waiver fee in Euros computed at a rate of 0.20 per cent. per annum on that Consenting Bank's Commitment or, if greater, its participation in the Loans, as at that Waiver Fee Date.
(b) No waiver fee shall be payable on any Waiver Fee Date which falls on or after:
(i) the Final Maturity Date; or
(ii) (if earlier) the First Release Condition Date.
(c) The waiver fee payable on the Waiver Fee Date immediately preceding the Final Maturity Date shall be adjusted pro rata according to the period from (and including) that Waiver Fee Date to (and including) the Final Maturity Date.
(d) For the avoidance of doubt, no waiver fee will be payable with respect to the waiver requested on 4th April, 2003, except for a single payment as set out in the Restatement Agreement.
Waiver Fees. (a) The Borrower agrees to pay to the Administrative Agent, for the account of each Lender that executes and delivers a copy of this Waiver to the Administrative Agent (or its counsel) at or prior to 12:00 (noon), New York City time, on December 11, 2009 (each, a “Consenting Lender”), an initial waiver fee (collectively, the “Initial Waiver Fees”) in an amount equal to 0.25% of the aggregate principal amount of the Term Loans and Revolving Credit Commitments of such Lender outstanding on such date. The Initial Waiver Fees shall be payable in immediately available funds in full on, and subject to the occurrence of, the Waiver Effective Date.
(b) Should this Waiver Effective Date occur, the Borrower agrees to pay to the Administrative Agent, for the account of each Consenting Lender, a supplemental waiver fee (collectively, the “Supplemental Waiver Fees”) in an amount equal to 1.0% of the aggregate principal amount of the Term Loans and Revolving Credit Commitments of such Consenting Lender outstanding as of March 1, 2010. The Supplemental Waiver Fees shall be payable in immediately available funds in full on March 1, 2010. If a Consenting Lender shall assign all or a portion of its Term Loans or Revolving Credit Commitments after the Waiver Effective Date but prior to March 1, 2010, then, unless the related Assignment and Acceptance shall otherwise provide, the portion of the Supplemental Waiver Fees allocated to the portion of the Term Loans or Revolving Credit Commitments so assigned shall be payable to such Consenting Lender’s assignee.
Waiver Fees. If Bank, at its discretion, agrees to waive or amend any terms of this Agreement, then Borrower will pay Bank a Five Thousand Dollar ($5,000) fee for each waiver or amendment. Nothing in this paragraph shall imply that Bank is obligated to agree to any waiver or amendment requested by Borrower. Bank may impose additional requirements as a condition to any waiver or amendment.
